1990-0501_STRADLING, YOCCA, CARLSON & RAUTH_Bond Counsel Agreementr f City C�
BOND COUNSEL AGREEMENT
(GENERAL OBLIGATION BONDS)
THIS AGREEMENT, made and entered into as of this
1st
day
of May , 1990, by and between the CITY OF SAN JUAN CAPISTRANO, a
municipal corporation ("City"), and STRADLING, YOCCA, CARLSON & RAUTH, a
Professional Corporation ('Bond Counsel');
WITNESSETH:
A. City desires to finance the acquisition and improvement of certain land for
open space purposes by the issuance of general obligation bonds of the City. The estimated
amount of the bond issue is $21,000,000.
B. City desires to retain Bond Counsel to do the necessary legal work
hereinafter outlined upon the terms and conditions herein set forth.
NOW, THEREFORE, in consideration of the mutual covenants, terms and
conditions herein contained, the parties hereto agree as follows:
1. City employees Bond Counsel to furnish legal services herein set forth and
Bond Counsel agrees to furnish said legal services. Bond Counsel agrees to consult with and
advise the City officials and its financial consultants as to the best legal method of
accomplishing the objectives of the City as set forth in the recitals hereof.
2. Bond Counsel will give general advice regarding the bond election, prepare
the documents necessary to call the bond election and the canvass of the results. Bond
Counsel will prepare all documents to provide for the issuance and sale of the bonds, review
the official statement, conduct the bond closing, and issue a legal approving opinion to the
purchasers of the bonds. The bonds may be sold in one or more series.
-1-
3. For the services to be rendered under this agreement, the City agrees to
pay a fee for each series of bonds issued based on the following schedule:
bonds.
Amount of Bonds
To Be Issued For
Each Series
$5,000,000 to $20,000,000
In excess of $20,000,000
Fee
$15,000 plus 1/10th of
1% on the excess over $5,000,000
$30,000
The foregoing fee will be paid following delivery of the bonds or any series of
In addition to the foregoing, Bond Counsel shall be reimbursed for any out-of-
pocket expenses incurred by it in the course of this employment, such as printing costs,
filing fees, word processing time, reproduction of documents, messenger services, long
distance telephone calls, travel outside of Southern California at the request of the City,
and similar items. An estimate of the expenses incurred to the date of the closing and to be
incurred following closing will be billed at the time the bonds are delivered.
In the event Bond Counsel is required to perform additional work outside of its
services as Bond Counsel, Bond Counsel will be paid additional compensation therefore at
the hourly rate of the attorney performing such services; provided, however, there shall be
no additional compensation due Bond Counsel under this paragraph without the prior
approval of the City.
4. Bond Counsel may, from time to time, have clients with interests adverse
to the City. Bond Counsel reserves the right to represent said clients except on matters
relating to the issuance and sale of the bonds described herein.
-2-
IN WITNESS WHEREOF, as of the date first hereinabove written, the City has
caused this instrument to be executed by the Mayor and attested by the City Clerk; and
Bond Counsel has caused this instrument to be executed on its behalf.
A
APPROVED AS TO FORM
L/
City Atto ney
CITY OF SAN JUAN CAPISTRANO
STRADLING, YOCCA, CARLSON, & RAUTH
BY,:,
-3-
ADDXoval of Donation:
It was moved by Councilman Bland, seconded by Councilman
Buchheim, and unanimously carried that a one-time donation
of $500 be approved to AYSO, and a budget transfer was
approved from the General Fund Reserves to the Council
Discretionary Account.
CITY CLERK
CERTIFICATION OF APRIL 10, 1990, SPECIAL ELECTION RESULTS AND
AUTHORIZATION TO ISSUE BONDS (SAVE OPEN SPACE) (630.201
340.20)
written Communication:
Report dated May 1, 1990, from the Acting City Clerk,
forwarding a Resolution certifying the results of the
election and authorizing the City to issue general obligation
bonds in an amount not to exceed $21,000,000.
Adoption of Resolution:
It was moved by Councilman Friess, seconded by Councilman
Buchheim, that the following Resolution be adopted:
RESOLUTION NO. 90-5-1-2, RESULTS OF ELECTION
APRIL 10, 1990 (SAVE OPEN SPACE) - A RESOLUTION OF
THE CITY COUNCIL OF THE CITY OF SAN JUAN
CAPISTRANO, CALIFORNIA, RECITING THE FACT OF THE
SPECIAL MUNICIPAL ELECTION HELD ON APRIL 10, 1990,
DECLARING THE RESULT AND SUCH OTHER MATTERS AS
PROVIDED BY LAW AND AUTHORIZING THE ISSUANCE OF
NOT TO EXCEED $21,000,000 OF BONDED INDEBTEDNESS
(SAVE OPEN SPACE)
The motion carried by the following vote:
AYES: Councilmen Bland, Buchheim,
Friess, and Mayor Hausdorfer
NOES: None
ABSENT: Councilman Schwartze
DIRECTOR OF ADMINISTRATIVE SERVICES
BONK) COUNSEL CONTRACT FOR OPEN SPACE GENERAL OBLIGATION BONDS
STRADLING, YOCCA, CARLSON & RAUTH) (600.30)
Written Communication:
Report dated May 1, 1990, from the Director of Administrative
Services, recommending that a Bond Counsel Agreement between
the City and Stradling, Yocca, Carlson & Rauth be approved
-10-
5/1/90
0 0
for legal services regarding future bond sales, review of
official statements, conducting the bond closing, and issuing
a legal approving opinion to the purchasers of the bonds.
Approval of Agreement:
It was moved by Councilman Buchheim, seconded by Councilman
Friess, and unanimously carried that the Bond Counsel
Agreement between the City and Stradling, Yocca, Carlson &
Rauth be approved to provide legal services for the sale of
General Obligation Bonds and the payment of costs from future
bond proceeds. Staff was directed to place on the agenda
monthly progress reports of the ongoing activities for
informational purposes.
2. FINANCIAL ADVISOR CONTRACT FOR OPEN SPACE GENERAL OBLIGATION
BONDS (FIELDMAN. ROLAPP & ASSOCIATES) (600.30)
Written Communication:
Report dated May 1, 1990, from the Director of Administrative
Services, regarding the need for a financial consultant to
structure the terms and conditions and handle the details of
the sales of General Obligation Bonds recently approved by
the voters. Fees ranged from $19,500 to $41,500, with all
costs to be paid from bond proceeds.
Approval of Agreement:
It was moved by Councilman Friess, seconded by Councilman
Buchheim, and unanimously carried that the Agreement for
Consulting Services between the City and Fieldman, Rolapp &
Associates be approved to provide financial advisory services
for the General Obligation Bonds, and that the payment of
costs from future bond proceeds be approved.
DIRECTOR OF COMMUNITY PLANNING AND DEVELOPMENT
1. APPEAL OF PLANNING COMMISSION ACTION - BENNINGHOFF MONUMENT
SIGN. SITE PLAN REVIEW 89-19 (410.50)
Written Communication:
Report dated May 1, 1990, from the Director of Community
Planning and Development, regarding an appeal of a Planning
Commission decision on February 27, 1990, placing certain
conditions on the sign program for the Benninghoff Law
Building. The conditions of appeal address sign illumina-
tion, individual tenant signs, sign height, and inclusion of
street name.
Debbie Sottek, Assistant Planner, made an oral presentation.
David Mear, sign architect, noted that only the street
numbers would be illuminated.
-11-
5/1/90
0
May 9, 1990
Jowift
U ....Hnuuu
I4I1111{HI 1961
1776
Stradling, Yocca, Carlson & Rauth
550 Newport Center Drive, Suite 1600
Newport Beach, California 92660
MEMBERS OF THE CITY COUNCIL
ANTHONY L. BLAND
LAWRENCE F. BUCHHEIM
KENNETH E. FRIESS
GARY L. HAUSDORFER
PHILLIP R. SCHW ARTZE
CITY MANAGER
STEPHEN B JULIAN
Re: Legal Services - San Juan Capistrano Open Space General Obligation Bonds
Gentlemen:
At their regular meeting held May 1, 1990, the City Council of the City of San
Juan Capistrano approved the Bond Counsel Agreement with your firm to provide
legal services regarding future Open Space General Obligation Bond sales, review
of official statements, conducting the bond closing and issuing a legal approving
opinion to the purchasers of the bonds. A fully -executed copy of the Agreement is
enclosed for your files.
Thank you for your assistance. If you need any further information, please let us
know.
Very truly yours,
Cheryl Johnson
Deputy City Clerk
Enclosure
cc: Director of Administrative Services (with copy of Agreement)
32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 493-1171
AGENDA ITEM: May 1, 1990
TO: Stephen B. Julian, City Manager
FROM: David P. Bentz, Director of Administrative Services
SUBJECT: Bond Counsel Agreement - Stradling, Yocca, Carlson & Rauth
SITUATION•
The recent approval of the General Obligation Bond Issue by the voters requires that the
City obtain Bond Counsel to furnish legal services regarding future bond sales, review of
official statements, conducting the bond closing and issuing a legal approving opinion to
the purchasers of the bonds.
COMMISSION/BOARD REVIEW, RECOMMENDATION:
An Open Space Master Plan Citizens Advisory Committee is being formulated along with
City planning and acquisition teams. These groups along with the financial group will
determine the amount needed for each bond sale in the future.
FINANCIAL CONSIDERATIONS:
For the services to be rendered under this agreement, the City agrees to pay a fee for
each series of bonds issued based on the following schedule:
Amount of Bonds
To be Issued For
Each Series
$5,000,000 to $20,000,000
In excess of $20,000,000
NOTIFICATION:
Stradling, Yocca, Carlson & Rauth
ALTERNATE ACTIONS:
Fee
$15,000 plus I/ 10th of 1%
on the excess over $5,000,000
$30,000
1. Approve the recommendation of the Director of Administrative Services.
2. Request additional information.
3. Do not approve the recommendation but provide alternative Council direction.
FOR C17Y COW%C:I. AGENDA
0
AGENDA ITEM -2- May 1, 1990
RECOMMENDATION:
Approve the Agreement of Stradling, Yocca, Carlson & Rauth to provide legal services
for the sale of General Obligation Bonds and approve the payment of costs from future
bond proceeds.
Respectfully submitted,
David P. Bentz
DPB:ja
BOND COUNSEL AGREEMENT
(GENERAL OBLIGATION BONDS)
THIS AGREEMENT, made and entered into as of this day
of , 1990, by and between the CITY OF SAN JUAN CAPISTRANO, a
municipal corporation ("City"), and STRADLING, YOCCA, CARLSON & RAUTH, a
Professional Corporation ('Bond Counsel');
WITNESSETH:
A. City desires to finance the acquisition and improvement of certain land for
open space purposes by the issuance of general obligation bonds of the City. The estimated
amount of the bond issue is $21,000,000.
B. City desires to retain Bond Counsel to do the necessary legal work
hereinafter outlined upon the terms and conditions herein set forth.
NOW, THEREFORE, in consideration of the mutual covenants, terms and
conditions herein contained, the parties hereto agree as follows:
1. City employees Bond Counsel to furnish legal services herein set forth and
Bond Counsel agrees to furnish said legal services. Bond Counsel agrees to consult with and
advise the City officials and its financial consultants as to the best legal method of
accomplishing the objectives of the City as set forth in the recitals hereof.
2. Bond Counsel will give general advice regarding the bond election, prepare
the documents necessary to call the bond election and the canvass of the results. Bond
Counsel will prepare all documents to provide for the issuance and sale of the bonds, review
the official statement, conduct the bond closing, and issue a legal approving opinion to the
purchasers of the bonds. The bonds may be sold in one or more series.
-1-
3. For the services to be rendered under this agreement, the City agrees to
pay a fee for each series of bonds issued based on the following schedule:
Amount of Bonds
To Be Issued For
Each Series
$5,000,000 to $20,000,000
In excess of $20,000,000
Fee
$15,000 plus 1/10th of
1% on the excess over $5,000,000
$30,000
The foregoing fee will be paid following delivery of the bonds or any series of
bonds.
In addition to the foregoing, Bond Counsel shall be reimbursed for any out-of-
pocket expenses incurred by it in the course of this employment, such as printing costs,
filing fees, word processing time, reproduction of documents, messenger services, long
distance telephone calls, travel outside of Southern California at the request of the City,
and similar items. An estimate of the expenses incurred to the date of the closing and to be
incurred following closing will be billed at the time the bonds are delivered.
In the event Bond Counsel is required to perform additional work outside of its
services as Bond Counsel, Bond Counsel will be paid additional compensation therefore at
the hourly rate of the attorney performing such services; provided, however, there shall be
no additional compensation due Bond Counsel under this paragraph without the prior
approval of the City.
4. Bond Counsel may, from time to time, have clients with interests adverse
to the City. Bond Counsel reserves the right to represent said clients except on matters
relating to the issuance and sale of the bonds described herein.
-2-
0 0
IN WITNESS WHEREOF, as of the date first hereinabove written, the City has
caused this instrument to be executed by the Mayor and attested by the City Clerk; and
Bond Counsel has caused this instrument to be executed on its behalf.
ATTEST:
City Clerk
CITY OF SAN JUAN CAPISTRANO
By:
Stephen B. Julian
City Manager
STRADLING, YOCCA, CARLSON, & RAUTH
BY:
-3-