Loading...
HomeMy WebLinkAbout8511RESOLUTION NO. 8511 A RESOLUTION AUTHORIZING ASSIGNMENT TO THE COLORADO HOUSING AND FINANCE AUTHORITY OF A PRIVATE ACTIVITY BOND ALLOCATION OF THE CITY OF PUEBLO, A MUNICIPAL CORPORATION, PURSUANT TO THE COLORADO PRIVATE ACTIVITY BOND CEILING ALLOCATION ACT WHEREAS, the City of Pueblo, a municipal corporation (the "City") is authorized and empowered under the laws of the State of Colorado (the "State ") to issue revenue bonds for the purposes of providing single-family mortgage loans to low- and moderate - income persons and families; and WHEREAS, the Internal Revenue Code of 1986, as amended (the "Code "), restricts the amount of tax - exempt bonds ( "Private Activity Bonds ") which may be issued in the State to provide such mortgage loans and for certain other purposes; and WHEREAS, pursuant to the Code, the Colorado legislature adopted the Colorado Private Activity Bond Ceiling Allocation Act, Part 17 of Article 32 of Title 24, Colorado Revised Statutes (the "Allocation Act "), providing for the allocation of the State Ceiling among the Colorado Housing and Finance Authority (the "Authority") and other governmental units in the State, and further providing for the assignment of such allocations from such other governmental units to the Authority; and WHEREAS, pursuant to an allocation under Section 24 -32 -1706 of the Allocation Act; City has an allocation of the 1998 State Ceiling for the issuance of a specified principal amount of Private Activity Bonds prior to December 31, 1998 (the "1998 Allocation "); and WHEREAS, City has determined that, in order to increase the availability of adequate affordable housing for low- and moderate - income persons and families within the City and elsewhere in the State, it is necessary or desirable to provide for the utilization of all or a portion of the 1998 Allocation; and WHEREAS, the City has determined that the 1998 Allocation, or a portion thereof, can be utilized most efficiently by assigning it to the Authority to issue Private Activity Bonds for the purpose of providing single - family mortgage loans to low and moderate - income persons and families; and WHEREAS, the City Council of the City of Pueblo has determined to assign $2,535,050 of its 1998 Allocation to the Authority, which assignment is to be evidenced by an Assignment of Allocation between the City and the Authority attached hereto as Exhibit A (the "Assignment of Allocation "). NOW, THEREFORE, BE IT RESOLVED by the City Council of Pueblo, that: 1. The assignment to the Authority of $2,535,050 of the City of Pueblo's 1998 Allocation be and hereby is approved. 2. The form and substance of the Assignment of Allocation be and hereby are approved; provided, however, that the President of the City Council be and hereby is authorized to make such technical variations, additions or deletions in or to such Assignment of Allocation as she shall deem necessary or appropriate and not inconsistent with the approval thereof by this Resolution. 3. The President of the City Council and the City Clerk of the City of Pueblo by and hereby are authorized to execute and deliver the Assignment of Allocation on behalf of the City of Pueblo and to take such other steps or actions as may be necessary, useful or convenient to effect the aforesaid assignment in accordance with the intent of this Resolution. 4. If any section, paragraph, clause, or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this Resolution. 5. This Resolution shall be in full force and effect upon it passage and approval. INTRODUCED September 14, 1998 BY: Corinne Koehler Councilperson APPROVED: I/ U• PresMW oCft (;dWnW ATTEST: 4 Colorado Housing and Finance Authority NOTIFICATION OF ASSIGNMENT OF PRIVATE ACTIVITY BOND CEILING September 14, 1998 VIA HAND DELIVERY Ms. Kate Van Wyhe Colorado Department of Local Affairs 1313 Sherman Street, Room 518 Denver, Colorado 80203 Dear Ms. Van Wyhe: 1981 Blake Street Denver. Colorado 80202 -1272 303 - 297 -2432 Pursuant to Section 24- 32- 1706(2) of the Colorado Private Activity Bond Ceiling Allocation Act, the City of Pueblo ( "City ") and the Colorado Housing and Finance Authority ( "Authority") hereby notify you of the City's assignment to the Authority of $2,535,050 of its 1998 allocation of the State's private activity bond ceiling. Enclosed for your records is an executed copy of the Assignment of Allocation (the "Assignment "). Paragraph 1 of the Assignment includes the City's representation that it received no monetary consideration for the assignment. Paragraph 3 of the Assignment contains the City's consent to the Authority's allocation of all or any portion of the assigned amount to a project with a carryforward purpose. ; urs,truly yo David W. Herlinger Executive Director JAR:DWH /kg Enclosures r' cc: 'Tony Berumen, City of Pueblo Stan Raine, Esq. leea1Jxmd \vanwy23.doc Printed on recycled paper 1198 ASSIGNMENT OF ALLOCATION This Assignment of Allocation (the "Assignment "), dated this 14th day of September, 1998, is between the City of Pueblo (the "Assignor ") and the Colorado Housing and Finance Authority (the "Assignee "). WITNESSETH: WHEREAS, the Assignor and the Assignee are authorized and empowered under the laws of the State of Colorado (the "State ") to issue revenue bonds for the purpose of providing single- family mortgage loans to low- and moderate- income persons and families; and WHEREAS, the Internal Revenue Code of 1986, as amended (the "Code "), restricts the amount of tax - exempt bonds ( "Private Activity Bonds ") which may be issued in the State to provide such mortgage loans and for certain other purposes (the "State Ceiling "); and WHEREAS, pursuant to the Code, the Colorado legislature adopted the Colorado Private Activity Bond Ceiling Allocation Act, Part 17 of Article 32 of Title 24, Colorado Revised Statutes (the "Allocation Act "), providing for the allocation of the State Ceiling among the Assignee and other governmental units in the State, and further providing for the assignment of allocations from such other governmental units to the Assignee; and WHEREAS, pursuant to an allocation under Section 24 -32 -1706 of the Allocation Act, the Assignor has an allocation of the 1998 State Ceiling for the issuance of a specified principal amount of Private Activity Bonds prior to September 15, 1998 (the "1998 Allocation "); and WHEREAS, the Assignor has determined that, in order to increase the availability of adequate affordable housing for low - and moderate - income persons and families within the City of Pueblo and elsewhere in the State, it is necessary or desirable to provide for the utilization of all or a portion of the 1998 Allocation; and WHEREAS, the Assignor has determined that the 1998 Allocation, or a portion thereof, can be utilized most efficiently by assigning it to the Assignee to issue Private Activity Bonds for the purpose of providing single - family mortgage loans to low- and moderate - income persons and families ( "Revenue Bonds "), and the Assignee has expressed its willingness to attempt to issue Revenue Bonds with respect to the 1998 Allocation; and ANT legal \bondcap\homeown \Pueblo 98a1 loc I .doc � MAR ' 5 1999 M. i E WHEREAS, the City Council of the Assignor has determined to assign to the Assignee of its 1998 Allocation of $2,535,050, and the Assignee has agreed to accept such assignment, which is to be evidenced by this Assignment. NOW, THEREFORE, in consideration of the premises and the mutual promises hereinafter set forth, the parties hereto agree as follows: 1. The Assignor hereby assigns to the Assignee its 1998 Allocation of $2,535,050, subject to the terms and conditions contained herein. The Assignor represents that it has received no monetary consideration for said assignment. 2. The Assignee hereby accepts the assignment to it by the Assignor of its Assignor's 1998 Allocation of $2,535,050, subject to the terms and conditions contained herein. The Assignee agrees to use its best efforts to issue and sell Revenue Bonds, in one or more series, and to provide mortgage loans in at least the amount of $2,535,050 to finance single - family housing facilities located in the City of Pueblo. The mortgage loans will be subject to all applicable current requirements of Assignee's mortgage revenue bond program, including Assignee's income and purchase price limits. 3. The Assignor hereby consents to the election by the Assignee, if the Assignee in its discretion so decides, to treat all or any portion of the assignment set forth herein as an allocation for a project with a carryforward purpose. 4. The Assignor and Assignee each agree that it will take such further action and adopt such further proceedings as may be required to implement the terms of this Assignment. 5. Nothing contained in this Assignment shall obligate the Assignee to finance mortgage loans in any particular amount or at any particular interest rate or to use any particular percentage of the proceeds of its Revenue Bonds to provide mortgage loans to finance single - family housing facilities located in the City of Pueblo. 6. This Assignment is effective upon execution and is irrevocable. 2 legal \bondcap \homeo«n\Pueblo 98allocl.doc IN WITNESS WHEREOF, the parties hereto have duly executed this Assignment on the date first written above. [SEAL] ATTEST: By: Title: Ci t Cl erk FINANCE AUTy G P�.� • •or•e� •• � 9 r • �'r • ATTES -�•' By: Assistant Secretary CITY OF PUEBLO, COLORADO By: Title: President of the City Council COLORADO HOUSING AND FINANCE Al 3 legal \bondcap\homeown\Pueblo 98allocl.doc City of Pueblo September 14, 1998 OFFICE OF THE CITY ATTORNEY 127 Thatcher Building PUEBLO, COLORADO 81003 Colorado Housing and Finance Authority 1981 Blake Street Denver, Colorado 80202 -1272 Gentlemen: I am an attorney duly admitted to practice in the State of Colorado (the "State "). I have acted as counsel for the City of Pueblo, a municipal corporation (the "City "), in connection with the assignment by the City to the Colorado Housing and Finance Authority (the "Authority ") of the City's allocation of the ceiling on private activity bonds which may be issued in the State during the period from January 1 to December 31, 1998 (the "1998 Allocation "), under Part 17 of Article 32 of Title 24 of the Colorado Revised Statutes (the "Allocation Act "). This assignment is being effected pursuant to a Resolution adopted by the City Council of City on September 14, 1998 and an Assignment of Allocation dated September 14, 1998 (the "Assignment of Allocation "), between the City and the Authority. I have examined, among other things, a copy of the Resolution. I have also examined the Constitution of the State and such statutes and regulations as I deemed appropriate, including, without limitation, the charter of the City, certificates of public officials and of officers and representatives of the City, and such other documents as I have deemed necessary as a basis for the opinions hereinafter expressed. In the course of such examinations, I have assumed the genuineness of all signatures and the authenticity of all documents submitted to me as copies. Based upon the foregoing, it is my opinion that: 1. The City of Pueblo, a municipal corporation is a City validly existing under the Constitution and the laws of the State. 2. The City has full legal right, power and authority: (a) to assign its 1998 Allocation, or a portion thereof, in accordance with the Resolution and the Assignment of Allocation; (b) to adopt the Resolution; (c) to execute and deliver the Assignment of Allocation; and (d) to perform its obligations under the Resolution. 3. The adoption or the execution and delivery and the performance of the City of the Resolution and the Assignment of Allocation and the performance of the City's obligations thereunder have been duly authorized by the City, and each of them have been duly adopted or executed and delivered by the City, and each of them constitute valid and binding obligations of the City enforceable in accordance with its terms. Colorado Housing and Finance Authority September 14, 1998 Page Two 4. The adoption of the Resolution and the execution and delivery of the Assignment of Allocation and compliance with the terms, conditions and provisions of each thereof by the City will not conflict with or result in a breach or violation of any of the terms, conditions or provisions of the Constitution or the laws of the State, local ordinances, resolutions, charter, bylaws, or other regulations, or any other governmental authority of any nature whatsoever as now existing, or to the best of my knowledge, any agreement or instrument to which the City is now a party or by which it is bound, or constitute a default thereunder. 5. With respect to the 1998 Allocation, or a portion thereof, being assigned to the Authority pursuant to the Resolution and the Assignment of Allocation, the City has not: (a) issued private activity bonds; (b) assigned the allocation to another "issuing authority" as such term is defined in the Allocation Act; (c) made a mortgage credit certificate election; or (d) treated the allocation as an allocation for a project with a carryforward purpose. 6. No approval, permit, consent or authorization applicable to the City and not already obtained by the City of any government or public agency, authority or person is required in connection with the adoption of the execution and delivery by the City of, and the performance by it of its obligations under, the Resolution and the Assignment of Allocation. This opinion may be relied upon by: (1) the Authority's Bond Counsel in rendering its opinion in connection with the issuance by the Authority of revenue bonds, and (ii) each institution which may act as an underwriter of any such revenue bonds. Very truly yours, Thomas tg r /JP COUNCIL BACKGROUND PAPER 1. SUMMARY A. ISSUE: This resolution will authorize Colorado Housing and Finance Authority (CHFA) to issue and administer approximately $2,535,050 million in private activity mortgage bonds pursuant to the Colorado Private Activity Bond Ceiling Allocation Act. The Act provides the allocation of the State Ceiling as determined by the Internal Revenue Code of 1986 which restricts the amount: of tax - exempt bonds which may be issued in the State. The Act provides the restricted amount to be administered by CHFA and other governmental units in the State, and the optional assignment of such allocations from a governmental unit to CHFA. B. RECOMMENDATION: Approve the resolution, thus authorizing CHFA to administer on behalf of the City of Pueblo it's bond allocation of $2.5 million for single family mortgage loans to be originated by local lenders approved by CHFA. II. BACKGROUND The Internal Revenue Code of 1986 restricts the amount of tax - exempt bonds which may be issued in the State to provide such mortgage loans and for certain other purposes. The Colorado legislature adopted the Colorado Private Activity Bond Ceiling Allocation Act to determine how this allocation is to be administered. The City of Pueblo on an annual basis receives approximately $2.5 million of an allocation of private activity bond from the State of Colorado. Historically, CHFA, during the past 5 bond issues, has originated approximately $20,156,000 in single family mortgage loans (see attached worksheet and local lender participation by number of loans. II. FINANCIAL IMPACT This assignment of authority between the City of Pueblo and CHFA will be for the 1998 direct allocation for the City of Pueblo of Private Activity Bond Volume in the amount of $2,535,050. The average loan is expected to be $67,000 based on historical data. Eligible homebuyers must be within Pueblo County and considered low and moderate income application as defined under CHFA rules. IV. ALTERNATIVES A. The City could elect to hold over the bond mortgage funds B. The City could not authorize the assignment . COUNCIL BACKGROUND PAPER L SUMMARY A. ISSUE: This resolution will authorize Colorado Housing and Finance Authority (CHFA) to issue and administer approximately $2,535,050 million in private activity mortgage bonds. pursuant to the Colorado Private Activity Bond Ceiling Allocation Act. The Act provides the allocation of the State Ceiling as determined by the Internal Revenue Code of 1986 which restricts the amount of tax- exempt bonds which may be issued in the State. The Act provides the restricted amount to be administered by CHFA and other governmental units in the State, and the optional assignment of such allocations from a governmental unit to CHFA. B. RECOMMENDATION: Approve the resolution, thus authorizing CHFA to administer on behalf of the City of Pueblo it's bond allocation of $2.5 million for single family mortgage loans to be originated by local lenders approved by CHFA. The Internal Revenue Code of 1986 restricts the amount of tax- exempt bonds which may be issued in the State to provide such mortgage loans and for certain other purposes. The Colorado legislature adopted the Colorado Private Activity Bond Ceiling Allocation Act to determine how this allocation is to be administered. The City of Pueblo on an annual basis receives approximately $2.5 million of an allocation of private activity bond from the State of Colorado. Historically, CHFA, during the past 5 bond issues, has originated approximately $20,156,000 in single family mortgage loans (see attached worksheet and local lender participation by number of loans. II. FINANCIAL IMPACT This assignment of authority between the City of Pueblo and CHFA will be for the 1998 direct allocation for the City of Pueblo of Private Activity Bond Volume in the amount of $2,535,050. The average loan is expected to be $67,000 based on historical data. Eligible homebuyers must be within Pueblo County and considered low and moderate income application as defined under CHFA rules. IV. ALTERNATIVES A. The City could elect to hold over the bond mortgage funds B. The City could not authorize the assignment . Colorado Housing and Finance Authority NOTIFICATION OF ASSIGNMENT OF PRIVATE ACTIVITY BOND CEILING September 14, 1998 VIA HAND DELIVERY Ms. Kate Van Wyhe Colorado Department of Local Affairs 1313 Sherman Street, Room 518 Denver, Colorado 80203 Dear Ms. Van Wyhe: r 1981 Blake Street Denver. Colorado 80202 -1272 303 -297 -2432 Pursuant to Section 24- 32- 1706(2) of the Colorado Private Activity Bond Ceiling Allocation Act, the City of Pueblo ( "City ") and the Colorado Housing and Finance Authority ( "Authority") hereby notify you of the City's assignment to the Authority of $2,535,050 of its 1998 allocation of the State's private activity bond ceiling. Enclosed for your records is an executed copy of the Assignment of Allocation (the "Assignment "). Paragraph 1 of the Assignment includes the City's representation that it received no monetary consideration for the assignment. Paragraph 3 of the Assignment contains the City's consent to the Authority's allocation of all or any portion of the assigned amount to a project with a carryforward purpose. V truly yours, David W. Herlinger Executive Director JAR:DWH /kg Enclosures cc: ' oAy Berumen, City of Pueblo Stan Raine, Esq. 1e¢ahtxtnd \vanwy23.doc Printed on recycled paper 6 Colorado Housing and Finance Authority NOTIFICATION OF ASSIGNMENT OF PRIVATE ACTIVITY BOND CEILING September 14, 1998 VIA HAND DELIVERY Ms. Kate Van Wyhe Colorado Department of Local Affairs 1313 Sherman Street, Room 518 Denver, Colorado 80203 Dear Ms. Van Wyhe: r 1981 Blake Street Denver. Colorado 80202 -1272 303 -297 -2432 Pursuant to Section 24- 32- 1706(2) of the Colorado Private Activity Bond Ceiling Allocation Act, the City of Pueblo ( "City ") and the Colorado Housing and Finance Authority ( "Authority") hereby notify you of the City's assignment to the Authority of $2,535,050 of its 1998 allocation of the State's private activity bond ceiling. Enclosed for your records is an executed copy of the Assignment of Allocation (the "Assignment "). Paragraph 1 of the Assignment includes the City's representation that it received no monetary consideration for the assignment. Paragraph 3 of the Assignment contains the City's consent to the Authority's allocation of all or any portion of the assigned amount to a project with a carryforward purpose. V truly yours, David W. Herlinger Executive Director JAR:DWH /kg Enclosures cc: ' oAy Berumen, City of Pueblo Stan Raine, Esq. 1e¢ahtxtnd \vanwy23.doc Printed on recycled paper 1/98 ASSIGNMENT OF ALLOCATION This Assignment of Allocation (the "Assignment "), dated this 14th day of September, 1998, is between the City of Pueblo (the "Assignor ") and the Colorado Housing and Finance Authority (the "Assignee "). WITNESSETH: WHEREAS, the Assignor and the Assignee are authorized and empowered under the laws of the State of Colorado (the "State ") to issue revenue bonds for the purpose of providing single - family mortgage loans to low- and moderate- income persons and families; and WHEREAS, the Internal Revenue Code of 1986, as amended (the "Code "), restricts the amount of tax - exempt bonds ( "Private Activity Bonds ") which may be issued in the State to provide such mortgage loans and for certain other purposes (the "State Ceiling "); and WHEREAS, pursuant to the Code, the Colorado legislature adopted the Colorado Private Activity Bond Ceiling Allocation Act, Part 17 of Article 32 of Title 24, Colorado Revised Statutes (the "Allocation Act "), providing for the allocation of the State Ceiling among the Assignee and other governmental units in the State, and further providing for the assignment of allocations from such other governmental units to the Assignee; and WHEREAS, pursuant to an allocation under Section 24 -32 -1706 of the Allocation Act, the Assignor has an allocation of the 1998 State Ceiling for the issuance of a specified principal amount of Private Activity Bonds prior to September 15, 1998 (the "1998 Allocation "); and WHEREAS, the Assignor has determined that, in order to increase the availability of adequate affordable housing for low - and moderate - income persons and families within the City of Pueblo and elsewhere in the State, it is necessary or desirable to provide for the utilization of all or a portion of the 1998 Allocation; and WHEREAS, the Assignor has determined that the 1998 Allocation, or a portion thereof, can be utilized most efficiently by assigning it to the Assignee to issue Private Activity Bonds for the purpose of providing single - family mortgage loans to low- and moderate - income persons and families ( "Revenue Bonds "), and the Assignee has expressed its willingness to attempt to issue Revenue Bonds with respect to the 1998 Allocation; and HOUS (1: �. . •ti T"f Sr j �%i" legal \bondcap\homeown \Pueblo 98alloc l.doc MAR ' 5 1999 I WHEREAS, the City Council of the Assignor has determined to assign to the Assignee of its 1998 Allocation of $2,535,050, and the Assignee has agreed to accept such assignment, which is to be evidenced by this Assignment. NOW, THEREFORE, in consideration of the premises and the mutual promises hereinafter set forth, the parties hereto agree as follows: 1. The Assignor hereby assigns to the Assignee its 1998 Allocation of $2,535,050, subject to the terms and conditions contained herein. The Assignor represents that it has received no monetary consideration for said assignment. 2. The Assignee hereby accepts the assignment to it by the Assignor of its Assignor's 1998 Allocation of $2,535,050, subject to the terms and conditions contained herein. The Assignee agrees to use its best efforts to issue and sell Revenue Bonds, in one or more series, and to provide mortgage loans in at least the amount of $2,535,050 to finance single - family housing facilities located in the City of Pueblo. The mortgage loans will be subject to all applicable current requirements of Assignee's mortgage revenue bond program, including Assignee's income and purchase price limits. 3. The Assignor hereby consents to the election by the Assignee, if the Assignee in its discretion so decides, to treat all or any portion of the assignment set forth herein as an allocation for a project with a carryforward purpose. 4. The Assignor and Assignee each agree that it will take such further action and adopt such further proceedings as may be required to implement the terms of this Assignment. 5. Nothing contained in this Assignment shall obligate the Assignee to finance mortgage loans in any particular amount or at any particular interest rate or to use any particular percentage of the proceeds of its Revenue Bonds to provide mortgage loans to finance single - family housing facilities located in the City of Pueblo. 6. This Assignment is effective upon execution and is irrevocable. tj legal \bondcap \homeow•n \Pueblo 98alloc I .doc r IN WITNESS WHEREOF, the parties hereto have duly executed this Assignment on the date first written above. [SEAL] ATTEST: By: - C Title: Ci t Cl erk P �1���.or•.�. p o •' 0B`2 O Rq T�•%• = .C,) [SE ATTES ©d Assistant. Secretary CITY OF PUEBLO, COLORADO By: Title: President of the City Counc COLORADO HOUSING AND FINANCE A 3 legal \bondcap\homeown \Pueblo 98allocl.doc d P D U D City of Pueblo September 14, 1998 OFFICE OF THE CITY ATTORNEY 127 Thatcher Building PUEBLO, COLORADO 81003 Colorado Housing and Finance Authority 1981 Blake Street Denver, Colorado 80202 -1272 Gentlemen: I am an attorney duly admitted to practice in the State of Colorado (the "State "). I have acted as counsel for the City of Pueblo, a municipal corporation (the "City "), in connection with the assignment by the City to the Colorado Housing and Finance Authority (the "Authority ") of the City's allocation of the ceiling on private activity bonds which may be issued in the State during the period from January 1 to December 31, 1998 (the "1998 Allocation "), under Part 17 of Article 32 of Title 24 of the Colorado Revised Statutes (the "Allocation Act "). This assignment is being effected pursuant to a Resolution adopted by the City Council of City on September 14, 1998 and an Assignment of Allocation dated September 14, 1998 (the "Assignment of Allocation "), between the City and the Authority. I have examined, among other things, a copy of the Resolution. I have also examined the Constitution of the State and such statutes and regulations as I deemed appropriate, including, without limitation, the charter of the City, certificates of public officials and of officers and representatives of the City, and such other documents as I have deemed necessary as a basis for the opinions hereinafter expressed. In the course of such examinations, I have assumed the genuineness of all signatures and the authenticity of all documents submitted to me as copies. Based upon the foregoing, it is my opinion that: 1. The City of Pueblo, a municipal corporation is a City validly existing under the Constitution and the laws of the State. 2. The City has full legal right, power and authority: (a) to assign its 1998 Allocation, or a portion thereof, in accordance with the Resolution and the Assignment of Allocation; (b) to adopt the Resolution; (c) to execute and deliver the Assignment of Allocation; and (d) to perform its obligations under the Resolution. 3. The adoption or the execution and delivery and the performance of the City of the Resolution and the Assignment of Allocation and the performance of the City's obligations thereunder have been duly authorized by the City, and each of them have been duly adopted or executed and delivered by the City, and each of them constitute valid and binding obligations of the City enforceable in accordance with its terms. Colorado Housing and Finance Authority September 14, 1998 Page Two 4. The adoption of the Resolution and the execution and delivery of the Assignment of Allocation and compliance with the terms, conditions and provisions of each thereof by the City will not conflict with or result in a breach or violation of any of the terms, conditions or provisions of the Constitution or the laws of the State, local ordinances, resolutions, charter, bylaws, or other regulations, or any other governmental authority of any nature whatsoever as now existing, or to the best of my knowledge, any agreement or instrument to which the City is now a party or by which it is bound, or constitute a default thereunder. 5. With respect to the 1998 Allocation, or a portion thereof, being assigned to the Authority pursuant to the Resolution and the Assignment of Allocation, the City has not: (a) issued private activity bonds; (b) assigned the allocation to another "issuing authority" as such term is defined in the Allocation Act; (c) made a mortgage credit certificate election; or (d) treated the allocation as an allocation for a project with a carryforward purpose. 6. No approval, permit, consent or authorization applicable to the City and not already obtained by the City of any government or public agency, authority or person is required in connection with the adoption of the execution and delivery by the City of, and the performance by it of its obligations under, the Resolution and the Assignment of Allocation. This opinion may be relied upon by: (1) the Authority's Bond Counsel in rendering its opinion in connection with the issuance by the Authority of revenue bonds, and (ii) each institution which may act as an underwriter of any such revenue bonds. Very truly yours, �iGlL�c.i Thomas g /jP