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HomeMy WebLinkAboutReso 79-1989 RESOLUTION NO. 79-89 CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AUTHORIZING ISSUANCE OF THE SERIES 1989-B IMPROVEMENT BONDS FOR THE EL CAMINO PLAZA ASSESSMENT DISTRICT WHEREAS, on December 14, 1988, this Council adopted ResolutiOn No. 145-88, Resolution of Intention, relating to the acquisition and/or construction of public improvements under and pursuant ito the provisions of the Municipal Improvement Act of 1913. By the Resolution of Intention, this Council provided that serial bonds would be issued thereunder pursuant to the provisions of the Improvement Bond Act of 1915, Division 10 of the Streets and Highways Code of California and reference to the ResolutiOn of Intention is hereby expressly made for further particulars; and WHEREAS, notice of the recordation of the assessment and of the time iwithin which assessments were to be paid in cash was duly published and mailed in the manner provided by law, and the time so provided for receiving payment of assessments in cash expired, iand the official who has been designated as Collection Officer for cash payments of the assessments has filed with the City, a list of all assessments which remained unpaid; and WHEREAS, notice of the recordation of the assessment and of the time iwithin which assessments were to be paid in cash have been wai~ed in writing by the owners of all of the property to be assessed,i which written waivers are on file with the City Clerk of the City, and a list of the assessments remaining unpaid has been filed with the City; and WHEREAS, the Council duly considered the list and determined that the!same was an accurate statement thereof; and NOW,i THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco as follows: SECTION 1. DEFINITIONS. Unless the context otherwise requires~ the terms defined in this Section 1 shall, for all purposes iof this Resolution of Issuance , have the meanings herein specified and shall be equally applicable to both the singular~and plural forms of any of the terms herein defined. "Act" means the Improvement Bond Act of 1915, Division 10 of the Streets and Highways Code of the State of California. "Agent" means Bankers Trust Company of California, National Association, which is designated under Section 6 hereof to perform the duties required under this Resolution for the authentication, transfer, registration, and payment of the B6nds. "Bond" or "Bonds" means the Limited Obligation Improvement Bonds, City of South San Francisco, E1 Camino Plaza Assessment District, Series 1989-B, issued pursuant to the Act and this Resolution of Issuance. "Bond Date" means the date upon which the Bonds are issued, which is as specified in the Bond Purchase Offer. "Bond Denomination" means the amount of $5,000.00, which is the minimum amount in which the Bonds may be issued, except that one Bond may contain any odd amount. "Bond Purchase Offer" means the offer of the Original Purchaseri to purchase the Bonds as accepted by the City. "Bond Year" means the one year period beginning on the anniversaXy date of the Closing Date in each year and ending on the day pXior to the anniversary date of the Closing Date in the followingI year, except that the first Bond Year shall begin on the Closing Date. "Cloising Date" means the date upon which there is a physical delivery Of the Bonds in exchange for the amount representing the purchase of the Bonds by the Original Purchaser. "Co~e" means the Internal Revenue Code of 1986. "Deb~ Service" means the scheduled amount of interest and amortizatlion of principal payable on the Bonds during the period of computiation, excluding amounts scheduled during such period which tel!ate to principal which has been retired before the beginning of such period. "ImProvement Fund" means the fund established by the Treasurer pursuant to Section 18 hereof. "Interest Payment Date" means each date upon which interest on the BOnds is payable, beginning March 2, 1990, and semiannually on each September 2 and March 2 thereafter until maturity.~ "IsSuance Costs" means all costs and expenses of issuance of the Bonds!, including, but not limited to: (1) underwriters' fees other than those taken in the form of a discount on the Closing Date; (2) , counsel fees, including bond counsel, underwriters' counsel, iClty s counsel and special tax counsel fees, as well as any other specialized counsel fees incurred in connection with the borrowing; (3) issuance (4) (5) (6) financial advisor fees incurred in connection with the of the Bonds; fees of the Agent related to issuance of the Bonds; appraisal fees related to issuance of the Bonds; printing costs of the Bonds; (7) i publication costs associated with the financing proceedings; and (8) i costs of engineering and feasibility studies necessary to the issuance of the Bonds. "Original Purchaser" means the first purchaser of the Bonds from the!City. "Principal Amount" means the aggregate amount of not to exceed $341,551 of the Bonds authorized to be issued under this ResolutiOn. "PrOceeds" means the face amount of the Bonds, plus accrued interest land premium less original issue discount, if any. "PrOject" means the water system acquisitions and improvements described in the Resolution of Intention. "Redemption Fund" means the fund established by the Treasurer pursuant to Section 19 hereof "Redemption Premium" means the percentage premium of the principal amount of the Bonds which is three percent (3%). "Registered Owner" means the person in whose name any Bond is registered by the Agent pursuant to Section 12 hereof. "ReServe Fund" means the fund established by the Treasurer from thelproceeds of the sale of the Bonds all as provided in Section 20 hereof, in the initial amount as set forth in the Bond PurchaseiOffer. "ReServe Requirement" means the lesser of 10% of the initial offering~price of the Bonds to the public or the maximum annual debt service on the Bonds. For purposes of Reserve Requirement, "initialioffering price to the public" means the principal amount of the BOnds plus any accrued interest and any original issue premium and less any original issue discounts. "ReSolution" or "Resolution of Issuance" means this Resolution as adopted or hereafter amended. "Trgasurer" means, for all purposes hereof, excepting the executiom of the Bonds pursuant to Section 7 hereof, the Finance Director~of the City. -3- sEcTION 2. UNPAID ASSESSMENTS. The assessments now remaining!unpaid with respect to the Bonds are as shown on Exhibit "A" attached hereto and by this reference made a part hereof; the aggregate amount thereof is $341,551; and for a particular description of the lots or parcels of land bearing the respective assessment numbers set forth in the list, reference is hereby made to the assessment and to the diagram, and any amendments thereto, recorded in the office of the Director of Public Works as the Superintendent of Streets of the City after confirmation thereof by the Council. SECTION 3. ISSUANCE OF BONDS. The Bonds, in the aggregate principall amount of $341,551, shall be issued as hereinafter provided Upon the security of the unpaid assessments in accordance with, under and pursuant to the provisions of the Resolution of Intention and the proceedings thereunder duly had and takenl. The Bonds shall be issued only in fully registered form in the amount of the Bond Denomination or any integral multiple thereof, and shall mature in the amounts and on the dates andl at the rates of interest set forth in the Bond Purchase Offer which are hereby made a part hereof. The Bonds shall be numbered Or otherwise identified as determined by the Agent specifiedi in Section 6 hereof. SECTION 4. FORM OF BONDS. The Bonds shall be substantially in the form set forth in Exhibit "B" hereto and hereby made a part hereof. SECTION 5. PAYMENT OF BONDS. The Bonds shall bear interest at the rate or rates determined by the City at the time of sale of the Bonds, which rates are as set forth in the Bond Purchase Offer, payable on each Interest Payment Date. Eachl Bond shall bear interest from the interest payment date next preceding the date on which it is authenticated and registered, unless authenticated and registered (i) prior to an interest payment date and after the close of business of the fifteenthi day preceding such interest payment date, in which event it Shall bear interest from such interest payment date, or (ii) prior to the close of business on the fifteenth day precedingi the first Interest Payment Date, in which event it shall bear interest from the Bond Date; provided, however, that if at the time of authentication interest is in default, each Bond shal1 bear interest from the date to which interest has been paid. EaCh Bond will continue to bear interest after maturity at the rate stated therein, provided it is presented at maturity and payment thereof is refused on the sole ground that there is not sufficient money in the redemption fund with which to pay same; if it is not presented at maturity, interest thereon will run only until maturity. Interest on the Bonds shall be paid to the Registered Owner of each BOnd by check or draft mailed to such Registered Owner's address entered in the registry book provided for herein as of the fifteenth (15th) day immediately preceding each Interest -4- Payment Date. Principal and any applicable Redemption Premium of the Bonds!shall be payable in lawful money of the United States of America at the office of the Agent in San Francisco, California, upon presentation and surrender of the Bonds as the same becomes due and payable. SECTION 6. DESIGNATION OF AGENT. The Agent is hereby designated to perform the actions and duties required under this Resolution for the authentication, transfer, registration, and payment of the Bonds. The Treasurer 'is hereby authorized and directed to enter into agreements with the Agent in furtherance of the actions and duties of the Agent under this Resolution. SECTION 7. EXECUTION. The Bonds shall be executed on behalf of!the City and under its official seal by its Treasurer and by its City Clerk, whose signatures shall be reproduced on the Bonds by engraved, printed or lithographed facsimile thereof, and the official seal may be placed on the Bonds in like manner; such signing and sealing shall constitute and be a sufficient and binding execution of each and every one of the Bonds. The Bonds shall then be delivered to the Agent for authentication by it. If any officer whose signature appears on the Bonds ceases to be such officer before the authentication and delivery of the Bonds to the purchaser thereof, such signature shall be as valid as if such officer had remained in office until the authenticiation and delivery of the Bonds. SECiTION 8. AUTHENTICATION. Only such of the Bonds as shall bea!r thereon a certificate of authentication substantially in the folrm below, manually executed by the Agent, shall be valid or obligatory for any purpose or entitled to the benefits of this Resolutiou, and such certificate of the Agent shall be conclusive evidence %hat the Bonds so authenticated have been duly executed, authentic!ated and delivered hereunder and are entitled to the benefits iof this Resolution. The Agent's certificate of authentication on any Bond shall be deemed to be executed by it if signe~ by an authorized officer or signatory of the Agent, but it shall inot be necessary that the same officer or signatory sign the certificate of authentication on all of the Bonds issued hereunder. -5- [FOR~ OF CERTIFICATE OF AUTHENTICATION AND REGISTRATION] This is one of the Bonds described in the within mentioned Resolutio~ of Issuance, which has been authenticated and registered on , . Agent By Authorized Officer SECTION 9. PREPARATION AND DELIVERY OF BONDS. The Treasures is hereby directed to cause the Bonds to be prepared in accordance with this Resolution and to deliver same upon their completion and execution to the Agent who shall authenticate and deliver ~he Bonds to the purchaser thereof, upon receipt of the purchase!price therefor, and upon receipt of the request of the City. SECTION 10. EXCHANGE OF BONDS. Any Bond, upon surrender thereof ~t the office of the Agent, together with an assignment duly executed by the Registered Owner thereof or such Registered Owner's attorney or legal representative in such form as shall be satisfactory to the Agent, may, at the option of Registered Owner, be exchanged for an aggregate principal amount of Bonds equal to ithe principal amount of the Bond so surrendered, and of any authorized denomination or denominations. The City shall make provision for the exchange of Bonds at the office of the Agent. SECTION 11. NEGOTIABILITY, REGISTRATION, AND TRANSFER OF BONDS. The Agent shall keep books for the registration, and for the registration of transfers, of the Bonds as provided in this Resolution which shall at all times be open to inspection by the City. The transfer of any Bond may be registered only upon such books upon surrender thereof to the Agent together with an assignment duly executed by the Registered Owner or such Registered Owner's attorney or legal representative in such form as shall!be satisfactory to the Agent. Upon any such registration of transfer, the City shall execute and the Agent shall authenticate and deliver in exchange for such Bond a new Bond or Bonds registered in the name of the transferee, of any denomination or denominations authorized by this resolution, and in an aggregate principal amount equal to the principal amount of such Bond or Bonds so surrendered. In all cases in which Bonds shall be exchanged, the City shall execute and the Agent shall authenticate and deliver at the earliestipracticable time Bonds in accordance with the provisions of this Resolution. All Bonds surrendered in any such exchange or registration of transfer shall forthwith be cancelled by the Agent. The City or the Agent may make a charge for every such exchange Dr registration of transfer of Bonds sufficient to reimbursel it for any tax or other governmental charge required to be paid w~th respect to such exchange or registration of transfer, but no other charge shall be made to any owner for the privilege of exchanging or registering the transfer of Bonds under theI provisions of this Resolution. Neither the City nor the Agenti shall be required to make such exchange or registration of transfer of Bonds during the fifteen (15) days immediately precedingi any Interest Payment Date. SECTION 12. OWNERSHIP OF BONDS. The Registered Owner shall be ~eemed and regarded as the absolute owner thereof for all purpoises and payment of or on account of the principal, and redemption premium, if any, of any such Bond, and the interest on any such !Bond, shall be made only to or upon the order of the Registered Owner thereof or such Registered Owner's legal represent!ative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond, including the RedemPtion Premium, if any, and interest thereon to the extent ofi the sum or sums so paid. SECITION 13. COLLECTION OF UNPAID ASSESSMENTS. The unpaid assessments shown on Exhibit "A" hereto, together with the interest ~hereon, shall be payable in annual series corresponding in number to the number of serial maturities of the Bonds issued. An annual proportion of each unpaid assessment shall be payable in each year preceding the date of maturity of each of the several series of Bonds issued, sufficient to pay the Bonds when due, and isuch proportion of each unpaid assessment coming due in any year,! together with the annual interest thereon, shall be payable i~ the same manner and at the same time and in the same installments as the general taxes on real property are payable, and become delinquent at the same times and in the same proportionate amounts and bear the same proportionate penalties and interest after delinquency as do the general taxes on real property.i All sums received from the collection of the unpaid assessments and of the interest and penalties thereon shall be placed i~ the Redemption Fund. SECTION 14. COVENANT TO FORECLOSE. The City hereby covenants with and for the benefit of the Registered Owners of the Bondsi that it will order, and cause to be commenced within 150 days ifollowing the date of delinquency, and thereafter diligently prosecuted, an action in the superior court to foreclose the lien of any assessment or installment thereof not paid whe~ due, pursuant to and as provided in sections 8830 through 8!835, inclusive, of the Act. SECTION 15. NO ADVANCES FROM AVAILABLE SURPLUS FUNDS. The City sha~l not be obligated to advance available surplus funds of the City ito cure any deficiency which may occur in the Redemption Fund; provided, however, that the determination shall not prevent the City,! in its sole discretion, from so advancing funds. -7- . SECTION 16. REDEMPTION PRIOR TO MATURITY. Each Bond, or any portion thereof in the amount of the Bond Denomination or any integral imultiple thereof, outstanding may be redeemed and paid in advance of maturity upon any Interest Payment Date in any year by giving 30-day's notice by registered or certified mail or personallservice to the Registered Owner as required by applicable provisions of the Act and by paying the principal amount thereof together with the Redemption Premium plus interest to the date of advanced maturity, unless sooner surrendered, in which event the interest will be paid to the date of payment, all in the manner and as provided in the Act. The Treasurer shall cause to be called for redemption and retire BOnds upon prepayment of assessments in amounts sufficient therefor~ or whenever sufficient surplus funds are available therefor!in the Redemption Fund. Theiprovisions of Part 11.1 of the Act are applicable to the advance payment of assessments and to the calling of the Bonds. SECTION 17. REFUNDING OF BONDS. The Bonds may be refunded by the City pursuant to Divisions 11 or 11.5 of the Streets and Highways Code of the State of California upon the conditions as set fort~ in appropriate proceedings therefor. SECTION 18. IMPROVEMENT FUND. The Treasurer shall establish the Improvement Fund designated by the name and/or number of the assessment district and the series numbers of the Bonds into which shall be placed the Proceeds of the Bonds, including any premium (except that any interest accrued from the Bond Date to the Closing Date shall be placed in the Redemption Fund provided for herein). All moneys in the Improvement Fund shall belwithdrawn only upon checks or warrants of the City and shall belapplied exclusively to the payment of the Issuance Costs and the Costs and expenses of the Project. Any surplus remaining after payment of all the costs and expenses shall be used as set forth inithe proceedings and applicable provisions of the MunicipaI Improvement Act of 1913, Division 12 of the Streets and HighwaysiCode of the State of California and the Improvement Fund shall beiclosed. SECTION 19. REDEMPTION FUND. The Treasurer shall establish the Redemption Fund designated by the name of the Bonds, into which shall be placed any accrued interest for the period from the date of the Bonds to the Closing Date and all sums received from the collection of unpaid assessments provided for in section 13 hereof, and of the interest and penalties thereon.! From the Redemption Fund disbursements shall be made to pay the principal or advance redemption price of the Bonds and the intel:est due thereon. 8 SECTION 20. RESERVE FUND. Upon receipt of the proceeds from the Sale of the Bonds, the Treasurer shall forthwith establish!the Reserve Fund, which shall be designated by the name and/or number of the assessment district proceedings. The amount of the ReServe Fund shall not exceed the Reserve Requirement. The moneys in the Reserve Fund shall constitute a trust fund for the benefit of the Registered Owners of the Bonds and shall be administered by the City in accordance with and pursuant to the provisions of Part 16 of the Act; provided that proceeds from redemption or sale of the properties with respect to which payment oK delinquent assessments and interest thereon was paid from the Reserve Fund, shall be credited to the Reserve Fund; and provided ~urther that for the purposes of maintaining the Reserve Requirement, all proceeds from investment of moneys in the Reserve FUnd shall accrue to the Reserve Fund or be credited upon the assessments. SECTION 21. INVESTMENT OF FUNDS. Moneys in the Improvement Fund, Redemption Fund, and the Reserve Fund shall, whenever practicable, be invested in legal investments for the City under applicable law for the moneys held pursuant to this Resolution at the time when any of such moneys are to be invested therein, i Any income therefrom or interest thereon shall accrue to and be!deposited in the fund from which the moneys were invested. SECTION 22. AUTHORITY OF TREASURER. All actions mandated by this R~solution to be performed by the Treasurer may be performedl by the designee of thereof or such other official of the City or independent contractor, consultant or trustee duly authorized by the City to perform such action or actions in furtheran=e of all or a specific portion of the requirements hereof. SECTION 23. CERTIFIED COPIES. The City Clerk shall furnish al certified copy of this resolution to the Treasurer, to the Agentl and to the Auditor of the County of San Mateo. * * * * -9- I hereby certify that the foregoing Resolution was regularly intxoduced and adopted by the City Council of the City of South San Francisco at a 14th ~ day of the following vote~ AYES: NOES: ABSTAIN: ABSENT: regular June meeting held on the · 1989 by Councilmembers Mark N. Addie39, Richard A. Halley, Gus Nicolopulo~, and Maynr Rnh~f~ £e~r~ Teglia None None Councilm~mh~r ~lark nr~go -10- Limited Obligation Improvement Bonds CITY OF SOUTH SAN FRANCISCO E1 Camino Plaza Assessment District List of Unpaid Assessments Assessment/ Diagram No. 1 2 3 4 5 6 7 8 Totals Assessor's Parcel No. 010-212-070 010-292-110 135-41-10B Parc.2 010-292-020 010-292-030 010-292-040 010-292-200 010-292-130 TOTAL $ 248,674 152,595 81,086 62,265 156,232 165,223 35,400 37,580 $939,055 Assessment Amount Series 1989-A Series 1989-B $ 151,185 $ 97,489 106,062 46,533 56,000 25,086 41,905 20,360 103,879 52,353 108,891 56,332 14,732 20,668 14,850 22,730 $ 597,504 $ 341,551 EXHIBIT A R~SOLUTION NO. 79-89 United States of America State of California County of San Mateo Registered Number A~ Registered Limited Obligation Improvement Bonds CITY OF SOUTH SAN FRANCISCO E1 Camino Plaza Assessment District Series 1989-B INTEREST MATURITY BOND RATE DATE DATE CUSIP NUMBER REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS Under and by virtue of the Improvement Bond Act of 1915, Divisionil0 (commencing with Section 8500) of the Streets and HighwayslCode (the "Act"), the City of South San Francisco (the "City"), !County of San Mateo, State of California, will, out of the redemption fund for the payment of the bonds issued upon the unpaid portion of assessments made for the acquisition, work and improvements more fully described in proceedings taken pursuant to ResolUtion of Intention No. 145-88 adopted by the City Council of the City on December 14, 1988, pay to the registered owner named above or registered assigns, on the maturity date stated above, the principal amount stated above, in lawful money of the United States of America and in like manner will pay interest from theiinterest payment date next preceding the date on which this bond is authenticated, unless this bond is authenticated and registered as of an interest payment date, in which event it shall bear interest from such interest payment date, or unless this bond is authenticated and registered prior to March 2, 1990, in which event it shall bear interest from its date until payment of the principal amount shall have been discharged, at the rate per annum stated above, payable semiannually on March 2 and September 2 in each year commencing on March 2, 1990. Both the principal hereof and redemption premium hereon are payable at the Corporate Trust and Agency Group of Bankers Trust Company of EXHIBIT B B-1 RESOLUTION NO. 79-89 California, National Association, as Authentication Agent, Transfer Agent, Registrar and Paying Agent (the "Agent")· in San Francisco~ California, and the interest hereon is payable by check or 4raft mailed to the registered owner hereof at the owner's a4dress as it appears on the records of the Agent, or at such address as may have been filed with the Agent, for that purpose, as of the 15th day immediately preceding each interest payment date. This bond will continue to bear interest after maturity at the rate above stated; provided, it is presented at maturity and payment thereof is refused upon the sole ground that there are not sufficient moneys in the redemption fund with which to pay same. Iflit is not presented at maturity, interest thereon will run until maturity. Thisibond shall not be entitled to any benefit under the Act or the Resolution Authorizing Issuance Of Bonds (the "Resolution of IssuanCe"), or become valid or obligatory for any purpose, until thei certificate of authentication and registration hereon endorsed Shall have been dated and signed by the Agent. IN WITNESS WHEREOF, the City of South San Francisco has caused this bond to be signed in facsimile by the Treasurer of the City and by its Clerk, and has caused its corporate seal to be reproduced in facsimile hereon all as of the day of · 1989. CITY OF SOUT~ SAN FRANCISCO City Clerk Treasurer [SEAL] EXItIBIT B RESOLUTION NO. 79-89 B-2 iCertificate of Authentication and Registration This is one of the bonds described in the within mentioned Resolution of Issuance, which has been authenticated and registere~ on Bankers Trust Company of California, National Association, Agent By Authorized Officer EXHIBIT B B-3 RESOLUTION NO. 79-89 This bond is one of several annual series of bonds of like date, tenor, and effect, but differing in amounts, maturities and interest rates, issued by the City of South San Francisco under the Act land the Resolution of Issuance, for the purpose of providing means for paying for the improvements described in the proceedings, and is secured by the moneys in the redemption fund and by the unpaid portion of the assessments made for the payment of the improvements, and, including principal and interest, is payable exclusively out of the fund. This bond is transferable by the registered owner hereof, in person or by the owner's attorney duly authorized in writing, at the office of the Agent, subject to the terms and conditions provided!in the Resolution of Issuance, including the payment of certain Charges, if any, upon surrender and cancellation of this bond. Upon such transfer, a new registered bond or bonds, of any authorized denomination or denominations, of the same maturity, and for the same aggregate principal amount, will be issued to the transferee in exchange therefor. Bonds shall be registered only in the name of an individual (including joint owners), a corporation, a partnership, or a trust. Neither the City nor the Agent shall be required to make such exchange or registration of transfer of bonds during the 15 days immediately preceding any interest payment date. The!City and the Agent may treat the registered owner hereof as the absolute owner for all purposes, and the City and the Agent shall not be affected by any notice to the contrary. This bond or any portion of it in the amount of five thousand!dollars ($5,000), or any integral multiple thereof, may be redeemed and paid in advance of maturity upon the second day of March! or September in any year by giving at least 30 days' notice by registered or certified mail or by personal service to the registered owner hereof at the registered owner's address as it appears on the registration books of the Agent and by paying principa! and accrued interest together with a premium equal to 3 percentum of the principal. This bond is a limited obligation improvement bond because, under the Resolution of Issuance, the City is not obligated to advance ifunds from the City treasury to cover any deficiency which may occur in the Redemption Fund for the Bonds; however, the City is not prevented, in its sole discretion, from so advancing funds. EXHIBIT B B-4 RESOLUTION NO. 79-89 Abbreviations The !ollowing abbreviations, when used in the inscription on the face iof this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM TEN ENT JT TEN - as tenants in common - as tenants by the entireties - as joint tenants with right of survivorship and not as tenants in common UNIF GIFT MIN ACT - Custodian (Oust) (Minor) under Uniform Gifts to Minors Act (State) Addit~ional abbreviations may also be used though not in the above list. EXHIBIT B RESOLUTION NS. 79-89 B-5 Assignment For value received the undersigned do(es) hereby sell, assign and transfer unto the within Bond and hereby irrevocably constitute(s) and appoint(S) . , attorney, to transfer the same on the books of the Agent, with full power of substitution in the premises. Dated: Notice: Signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatsoever. Signature Notice: Guaranteed Signature(s) must be guaranteE~d by a member firm of the New Fork Stock Exchange or a commercial bank or trust company. EXHIBIT B RESOLUTION NO. 79-89 B-6