Resolution No. 92754
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RESOLUTION NO. 9275
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON AUTHORIZING THE TERMINATION OF THE LETTER
AGREEMENT WITH CREDIT SUISSE IN RELATION TO THE
VERNON POWER PLANT
WHEREAS, the City of Vernon (the "City") owns and operates
its own electric system which services the City's constituents; and
WHEREAS, the City is in the process of developing a natural
gas -fired combined cycle power plant located within City limits
officially named the Vernon Power Plant for the purpose of installing
additional generating capacity that will yield an efficient, cost-
effective, and reliable source of electric generation to the City; and
WHEREAS, on December 14, 2005, the City Council of the City
of Vernon adopted Resolution No. 8930 approving a Letter Agreement
with Credit Suisse First Boston LLC to provide financial advisor
services respecting the Vernon Power Plant; and
WHEREAS, the needs of the City have changed due to the delays',
in the licensing of the Vernon Power Plant, and City staff have
determined that it is in the best interests of the City to terminate
the relationship with Credit Suisse until such time as such services
may be needed; and
WHEREAS, the letter agreement provides that the agreement
may be terminated at any time, with or without cause, upon at least
30-days prior written notice provided that in the event of termination
Credit Suisse continues to be entitled to a Structuring Success Fee, a
Construction Financing Fee and an Equity Placement Fee for a period of
one year after such termination; and
WHEREAS, the City Council of the City of Vernon desires
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to terminate the Letter Agreement with Credit Suisse effective
April 19, 2007.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the City of Vernon hereby
finds and determines that the recitals contained hereinabove are true
and correct.
SECTION 2: The City Council of the City of Vernon hereby
terminates the Letter Agreement with Credit Suisse effective April 19,
2007.
SECTION 3: The City Council of the City of Vernon hereby
authorizes the City Attorney to provide a notice of termination to
Credit Suisse, and to instruct Credit Suisse to cease providing any
services as of the date of the notice and to incur no further expenses
during the 30-day notice period.
SECTION 4: The Acting City Administrator, or his designee,
is authorized to pay Credit Suisse any Structuring Success Fee,
Construction Financing Fee and Equity Placement Fee, if any, that are
due prior to April 19, 2008, as well as any Financial Advisory Fee or
expenses incurred prior to the termination date.
SECTION 5: The Acting City Clerk of the City of Vernon
shall certify to the passage of this resolution, and thereupon and
thereafter the same shall be in full force and effect.
APPROVED AND ADOPTED this 19th day of March, 2007.
ATUST:
LA GIRON, Acting City Clerk
HILARIO GONZA S, Mayor Pro-Tem
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STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, MANUELA GIRON, Acting City Clerk of the City of Vernon, do
hereby certify that the foregoing Resolution, being Resolution No.
9275, was duly adopted by the City Council of the City of Vernon at a
regular meeting of the City Council duly held on Monday, March 19,
2007, and thereafter was duly signed by the Mayor Pro-Tem of the City
of Vernon.
MANUELA GIR Acting City Clerk
(SEAL)
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SUPPORTING
DOCUMENTS
CITY ATTORNEY' S OFFICE -
INTER -DEPARTMENT MEMORANDUM
DATE: March 13, 2007
TO: Eric T. Fresch, Acting City Administrator
FROM: Jeff A. Harrison, City Attorney (45�
RE:
Dear Eric:
CI--T CLERK DISTRIBV1°N
�-
Termination of Agreement with Credit Suisse First Boston
LLC
I recommend the City terminate the letter agreement with Credit
Suisse First Boston LLC ("Credit Suisse") dated December 21, 2005,
because the City's needs have changed due to the delay in the
licensing of the Vernon Power Plant and their services are not
needed at this time. The letter agreement was approved by
Resolution No. 8930 on December 14, 2005.
The letter agreement provides that the agreement may be terminated
at any time with or without cause upon at least 30-days prior
written notice provided that in the event of termination Credit
Suisse continues to be entitled to a Structuring Success Fee, a
Construction Financing Fee and an Equity Placement Fee for a period
of one year after such termination.
I will be preparing the necessary resolution to terminate the Credit
Suisse agreement.
I look forward to discussing this matter with you at your earliest
convenience.
JH:j1
Termination of Agreement with Credit Suisse First Boston
LLC
I recommend the City terminate the letter agreement with Credit
Suisse First Boston LLC ("Credit Suisse") dated December 21, 2005,
because the City's needs have changed due to the delay in the
licensing of the Vernon Power Plant and their services are not
needed at this time. The letter agreement was approved by
Resolution No. 8930 on December 14, 2005.
The letter agreement provides that the agreement may be terminated
at any time with or without cause upon at least 30-days prior
written notice provided that in the event of termination Credit
Suisse continues to be entitled to a Structuring Success Fee, a
Construction Financing Fee and an Equity Placement Fee for a period
of one year after such termination.
I will be preparing the necessary resolution to terminate the Credit
Suisse agreement.
I look forward to discussing this matter with you at your earliest
convenience.
JH:j1