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RCPDFA-2RESOLUTION NO. RCPDFA 2 A RESOLUTION OF THE RIVERSIDE COUNTY PALM DESERT FINANCING AUTHORITY DECLARING ITS INTENTIONS, RETAINING PROFESSIONALS AND APPROVING CERTAIN ACTIONS IN CONNECTION WITH THE SALE AND ISSUANCE OF BONDS RECITALS: A. The Palm Desert Redevelopment Agency and the County of Riverside have heretofore entered into a Joint Exercise of Powers Agreement, dated as of January 1, 2002 (the "Agreement"), which Agreement creates and establishes the Riverside County Palm Desert Financing Authority (the "Authority"). B. The Joint Powers Act (Government Code Sections 6500, et seq.) provides that public agencies by agreement may jointly exercise any power common to the contracting parties. C. The County and the Agency are "public agencies" within the meaning of that term under Section 6502 of the Joint Powers Act. D. The common powers of the County and the Agency include the power to borrow money by the issuance of bonds, notes or other obligations; the power to sell bonds, notes or other obligations; the power to purchase bonds, notes or other obligations; the power to acquire and dispose of real and personal property; the power to pay for the cost of publicly owned improvements; and the power to accept financial assistance from various public sources. The County and the Agency desire to jointly exercise certain powers common to the Parties, as set forth herein, including the foregoing and including the expansion, upgrading and improvement of Public Capital Improvements. E. By adding the provisions of Article 4 to the Joint Powers Act, the State Legislature has provided assistance to reduce local borrowing costs, to help accelerate the construction, repair, and maintenance of Public Capital Improvements, and to promote greater use of existing and new financial instruments and mechanisms. F. There is a need within the County, and in particular within unincorporated areas of the County which are in close proximity to the City and to redevelopment project areas of the Agency, consistent with the need described in the declarations of the State Legislature set forth in Article 4 of the Joint Powers Act, to expand, upgrade, and otherwise improve the public capital facilities of local government necessary to support the rehabilitation and construction of residential and economic development. The needs of local government for financing these facilities greatly exceed the amount of funds available from existing state, local, and federal sources. G. Pursuant to Article 4 of the Joint Powers Act, an authority created pursuant to Article 1 of the Joint Powers Act has additional powers under the Joint Powers Act, including the power to issue bonds to pay the cost of any Public Capital Improvement. NOW, THEREFORE, THE AUTHORITY COMMISSION OF THE RIVERSIDE COUNTY PALM DESERT FINANCING AUTHORITY DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS: P6402\0001\711403.2 RESOLUTION NO. RCPDFA 2 Section 1. The Authority Commission hereby declares its intent to issue bonds, notes or other obligations to finance the acquisition of land for and the construction of certain Public Capital Improvements, including an animal shelter which is proposed to be leased to and operated by the County. Section 2. The Authority Commission hereby retains the following firms pursuant to their respective letter agreements on file in the office of the Chief Administrative Officer to act in the capacities set forth below in connection with the issuance of bonds, notes or other obligations of the Authority: A. The law firm of Richards, Watson & Gershon, A Professional Corporation, as bond counsel; B. The law firm of Best Best & Krieger LLP, as disclosure counsel; C. The firm of MuniSoft, as financial advisor; and D. The firm of Rosenow Spevacek Group, Inc. for fiscal consultant services The Authority Commission hereby designates Kinsell, Newcomb & De Dios, Inc. and Stinson Securities, Inc. to act as underwriters of such bonds, notes or other obligations. Section 3. The officers of the Authority are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to effectuate the purposes of this Resolution and the documents approved hereby, and any such actions previously taken by such officers are hereby ratified and confirmed. PASSED, APPROVED AND ADOPTED this 4th day of November, 2002. 7fid 1/#-/ President ATTEST: AYES: NOES: ABSENT: ABSTAIN: ORTEGA, WILSON, KELLY NONE PARRI Sfl NONE P6402\0001\711403.2 - 2