HomeMy WebLinkAboutRESOLUTIONS - 01011993 - 1993-342 RESOLUTION NO. F
RESOLUTION AUTHORIZING ISSUANCE AND SALE OF REFUNDING BONDS
COUNTY OF CONTRA COSTA, CALIFORNIA
REASSESSMENT DISTRICT NO. 1993-1, EAST BATES AVENUE
REASSESSMENT DISTRICT NO. 1993-2, HIDDEN POND ROAD
REASSESSMENT DISTRICT NO. 1993-3 SAN RAMON VALLEY
BLVD. AT CROW.CANYON RD.
REASSESSMENT DISTRICT NO. 1993-4, RANCHO PARAISO
The Board of Supervisors of the County of Contra Costa resolves:
Section I. RECITALS. On June 15, 1993, the Board of Supervisors of
the County of Contra Costa adopted its resolution of intention to conduct
reassessment proceedings and issue refunding bonds pursuant to the Refunding Act
of 1984 for 1915 Improvement Act Bonds (the "Act') in the following four
reassessment districts (the "Reassessment Districts") of the County of Contra Costa:
Reassessment District No. 1993-1, East Bates Avenue; Reassessment District No. 1993-
2, Hidden Pond 'Road; Reassessment District No. 1993-3, San Ramon Valley Blvd. at
Crow Canyon Rd. and Reassessment District No. 1993-4, Rancho Paraiso.
Proceedings taken under the Act led to the levy of reassessments by the Board of
Supervisors against parcels of land within the respective reassessment districts.
These reassessments will be recorded in the office of the County
Recorder of Contra Costa County, and thereupon will 'become alien on each of the
reassessment parcels.
Section>2. ISSUANCE OF BONDS. The Board of Supervisors hereby
authorizes the issuance of refunding bonds in each of the Reassessment Districts
under the provisions of the Act to be secured by the reassessments in the respective
Reassessment Districts. Each bond shall be designated, "Limited Obligation
RefundingBond, County of Contra Costa, Reassessment District No. 1993-y, [verbal
description] Series No. 1993-2. In all respects not specified in this resolution, the
bonds shall be issued in the manner prescribed by the:Act. A single registered bond
shall be issued in each Reassessment District, and shall be dated July 1, 1993.
Bonds shall mature in principal amounts and shall bear interest at the rates as set
forth in the schedules attached as Exhibits B-1 to B-4, inclusive, to that certain trust
agreement dated as of June 15, 1993 (the "Trust Agreement!) among the County of
Contra Costa, the County of Contra Costa Public Financing Authority (the "Authority")
and Bank of America National Trust and Savings Association, as Trustee.
Section 3. SALE OF BONDS. The refunding bonds for each of the
Reassessment Districts are hereby sold to the Authority, in consideration of the
mutual promises contained in the Trust Agreement. To provide funds for purchase
of the refunding bonds, the Authority will issue and sell revenue bonds and will
disburse the proceeds thereof in accordance with the Trust Agreement.
Section 4. APPROVAL OF AGREEMENTS. The Board of Supervisors
hereby approves the form of Trust Agreement in substantially the form set forth as
Exhibit A hereto. This Board also approves that certain Defeasance Escrow
Agreement dated as of June 15, 1993, between the County of Contra Costa and Bank
of America National Trust and Savings Association as Escrow Agent in substantially
the farm set forth as Exhibit B hereto. This Board authorizes the County Treasurer
or the County Auditor-Controller, on recommendation of Band Counsel, to approve
such changes and completions in the form of the Agreements as may be required
before closing of the transaction, and to execute the Agreements.
Section 5. FORM AND EXECUTION. Bonds shall be issued as fully
registered bondssubstantially in the form set forth as Exhibit C to this resolution.
The bonds shall be signed by the Clerk of the Board of Supervisors and the County
Treasurer and the seal of the County shall be affixed. One of the signatures and the
sear may he reproduced on the bonds by facsimile.
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Section 6. PAYMENT ON BONDS. The principal and interest on the
refunding'bonds shall be remitted to the 'Trustee for deposit in the Payment Account
in accordance with the provisions of the Trust Agreement.
Section 7. COVENANTS. In the event of a default in the payment of
any bond or any installment of interest thereon, the Trustee, as owner in trust of the
refunding bonds, shall have the remedies set forth in the Act. In addition, the Board
of Supervisors makes the following covenants, which shall constitute a contract with
the Trustee and with the owners of the revenue bonds to be issued by the Authority:
Section 7.1. FORECLOSURE OF LIENS. Not later than October 1 in
any year, the County shall file an action in the Superior Court to foreclose the lien
of each delinquent reassessment if the sum of uncured reassessment delinquencies
for the preceding fiscal year exceeds five percent (5%) of the reassessment
installments posted to the tax roll for that fiscal year, and if the amount in the
reserve fund established under the Trust Agreement is less than ninety-five percent
(95%) of the Required Reserve.
Section 7.2. ARBITRAGE. During the term of the bonds, the County
will make no use of bond proceeds which, if such use had been reasonably
expected at the date the bonds are issued, could have caused the bonds to be
"arbitrage bonds" within the meaning of Section 148 of the United States Internal
Revenue Code of 1986, and regulations of the Internal Revenue Service adopted
thereunder, and further shall rebate to the United States any amounts actually earned
as arbitrage in accordance with the provisions of that Code and those regulations.
Section 7.3. MAINTENANCE OF TAX EXEMPTION. The County will
take all reasonable actions required to maintain the status of the bonds as bonds
exempt from federal income taxes and State of California personal income taxes.
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I HEREBY CERTIFY that the foregoing resolution was duty and regularly
adopted by the Board of Supervisors of the County of Contra Costa, State of
California, at regular meeting thereof, held on the 15th day of June, 1993.
ATTEST.
PHIL BATCHELOR, Clerk of the
Board of Supervisors and
County Administrator
Il"
_..I
BY �..�..�
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TRUST AGREEMENT
THIS IS AN AGREEMENT (the "Trust Agreement") among the COUNTY OF
CONTRA COSTA, a political subdivision of the State of California
(the "County") , the COUNTY OF CONTRA COSTA PUBLIC FINANCING
AUTHORITY, a joint powers authority organized and existing pursuant
to Government Code Section 6500 et seq. (the "Authority") and Bank
of America National Trust and Savings Association as Trustee (the
"Trustee") , entered into as of June 15, 1993.
RECITALS
The County has heretofore issued improvement bonds (the
"Prier Bonds") pursuant to the Improvement Bond Act of 1915
(Streets and Highways Code Section; 8500'' et seq. ) to represent
unpaid special assessments in four special assessment districts
established pursuant to the Municipal Improvement Act of 1913
(Streets and Highways Code Section 10000 et seq. ) , to wit.
(1) East Bates Avenue Assessment District No. 1984-2
(2) Assessment District No. 1986-1, Hidden Pond Road
(3) Refunding Assessment District No. 1986-2
(4) Rancho Paraiso Assessment District 1990-1
Pursuant to the Refunding Act of 1984 for 1915
Improvement Act Bonds (Streets and Highways Code Section 9500 et
seq. , the "Refunding Act") , the County has created reassessment
districts (the "Reassessment Districts") for each of the four
original assessment districts, as follows:
(1) Reassessment District No. 1993-1
(2) Reassessment District No. 1993-2
(3) Reassessment District No. 1993-3
(4) Reassessment District No. 1993-4
The County has issued refunding bonds (the "Refunding Bonds") for
each Reassessment District pursuant to the Refunding Act and has
sold the Refunding Bonds to the Authority'.
To provide funds for the purchase of the Refunding Bonds,
the Authority has issued and scald bonds (the "Revenue Bonds")
EXH I BIT A:
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JUNE 17, 1993
pursuant to the Marks-Roos Local Bond Pooling Act of 1985
(Government Code Section 6584 et seq. ) .
The County and the Authority wish to assign to the
Trustee certain of their rights with reference to this transaction,
and the Trustee is willing to accept the assignment and to perform
the duties set forth herein in consideration of the payment of
monetary compensation.
ARTICLE I
GENERAL PROVISIONS
Section 101. Definitions. Terms capitalized herein shall
have- the definitions given herein or in Exhibit A hereof, unless
the context otherwiserequires.
Section 1.02. Captions and Titles. The captions of
sections and the titles of articles in this agreement are not a
part of the agreement but are for reference only and shall not
affect the meaning of the agreement.
Section 103 . Exhibits. Each exhibit to this agreement is
incorporated herein by reference and shall be deemed a part of the
agreement.
Section 104. Rules of Construction. Gender-specific
words shall be deemed to apply to any gender appropriate to the
context. Unless the context otherwise requires, the word "person"
means. a natural person., corporation, association or public agency.
Where the context permits, the singular, may include the plural and
the plural, the singular. Terms of inclusion such as "herein",
"hereof", "hereunder" and the Tike refer to this agreement as a
whole.
Section 105. Applicable Law. This agreement has been
entered into and shall be construed in accordance with the laws of
the State of California. Any reference to an agreement, statute,
regulation or ordinance shall be deemed to include amendments now
or hereafter adopted.
Section 106. Severability. If any provision of this
agreement is ruled contrary to law by a court of competent
jurisdiction, that provision shall be deemed severable from all
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other provisions of the agreement and the validity of those other
provisions shall not be affected by the ruling.
Section 107. Acts of Agents. Any act required or
permitted of a party to this agreement may be performed by an
Authorized Officer;of that party, or, if not otherwise limited in
the agreement, by any 'duly authorized agent of that party. Actions
required of or permitted to the County pursuant to this Trust
Agreement may be as principal or as agent of the Authority, as the
context requires.
Section 108. Date of Performance or Condition. Any act
required to be performed or condition required to exist on a day
that is not a Business Day shall be deemed to have been performed
or to have existed on that day if the act is performed or the
condition exists on the next Business Day.
- Section 109. Counterparts. This agreement may be
executed in counterparts, and each counterpart shall be deemed to
be the same instrument.
Section 110. Notices. Unless.:otherwise specifically
provided in this agreement,. any notice required or permitted to be
given to any party ''hereof may be given by depositing thenoticein
the United States mail, first class, postage prepaid, addressed as
follows:
TO THE COUNTY: Clerk of the Board of Supervisors
County of Contra Costa
651 Pine Street
Martinez, CA 94553
TO THE AUTHORITY: Contra Costa County Public Financing
Authority
c/o Community Development Department
County of Contra Costa
4th Floor, North Wing
651 Pine Street
Martinez, CA 94553
Attn: Deputy Development Director
TO THE TRUSTEE Bank of America National Trust and Savings
Association
600 Wilshire Boulevard, Suite 500 #7156
Los Angeles, CA 90017-3217
Attn: Corporate Trust Division
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ARTICLE II
THE TRUSTEE
Section. 201. Appointment of Trustee. The Authority
hereby appoints the Trustee, and the Trustee hereby accepts the
appointment, to receive, hold and invest the Redemption Payments
and moneys in. the Reserve Account in trust for the benefit of the
Owners of the Revenue Bonds; to authenticate and deliver the
Revenue Bonds, to disburse .the ,Redemption Payments to the Owners of
the Revenue Brands; and to perform certain other functions, all as
hereinafter provided.
Section 202 Assignment of Refunding Bonds. The
Authority hereby assigns in trust to the Trustee, and the Trustee
hereby accepts theassignment of, all of the Authority's right,
title and interest in and to the Refunding Bonds. The Trustee
shall place the Refunding Bonds in safekeeping when received and
shall exercise the rights of an owner of the Refunding Bonds for
the benefit of the owners -
`of-the Revenue Bonds as provided
hereinafter. The duties of the Trustee with regard to the
Refunding' Bonds. shall be limited as provided hereinafter. The
Trustee shall cancel any Refunding Bond that has been paid in full
and shall deliver it to the County or its order.
Section 203. Trustee: Duties, Removal and Resignation.
a) Before an Event of Default and after every Event of
Default has been cured, ;the Trustee shall perform only the duties
specifically set out in this Trust Agreement. After an Event of
Default and before its cure, the Trustee shall use such of the
rights and powers vested in it by this Trust Agreement, and with
the same, degree of care and skill, as a prudent person would use
under the circumstances in the conduct of his own affairs.
b) So long as no Event of Default has occurred and is
continuing, by written notice to the Trustee the County may remove
the initial Trustee and any successor thereto and may appoint a
successor Trustee, but any successor shall be a bank or trust
company subject to supervision or examination by state or federal
authority. The Trustee's rights to indemnity and to payment of its
fees and expenses shall survive Trustee's resignation or removal
and (sinal payment or defeasance of the Revenue Bonds.
c) The Trustee may resign at any time by 'written notice
to the County and to the Owners at their addresses shown on the
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Bond Register. On receiving the notice of resignation, the County
shall 'promptly ,appoint a successor Trustee in writing; if the
County fails to do so within ninety (90) days after receiving the
notice, the resigning Trustee may petition the court having
jurisdiction to appoint a successor Trustee. Any resignation or
removal of the Trustee and appointment of a successor Trustee shall
become effective upon acceptance of appointment by the successor
Trustee. The County shall require a successor Trustee to provide a
written-notice--of appointment to each Owner.
d) Any company into which the Trustee is merged or
converted. or with which it is consolidated; or any company
resultingfrom any merger, conversion or consolidation to which the
Trustee shall be a party; or any company to which the Trustee sells
or transfers substantially, all of its corporate trust business,
shall be the successor to the Trustee without executing or filing
any paper or taking any further action.
Section 204. Compensation of the Trustee. From time to
time. on demand the County shall ;;pay to the Trustee, within thirty
(30) days after receipt of periodic billing, reasonable
compensation and the fees and expenses -of. independent appraisers,
accountants, consultants, legal counsel,, and others employed by it
in the performance of its duties hereunder. To secure payment the
Trustee shall have 'a lien, superior,-to that of the owners, on funds
held by it under this Trust' Agreement.
Section 205. Indemnification. The County shall indemnify
the Trustee, its officers, directors, employees and agents against
all cost, expense and liability resulting from the employment of
the Trustee as Trustee and assignee of the Authority, except
liability arising from the negligence or willful misconduct of the
Trustee, its officers, employees or agents.
This indemnification shall include all expenses arising
from the Trustee's alleged liability, including legal fes and
costs of defending: against any claim. If the County is required to
pay indemnity to the Trustee, the County shall be subrogated to the
rights of the Trustee to recover its losses from any other person
(excluding any insurer under any policy maintained by the Trustee
in its individual capacity) . Indemnification and the Trustee's
right to fees and expenses shall survive the Trustee's resignation
or removal and the final payment or defeasance of the Revenue
Bonds.
Section 206. Protection to the Trustee. The Trustee
shall incur noliabilityin acting in good faith on any document
that in good faith it believes to be genuine and to have been duly
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given. The Trustee shall have no duty to investigate or question
the statements contained in any document, but may rely on them as
true and accurate
Unless otherwise specifically provided herein, the
Trustee is entitled to rely on the certificate of an Authorized
Officer of the County or the Authority, but in its discretion the
Trustee may require other or further evidence before acting or
withholding action.
The Trustee may buy, sell, own, hold and deal in any of
the Revenue Bonds and as an Owner may join in any action which any
owner may be entitled to take with the same ,effect as if it were
not the Trustee. The Trustee, either as principal or agent, may
have an interest in any other transaction with the County and may
act as depository, trustee or agent for any committee or body of
Owners of Revenue Bonds or other obligations of the County or the
Authority as freely as if it were not the Trustee.
The 'Trustee may act hereunder through attorneys, agents,
or receivers and shall be entitled to advice of counsel concerning
its duties. The Trustee may..reiy upon an opinion of counsel as
complete protection for any action taken or not taken by it. The
Trustee shall not be answerable for the default or. misconduct of
any attorney, agent, or receiver- selected by it with reasonable
care. The Trustee shall not be answerable for the exercise of any
discretion or power under the Agreements or for the administration
of the Accounts, except only for its own negligence or willful
misconduct.
The Trustee shall not be liable for any action taken or
omitted in good faith, at the direction of the owners of not; less
than twenty-five percent (25%) in aggregate principal amount of the
Outstanding Revenue Bonds, as to the time, method and place of
conducting a proceeding for any remedy available to the Trustee.,
The Trustee makes no representations about the validity
or sufficiency, of the Refunding Bonds or the Revenue Bonds or the
sufficiency of security for the Refunding Bonds or the Revenue
Bonds and shall not incuranyresponsibility therefor, except as
expressly provided herein.
The Trustee shall have no liability for the failure of
performance by any other party to this agreement, but shall be
responsible solely for the performance of its own duties. The
Trustee undertakes to :perform only the, duties specified in this
agreement, and no implied covenants or obligations, fiduciary or
otherwise, shall be read into this agreement against the, Trustee.
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In accepting the trust hereby created the Trustee acts
solely as Trustee for the Owners and not in its individual
capacity. All persons, including without limitation the Owners and
the county, having any claim against the Trusteearising from this
agreement shall look only to the Accounts for payment except as
otherwise_ provided' herein. The: Trustee shall not be liable in its
individual, capacity for the obligations evidenced by the Revenue
Bands.
Section 207. No Obligation of Trustee to Expend its
Finds, The Trustee is not required to expend or risk its awn funds
or incur any financial ' liability in performing its duties or
exercising its rights or. powers, if repayment of funds or adequate
indemnity against risk or liability is not 'assured to it.
ARTICLE III
__ . ..
FUNDS AND ACCOUNTS
Section 301. Establishment of Funds and Accounts. There
are hereby established with the Trustee two special trust funds.
(1) The Redemption Fund, and within it the Payment
Account 'and` the Reserve Account; and
(2) The Prepayment Fund.
The Trustee shall keep the funds and each of these accounts
separate from all other funds and accounts held by it, and shall
not withdraw, transfer or pay from any fund or account except as
provided herein.
Section 302. Initial ' Dgtpos t. On the Closing Date the
Trustee shall receive and place in safekeeping the Refunding Bonds,
and shall receive, from the proceeds of the sale of the Revenue
Bonds, the amount of $1.1,451,710, to be deposited or otherwise
disbursed as follows;
(1) The amount of $10,785,812 shall be applied as
provided in the Defeasance Escrow Agreement, for the
purpose of retiring the Prior Bonds on September 2, 1993 .'
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(2) The amount of $347,681 (the "Required Reserve") shall
be deposited in the Reserve Account and shall be
administered in accordance with Section 304 hereof.
(3) . The amount of $268,217 shall be disbursed to the
County or upon its order as agent of the Authority for
the payment of Delivery Costs of the Revenue Bands and
the Refunding Bonds. This disbursement shall be made on
the certificate of an Authorized Officer of the County
that the amount of the disbursement constitutes Delivery
Costs actually incurred.
(4) The amount of $50,000,, representing capitalized
interestttrbutable toeassesstentstrict Ion 3w
shall be deposited in the Payment Account and shall be
disbursed as provided in Section 303. `
Section 303. Payment Account:
(a) The Trustee shall deposit in the Payment Account all
payments of principal of and interest on the Refunding Bands, to be
received from the County in accordance with the schedules of
payments set forth in Exhibits B-1 to B--4 hereof, inclusive. The
Trustee shall maintain the Payment Account until all payments on
the Revenue Bonds are made in full
(b) On each Interest Payment Date the Trustee shall
withdraw from the Payment Account the amount due as principal of,
and interest on, the Revenue Bonds and shall disburse it to the
Owners of the. Revenue Bonds.
(c) The balance, if any, in the Payment Account
immediately following the disbursement pursuant to subsection (b)
shall be transferred first to the Reserve Account to the extent
that the amount in the Reserve Account is less than the Required
Reserve, and any remaining balance shall be transferred to the
Prepayment Fund.
Section 304. Reserve Account.
(a) The Trustee shall maintain the Reserve Account until
the Revenue Bonds are paid in full.
(b) On any Interest Payment Date, if the amount in the
Payment Account is less than the amount due the Owners of the
Revenue Bonds on that date, the Trustee shall transfer from the
Reserve Account to the Payment Account an amount sufficient to
cover the delinquency, Wand' within five (5) Business Days thereafter
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shall notify the County in writing of the amount and the date of
transfer, the amount of the remaining balance in the Reserve
Account and the amount of the Required Reserve.
(c) On payment in full of the Revenue 'Bonds, the Trustee-
shall remit. the amount in the Reserve Account to the County and
shall close the account.
(d) On any Interest Payment Date, if the amount due and
payable on the Revenue Bands exceeds the amount in the Payment
Account after transfer from the ReserveAccount' pursuant to
subsection (b)', the Trustee shall apply the amount in the Payment
Account in the following' order of priority,' prorating as necessary
within the last category to which moneys can be applied:
(1) To the payment of interest on all Outstanding Revenue
Bonds,
(2) To the payment of the principal of unpaid Revenue
Bonds that matured on an 'earlier Bond Payment Date, in
order of maturity date and
(3) To the payment of the principal of Revenue Bonds
maturing on the current Bond Payment Date.
(e) On receiving a delinquent payment from the County for
which an advance has been made from the Reserve Account, the
Trustee shall deposit the payment:
(1) First, to the Payment Account, to the extent of the
full amount remaining payable to Owners of the Revenue
Bonds; and
(2) Second, to the Reserve Account.
Section 305. Prepayment Fund. The Trustee shall
administer the Prepayment Fund in accordance with Section *417
hereof:
Section 306. Investment of Fund and Account Balances.
(a) The Trustee shall invest all moneysheldin the funds
and accounts hereunder in Permitted Investments designated by the
County in writing and received.; by the Trustee at least two (2)
Business Days, before the investment date. :In the absence of
instructions `the Trustee shall invest in Federal Securities.
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(b) The 'Trustee shall deposit, investment earnings on all
funds and accounts to the Reserve Account, to the extent that the
amount in the Reserve Account is less than the Required Reserve,
and then to the Payment Account.
. (c) In its investment activities the Trustee acts only as
agent of the County. The Trustee shall not be liable for
investment losses, which shall be charged to the account for which
the investment was made
(d) The Trustee shall give the County a monthly statement
of account for each fund and account, including the `balance ,thereof
and the earnings, transfers and other transactions since the date
of the previous statement.
Section 307. Rebate of Arbitrage. Within ten (10)
Business Days after receiving written instructions from the County,
the Trustee shall disburse to the United States, from the funds and
accounts specified by the County, any amounts required to be
rebatedasarbitrage to the United States pursuant to Section 148
of the Internal Revenue Code. The Trustee may 'rely conclusively on
the instructions and shall have no responsibility for compliance
with those provisions of the Internal Revenue Code or regulations
adopted thereunder.
ARTICLE IV
THE BONDS
Section 401. Authentication of Revenue Bonds. On the
written request of the County and the Authority the Trustee shall
authenticate and deliver to the original purchaser thereof Revenue
Bonds in an aggregate principal amount of $11, 589,371, secured by
the pledge of revenues to be received by the County pursuant to the
Refunding Bonds. The County and the Authority hereby certify that
all conditions required by the Constitution and. statutes of the
State of California andhi Truest A recent
precedent to the delivery of the Revenue....Bonds ''have occurred or
been duly performed.
Section 402. Form. Denomination; Medium-of Payment.
The Revenue Bonds shall be delivered as fully registered' bonds :in
the denomination of $5,000 or integral multiples thereof. The form
of the Revenue Bonds shall be substantially as set forth in Exhibit
D. The Revenue Bonds shall be payable in lawful money of the
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United States of America which at the time of payment is legal
tender for the payment of public and private debts.
Section 403. Date of Revenue Bonds. Each Revenue Bond
shall be dated as of the date of its authentication, except that
each Revenue Bond delivered to the original purchaser shall be
dated as of the Closing Date. Interest on each Revenue Bond shall
be payable from the Interest Payment Date next preceding the date
of its authentication, except that:
(1) If the Revenue Bond is authenticated as of, an
Interest Payment Date,' or after the fifteenth (15th) day
of 'a month preceding an Interest Payment Date and before
that Interest Payment 'Date, interest shall be payable
from that Interest Payment Date; or
(2) If the Revenue Bond is authenticated on or before
February 15, 1994, interest shall be payable from the
Closing Date:
In any event, if interest is in default on any Outstanding Revenue
Bonds. as of the authentication date of a Revenue Bond, interest on
that Revenue Bond shall: be payable from the Interest Payment Date
to which interest has previously been paid or made available for
payment on the Outstanding Revenue Bonds.
Section 404. Payment of Principal and Interest. The
Revenue Bondsshallbe in serial form, and their principal shall be
payable from the principal payments on the Refunding Bonds on
September 2 in each of the years and in the amounts set forth in
Exhibit C. Interest on the Revenue Bonds shall be payable on March
2, 1994, and semiannually thereafter on September 2 and March 2 of
each year to and including the date of principal payment or
prepayment, whichever is earlier. Interest shall be payable from
the interest paid on the Refunding Bonds and shall be computed at
the rates set forth in Exhibit C on the basis of a 360-day year of
twelve 30-day months.
Section 405. Place of Payment. The principal (together
with a prepayment premium, if any) of the Revenue Bonds shall be
payable at the Principal Office of the Trustee. Interest on the
Revenue Bonds shall be payable by check of the Trustee mailed by
first class mail to the Owners on the Interest Payment Date; but
the owners' shown on the Bond Register on the 15th day of the month
preceding the Interest Payment Date shall be deemed to be owners on
the Interest Payment Date for the purpose of paying interest.
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Section 406. Numbers; Legends. The Revenue Bondsmay be
numbered by a method selected by the Trustee. The Revenue Bonds
may contain or have endorsed thereon provisions,- specifications and
descriptive words consistent with this agreement, as determined by
the County before delivery of the Revenue Bonds.
Section 407. Authentication. The Revenue Bonds shall be
authenticated by the Trustee, as trustee under this Trust
Agreement, by the manual signature of an Authorized Officer or
signatory of the Trustee.
Section 408. Transfer and Exchange of Revenue Bond.
(a) Each Revenue Bond shall be transferable only on the
Bond Register, which shall be kept at the Principal Office of the
Trustee, on surrender of the Revenue Bond together with a` written
instrument of transfer satisfactory to the Trustee and duly
executed by the Owner or his authorized attorney. On the surrender
of the Revenue Bond and the registration of its transfer, the
Trustee shall authenticate and deliver, in the name of the
transferee, one or more new Revenue Bonds of the same aggregate
principal amount of Authorized Denominations, Bond Payment Date and
interest rate as the surrendered Revenue Bond.
(b) One or more Revenue Bonds having the same Bond
Payment Date may be exchanged at the Principal Office of the
Trustee for the same aggregate principal amount of Revenue Bonds of
other Authorized Denominations. On the surrender of any Revenue
Bond together with a written request for exchange executed by the
Owner or his authorized attorney, the Trustee shall authenticate
and deliver in the name of the Owner and shall register one or more
new Revenue Bonds of the same aggregate principal amount of
Authorized Denominations, Bond Payment Date, and interest rate as
the Revenue Bond being exchanged.
(c) The Trustee shall not be required to register a
transfer or exchange during the 15-day period before the date on
which 'notice of prepayment must be mailed pursuant to Section 416
of this Trust Agreement or for any Revenue Bond or portion thereof
selected for prepayment pursuant to Section 415 of this Trust'
Agreement:
Section 409. Regulation with Respect to Exchange and
Transfers. On the transfer or exchange of Revenue Bonds, the
Trustee shall authenticateanddeliver Revenue Bonds in accordance
with this Article. The Trustee shall cancel Revenue Bonds
surrendered in any transfer or exchange and shall deliver them to
the County on its order. The County shall pay the cost of
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preparing 'new'Revenue Bonds and. any other expenses of the County or
the Trustee in a transfer or exchange of Revenue Bonds, except for
any tax, fee or other governmental charge not imposed by the
County.
Section 410. Bond Regisfer.
(a) The Trustee shall keep at its Principal Office a
Band Register,- which shall be open to inspection by the County or
the Owners on reasonable notice and at reasonable times during
normal business hours on any Business Day'.
(b) The Trustee shall deem the person in ,whose name any
Outstanding Revenue Bond appears on the Bond Register as the
absolute owner of the Revenue Bond. Payment made to an Owner or on
h'is order' shall satisfy and discharge the liability on the Revenue
Bond to the extent of the amount paid, and neithertheCounty nor
the Trustee shall be affected by any notice to the contrary.
Section 411. Mutilated Lost, Destroyed. or Stolen
Revenue Bonds. If any Revenue Bond is mutilated, the Trustee, at
the- expense of the Owner, shall authenticate and deliver a new
Revenue Bond in the same principal amount of Authorized
Denominations, Bond Payment Date, and interest rate, on surrender
of the mutilated Revenue Bond. The Trustee shall cancel the
mutilatedRevenue Bond and deliver it on the orderofthe County.
On submittal, of evidence satisfactory to the Trustee that
any Revenue Band has been lost, -destroyed or stolen, together with
an indemnity satisfactory to the Trustee, the Trustee, at the
expense of the Owner, shall authenticate and deliver a new Revenue
Bond of the same principal amount of Authorized Denominations, Bond
Payment Date, and interest rate, and numbered as the Trustee shall
determine, in substitution for the lost, destroyed or stolen
Revenue Bond.
The Trustee may require payment of a fee for its expenses
under this section. Any Revenue Bond delivered in lieu of a
Revenue Bond alleged to be lost, destroyed or stolen shall be as
much 'entitled to the benefitsofthis Trust Agreement as all other
Outstanding Revenue Bonds. The Trustee shall not be required to
treat both the original Revenue Bond and any duplicate Revenue Bond
as Outstanding, but both the original and duplicate Revenue Bond
shall be treated as one and the same.
in lieu:of delivering a new Revenue Bond for which
principal has become due or is about to become ,due, the Trustee may
pay the Revenue Bond.
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Section 412. Evidence of Signatures of Owners and
Ownership of Revenue Bonds. Any request, consent, revocation of
consent, or other instrument in writing required or permitted by
this Trust Agreement to be signed or executed by Owners may be in
any number of concurrent instruments of similar tenor, and may be
signed or executed by the Owners or by their attorneys or agents
appointed for that purpose by an instrument in writing. Any
request or consent: of an owner 'shall bind every subsequent Owner of
the same Revenue Bond or its replacement.
The fact and date of the execution of any such instrument
may be proved by a certificate, which need not be acknowledged or
verified, of an officer of any bank or trust company within the
United States of America, or of any notary public or other officer
authorized to takeacknowledgments of deeds to be recorded in
United States jurisdictions that the persons signing the instrument
acknowledged before him the execution thereof. Where any such
instrument is executed by an officer of a corporation or
association or a member of a partnership on behalf of the
corporation, association or partnership, the certificate shall also
constitute sufficient proofof his authority. .
The fact of ownership of Revenue 'Bonds and the amount,
Bond Payment Date, interest rate, numbering and date of ownership
shall be proved by the Bond Register,
The Trustee is not limited to the method of proof set
forth in this Article, but may accept any other evidence deemed
sufficient.
Section 413. [Section Number Not Used?
Section 414. Advance Retirement of Refunding Bonds.
(a) The County may provide to the Trustee from time to
time a Notice of, Advance Retirement of Refunding Bonds in '
accordance with the Improvement Band Act of 1915. The Trustee
shall thereupon select Revenue Bonds for prepayment on the Interest
Payment Date for which the Notice of Advance Retirement is given.
Revenue Bonds shall be selected for prepayment in the same
principal amounts and of the same maturities as stated in the
Notice of Advance Retirement for the Refunding Bonds.
(b) On or before the March 2 or, September 2 for which the
Notice of Advance Retirement is givens the County shall transmit to
the 'Trustee the amount of the principal. of Refunding Bonds to be
retired pursuant to the notice, together with the redemption
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premium, if any, thereon and interest thereon to, the date of
retirement specified in the notice. At the same time the County
shall ;provide ,to the Trustee a revised maturity schedule (Exhibit
B), for the affected Refunding Bonds and a revised maturity schedule
(Exhibit C') for the Revenue Bonds.
(c) Amounts received by the Trustee pursuant to a Notice
of Advance Retirement of Refunding Bonds shall be deposited in the
Prepayment Fund and- shall be disbursed for the optional prepayment.
of Revenue Bonds in accordance with 'Section; 417. The Trustee shall
endorse on the appropriate Refunding Bonds the date and amount of
principal retired in advance of maturity.
Section 415. Optional Prepayment of Revenue Bonds.
(a) All or -any portion of any Revenue Bond may be prepaid
on any Interest Payment Date by paying to the Owner thereof the
principal amount thereof, interest to the Interest Payment Date of
prepayment and a prepayment premium of three percent (3%) of the
principal being prepaid.
(b) Revenue Bonds to be prepaid shall be selected by lot
within each maturity in the manner determined by the Trustee. In
making the selection the Trustee shall treat each Revenue Bond as
representing a number of bonds obtained by dividing the Band
principal amount by $5,000. Prepayment of a portion of any Revenue
Bond shall be in the amount of $5, 000 or any integral multiple
thereof.
Section 416. Notice of Prepayment; At the expense of
the County the. Trustee shall give notice to the ;affected Owners of
the prepayment of their Revenue Bonds. The notice shall state:
* That the whole or a' specified portion of the Revenue
Bonds is to be prepaid;
* The date of prepayment;
* The place or places where the prepayment will be made
* The prepaymentprice;
* The CUSIP,' numbers;
• The numbers of the Revenue Bonds to be prepaid, if
fewer than all of the Revenue Bonds are to be prepaid;
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* The interest component and maturity date of each
Revenue Bond to be prepaid in whole or in part, and
* That on the date ofprepayment the principal of and
accrued interest on each Revenue Bond or portion thereof
to be prepaid, together with a prepayment premium, if
any,, shall become due and payable, and that from and
after the date of prepayment interest on each such
Revenue Bond or portion thereof shall cease to accrue.
The notice shall be mailed, first class, postage' prepaid', not less
than thirty, -(30) nor more than sixty (60) days before the date of
prepayment. The notice shall be mailed to the Owners of all
Revenue Bonds .to be prepaid as the Owners' names and addresses
appear on the Bond Register; to one or more of the Information
Servicesil and by- registered, certified or overnight mail to the
Securities Depositories. Failure to mail the notice, or any defect
in the notice as mailed, shall .not affect the validity of the
proceedings for prepayment of the Revenue Bonds.
Section 417. Payment on Date of Prepayment. If the
Prepayment Fund contains an amount sufficient for the prepayment of
the Revenue Bands 'selected for prepayment, the Revenue Bands to be
prepaid shall become due and payable on the date of prepayment, and
can their presentation and surrender at the Principal Office, the
Revenue Bonds shall be paid at their principal amount, together
with accrued and unpaid interest to the date of prepayment and any
applicable prepayment premium.
If moneys in the Prepayment Fund on the Interest Payment
Date of prepayment are sufficient to prepay the Revenue Bonds
selected for prepayment, interest on the Revenue Bonds selected for
prepayment shall cease to accrue as of that date. If sufficient
moneys are not available on the Interest Payment Date, interest on
the Revenue Bonds shall continue to accrue, until paid;, at the
rates at which the Revenue Bonds were authenticated and delivered.
Moneys held by the Trustee for the prepayment of particular Revenue
Bonds shall be held in trust for the account of the owners of those
Revenue Bonds.
Section 418. Partial Prepayment of Revenue Bond. On
surrender of any Revenue Bond prepaid in part only, the Trustee
shall authenticate and deliver to the Owner, at the expense of the
County, one or more new Revenue Bonds of authorized denomination
equal in aggregate principal amount to the unprepaid portion of the
Revenue Bond surrendered and of the same interest rate and the same
Bond Payment Date,. The County, the Authority and the Trustee shall
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be released and discharged from liability to the extent of the
payment.
Section '419 Non-Presentment of Revenue Bonds. If any
Revenue Bond is not presented for payment when its principal
becomes due, either at maturity or at the date fixed for
prepayment, and money sufficient to pay the Revenue Bond has been
deposited in the Payment Account or the 'Prepayment Fund, all
liability of the County to the owner for payment of the Revenue
Bond shall be discharged, and it shall then be the duty of the
Trustee to hold the money in a separate account without liability
for interest thereon to -any person, for the benefit of the owner.'
The owner .shall thereafter be 'restricted exclusively to that money
for any claim under this Trust Agreement or on the Revenue Bond.
Subject to applicable escheat laws, two (2) years after the money
was due the Owners or after the County pays the money to the
Trustee, whichever is Later, the money `shall be paid by the Trustee
to the County free from the trusts created by this TrustAgreement,
and thereafter owners shall be entitled to look only to the County
for payment and then only to the extent of the amount repaid by the
Trustee. The County shall not be liable for any interest on money
paid. to ;it pursuant-to this section and shall not be regarded as a
trustee of the money.
Section 420. Book-Entry; Limited obligation of County.
The Revenue Bands of any maturity may be authenticated and
delivered in the form of a separate single fully registered Revenue
Bond (which may be typewritten)- The ownership of the Revenue Bond
shall be registered in the Bond. Register in the name of the Nominee
as nominee of the _Depository.
With respect to Revenue Bonds registered in the name of
the Nominee, the County and the Trustee shall have no
responsibility or obligation to any Participant or to any Person on
whose behalf a Participant holds an interest in the Revenue Bonds.
Without limiting the generality of the foregoing sentence,. the
County and the Trustee specifically shall have no responsibility
for (i) the accuracy of records of the Depository, the Nominee, or
any Participant concerning ownership interest in the Revenue Bonds,
(ii) the delivery to any Participant or other Person, except as
shown in the Bond Register, of any notice concerning the Revenue
Bonds, including any notice of prepayment, (iii) the selection by
the Depository and its Participants of the beneficial interests in
the Revenue Bonds to be prepaid if any Revenue Bonds are prepaidin
part, or (iv) the ,payment to any Participant or other Person, other
than a Nominee as shown in the Bond Register, of any amount with
respect to principal of or interest on the Revenue Bonds. The
County and the Trustee may treat and consider the Person in whose
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name each Revenue Bond is registered in the Bond Register as the
absolute owner of that Revenue Bond for the purpose of payment of
principal of or interest on the Revenue Bond', for the purpose of
giving notice of prepayment- and other matters concerning the
Revenue Bond, for the purpose of registering transfers of the
Revenue Brand, and for every other purpose.
The Trustee shall pay all principal of or interest on the
Revenue Bonds only to or upon the order of the respective Owners,
as shown in the Bond Register, or their respective attorneys duly
authorized in writing, and all such payments shall fully satisfy
and discharge the County's obligations for payment of the principal
of or interest on the Revenue Bonds to the extent of the payments.
No person. other than an Owner, as shown in the Bond 'Register, shall
receive a Revenue Bond evidencing the obligation of the County to
make payments "of principal or interest pursuant to this Trust
Agreement. Upon delivery by the Depository to the Nominee, the
Trustee and the County of written notice to the effect that the
Depository has determined to substitute a new nominee in place of
the Nominee, and subject to the provisions herein with respect to
Record Dates, the word Nominee in this Trust Agreement shall refer
to the new nominee of the Depository.
Section 421. Representation Letter. The Treasurer or
other Authorized Officer of the. County is hereby authorized to
execute, seal,' countersign and deliver on behalf of the County to
the Depository a letter (the "Representation Letter") from the
County representing such matters as shall be necessary to qualify
the Revenue Bonds for the book-entry system. The execution and
delivery of the Representation Letter shall not limit the
provisions of Section 420 hereof or in any other way impose on the
County or the Trustee any obligation to Persons having interests in
the Revenue Bonds other than the Owners as shown on the Bond
Register.' The Trustee shall take all actions required of the
Trustee to comply with the Representation Letter. The 'Treasurer or
rather Authorized officer ,of the County is hereby authorized to take
any other actions, consistent with this Trust Agreement, to qualify
the Revenue Bonds for the Depository's book--entry program.
Section 422 Transfers Outside Book-Entry System. By
written request the County may remove the Depository and appoint a
successor at any time and for any reason. If (i) the Depository
resigns as securities depository for the Revenue Bonds, or (ii) the
County removes the Depository, then the County will discontinue the,
book-entry system with the Depository. If the County fails to
identify another qualified securities depository to 'replace the
Depository, the Revenue Bonds 'shall no longer be restricted to
registration in the name of the Nominee, but shall be registered in
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the names designated by Owners transferring or exchanging the
Revenue Bonds,; in accordance with the provisions of Section 408 of
this Trust Agreement. The County at its own expense shall furnish
to the Trustee a supply of Bond' forms.
ARTICLE V
COVENANTS; EVENT OF DEFAULT
Section 501. Compliance with Foreclosure Covenants..
During any period in which the ;amount in the Reserve Account is
less than ninety-five percent (95%) of the Required Reserve, the
County shall provide reports in writing (the "Compliance Reports")
to the Trustee of compliance with the Foreclosure Covenants. The
reports shall be furnished semiannually not later than each
Interest PaymentDateand not earlier than thirty (30) days before
each Interest` Payment Date. Each Compliance Report shall state
(1) The date of filing each complaint in foreclosure, and
the action number thereof;
(2) - A description, --by' specialassessmentand diagram
number and by county assessor`"s parcel number, of the
property addressed in the complaint, and
(3) A brief description of the status of the action,
including, if applicable, the existence of any injunction
or stay order preventing' prosecution of the action by the
County.
Section 502. Event of Default Defined. Either of the
following` shall constitute an Event of Default by the County under
this agreement
(1) A reduction of the Reserve Account to an amount lees
than the lesser of (i) eighty percent (80 ) of the
Required Reserve, or (ii) ten percent (10 ) of the
principal amount of Revenue Bonds then Outstanding; or
(2) At any time that the amount in the Reserve Fund is
less than ninety--five percent (95%) of the Required
Reserve, the failure or refusal of the County to file
Compliance Reports pursuant to Section 501 hereof or to
institute and diligently, prosecute the judicial
foreclosure of property delinquent in the payment of
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reassessments securing the Refunding Bonds, pursuant to
the Foreclosure Covenants'.
Section 503. Action on Default. The Trustee shall notify
the County and the Owners in writing of the occurrence of an Event
of Default within five (5) Business Days after its occurrence. The
Trustee shall not be required to take any further action or seek
any remedy pursuant to 'section '504 hereof unless requested to do so
by the Owners of at least twenty-five percent (25%) in aggregate
principal amount of the OutstandingRevenue Bonds and unless
indemnified to its satisfaction from any liability or expense'.
Section '504. Remedies on Default.
(a) On the occurrence of an Event of Default, if the
default is not cured within thirty (30) days after notice given by
the Trustee to the County pursuant to Section 503, the Trustee may
apply to a court of competent jurisdiction for one or more of the
following remedies:
(1) A writ of mandate or other judicial order compelling
the County to comply with the Foreclosure Covenants;
(2) An accounting of amounts posted to the County tax
roll and amounts' received on account of reassessments
securing' the Refunding Bonds,
(3) Intervention' in any foreclosure action instituted
pursuant to the Foreclosure Covenants, or in any action
challenging the :validity of the Refunding Bonds or the
reassessments securing them; the County hereby' consents
to any such intervention,
(4) Application for dissolution of any injunction or stay
order preventing the County's compliance with the
Foreclosure, Covenants: and
( ) Any other remedy at law or in equity reasonably
expected to assist in the protection of the rights and
security of the owners of the Revenue Bonds.
(b) On an Event of Default, if the Trustee has taken any
judicial or other action at its own discretion or on the request of
Owners, the Trustee shall have full power, in the exercise of its
discretion for the best interests of the Owners, to continue,
discontinue, withdraw, , compromise, settle or otherwise dispose of
the action.
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(c) All reasonable fees and all costs of the Trustee, its
employees:, agents and counsel in the pursuit of these remedies
shall be paid to the Trustee by the County within thirty (30) days
after billing-.
Section 505. Rights of Owners of Revenue Bonds'. No Owner
shall have the right to institute any judicial action for any
remedy under this Agreement, unless.
* The Owner has first given the Trustee written notice of
the 'occurrence of an 'Event of Default; and
* The Owners of at least twenty-five percent (25%) in
aggregate principal amount of Outstanding Revenue Bonds:
have requested the Trustee in';writing,'to exercise the
powers hereinbefore. granted or to institute the action in
its own name; and
* The Owners have tendered indemnity satisfactory to the
Trustee against the Trustee's expenses andliabilities to
be incurred. in complying, with their request; and
* The Trustee has refused or omitted to comply with the
request fora period of sixty (60) days after the written
request has been received by, and the tender of indemnity
made to, the Trustee.
Such notification, request, tender of indemnity and refusal or
omission are conditions precedent to the exercise by an owner of
any remedy hereunder. No one or more Owners shall have the power
to enforce any right under this Agreement, except in the manner
herein provided. Judicial proceedingsresulting from an Event of
Default shall be for the equal benefit of all Owners of the
Outstanding Revenue Bonds
Section 506. Non-Waiver. A -delay or .omission by the
Trustee to exercise a right or power arising on an Event of Default
shall not impair that right or power or be construed as -a waiver
of, or acquiescence in, the Event of Default. Every power and
remedy possessed by the Trustee may be exercised from time to time
and as often as deemed expedient by the Trustee,
Section .507. Remedies Not Exclus'ive'. All remedies
afforded to the Trustee by law or by this agreement are cumulative:
the exercise of a ' remedy shall not impair the right of the Trustee
to exercise any other remedy, at the same time or from time to
time.
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Section 508 . No Obligation by County- to Owners. Except
for the payment ofamounts due 'under the Refunding Bonds and the
performance of other County covenants contained in the proceedings
for issuance of the Refunding Bonds and in this agreement, the
County shall have no obligation or liability to any other party or
to the Owners arising from ;,this Trust Agreement, the performance of
the Trustee, the terms, execution, delivery or transfer of the
Revenue Bonds, or the distribution of payments to the Owners by the
Trustee.
Section 509. No Liability to Owners for Payment. Except
as provided herein the Trustee shall have no obligation nor
liability to the Owners for the County's payments under the
Refunding Bonds or the County's performance of any other covenant
of this agreement.
ARTICLE VI
AMENDMENT,• DEFEASANCE; ADMINISTRATIVE PROVISIONS
Section 601.. Amendment. This Trust Agreement may be
amended in writing by a supplemental agreement among all of the
parties:
* Without the consent of the Owners, to add to the rights
and privileges of the Trustee, or to cure a defective
provision or settle 'a question arising from an
uncertainty, ambiguity, or omission in this Trust
Agreement without adversely affecting the interests of
the Owners, or
* With the written consent of the Owners of a majority in
aggregate principal ' amount of Outstanding Revenue Bond's,
to make any other amendment.
This section does not authorize an amendment that causes the
interest on the Revenue Bonds to become subject to California
personal income tax or to be included in the grass income of the
owners for federal income tax purposes." The parties may rely on
the opinion of Bond Counsel in the application of this section.
Section 602 No Impairment of Security. The County shall
not reduce any reassessment securing the Refunding Bonds or enter
into any ;settlement of a claim or dispute respecting the Refunding
Bonds or the reassessments securing them, except upon the written
consent of the Trustee. This 'section shall not be construed to
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prevent the County from dividing reassessments to conform with the
division of assessed parcels as provided by the Improvement Bond
Act of 1915.
Section 603 .: Defeasance. Upon defeasance of the Revenue
Bands, even though all Revenue Bonds have not been presented for
payment, all obligations of the Authority, the Trustee and the
County hereunder shall end, except only the' obligation of the
County to compensate and indemnify the Trustee and the obligation
of the Trustee to pay all amounts due to the Owners. Defeasance
will have occurred when all OutstandingRevenue' Bonds are paid and
discharged
(a) By paying the principal of and interest on all
Outstanding Revenue Bonds as they become due and payable; or
(b) By prepayment of all outstanding Revenue Bonds; or
{c} By irrevocably depositing with the Trustee cash
which, together with amounts then on deposit in the Payment
Account, Prepayment Fund, :and Reserve Account are sufficient to pay
the principal of and interest on all Outstanding Revenue Bonds; or
('+d) By irrevocably depositing with the Trustee Federal
Securities which, together with. moneys 'then on deposit in the
Payment Account, Prepayment Fund, and Reserve Account, together
withinterestto be received thereon, will be sufficient to pay the
principal', or and interest on all Outstanding Revenue Bonds at or
before their respective Interest Payment Dates, in the written
opinion of an independent certified public accountant given to the
Trustee.
Section 604. Recording and FiliDg. The 'Trustee shall
not be responsible for recording or filing this , agreement or
supplemental instruments or documents.
Section 605. Trustee to, Keep Records`. The Trustee shall
keep books and records of all money received and disbursed under
this Trust Agreement. They shall be available for inspection, at
reasonable times during normal business hours on Business Days, by
the County, the Authority or owners representing five percent (5n)
in aggregate principal amount of Outstanding Revenue Bonds, or
their respective designees.
IN WITNESS WHEREOF, the parties hereto have executed this
Trust Agreement the daffy and year first above written.
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EXHIBIT A
DEFINITIONS
, . Accounts. The term "Accounts" means the funds and
accounts established by Section 301 of this Trust Agreement.
Authority. The term "Authority" means the County of
Contra Costa Public Financing Authority, a joint powers authority
of the County of Contra Costa and the Contra Costa County
Redevelopment Agency, formed pursuant to Article 1 (Section 6500 et
seq. ) 'of Chapter 5 of Division 7 of Title 1 of the California
Government Code.
Authorized Denominations. The term "Authorized
Denominations" means the authorized denominations of the Bonds,
which shall be $5, 000 or any integral multiple thereof.
Authorized officer. The 'term "Authorized Officer", when
used with reference to the Authority, means its 'Chair, . its
Executive: Director, its Assistant Executive Director, its Deputy
Executive Director or its Treasurer; when used with reference to
the County, means the Chair of the Board of Supervisors, County
Administrator, County Treasurer, County; Auditor-Controller or their
respective deputies or assistants or any other County officer or
employee designated by the County Administrator, as an Authorized
Officer for purposes of this agreement; when used with reference to
the Trustee means any officer within the Corporate Trust Department
(or any vice president, assistant vice president, assistant
secretary or any other officer or assistant officer: of the Trustee
customarily performing functions similar to those performed by the
persons who at the time shall be such officers, respectively) , and
also means, with respect to a particular corporate trust matter,
any other officer of the Trustee to wham the matter is referred by
the Trustee because of that officer's knowledge of and familiarity
with the particular subject.
Bond Counsel. The term "'Bond Counsel's means an attorney
or a firm of attorneys, acceptable to the County, of nationally
recognized standing in matters pertaining to the tax-exempt °nature
of interest on bonds issued by states and their political
subdivisions, duly admitted to the practice of :law before the
highest court of any state of the United StatesofAmerica.
Bond Payment Date. The term "Band Payment Date" means
September 2 of each year during the term of the :Bonds commencing
September 2, 1994.
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JUNE 17, 1993
Bond Register. The term '"Bond Register" means the books
for registration of the Bonds maintained by the Trustee pursuant to
Section 414 of this Trust Agreement.
Bond's. The term "Bonds" means the Revenue Bonds as
defined herein.
Business; Day. The term "Business Days" means any day on
whichbanks in San Francisco and Los Angeles, California, are open
for business, except Saturday, Sunday or a legal holiday.
Closing. Date. The term "'Closing Date" means the date on
which the Bonds are originally authenticated by the Trustee and
delivered to the firstpurchaser thereof.
Compliance Report. The term *"Compliance Report" means
the report described in Section 501 of this Trust Agreement, by
which the County reports to the Trustee the institution and
progress 'of .judicial foreclosure proceedings against property
delinquent in the payment of reassessments securing ,the Refunding
Bonds.
County. The term "County" means the County of Contra
Costa, a political subdivision of the State of California.
Defeasance Escrow Agreement. The term "Defeasance Escrow
Agreement" means the Defeasance Escrow Agreement dated as of June
15, 1993, between the County and Bank of America National Trust and
Savings Association.
Delivery Costs. The term "Delivery Costs" means all
costs of payment or reimbursement for execution, sale and delivery
of the Refunding Bonds and the Revenue Bonds, including without
limitation costs paid or incurred by the County, the Authority or
the Trustee for filing, printing, reproduction and binding, initial
fees and charges of the Trustee and its counsel, financing
discounts, legal fees, charges and reimbursements, financial and
other` professional ratings, and fees for authentication,
registration, transportation and safekeeping of bonds.
Depository. The term "Depository'" means any securities
depository appointed by the County to act as depository pursuant to
Section 420 of this Trust Agreement'.
DTC.' The term ""DTC"" means the Depository Trust Company,
New York, New York.
25,
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Event of- Default. The term "Event of Default" means an
event of default as defined in Section 502 of this Trust Agreement.
Federal Securities. The term "Federal Securities" means
United States Treasury note's, bonds, bills or certificates of
indebtedness or obligations for which the full faith, and credit of
the United States are pledged for the timely payment of principal
and interest.
Fiscal Year.. The term "Fiscal Year" means the one-year
period beginning on July 1 and ending on June 30.
Foreclosure Covenant. The term "Foreclosure Covenant"
means a covenant made by the County for the benefit of the owners,
of the Refunding Bends;, by which the County 'agrees to institute and
diligently prosecute judicial foreclosure proceedings against
property delinquent in' the' payment of reassessment installments
securing the Refunding Bonds.
Information Services. The term "Information Services"
means Financial Information, Inc. 's "Daily Called Band Service", 30
Montgomery Street, Floor 20, Jersey City, New Jersey 07302,
Attention: Editor, Kenny Information Services' "Called Bond
Service", 55 Broad Street, Floor 28, New York, New York 10004
Moody's Investors Service "Municipal and Government" , 99 Church
Street, Floor 8, New York, New York 10007, Attention,: Municipal
News Reports; Standard and Poor's Corporation "Called Bond Record:"
2<5 Broadway, Floor 3, New York, New York 10004 ; and, in accordance
with 'then current guidelines of the Securities and Exchange
Commission, such other addresses and/or such other services
providing information with respect to called bonds as the City may
designate in a written request of the City delivered to the
Trustee.
Interest Payment Dates. The term "Interest Payment
Dates" means March 2 andSeptember2 of each year during the term
of the Bonds commencing with March '2, 1994 .`
Nominee. The term "Nominee" means the nominee of the
Depository, which may be the Depository or any nominee specified or
substituted by the Depository pursuant to Section 420 of this Trust
Agreement.
Notice of Advance Retirement. The term "Notice of
Advance Retirement" means the notice required by Section 8751 of
the California Streets and Highways Code (being; a part of the
Improvement Bond Act of 1915) by which the County may advance the
maturity of any Refunding Bond.
Outstanding. The term "Outstanding" when used with
reference to the Revenue Bonds as of a particular date means all
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Bonds theretofore delivered except: (a) all Bonds cancelled by the
Trustee on or before that date;. (b) all Bonds in substitution for
which other Bonds have been delivered pursuant to this Trust
Agreement, and-. (c) ' Bonds defeased under Section 603 of this Trust
Agreement.
Owner. The term "Owner" , when used with reference to the
Revenue Bonds, means the owner of any Outstanding Bond as shown on
the Band Register.
Participant. The term "Participant" means a direct
participant in DTC or any securities broker or dealer, bank or
trustcompany' that,, either directly or indirectly, clears through
or maintains a custodial relationship with a direct. participant.
Payment Account. The term "Payment Account" means the
account by that name, within the Redemption Fund, established by
Section 301 of this frust Agreement
Permitted Investments. The term "Permitted Investments"
means::
A. Obligations of any of the 'following federal agencies
which obligations represent full faith and credit of the
United States of America, including:
Export -- Import "Bank
Farmers Home Administration
General Services Administration
U.S. Maritime Administration
Small Business Administration
Government National Mortgage Association ;(GNMA) U.S.
Department of Housing & Urban Development (PHA's)
Federal Housing Administration;
B. Bonds, nates or other evidences of indebtedness rated
"AAA" by Standard & Poor's Corporation and "Aaa" by
Moody's Investors Service issued by the Federal National
Mortgage Association or the Federal Home Loan Mortgage
Corporation `with` remaining maturities not exceeding three
years;
C. U.S. dollar denominated deposit accounts, federal
funds and banker's acceptances with domestic commercial
banks which have a rating on their short term;
certificates: of deposit on the date of purchase of "A-111
or "A-1+" by, Standard & Poor's and "P-1" by Moody's and
maturing no more than 360 days after the date of
purchase. (Ratings on holding companies are not .
considered as the rating of the bank)
27
THIRD DRAFT
JUNE 17, 1993 '
D. Commercial paper which is rated at the time of
purchase in the single highest classification, "A-1+" by
Standard & Poor's and "P-111 by Moody's' Investors Service
and which matures not more than 270 days after the date
of purchase;'
E. Investments in: a money market fund rated ""AAAm" or
""AAAm--G"' or better by Standard & Poor's Corporation;
F. Pre-refunded'- Municipal obligations defined as follows:
Any. 'bonds or other obligations of any state of the United
States of America or of any agency, instrumentality or
local governmental unit of any such state which are not
callable at the option of the obligor prior to maturity'
or as to which irrevocable instructions have been given
by the obligor to call on the date specified in the
notice, and which are rated, based on the escrow, in the
highest rating category of Standard & Poor's Corporation
and Moody's Investors Service, Inc. or any successors
thereto
Person. The term "Person" means a natural person,
corporation, association or public agency. '
Prepayment Fund. The term "Prepayment Fund" means the
fund by that name established by Section 301 of this Trust
Agreement.
Principal Office. The term "Principal office" means the
corporate' trust office of the Trustee at which it conducts its
corporate trust business in Los Angeles, California or any other;
office of the 'Trustee designated by the Trustee: for the purpose
from time to time, including for registration, transfer, exchange
and payment of Revenue Bonds.
Record Date. The term "Record Date" means the close of
business on the fifteenth day of the month preceding each 'Interest
Payment Date, whether or not the fifteenth 'day is a 'business day.
Redemption Fund. The term "Redemption Fund" means the
fund of that name established by Section 301 of this Trust
Agreement, containing within it the Payment Account and the Reserve
Account.
Redemption Payments. The term "Redemption Payments"
means payments of 'principal of and interest on the Refunding. Bonds,
made by the County to the Trustee as assignee of the Authority.
Refundin_ Bonds. The term "Refunding Bonds" means, bonds
issued by the County pursuant to the Refunding Act of 1984 for 1915
28
THIRD DRAFT
JUNE 17, 1993
Improvement Act Bonds and secured by reassessments in Reassessment
Districts Nos. 1993-1, 1993-2, 1993-3 and 1993-4.
Representation Letter. The term "Representation Letter"
means the letter defined in Section 421 of this Trust Agreement.
Required Reserve The term "Required Reserve" means the
amount stated and defined as such in Section 302 of this Trust
Agreement.
Reserve Account. The term "Reserve Account' means the
account by that name,-. within the Redemption Fund, established by
Section 301 of this Trust -Agreement.
Revenue Bonds. The term "'Revenue Bonds" means bonds of
the Authority authorized on June 15, 1993 to be issued pursuant to
the Marks-Roos Local Bond Pooling Act of 1985 (Section 6584 et
seq. , California Government ' Code') for the purpose of purchasing the
Refunding Bonds
Securities Depositories. The term "Securities
Depositories" means: The Depository' Trust Company, 711 Stewart
Avenue, Garden City, New York 11530,' Fax ' (516) 227-4039 or -4190;
Midwest Securities Trust Company, Capital Structures-Call
Notification, 440 South LaSalle Street, Chicago, Illinois 60605,
Fax (322) 663-2-343 ;; Philadelphia Depository Trust Company,
Reorganization Division, 1900 Market Street, Philadelphia,
Pennsylvania 19203, Attention: Bond Department, Fax (215) 496-
5058; and, in accordance with then current guidelines of the
Securities and 'Exchange Commission, other addresses that these
depositories may specify and/or other securities depositories
designated in a written request of the County delivered to the
Trustee
Trust Agreement. The term "Trust Agreement" means this
Trust Agreement dated as of June 15, 1993, among the Trustee, the
County and the Authority.
Trustee. The term "Trustee" means Bank of America
National Trust and Savings Association acting as Trustee under this
Trust Agreement.
29
EXHIBIT B-1
06/17/93
DEBT SERVICE SCHEDULE
CONTRA COSTA COUNTY
Reassessment District No. 1993-1, East Bates Avenue
YR PRINCIPAL RATE* INTEREST DEBT SERVICE OUTSTANDING EFF%*
94 85,7012 .95 4. 360 151, 824 . 00 2.37, 526.95 2, 105,702 .95 6. 165
95 120,000.00 4.905 126, 089. 10 246,089. 10 2,020, 000. 00 6.242
96 125,000.00 5. 178 120,203 . 10 245,203 . 10 1,900,000. 00 5.326
97 135,000. 00 5.450 113 ,730.60 248,730. 60 1,775, 000.00 6.407
98 140, 000.00'` 5. 668 106, 373.10 246, 373 . 10 1, 640, 000.00 6.486
99 150,000..00 5.886 98, 437. 90 248,4 7. 90 1,500,000. 00 6.563
00 160, 000.00 6. 104 89, 608 . 90 249, 608.90 1,350, 000. 00 6. 638
01 165,000,.00 6. 322 79,842.50 244,842.50 1,,190, 000. 00 6.709
02: 180, 000. 00 6. 540 69,411.20 2491411.20 1,025,000.00 6.772
03 190, 000..00 6. 649 57,639. 20 247,639.20 845, 000. 00 6.821
04 205, 000.00 6.758 45, 006. 10 250, 006. 10 655,000.00 6.871
05 220, 000, 00 6.867 31, 152.20 251,152.20 450,000.00 6.923
06 230, 000.00 6.976 16, 044.80 246, 044 .80 230,000. 00 6.976
2, 105,702.95 1, 105,362.70 3, 211, 065.65
----------------------------------------------------------------------------
* "Rate" Is on Bonds Maturing Each Year. 11Eff-%" Is on All Outstanding Bonds.
----------------------------------------------------------------------------
Bond Date: 07/01/93 Yield-to-Maturity 0.000000%
Denominations $5, 000 or Multiples Net Rate(with Discount).:6.640363%
Bonds Mature on September 2 Average Interest Rate.: 6.485918%
Weighted Average Maturity:8.093 Years Advance Redemption Premiums 3 . 000*
First Interest Payment on 03/02/94 Is $0'. 00,Representing
241 Days or 0.66944 Years of Accrued Interest.
No Capitalized Interest Has Been Budgeted.
EXHIBIT B-2
06/17/93
DEBT SERVICE SCHEDULE
CONTRA COSTA COUNTY
Reassessment District No. 1993--2, Hidden Pond Road
YR PRINCIPAL RATE* INTEREST DEBT SERVICE OUTSTANDING EFF%'*
94 21,545.76 4. 362 57, 089.80 78, 635. 56` 756,545.75 6.453
95 30, 000.00 4.907 47, 878 05: 77,878. 05 735,000. 00 6.514
96 30, 000.00 5. 180 46,405.95 76,405.95 705, 000. 00 6.582
97 35,000.00 5.453 44, 851`.95 79,851.95 675, 000.00 6.645
98 35,000.00 5.671 42,943.40 771943.40 640,000.00 6.710
99 35,000.-00 5.889 40,958.55 75,958.55` 605,000.00 6.770
00` 40,000,00 6. 107 38, 897.40 78 ,897 .40 570, 000.00 6.824
01 45,000`. 00 6.325 36, 454.60 81,454 . 60 530, 000. 00 6.878
02 45,000,. 00 6.543' 33 , 608. 35 ' 78, 608. 35 485,,000. 00 6.930
03 50,000.00 6. 652 30, 664 . 00 80, 664 . 00 440, 000. 00 6.969
04 55, 000. 00 6.761 27, 338. 00 82, 338 . 00 390, 000. 00 7. 010
05 .60, 000.00 6.870 23 ,619 45 83, 619.45 335,000.00 7.051
06 65,000.00 . 6.979 19, 497.45 84,497.45 275,000.00 7.090
07 70,000.00 7.088 14,961. 10 " 84,961. 10 210,000.00 7. 124
08 70,000.00 7. 088 9, 999.50 79,999.50 140,000.00 7.143
09 70,000.00 7. 197 5, 037 .90 75,037.90 70,.000. 00 7. 197
756,545.76 520,205.45 1,276,751.21
*�"Rate" Is on Bonds Maturing Each Year. "Eff%" Is on All Outstanding Bonds,
----------------------------------------------------------------------------
Bond Date: 07/01/93 Yield-to-Maturity: 6.708369%
Denomination: $5, 000 or Multiples Net :Rate(with Discount) :6.887910%
Bonds Mature on September 2 Average Interest Rate
: 6.764931%
Weighted Average Maturity: 10. 164 Years Advance Redemption Premium: 3. 000%
First Interest 'Payment on 03/02/94 Is $3'2 , 680.86Representing
241 Days or 0.66944 Years of Accrued Interest.
No Capitalized Interest Has Been Budgeted.
EXHIBIT B-3
06/17/93
DEBT SERVICE SCHEDULE
CONTRA COSTA COUNTY
Reassessment District No. 1993-3 , San Ramon at crow Can.
YR PRINCIPAL RATE* INTEREST ' DEBT SERVICE OUTSTANDING EFF%*
94 205,987.72 4. 560 149, 320.68 355, 305 .40 2 , 190,987.72 5.828
95 240, 000. 005. 130 118, 292. 10 358,292 . 10 1,985,000. 00 5.959
96 250, 000. 00 5.415 105, 980. 1.0 355,980. 10 1,745,000.00 6.073
97 265,000.,00 5.700 92,442. 60 357,44`2. 60 1,495, 000. 00 6.183
98' 280, 000.00 5.928 77,337`. 60 357,337. 60 1,230, 000. 00 6.288
99 295, 000. 00 6. 156 60,739.20 355,739.20 950, 000. 00 6.394
00 320,000.00 6.384 42, 579.00 362, 579.00 655,000.00 6.501
01 335,000.00 6. 612 22 , 150. 20 357, 150. 20 335, 000. 00 6. 612
2, 190, 987..72' 668,841..48 2,859,829.20
* "Rate" Is on 'Bonds Maturing Each Year.. "EM11 Is on All Outstanding Bonds.
----------------------------------------------------------------------------
Bond Date; 07/01/93 Yield-to-Maturity` 6. 072792%
Denomination: $5, 000 or Multiples Net Rate{with Discount} : 6. 354054%
Bonds Mature on September 2 Average Interest Rate 6. 104106%
Weighted Average Maturity.5.001 Years Advance Redemption Premium. 3.000%
First Interest 'Payment on 03/02/94 Is $85,478. 11,Representing '
241 Days or 0. 66944 Years of Accrued Interest.
No Capitalized Interest Has Been Budgeted.
EXHIBIT B--4
06/17/93
DEBT SERVICE SCHEDULE
CONTRA COSTA ,COUNTY
Reassessment District No. 1993-4, Rancho, Paraiso
YR PRINCIPAL RATE* INTEREST DEBT SERVICEOUTSTANDING EFF%*
94 0.00 4 .484 505,888.95 505,888.95 5,959, 663 .54 7. 259
95 59,663.54 5.045 432,589. 13 492, 252. 67 5,959, 663 .54 7 .259
96 75, 00.`00 5. 325 429,579. 10 504, 579. 10 5,900, 000. 00 7.281
97 85,000. 00 5. 605 425, 585. 35 510,585. 35 5,825, 000. 00 7.306
98 100,,000.00 5.829 420, 821. 10 520,821. 10>> 5,740,000. 00 7.331
99 120,000.00 6.053 414,992. 10 534,992 . 10 5, 640,000.00 7.358
00 135,000.00 6. 278 407, 728. 50 542,728 . 50 5, 520,000.00 7.386
01 150, 000.,00 6. 502 399°,253.20 549, 253 .20 5, 385, 000. 00 7.414
02 170, 000.00 6.726 389,500`.20 559, 500.20 5,235,000. 00 7.440
03 190, 000. 00 6.838 378, 066 00 568, 066. 00: 5,065, 000.00 7.464
04 205,000.00 6.950 365,073 .80 570, 073.80' 4,875,000.00 7.489
05 220, 000.°.00 7.062 350,826. 30 570,826. 301 4, 670,000. 00 7.512
06 240,000.00 7 .174 335,289.90 575, 289.90 4 ,450, 000. 00 7.535
07 265,,000.00 7 .257 318, 072 . 30 583,072 . 30` 4,210, 000. 00 7.555
08` 290,.000,00 7 .287 298,761.75 588,761.75 3 ,945,000.00 7.573
09 310,000.00 7. 399 277,629.45 587,629.45 3,655,000.00 7. 596
10 340,000. 00 7. 399 254,692.55 594,692.55 3 ,345,000. 00 7.614
11 380, 000. 00 7. 511 229,535.95 609,535.95 3,005,000. 00 7.638
12' 420, 000. 00 7 ..511 200, 994. 15 . 620, 994. 15 2,625, 000.00 7.657
13 470,.000.00 7. 623 169, 447.95 639,447 .95 2,205,000. 00 7. 685
14 520,000 00 7. 623 133, 619.85 653 , 619.85 1,735, 000.00 7.701
15 575,000. 00 7.735 93,980. 25 668,980. 25 1,215,000. 00 7.735
16' 640,000.00' 7.735 49, 504 .00 689,504 .00> 640, 000.00 7.735
5,959,663 . 54 7,281, 431.83 ''13 , 241, 095.37
----------------------------------------------------------------------------
* "Rate" Is on: Bonds Maturing Each Year. ' "Eff%" Is on All Outstanding Bonds.
----------------------------------------------------------------------------
Bond Date: 07/01/93 Yield-to-Maturity:7. 387639'%
Denomination. $5, 000 or Multiples Net Rate{with Discount} .7.337524%
Bonds Mature on September 2 Average Interest Rate7.444149%
Weighted Average Maturity: 16.413 Years Advance Redemption Premium. 3.000%'
First Interest Payment on 03/02/94 Is $289,594 .40,Representing
241 Days or 0.66944 Years of Accrued: Interest.
No Capitalized Interest Has Been Budgeted.
EXHIBIT C
06/17/93'
DEBT SERVICE SCHEDULE
CONTRA COSTA,
Marks-Roos Refunding District
YR PRINCIPAL RATE* INTEREST DEBT SERVICE OUTSTANDING EFFa*
94 344, 371. 00 4.000 813 , 485.83 1, 157,856.83 11,589,`371. 00 6.002
95 495, 000. 00 4.500 681,842.50 1, 176,842 . 50 11, 245, 400. 00 6.064
96 515, 000. 00 4.750 659, 567.50 1, 174 , 567 .50 10, 750, 0°00.00 6.136
97 550, 000. 00 5. 000 635, 105. 00 1, 185, 105. 00 10,235, 000.00 6. 205
98 590,000. 00 5.200 607, 605. 00 1, 197, 605. 00' 9, 685, 000. 00 6. 274
99 620, 000.00 5. 400 576, 925. 00 1, 196,925. 00` 9,,095, 000. 00 6. 343 '
00 680, 000.00 5.600 543 ,445. 00 ' ; 1,223,445. 00 8, 475, 000. 00 6.412
01 720, 000.00 5.800 505, 365. 00 1,225, 365. 00 7,795,000.00 6.483
02 415,000.-00 6. 000 463, 605.00 878,605. 00 7 , 075, 000. 00 6. 553
03 455,000. 00 6. 100 438,705.00 893 ,705. 00- 6, 660, 0,00. 00 6.587
04 490, 000.00 6. 200 410, 950. 00` 900, 950. 00 6,205,000. 00 6.623
05 505, 000. 00- 6. 300 380, 570. 00 885, 570. 00 5, 715, 000. 00 6. 659
06 560, 000. 00 6.400 348 , 755. 00 908, 755. 00" 5,210,000. 00 6. 694
07 345,000. 00, 6 . 500 312 ,915.00 657,915. 00, 4,,650,.000. 00 6.729'
08 3.70, 000. 00 6.500 290, 490. 00 660,490. 00 4,305,000. 00 6.748
09 415,,000. 00 6.-600 266,440.00 681, 440.00` 3 , 935,000. 00 6.771
10 365, 000.00 6. 6-00 239, 050.00 604, 050.00' 3 ,520, 000. 00 6.791
11 395-, 000. 00 6.700 214, 960. 00 609, 96-:0. 00 3, 155, 000. 00 6.813
12 450,040. 00 6.700 188, 495. 00 638,495. 00 2 , 760, 000.00 6.830
13 500, 000.00 6.800 158, 345. 00 658, 345. 00 2,310, 000. 00 6.855
14 545, 000. 00 6.800 124, 345. 00 669, 345. 00 1,810,000, 00 6.870
15 605, 000.00 6.900 87, 285.00 692 ,285.00 1,265,000. 00 6.900
16 660,000.00 6.900 45,540. 00 705, 540.00- 660, 000. 00 6.900
11, 589, 371.00 8, 993 , 790.83 20, 583, 161.83
----------------------------------------------------------------------------
* "Rate" Is on Bonds Maturing Each Year. "Effn" Is on All Outstanding Bonds.
----------------------------------------------------------------------------
Band Dates 07/01/93' Yield-to-Maturity: 6. 330094n
Denomination: $5, 000 or Multiples Net Rate(with Discount) :6.5192930
Bonds Mature on September 2 Average Interest Rate 6. 421012
Weighted Average Maturity: 12 .086 Years Advance Redemption Premium: 3 .00(}
First Interest Payment on 03/02/.94 Is $465, 677 . 16,Representing
241 Days or 0. 66944 Years of Accrued Interest.
Capitalized interest of $50, 000. 00 Has Been Budgeted.
THIRD DRAFT
JUNE 17, 1993
EXHIBIT D
REGISTERED REGISTERED;
R-
1993A AUTHORITY REVENUE BOND'
COUNTY OF CONTRA COSTA PUBLIC FINANCING AUTHORITY
CONTRA COSTA COUNTY, CALIFORNIA
SERIES 1993A
Rate of Interest: Maturity Date Bond Date Cusip:
September 2, July 1, 1993
REGISTERED OWNER: CEDE & CO.
55 Water Street
New York, New York, 10041
TAX I.D. No. 13`=2555113
PRINCIPAL AMOUNT: DOLLARS
THIS IS TO CERTIFY that, subject to the provisions hereof for
prepayment, the registered :owner stated above or registered assigns
(the "Owner") :is entitled to receive on the :maturity; date stated
above (the "Band Payment Date") , the principal amount stated above.
This Bond has been authorized for issuance by resolution (the
"Resolution") of the County of Contra Costa Public Financing
Authority (the "Authority") pursuant to the provisions of the
Marks-Roos Local. Bond pooling Act of 1985 of the State of
California.
This Pond (the "Bond") evidences a direct interest in amounts
received by the Authority as payments of the principal of, and
interest on, certain refunding bonds (the "Refunding' Bonds") issued
by the County of Contra Costa, California ('the "County") and held
by the Authority. The payments on the Refunding Bonds have been
assigned to Bank of America National Trust and Savings Association,
as trustee (the "Trustee") , having a corporate trust office (the
"Principal Office") at Los Angeles, California, pursuant to a trust
agreement dated as of June, 15, 1993 (the "Trust Agreement") among
the Authority, the County and the Trustee. The aforesaid principal
amount is payable subject to the terms of the Trust Agreement and
represents a portion of the payments on the Refunding Bonds coming
due on and before the Bond Payment Date. The Owner is also
THIRD DRAFT
JUNE 17, 1993
entitled to receive, subject to the terms of the Trust Agreement,.
on March 2, 1994, and semiannually thereafter on September 2 and
March 2 of each year (the "Interest Payment Dates") to and
including the Bond Payment Date or the date of prepayment,
whichever is earlier, semiannual interest on the principal of this
Bond at the per annum rate of interest stated. above. For the
period during which The Depository Trust Company, New York, New
York {"DTC"'} or its Nominee or any successor depository or its
Nominee is the registered owner of the Bonds, principal, redemption
premiums, if any, and interest shall be paid by the Trustee to DTC
or such successor depository by wire transfer; provided that,
principal 'and 'redemption premiums, if any, shall be paid only upon
surrender to the Trustee at the Principal Office of the Trustee or
its successor, in Los Angeles, California, of the matured Bonds or
the Bonds called for redemption prior to maturity., As to any Owner
other than DTC or any successor depository, in the event of
termination of the book entry system, the principal and redemption
premiums, if any, are payable at the Principal office of Trustee,
or its successor, as Trustee.
Said amounts are payable in lawful money of the United States of
America. Amounts representing principal are payable: at the
Principal Office; amounts representing interest are payable by
check of the Trustee mailed by first-class mail on each Interest
Payment Date to the Owner of record on the fifteenth day of the
month preceding the Interest Payment Date.
This Bond has been, authenticated by the Trustee pursuant to
the terms of the Trust; Agreement. Copies of the Trust Agreement
are on file in the offices of the Authorityand the `County and at
the Principal Office; reference is made to the Trust Agreement and
any amendments thereto fora description of 'the ' covenants of the
Authority securing the payments on this Bond, the nature, extent
and manner of enforcement of the covenants, the rights and remedies
of the Owners and the terms and conditions on which the Bonds are
delivered thereunder. To the extent and in the manner permitted by
the terms thereof,'> the provisions of the Trust Agreement may be
amended by the parties thereto with the: written consent of the
Owners of at least a majority in principal amount of the Bonds then
outstanding, or without that consent for an amendment not adversely
affecting the interests of the owners.
The registration of this Bond shall be transferable' only on
the Bond Register, which shall be kept at the Principal office, on
surrender hereof together with a written instrument of transfer
satisfactory to the Trustee executed bythe`Owner or his duly
authorized attorney. Thereupon the: Trustee shall provide one or
more new registered Bonds of the same aggregate principal amount,
Bond Payment Date and 'interest rate' as the surrendered Bond,
registered in the 'name of the transferee.
THIRD DRAFT
JUNE 17, 1993
The Bonds (except one Bond in an odd denomination) are
delivered in the form of registered Bonds in denominations of
$5,000 each or any; integral multiple thereof, and on surrender
thereof at the Principal Office with a written request for exchange
executed by the Owner or his attorney duly authorized in;writing,
may be exchanged for an equal aggregate principal. amount of Bonds
of any other authorized denominations, of the same Bond Payment
Date, and with the same interest rate as the surrendered Bond.
The Bonds are subject to prepayment in accordance with the
Trust Agreement, as follows:
(a) All or a portion of any Bond is subject to prepayment on
any Interest- Payment Bate by paying to the Owner thereof the
principal amount thereof, interest to the Interest Payment Bate of
prepayment and a prepayment premium of three percent (3%) of the
principal being prepaid.
(b) The Trustee shall determine the manner of prepayment by
lot; but- the portion of any Bond to be prepaid shall be in the
principal amount of $5, 000 or an integral multiple thereof, and in
selectingportions of Bonds for prepayment, the ;Trustee shall treat
each Bond as representing the number of Bonds obtained by dividing
its principal amount by $5,000,
(c) Notice of prepayment shall be mailed by first-class mail
to the affected Owners', postage prepaid, not less than thirty (30)
nor more than sixty (60) days before the date of prepayment.
Failure to mail the notice, or any defect in the notice as mailed,
shall` not affect the validity of the proceedings for prepayment of
the Bands.
The obligation of the County to make payments on the Refunding
Bonds is a limited obligation, :subject :to the receipt of:
installment payments of reassessments securing the Refunding Bond's.
The obligation of the Authority to 'make payments on the Bonds is
limited to amounts deposited with the Trustee in the Payment
Account and the Reserve Account, all as specified in the Trust
Agreement.
The obligations of the Authority and the county under the
Trust; Agreement constitute neither 'a debt nor a ;pled'ge of the faith
and credit of the County, the Authority:, the Trustee:, the State of
California: or any other political subdivision of the State.
The Trustee has no obligation or liability to the owners to make
payments of principal or interest with respect to the Bonds. The
Trustee's sole obligations are to administer, for the benefit of
the Owners, _the various funds and accounts established under the
Trust Agreement. The Trustee does not warrant the recitals of fact
herein.
THIRD DRAFT
JUNE 17, 1993
The County and the Authority have covenanted that all conditions
precedent to the delivery of the Bonds, whether required by law or
by the Trust Agreement, have occurred or been performed, and that
the Brands are within every limit prescribed by law.
This Bond shall not be entitled to any benefit under the Trust
Agreement or become valid or obligatory for any purpose until the
certificate of authentication and registration hereon endorsed
shall have been dated and signed by the Trustee.
IN WITNESS WHEREOF, the Authority has caused this Bond to be signed
by its Chair and its Executive 'Director and has caused its
corporate 'seal to be affixed, all as of the 1st day of July, 1993.
COUNTY OF CONTRA COSTA PUBLICFINANCING AUTHORITY
(SEAL)
Chair of the Authority
Executive Director of the Authority
CERTIFICATE OF AUTHENTICATION AND REGISTRATION
This is one of the Bonds described in the within-mentioned Trust
Agreement, which has been authenticated and registered on
BANK OF AMERICA NATIONAL
TRUST AND SAVINGS ASSOCIATION'
as Trustee
(Authorized signatory)
THIRD DRAFT
JUNE 17, 1993
I hereby certify that the following is a correct copy of the
signed legal opinion of STURGIS, NESS, BRUNSELL & ASSAF, a
professional corporation, Emeryville, California, on file in my
office.
Secretary of the Authority
THIRD DRAFT
JUNE 17, 1993
(Form or Assignment)
ASSIGNMENT
For value received
the undersigned do(es) hereby sell, assign and transfer unto
the within registered Bond and hereby irrevocably constitute(s) and
appoint(s')
to transfer the same on the Bond
register of the Trustee with full power of substitution in the
premises.
Dated•
SignatureGuaranteed; Signatures
Note. The signature(s) on this Assignment must correspond with the
name(a) as written on the face of the within registered Bond 'in
every particular without alteration or enlargement or any change
whatsoever.
EHere insert the form of Revenue Bond.
SECOND DRAFT
JUNE 14, 1993
DEFEASANCE ESCROW AGREEMENT
between the
COUNTY OF CONTRA COSTA
and
BANK OF AMERICA NATIONAL TRUST
AND SAVINGS ASSOCIATION
as Escrow Bank
Dated as of June 15, 1993
EXHIBIT B
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SECOND DRAFT
JUNE 14, 1993
TABLE OF CONTENTS
]Page
Section 1. Appointment of Escrow Agent; Definitions . . . .3
Section 2. Establishment of Escrow Fund . . . . . . . . '. . . . , . . .4
Section 3. Deposit into Escrow Fund . . . . . . . . . . . . . . . . . . . .4
Section 4. Investment of Deposit in Escrow Fund . . . . . . . .4
Section 5. Instructions as to Application of Deposit . . .5
Section 6. Remaining Moneys . . . . . . . . . . . . . . . . . . . . . . . . . . . .5
Section 7. Substitution of Federal Securities . . . . . . . . . .5
Section 8. Notice of Redemption . . . . . . . . . . . . . . . . . . . . . . . .6
Section 9. Application of Certain Terms of the Prior
Trust Indenture; Successor Escrow Agent . . . . .6
Section 10. Compensation to Escrow Agent; Indemnity and
Hold Harmless Protection for Escrow Agent . . .7
Se6tion 11. Limitations on Responsibility of Escrow
Agent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Section 12. Protection of Escrow Agent . . . . . . . . . . . . . . . . . .8
Section 13 . Evidence of Matters . . . . . . . . . . . . . . . . . . . . . . . . .8
Section 14. Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8
Section 15. California Law . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
Section 16. Severability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
Section 17. Execution in Counterpart . . . . . . . . . . . . . . . . . . . .9
EXHIBIT A - ESCROWED FEDERAL SECURITIES . . . . . . . . . . . . . . . . . 10
EXHIBIT B - SCHEDULE OF REDEMPTION PAYMENTS ON PRIOR
BONDS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11
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DEFEASANCEESCROW AGREEMENT'
THIS Defeasance Escrow Agreement is made as of this 15th day of
June, '1993, between the COUNTY OF CONTRA COSTA, a political
subdivision of the; State of California (the "County") , and BANK OF
AMERICA NATIONAL THRUST AND SAVINGS ASSOCIATION, a national banking
association, having a corporate trust office in the City of San
Francisco, California (the "Escrow Agent") .
RECITALS
The Escrow Agent by contract with the County acts as the
County's registrar and paying agent for the payment of principal
of, and interest on, certain improvement bonds (the "Pries Bonds")
issued pursuant to the California Improvement Band Act of 1915
(Streets and Highways Code Section 8500 et seq. ) , to wit:
Series 1984-2, East Banes Avenue
Series 1986-1, Hidden .Pond Road
Series 1986-2, Refunding Assessment District
Series 19901-1, Rancho Paraiso
The County proposes to make a deposit of moneys and
Federal Securities from the proceeds of the Refunding Bonds and to
appoint the Escrow Agent as its agent for the purpose of applying
said deposit to the payment and: redemption of the Prior Bonds and
the Escrow Agent desires to accept said appointment.
The Escrow Agent has full powers to act with respect to
the irrevocable escrow created herein and to perform the duties and
obligations to be undertaken pursuant to this Defeasance' Escrow
Agreement.
NOW, THEREFORE, in consideration of the; above premises and of the
mutual premises herein contained, the parties hereto agree as
follows:
Section 1. Appointment of Escrow Agent; Definitions.
The County hereby appoints the Escrow Agent as escrow agent for
this Defeasance Escrow Agreement (the "Agreement") , and the Escrow
Agent hereby accepts the appointment. The Escrow Agent shall
exercise the rights and perform the duties specifically set forth
herein, and no implied covenants or obligations shall be read into
this Agreement against the Escrow Agent
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All capitalized terms used in this Agreement shall have the
meanings assigned by that certain trust agreement, dated as of June
15, 1993, among the County, the County of Contra Costa Public
Financing Authority and. Bank of America National Trust and Savings
Association, as trustee, (the "Trust Agreement") unless clearly
assigned a different meaning by: this Agreement.
Section 2. Establishment of Escrow Fund. There is
hereby created an irrevocable escrow designated the "County of
Contra Costa 1993 Refunding Escrow Fund" (the "Escrow Fund") .`
Within the Escrow Fund the Escrow Agent shall maintain four
separate accounts, designated the 111984-2 Defeasance, Account", the
111986-1 Defeasance Account"`, the 111986--2 Defeasance Account" and
the 111990-1 Defeasance Account", respectively, and the moneys and:
Federal Securities in each ''account shall not be commingled. All
moneys and Federal Securities in the Escrow Fund are hereby
irrevocably transferred to the Escrow Agent, as security for
payment of the redemption price; of the Prior Bonds, to be held by
the Escrow Agent in trust for the benefit of the owners of the
Prior Bonds, except as specified in Section 6 and Section 7 hereof.
If the Escrow Agent shall receive actual notice that; the moneys and
Federal Securities in the Escrow Fund will not be sufficient to
make any payment required by Section 5 hereof, the Escrow Agent
shall notify the County of such fact and the County shall
immediately cure the deficiency.
Section 3. Deposit into Escrow Fund Concurrently with
the delivery of the Refunding Bands, the County shall cause the
following amounts, in cash and Federal Securities, to be
transferred to the Escrow Agent from the proceeds of the Refunding
Bonds and from funds maintained by the County for the Prior Bonds:
(1) The amount of $2,499,233 for deposit into the 1.984-�2
Defeasance Account, including $2,0327,665 from proceeds of
the 'Refunding Bonds, $209,967 from the reserve fund for
the Prior Bonds, $197, 340 from the redemption fund for
the Prior Bonds, and $64,261 from the improvement fund
for the Prior Bonds,
(2) The amount of $840,956 for deposit into the 1986-1
Defeasance Account, including $728, 555 from the proceeds
of the Refunding;` Bonds, $27,711 from the reserve fund for
the Prior Bonds, $56,525 from the redemption fund for the
Prior Bonds and $28, 165 from the improvement fund for the
Prior Bonds;
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JUNE 14, 1993
(3) The amount of $2,561,061 for deposit into the 1986-2
Defeasance Account, including $2, 109, 169 from the
proceeds of the Refunding Bonds, $156,416 from the
reserve fund for the Prior Bonds and $295,476 from the
redemption fund for the Prior Bands; and
(4) The amount of $6,384, 112 for deposit into the 1990-1
Defeasance Account, including $5,920,423 from the
proceeds of the Refunding Bonds, $194,327 from the
reserve fund for the Prior Bonds, $251,424 from the
redemption fund for the Prior Bonds and $17,938 from the
improvement fund for the Prior Bonds.
Section 4. Investment of Deposit in Escrow Fund. The
Escrow Agent shall 'invest the moneys deposited into the Escrow Fund
pursuant to the preceding section in the Federal Securities set
forth in Exhibit A attached hereto and by this reference
incorporated herein (the " Escrowed Federal Securities") The
Escrowed Federal Securities shall be deposited with and held by the
Escrow Agent in the Escrow Fund solely for the uses and purposes
set forth herein.
Section 5. Instructions as to Application of-Deposit.
The County hereby instructs the Escrow Agent as its agent., to apply
the moneys and 'Escrowed Federal Securities deposited in the Escrow
Fund pursuant to Section 3 hereof to; pay ' the redemption price of
the Prior Bonds on 'September 2, >1993',, in the amounts set forth in
Exhibit B attached hereto and by this reference incorporated
herein.
Section 6. Remaining Moneys; Unclaimed Moneys. ; The
Escrow Agent shall hold' uninvested money, if any, remaining in the
Escrow Fund until needed for payment of the redemption price of the
Prior Bonds. Such moneys may be 'invested or reinvested as directed
in writing by tho d fie oi` the County, but only if
,. ......
those directions are accompanied' by. ari opinion of Bond Counsel that
investment in accordance with the directions will not affect the
exclusion from gross income, for purposes of ''federal income taxes,
of the interest payable with respect to the Refunding Bonds or
payable with respect to the Prior Bonds. Any interest income
resulting from 'investment or reinvestment of "moneys pursuant to
this Section shall be paid to the County as soon ,as practicable but
only after the 'payment and redemption in full of the 'Prior Bonds.
Notwithstanding anything herein to the contrary, any
money held by the Escrow Agent hereunder which remains unclaimed
for two (2)' years after the date when the payment of interest,
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premium (if any) and principal on the Prior 'Bonds have became
payable, if the money was held by the Escrow Agent at that date, or
for two (2,) years after the date of deposit of the money if
deposited with the Escrow Agent after the date when those amounts;
have become payable, shall be repaid by the Escrow Agent to the
County as its absolute >property; free from trust. The Escrow Agent
shall thereupon be released and discharged with respect to those
amounts and the holders of the ''Prior Bonds shall look only to the
County for these payments.
Section 7. Substitution of Federal Securities. The
County at any time may direct the Escrow Agent in writing to
substitute Federal Securities then issued by the United States of
America for any Federal Securities then deposited in the Escrow
Fund, 'provided that:
(1) as used in this Agreement, the term "Federal
Securities" shall be 'restricted to direct non-callable
obligations of the United States of America or securities
fully and unconditionally guaranteed as to the timely
payment of principal 'and 'interest 'by the United States of
America,; and to which the full faith and credit of the
United States of America has been pledged; and
(2) any :direction to substitute Federal Securities shall
be accompanied by the certificate of an independent
certified publicaccountant of favorable national
reputation experienced in the refunding of obligations of
political subdivisions that the Federal Securities in the
Escrow Fund after substitution, together with interest to
be derived therefrom,', shall be sufficient to make the
payments' specified in Section" 5 hereof and, further to be
accompanied with an opinion of Bond Counsel that the
substitution will not affect the exclusion from gross
income, for purposes of federal income taxes, of the
interest payable with respect to the Refunding Bonds or
payable with respect to the Prior Bonds.
If after substitution any Defeasance Account contains an amount in
excess of an amount sufficient to make the payments required by
Section 5 hereof, the ;excess shall be paid to the County as soon as ,
practicable after the 'Escrow Agent receives written instructions
from the County.'
Section S. Notice of Redemption. ' The County shall take
all steps required to ''redeem all Prior Bonds on September 2,` 1993,
at a >redemption price equal to the principal amount thereof, plus
accrued interest represented thereby to the, redemption date, plus
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the premium required by the Prior Bonds. At the expense of the
County the Escrow Agent, as registrar and paying agent of the Prior
Bonds, shall cause notice of redemption to be mailed to the
persons, within the time and in the form specified by the
Improvement Bond Act of 1915.
Section 9. Application of Certain Terms of the Prior
Bonds. All of the terms of the respective Prior Bonds regarding
payments of principal, premium and interest with respect to the
Prior Bonds are incorporated in this Agreement as if set forth in
full herein. The Escrow Agent may resign at any time, effective on
the appointment of' a successor Escrow Agent. On receiving notice
of resignation the County shall promptly appoint a successor Escrow
Agent. If the County fails to appoint a successor Escrow Agent
within thirty (30) days after receiving notice, the resigning
Escrow Agent may petition any court of competent jurisdiction for
the appointment of a successor Escrow Agent. The County at any
time may remove the Escrow Agent initially appointed and any
successor thereto and may appoint a successor in writing. Upon
removal the predecessor Escrow Agent shall deliver all cash,
deposits, investments and other items in its possession to the
successor Escrow Agent. ,
Section 10. Compensation to Escrow Agent; Indemnity and
Hold Harmless Protection for Escrow Agent. The County shall
indemnify and hold harmless the Escrow Agent for out-of-pocket
costs such as mailing costs, redemption expenses, legal fees and
other costs and expenses relating hereto and, in addition, fees,
costs and expenses relating to the purchase of any Federal
Securities and reimburse the Escrow Agent for all its advances and
expenditures of independent accountants, counsel and engineers or
other experts employed by it in the exercise and performance of its
rights and obligations hereunder, and indemnify and save the Escrow
Agent harmless against liabilities, costs or claims either (a)
arising from the Escrow Agent's exercise and performance of its
rights and obligations hereunder, except for the Escrow Agent's
negligence or willful misconduct, or (b) arising out of breach by
the County of any covenants, conditions or other obligations to be
performed or observed by the County hereunder. Under no
circumstances shall amounts deposited in the Escrow Fund be deemed
to be available for the purpose of indemnification. The Escrow
Agent shall be paid its annual administration fees and out-of-
pocket expenses upon billing.
Section 11. Limitations oLi. Responsibility of Escrow
Agent. The statements, agreements, conditions, covenants and terms
contained in the proceedings for issuanceof the Prior Bonds or the
Refunding Bonds shall be taken as statements, agreements,
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conditions, covenants and terms of the County, and the Escrow Agent
does not assume any responsibility for the correctness of the same
or for the observance or performance by the County of the same and
does not make any representation As to the sufficiency or validity
of the Prior Bonds or the Refunding Bonds or the adequacy of the
escrowed Federal Securities to pay the amounts due on the Prior
Bonds. The Escrow Agent shall not incur any responsibility in
respect hereof other than in connection with the rights and
obligations assigned to or imposed upon 'it herein, and as respects
such rights and obligations shall not be liable in connection with
the performance thereof except for its own negligence or willful
misconduct.
The Escrow Agent shall have no responsibility to see to
the deposit with the Escrow Agent of amounts to be, deposited by
others under this Agreement. The Escrow Agent may conclusively
rely on the written instructions, representations and calculations
received by it from the County or from 'any officer or agent of the
County and the Escrow Agent shall be entitled to receive written
instructions from the County with regard to any deposits or other
matters.
Section 12. Protection of Escrow Agent. The Escrow
Agent shall incur no liability in acting in good faith on any
document that it believes to be genuine and to have been duly
given. The Escrow Agent shall have no duty to investigate or
quiistion the statements contained in any document, but may rely on
them as truthful and accurate. The Escrow Agent may consult with
counsel, who may be counsel to the County or Bond Counsel, with
regard to legal questions, and the opinion of counsel shall provide
full and complete authorization and protection in respect of any
action taken or permitted hereunder in good faith.
The Escrow Agent shall not be liable for any error of
judgment made in good faith by a responsible officer, unless it
shall be proved that the Escrow Agent was negligent in ascertaining
the pertinent facts. The Escrow Agent shall not be requited to
expend or risk its own funds or incur any financial liability in
the performance of its duties hereunder, or in the exercise of any
of its rights or powers. The Escrow Agent shall not be accountable
for the use or application by the County of the Refunding Bonds or
the proceeds thereof.
Section 13. Evidence of Matters. The Escrow Agent is
entitled to rely on the certificate of an Authorized officer of the
County, but in its discretion the Escrow Agent may require other or
further evidence before acting or withholding action.
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Section 14. Notices. All written; notices to be given
under 'this' Agreement shall be given by mail to the party entitled:
thereto at its address set forth below, or at such address as the
party may provide to the other parties in writing from time to
time.
If to the County: County of Contra Costa
c/o Clerk of the Board of Supervisors
651 Fine street
Martinez, CA 94553
If to Escrow Agent: Bank of America National Trust
and Savings Association
one Embarcadero Center, 20th Floor
San Francisco, California 94111
Attn: Corporate Trust Administration
Section 15. California Law. This Agreement shall be
construed and governed in accordance with the laws of the State of
California.
Section 16. Severability. Any provision of this
Agreement found to be prohibited by law shall be ineffective only
to the extent of such prohibition, and shall not invalidate the
remainder of this Agreement.
Section 1.7. Execution in Counterpart. This Agreement `
may be executed in counterparts, and each counterpart shall be
deemed to be an original. All counterparts shall be deemed to be
one and the same instrument.
IN WITNESS WHEREOF, the Escrow. Agent and the County have each
caused this Agreement to be executed by, their duly authorized
officers all as of the date first above written.
COUNTY':OF CONTRA COSTA,
a political subdivision
of the State of California
By
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ATTEST.
By
ef the Beard
BANK OF AMERICA,
National Trust and Savings Association
as Escrow Agent
By
Title:
10
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EXHIBIT A
ESCROWED FEDERAL SECURITIES
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EXHIBIT B
REDEMPTION PAYMENTS
DEFEASANCE ESCROW ACCOUNTS
Account Principal Interest Premium Total
12
........................ ...... .............
EXHIBIT C
United States of America
State of California
County of Contra Costa
REGISTERED REGISTERED
Number $
LIMITED OBLIGATION REFUNDING BOND
COUNTY OF CONTRA COSTA*
REASSESSMENT DITRICT No. 1993-
(verbal description]
SERIES No. 1993-_
INTEREST RATE MATURITY DATE BOND DATE
(SEE MATURITY SCHEDULE ATTACHED)
REGISTERED OWNER:
PRINCIPAL SUM:
Under and by virtue of the Refunding Act of 1984
for 1915 Improvement Act Bonds, Division 11.5 of the Streets and
Highways Code, (the "Act") , the County of Contra Costa, State of
California, (the "County") , will, out of the redemption fund for
the payment of the bonds issued upon the unpaid portion of
reassessments made for the refunding of all outstanding 1915 Act
bonds in Reassessment District No. 1993-_, [verbal description]
more fully described in the Resolution of Intention adopted by
the Board of Supervisors of the County of Contra Costa on the
15th day of June, 1993, pay to the registered owner stated above
or registered assigns, on the maturity date stated above, the
principal sum stated above, in lawful money of the United States
of America and in like manner will pay interest from the interest
payment date next preceding the date on which this Bond is
authenticated, unless this Bond is authenticated and registered
as of an interest payment date, in which event it shall bear
interest from such interest payment date, or unless this Bond is
authenticated and registered prior to March 2 , 1994, in which
event it shall bear interest from its date, until payment of such
principal sum shall have been discharged, at the rate per annum
stated above, payable semiannually on March 2 and September 2 in
each year commencing on March 2, ', 1994. Both the principal hereof
and redemption premium hereon are payable at the office of County
Treasurer of the County of Contra Costa, as Paying Agent,
Registrar and Transfer Agent, inMartinezt California, and the
a,%J#
E.I AHIBIT C
............
interest hereon is payable by check or draft mailed to the owner
hereof at the owner's address as it appears on the registration
books of the County, or at such address as may have been filed
with the County for that purpose, as of the fifteenth day, of the
month preceding each interest payment date.
REFERENCE IS MADE TO THE FURTHER PROVISIONS OF THIS
BOND SET FORTH IN THE REVERSE SIDE HEREOF WHICH SHALL FOR ALL
PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH HEREIN.
This Bond will continue to bear interest after maturity
at the rate above stated, provided, it is presented at maturity
and payment thereof is refused upon the sole ground that there
are not sufficient moneys in said redemption fund with which to
pay same. if it is not presented at maturity, interest thereon
will run until maturity.
This Bond shall not be entitled to any benefit under
the Act or the Resolution Authorizing Issuance and Sale of
Refunding Bonds (the "Resolution of Issuance") , or become valid
or obligatory for any purpose, until the certificate of
authentication and registration hereon endorsed shall have been
dated and signed by the County.
IN WITNESS WHEREOF, said County of Contra Costa has
caused this Bond to be signed in facsimile by the Treasurer of
said County and by its Clerk of the Board of Supervisors, and has
caused its corporate seal to be reproduced in facsimile hereon
all as of the 1st day of July, 1993.
COUNTY OF CONTRA COSTA
Clerk of the Board Treasurer
of Supervisors
(SEAL)
Certificate of Authentication and Registration
This is one of the Bonds described in the within mentioned
Resolution of Issuance, which has been authenticated and
registered on
COUNTY OF CONTRA COSTA
as paying agent, registrar and transfer agent
Authorized officer
2
..... .....
(REVERSE OF BOND)
LIMITED OBLIGATION REFUNDING BOND
COUNTY OF CONTRA COSTA*
REASSESSMENT DITRICT NO. 1993-
(verbal description)
SERIES NO. 1993-
ADDITIONAL PROVISIONS OF_THE BOND
This Bond is one of several annual series of bonds of
like date, tenor and effect, but differing in amounts, maturities
and interest rates, issued by the County under the Act and the
Resolution of Issuance, for the purpose of refunding bonds
described in said proceedings, and is secured by the moneys in
said redemption fund and by the unpaid portion of said
reassessments made for the .payment of said improvements, and,
including principal and interest, is payable exclusively out of
said fund.
This Bond is transferable by the registered owner
hereof, in person or by the owner's attorney duly authorized in
writing, at said office of the county Treasurer, subject to the
terms and conditions provided in the Resolution of Issuance,
including the payment of certain charges, if any, upon surrender
and cancellation of this Bond. Upon such transfer, a new
registered Bond or Bonds, of any authorized denomination or
denominations, of the same maturity, for the same aggregate
principal amount, will be issued to the transferee in exchange
therefor.
Bonds shall be registered only in the name of an
individual (including joint owners) , a corporation, a partnership
or a trust.
The County Treasurer shall not be required to make
such exchange or registration of transfer of bonds during the
period commencing with the fifteenth day of the month preceding
any interest payment date and ending on said interest payment
date.
The County will not obligate itself to advance
available funds from the County treasury to cure any deficiency
which may occur in the bond redemption fund. A determination not
to obligate itself shall not prevent the County from, in its sole
discretion, so advancing funds.
The County may treat the registered owner hereof as the
absolute owner for all purposes, and the County shall not be
affected by any notice to the contrary.
This Bond or any portion of it in the amount of $5, 000
or any integral multiple thereof, may be redeemed and paid in
3