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Resolution Number CRA 95-2-21-1169 RESOLUTION NO. CRA 95-2-21-1 APPROVING EXECUTION OF A REPLACEMENT NOTE (KINOSHITA ENTERPRISES. L. P.1 A RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, APPROVING THE EXECUTION OF A REPLACEMENT PROMISSORY NOTE IN FAVOR OF KINOSHITA ENTERPRISES, L. P., A CALIFORNIA LMTED PARTNERSHIP WHEREAS, the Community Redevelopment Agency of the City of San Juan Capistrano (the "Agency") has previously issued three notes on March 6, 1991, to the following persons or entities: (1) Shigeru Kinoshita, $21,393.19; (2) The Shigeru Kinoshita Family Trust, $3,177,958.95; and, (3) the Shigeru Kinoshita Children's Trust, $717,098.57 (collectively, the "Original Notes"); and, WHEREAS, the Original Notes were issued by the Agency pursuant to a Purchase and Sale Agreement/Joint Escrow Instructions dated March 5, 1991 (the "Agreement"), with Kinoshita Properties ("Kinoshita"), pursuant to which Kinoshita sold and the Agency purchased certain real property described therein; and, WHEREAS, in exchange for the Original Notes, the Agency desires to issue a replacement promissory note (the "Replacement Note"), dated for convenience as of March 6, 1991, in favor of Kinoshita Enterprises, L. P., a California limited partnership, in an amount totaling $3,916,450.71; and, WHEREAS, the Agency has duly considered the foregoing and believes that it is in the best interests of the Agency and the health, safety and welfare of the residents of the City of San Juan Capistrano, and in accordance with the public purposes and provisions of applicable state and local law requirements. NOW, THEREFORE, BE IT RESOLVED, that the San Juan Capistrano Community Redevelopment Agency Board of Directors, City of San Juan Capistrano, California, do hereby find, determine, order and resolve as follows: The Agency hereby approves the Replacement Note and authorizes and directs the Chairman to execute, and the City Clerk/Agency Secretary to attest, the Replacement Note and all documents referenced in the Replacement Note necessary to effectuate the provisions of the Agreement and the Replacement Note. -1- 170 SECTION 2. This Resolution shall become effective after its adoption. PASSED, APPROVED, AND ADOPTED this 21st day of February 1995. �i lei DAVID SWERDLIN, CHAIRMAN ATTEST: AGENCY SECIZW-TAkY STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss CITY OF SAN JUAN CAPISTRANO ) I, CHERYL JOHNSON, Agency Secretary of the San Juan Capistrano Community Redevelopment Agency, DO HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. CRA 95-2-21-1 adopted by the San Juan Capistrano Community Redevelopment Agency Board of Directors at a regular meeting thereof held on the 21st day of February , 1995, by the following vote: AYES: Directors Jones, Hart, Nash, Campbell and Chairman Swerdlin NOES: None ABSTAIN: None ABSENT: None (SEAL) CHERYL JOfWSQM,AGENCYSECRETARY -2- STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss AFFIDAVIT OF POSTING CITY OF SAN JUAN CAPISTRANO ) I, CHERYL JOHNSON, declare as follows: That I am the duly appointed and qualified Secretary of the San Juan Capistrano Community Redevelopment Agency; That in compliance with State laws of the State of California and in further compliance with CRA Resolution No. CRA 83-12-20-1 and on the 23rd day of February 1995, I caused to be posted: RESOLUTION NO. CRA 95-2-21-1 , being APPROVING EXECUTION OFA REPLACEMENT NOTE (KINOSHITA ENTERPRISES. L. P.) A RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, APPROVING THE EXECUTION OF A REPLACEMENT PROMISSORY NOTE IN FAVOR OF KINOSHITA ENTERPRISES, L. P., A CALIFORNIA LIMITED PARTNERSHIP in three (3) public places in the City of San Juan Capistrano, to wit: City Hall; Old Fire Station Recreation Complex; Orange County Public Library. CHECK LIST RES. NO. y Chairman has signed Secretary has signed Agency Seal stamped All blanks typed L _ "Absent" "Noes" "Abstain" Copies sent to post file mail 2. certified a Legal Publication ordered to be published (da te) No. Printed copies required Remarks J� Cheryl Johnso , Ag ncy Secretary San Juan Capistrano Community Redevelopment Agency 171