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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-