8D Consent 2007 0416 - Laserfiche WebLink

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and November 1, commencing November 1, 2007. The Certificates are subject to prepayment as described in this Official Statement. See "THE CERTIFICATES." Use of Proceeds. The net proceeds of the sale of the Certificates will be used to (i) refund the City's lease payment obligations relating to the $26,000,000 original principal amount of 1999 Certificates of Participation (Library and Fire Stations Financing), currently outstanding in the aggregate principal amount of $23,600,000 (the "1999 Certificates"), (ii) fund a reserve fund for the Certificates, and (iii) pay certain costs incurred in connection with the issuance of the Certificates. See "THE FINANCING PLAN" and "ESTIMATED SOURCES AND USES OF FUNDS." Security and Sources of Payment. The Certificates evidence and represent the direct, undivided fractional interests of the registered owners (the "Owners") thereof in Lease Payments (as defined in this Official Statement) to be made by the City for the right to the use of certain property, consisting of the main library/community center building(the "Library") located in the City (the "Leased Premises"), as more fully described in the Lease Agreement and this Official Statement. The Leased Premises is owned by the City, and will be leased by the City to the Authority under a Site Lease dated as of May 1, 2007 (the "Site Lease"), and will be leased by the Authority back to the City under a Lease Agreement dated as of May 1, 2007 (the "Lease Agreement"), between the Authority as sublessor and the City as sublessee. See "SECURITY AND SOURCES OF PAYMENT FOR THE CERTIFICATES." The Trustee and the Authority will enter into an Assignment Agreement, dated as of May 1,2007 (the "Assignment Agreemenf'), under which the Authority will assign to the Trustee for the benefit of the Certificate Owners substantially all of the Authority's right, title and interest in and to the Lease Agreement, including its right to receive the Lease Payments due under the Lease Agreement, provided that the Authority will retain the rights to indemnification and to payment or reimbursement of its reasonable costs and expenses under the Lease Agreement. THE OBLIGATION OF THE CITY TO PAY THE LEASE PAYMENTS DOES NOT CONSTITUTE A DEBT OF THE CITY OR THE STATE OF CALIFORNIA (THE "STATE") OR OF ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMIT OR RESTRICTION, AND DOES NOT CONSTITUTE AN OBLIGATION FOR WHICH THE CITY OR THE STATE IS OBLIGATED TO LEVY OR PLEDGE ANY FORM OF TAXATION OR FOR WHICH THE CITY OR THE STATE HAS LEVIED OR PLEDGED ANY FORM OF TAXATION, Lease Payments. The City covenants under the Lease Agreement to take such actions as may be necessary to include all Lease Payments due under the Lease Agreement in its annual budgets and to make the necessary annual appropriations therefor, subject to abatement as described in this Official Statement. The Lease Payments are payable from any source of legally available funds of the City, which includes the General Fund. The Certificates are not secured by a pledge of or lien against any funds or properties of the City. See "SECURITY AND SOURCES OF PAYMENT FOR THE CERTIFICATES - Covenant to Appropriate Funds for Lease Payments" and "THE CITY OF SAN LEANDRO." Abatement. The Lease Payments are subject to complete or partial abatement in the event and to the extent that there is substantial interference with the City's right to use and occupancy of the Leased Premises or any portion thereof. If the Lease Payments are abated under the Lease Agreement, and are not paid from alternative sources as described in this Official Statement, the Certificate Owners would receive less than the full amount of principal -2-