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HomeMy WebLinkAboutRES 2004-01 - Board Resolution No. 2004 - 01 RESOLUTION OF THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT FINANCING CORPORATION AUTHORIZING THE EXECUTION AND DELIVERY OF NOT TO EXCEED $2490009000 REVENUE CERTIFICATES OF PARTICIPATION, APPROVING THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS,the Truckee Donner Public Utility District Financing Corporation is a nonprofit public benefit corporation organized and existing under the laws of the State of California (the "Corporation") with the authority to assist in financings on behalf of the Truckee Donner Public Utility District(the"District"); and WHEREAS, the District has determined that it would be in the best interests of the District and citizens of the community to authorize the execution and delivery of Revenue Certificates of Participation in an aggregate principal amount not to exceed $24,000,000 (the "Certificates") to finance a broadband system for the District; and WHEREAS, the District and the Corporation desire to enter into that certain Installment Purchase Agreement, by and between the District and the Corporation (the "Installment Purchase Agreement"),the form of which is on file with the Corporation, that certain Trust Agreement, by and among the Trustee named therein, as trustee (the "Trustee"), the District and the Corporation (the "Trust Agreement"), the form of which is on file with the Corporation and that certain Assignment Agreement, by and between the Corporation and the Trustee (the "Assignment Agreement"), the form of which is on file with the Corporation; and WHEREAS, the Certificates will be placed or underwritten, all as provided in a Purchase Contract(the "Purchase Contract"),the form of which is on file with the Corporation; NOW, THEREFORE, the Board of Directors of the Corporation does hereby resolve as follows: Section 1. Certificates. This Board of Directors hereby authorizes the preparation, sale and delivery of the Certificates in an aggregate principal amount not to exceed $24,000,000 in accordance with the terms and provisions of the Trust Agreement. The purposes for which the proceeds of the sale of the Certificates shall be expended are to finance a broadband system for the District,to fund a reserve fund and to pay the costs of the sale and delivery of the Certificates. Section 2. Certificate Documents. The Installment Purchase Agreement, the Assignment Agreement, the Trust Agreement and the Purchase Contract presented at this meeting are approved. The President or Vice-President and the Clerk or Secretary are authorized and directed to execute and deliver the Installment Purchase Agreement, the Assignment Agreement and the Trust Agreement and the President is authorized and directed to acknowledge said Purchase Contract. Such agreements and contract shall be executed or acknowledged, as the case may be, in -1- substantially the forms hereby approved, with such additions thereto and changes therein as are approved by the officers executing such agreements and contract, such approval to be conclusively evidenced by the execution and delivery or acknowledgment thereof. Section 3. Other Actions. The President, Vice-President or Secretary and such other officers of the Corporation are authorized and directed, acting singly, to do any and all things and to execute and deliver any and all documents which such officers may deem necessary or advisable in order to consummate the sale and delivery of the Certificates, and the delivery of the Installment Purchase Agreement, Assignment Agreement and Trust Agreement and acknowledgment of the Purchase Contract and otherwise effectuate the purposes of this Resolution, and such actions previously taken by such officers are hereby ratified and confirmed. Section 4. Effect. This Resolution shall take effect immediately. PASSED AND ADOPTED THIS 18`h day of October,2004 by the following vote of the Board: AYES: Directors Aguera, Hemig, Maass and Van Gundy NAYES: Director Sutton ABSENT: None TRUCKEE DONNER PUBLIC UTILITY DISTRICT FINA CING CORPO TION Z; Nelson Van Gundy, President ATTEST: seph Aguera, Sec ary I, the undersigned, hereby certify: That I am the duly appointed and acting Secretary of the Truckee Donner Public Utility District Financing Corporation and that a special meeting of the Board of Directors of said District was held on October 18, 2004, the minutes of the regular meeting of the Board of Directors were duly and regularly adopted by said Board, and that said minutes have not been rescinded or amended since the date of their adoption, and that they are now in full force and effect: Dated: October 18, 2004 C- Joseph A-guer ecretary Truckee Donner P is Utility District Financing Corporation Resolution 2004-01 -2- '7 TRUCKEE DONNER PUblic Utility District Resolution No. 2004- 01 AUTHORIZING THE ACCEPTANCE OF THE WELL ABANDONMENT PROGRAM AND DIRECTING FILING OF THE NOTICE OF COMPLETION WHEREAS, the Board of Directors of the Truckee Donner Public Utility District made the determination to undertake the Well Abandonment Program; and WHEREAS, Carson Pump, was selected by the District to perform the work; and WHEREAS,The District's Consulting Engineer and Engineer of Record, David Carlson,certifies the completion of the project; and WHEREAS, the District's Water Utility Manager, Ed Taylor, has recommended that the work be accepted by the District; NOW THEREFORE BE IT RESOLVED by the Board of Directors of the District as follows: 1. That the District hereby accepts Well Abandonment Project as complete. 2. That the Clerk of the District be directed to file with the County of Nevada the Notice of Completion, a copy of which is attached hereto. 3. That 35 days following the filing of the Notice of Completion, the 10% retained from the contractor payments be released to the contractor if no claims have been made to the District by material suppliers or laborers. PASSED AND ADOPTED by the Board of Directors at a meeting duly called and held within the District on the 14th day of January 2004 by the following roll call vote: AYES: Directors Aguera, Hemig, Maass, Sutton and Van Gundy NOES:None ABSTAIN: None ABSENT: None TRUCKEE DONNER PUBLIC UTILITY DISTRICT B G. Jame . Maass, President of the Board ATTEST: Peter L. Holzmeister, derk of the Board RECORDING REQUESTED BY: Truckee Donner Public Utility District WHEN RECORDED, RETURN TO: TRUCKEE DONNER PUBLIC UTILITY DISTRICT Post Office Box 309 Truckee, CA 96160 NOTICE OF COMPLETION NOTICE IS HEREBY GIVEN: 1. That the name and address of the public entity for whom the improvement project was done, as owner thereof, is the Truckee Donner Public Utility District, Post Office Box 309, Truckee, CA 96160. 2. That on January 14th,2004 the hereinafter described improvements were accepted as complete pursuant to a resolution of the Truckee Donner Public Utility District, the awarding authority. 3. That the subject improvements of the Notice are generally described and identified as follows: Well Abandonment Program. 4. That the name and address of the contractor for such project was: Carson Pump, P.O. Box 20159, Carson City, NV 89721 1 certify under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Dated: TRUCKEE DONNER PUBLIC UTILITY DISTRICT By /-Zf e;911 - Peter L. Hdizmeister, eneral Manager