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FA Iq <br />residential purposes are excluded. Fifty-six parcels in the District totaling approximately 262.2 acres <br />have been developed as commercial office space /hotel. Ten parcels totaling 16.115 acres are used in a <br />capacity that excludes them from being subject to Special Taxes under the Rate and Method (such as <br />open space, parkin.,; lots, common area or publicly owned). See "REDWOOD SHORES COMMUN17 Y <br />FACH TI IES DISTRir T NO. 99 -1" herein. <br />In November 2000, Oracle Systems Corporation ( "Oracle "), an entity owning or controlling (as <br />lessee under long -term leases with an option to purchase) eight parcels totaling 1,819,310 commensal <br />square feet (the "Oracle 'Parcelsl in the District which were allocated approximately 30% of the <br />District's Special Tax burden, prepaid in full the District's Special Taxes attributable to such parcels. <br />Accordingly, 2003 Bonds are not being issued with regard to the Special Taxes so prepaid and the <br />security for the 2003 Bonds does not include these parcels. Taxable Parcels in the District other than <br />the Oracle Parcels are referred to herein as the "Remaining Taxable Parcels." The Remaining Taxable <br />Parcels are improved with 4,339,611 square feet of commercial office space and subject to the Special <br />Tax. <br />Authority for Issuance of the 2003 Bands. The 2003 Bonds are issued pursuant to the Act and <br />a Fiscal Agent Agreement, dated as of February 1, 2001, as supplemented by a First Supplemental <br />Fiscal Agent Agreement dated as of August 1, 2003 (together, the "Fiscal Agent Agreement "), by and <br />between the City and BNY Western Trust Company, as fiscal agent (the "Fiscal Agent "). See "THE <br />2003 BONDS - Authority for Issuance" herein. <br />Purpose of the 2003 Bonds. The net proceeds of the 2003 Bonds will be used to finance certain <br />improvements ("the Phase 11 Facilitiesl of the Redwood Shores Traffic Improvement District Project as <br />described herein. Phase II Facilities include improvements to the U.S. Highway 101 Ralston <br />Avenue /Marine Parkway freeway interchange. Phase I facilities of the Project were financed with <br />proceeds of the 2001 Bonds, described herein. See "THE PROJECT." Proceeds of the 2003 Bonds, plus <br />a portion of the interest earned thereon, will also be used to pay costs of issuance of the 2003 Bonds <br />and certain administrative expenses of the District <br />Sources of Payment for the 2003 Bonds. The 2003 Bonds are secured by and payable, on a <br />parity with the 2001 Bonds (described herein) from a first pledge of "Net Taxes ", generally defined in <br />the Fiscal Agent Agreement as Gross Taxes less amounts set aside to pay administrative expenses of <br />the District. "Gross Taxes" include all Special Taxes received by the District (but excluding the Special <br />Taxes prepaid by Oracle), together with the proceeds collected from the sale of property pursuant to <br />the foreclosure provisions of the Fiscal Agent Agreement for any delinquencies. "Special Taxes" are <br />defined in the Fiscal Agent Agreement as the taxes authorized to be levied by the District in accordance <br />with the Resolution of Formation (as defined herein), the Act and the voter approval obtained at the <br />July 30, 1999 election in the District, excluding the Special Taxes prepaid by Oracle, and any <br />additional special taxes authorized to be levied by the District from time to time which are pledged by <br />the District to the repayment of the 2001 Bonds and the 2003 Bonds. The 2001 Bonds and the 2003 <br />Bonds are collectively referred to herein as the "Bonds." <br />Pursuant to the Act, the Rate and Method of Apportionment, Redwood Shores Community <br />Facilities District No. 99 -1 (Shores Transportation Improvement Project) of the City of Redwood City <br />(the "Rate and Method "), the Resolution of Formation (as defined herein) and the Fiscal Agent <br />Agreement, so long as any Bonds are outstanding, the legislative body of the District will in each Fiscal <br />Year thereafter so long as any Bonds issued under the Fiscal Agent Agreement are Outstanding, levy <br />the Special Tax in an amount sufficient, together with other amounts on deposit in the Special Tax <br />Fund, to pay (1) the principal (including Sinking Fund Payments) of and interest on the Bonds when <br />due, (2) to the extent permitted by law, the Administrative Expenses (defined in the Rate and <br />Method), and (3) any amounts required to replenish the Reserve Account of the Special Tax Fund to <br />the Reserve Requirement (as described herein). <br />-2- <br />