HomeMy WebLinkAboutResolutions - No. 2006-219RESOLUTION NO. 2006-219
A RESOLUTION OF THE LODI CITY
COUNCIL APPROVING THE TERMINATION
OF INTEREST RATE SWAP TRANSACTIONS
WITH CITIGROUP FINANCIAL PRODUCTS
WHEREAS, the City of Lodi and Citigroup Financial Products Inc. (formerly
known as Salomon Brothers Holding Company, Inc.) are parties to a Master Agreement
and a Credit Support Annex, which constitute the terms of a Transaction known as
Transaction Reference: N16474 (33090) and another transaction known as Transaction
Reference: N22221 by which both parties shall transact an exchange of interest
payments; and
WHEREAS, both parties desire to terminate their obligations under both of these
transactions as specified in the Termination Agreement (attachment A).
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Lodi
does hereby authorize the City Manager or Deputy City Manager to execute the
Termination Agreement on its behalf at a time and under circumstances which will result
in a net cost not to exceed $0.
Dated: December 6,2006
hereby certify that Resolution No. 2006-219 was passed and adopted by the
City Council of the City of Lodi in a regular meeting held December 6, 2006, by the
following vote:
AYES: COUNCIL MEMBERS - Beckman, Hansen, Johnson, Mounce,
and Mayor Hitchcock
NOES: COUNCIL MEMBERS- None
ABSENT: COUNCIL MEMBERS- None
ABSTAIN: COUNCIL MEMBERS- None
ANDI HL
City Cler
2006-219
EXHIBIT Al
TERMINATION AGREEMENT
Termination Agreement (this "Termination Agreement') dated as of December—, 2006
by and between CITIGROUP FINANCIAL PRODUCTS INC. (formerly known as Salomon
Brothers Holding Company Inc) ("Party A") and CITY OF LODI ("Party B").
WHEREAS, Party A and Party B are parties to a Master Agreement dated as of
September 29, 1999 (the "Master Agreement'), a Schedule to the Master Agreement (the
"Schedule") and a Credit Support Annex (the "Credit Support Annex" and, collectively with the
Master Agreement and Schedule, the "Agreement');
WHEREAS, in accordance with the terms of the Agreement, Party A and Party B have
heretofore entered into (i) on September 29, 1999, pursuant to the Agreement, a Transaction
(Ref: N 16474 and 33090), which Transaction was subsequently amended on February 23, 2001
and April 16, 2003 (as so amended, the "1999 Transaction") and (ii) on February 23, 2001,
pursuant to the Agreement, a Transaction (Ref. N2222 I) (the "2001 Transaction" and, together
with the 1999 Transaction, the "Transactions");
WHEREAS, the parties wish to terminate their obligations under the Transactions;
NOW, THEREFORE, in consideration of the foregoing and other valuable consideration,
it is hereby agreed as follows:
Payment and Termination.
(a) The Transactions are hereby terminated as of December _, 2006 (the
"Termination Date") and neither Party A nor Party B shall have any obligations thereunder
following the Termination Date. In full consideration of this Termination Agreement and in
complete satisfaction of all obligations of all of the parties in respect of the termination of the
Transactions. Party [AIB] agrees to pay to Party [A/B] the amount of $ (the
"Terminatior, Payment") (which amount is comprised of $ with respect to the 1999
Transaction and $ with respect to the 2001 Transaction and which, in each case,
includes amounts accrued and unpaid as of the Termination Date) on the Termination Date.
(b) The Termination Payment shall be paid by Party [AIB] to Party [AB] in immediately
available funds on the Termination Date to the following account:
City of Lodi, Farmers and Merchants Bank Account # 10001301
2. Representations. Each party hereto represents to each other party hereto that:
(a) it is duly organized and validly existing under the laws of the jurisdiction
of its organization or incorporation;
(b) it has the power and authority to execute and deliver this Termination
Agreement;
(c) the person executing this Termination Agreement on its behalf is duly
authorized to do so;
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(d) its execution, delivery and performance of this Termination Agreement do
not violate or conflict with any law applicable to it, any provision of its constitutional
documents, any order or judgment of any court or other agency of government applicable to it or
any of its assets or any contractual restriction binding on or affecting it or any of its assets;
(e) it has obtained all governmental and other consents, if any, that it is
required to obtain in connection with its execution and delivery of this Termination Agreement,
all such consents are in full force and effect and all conditions of any such consents have been
complied with;
( f) its obligations under this Termination Agreement constitute its legal, valid
and binding obligations, enforceable in accordance with their respective terms (subject to
applicable bankruptcy, reorganization, insolvency, moratorium or similar laws affecting
creditors' rights generally and subject, as to enforceability, to equitable principles of general
application, regardless of whether enforcement is sought in a proceeding in equity or in law); and
it has made its own independent decision to enter into this Termination
Agreement basegd upon its own judgment and upon advice from such advisors as it has deemed
necessary and no other party is acting as a fiduciary for or as an advisor to it in respect of this
Termination Agreement.
3. Governinp, Law. This Termination Agreement will be governed by and construed
in accordance with the laws of the State of New York, without reference to choice of law
doctrine.
4. Counterparts. This Termination Agreement may be executed in counterparts,
each of which shall be deemed an original.
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IN WITNESS WHEREOF, the parties have executed this Termination Agreement as of
the date first above written.
CITIGROUP FINANCIAL PRODUCTS IM.
CITY OF LODI
TTYK 1069376-1.Oi3371.0010