Stradling Yocca Carlson & Rauth
Draft of 5/16/22
4926-1722-0668v3/200855-0009
FIRST SUPPLEMENTAL BOND INDENTURE
By and Between
CITY OF SOUTH SAN FRANCISCO
COMMUNITY FACILITIES DISTRICT NO. 2021-01
(PUBLIC FACILITIES AND SERVICES),
CITY OF SOUTH SAN FRANCISCO, COUNTY OF SAN MATEO,
STATE OF CALIFORNIA
and
THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.
as Trustee
Relating to
$__________
CITY OF SOUTH SAN FRANCISCO
COMMUNITY FACILITIES DISTRICT NO. 2021-01
(PUBLIC FACILITIES AND SERVICES),
SPECIAL TAX BONDS (OYSTER POINT), SERIES 2025
Dated as of _____ 1, 2025
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FIRST SUPPLEMENTAL BOND INDENTURE
THIS FIRST SUPPLEMENTAL BOND INDENTURE dated as of _____, 2025 (the “First Supplement”), CITY OF SOUTH SAN FRANCISCO COMMUNITY FACILITIES DISTRICT NO. 2021-01 (PUBLIC FACILITIES AND SERVICES), CITY OF SOUTH SAN FRANCISCO, COUNTY OF SAN MATEO, STATE OF CALIFORNIA (the “District”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as trustee (the “Trustee”), governs the terms of the City of South San Francisco Community Facilities District No. 2021-01 (Public Facilities and Services), Special Tax Bonds, Series 2025, which are being issued as Parity Bonds in accordance with the Bond Indenture (the “Original Indenture”) dated as of April 1, 2022, between the District and the Trustee. The Original Indenture and this First Supplement are hereinafter collectively referred to as the “Indenture.”
R E C I T A L S :
WHEREAS, the City Council of the City of South San Francisco, located in the County of San Mateo, California (hereinafter sometimes referred to as the “legislative body of the District”), has heretofore undertaken proceedings and declared the necessity to issue bonds of the District pursuant to the terms and provisions of the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Part 1, Division 2, Title 5, of the Government Code of the State of California (the “Act”); and
WHEREAS, based upon Resolution Nos. 53-2021 and 54-2021 adopted by the legislative body of the District on March 10, 2021 and an election held March 10, 2021 authorizing the levy of a special tax and the issuance of bonds by the District, the District is now authorized to issue bonds in one or more series, pursuant to the Act, in an aggregate principal amount not to exceed $105,000,000; and
WHEREAS, pursuant to the Original Indenture, the District has previously issued its City of South San Francisco Community Facilities District No. 2021-01 (Public Facilities and Services), Special Tax Bonds (Oyster Point), Series 2022” (the “Series 2022 Bonds”) in the aggregate principal amount of $19,685,000; and
WHEREAS, the District desires to finance certain Facilities through the issuance of a second series of bonds in the aggregate principal amount of $__________ designated as the “City of South San Francisco Community Facilities District No. 2021-01 (Public Facilities and Services), Special Tax Bonds (Oyster Point), Series 2025” (the “Series 2025 Bonds”); and WHEREAS, the District has determined all requirements of the Act for the issuance of the Series 2025 Bonds as Parity Bonds under the terms of the Indenture have been satisfied; and NOW, THEREFORE, in order to establish the terms and conditions upon and subject to which the Series 2025 Bonds are to be issued, and in consideration of the premises and of the mutual covenants contained herein and of the purchase and acceptance of the Series 2025 Bonds by the Owners thereof, and for other valuable consideration, the receipt of which is hereby acknowledged, the District does hereby covenant and agree, for the benefit of the Owners of the Series 2022 Bonds, 2 4926-1722-0668v3/200855-0009
the Series 2025 Bonds and any Parity Bonds (as defined in the Indenture) which may be issued from time to time, as follows:
ARTICLE I
DEFINITIONS
Section 1.1. Definitions. All capitalized terms not otherwise defined herein shall have the meaning set forth in the Original Indenture. The following definitions set forth in Section 1.1 of the Indenture are revised to mean the following with respect to the Series 2025 Bonds:
“Continuing Disclosure Certificate” together, means that certain Continuing Disclosure Certificate dated as of April 1, 2022, executed by the District in connection with the Series 2022 Bonds, together with any amendments thereto, and that certain Continuing Disclosure Certificate dated as of _____ 1, 2025, executed by the District in connection with the Series 2025 Bonds, together with any amendments thereto.
“Reserve Requirement” means that amount as of any date of calculation equal to the lesser of (i) 10% of the initial principal amount of the Bonds and Parity Bonds, if any, (ii) Maximum Annual Debt Service on the then Outstanding Bonds and Parity Bonds, if any; and (iii) 125% of average Annual Debt Service on the then Outstanding Bonds and Parity Bonds, if any; provided, however, that the Reserve Requirement shall not exceed $__________ except in connection with the issuance of Parity Bonds in addition to the Series 2022 Bonds and the Series 2025 Bonds. “Underwriter” means, with respect to the Series 2025 Bonds, Stifel, Nicolaus & Company, Incorporated.
ARTICLE II
GENERAL AUTHORIZATION AND BOND TERMS
Section 2.1. Amount, Issuance, Purpose and Nature of Series 2025 Bonds. Under and pursuant to the Indenture, the Series 2025 Bonds in the aggregate principal amount of $___________ shall be issued as Parity Bonds governed by the terms of the Indenture, as supplemented by this First Supplement, for the purpose of financing a portion of the Facilities, funding a deposit to the Reserve Account and paying the costs of administration and issuance of the Series 2025 Bonds.
Section 2.2. Description of Bonds; Interest Rates. The Series 2025 Bonds shall be issued in fully registered form in denominations of $5,000 or any integral multiple thereof within a single maturity. The Series 2025 Bonds shall be lettered and numbered R-1 and upward.
The Series 2025 Bonds shall be designated “CITY OF SOUTH SAN FRANCISCO COMMUNITY FACILITIES DISTRICT NO. 2021-01 (PUBLIC FACILITIES AND SERVICES), SPECIAL TAX BONDS (OYSTER POINT), SERIES 2025.” The Series 2025 Bonds shall be dated as of their Delivery Date and shall mature and be payable on September 1 in the years and in the aggregate principal amounts and shall be subject to and shall bear interest at the rates set forth in the table below payable on September 1, 2025 and each Interest Payment Date thereafter:
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Maturity Date
(September 1) Principal Amount Interest Rate
Section 2.3. Form of Series 2025 Bonds; Execution and Authentication. The Series 2025 Bonds and the certificate of authentication shall be substantially in the form attached hereto as Exhibit A, which forms are hereby approved and adopted as the forms of such Series 2025 Bonds and of the certificate of authentication.
Only the Series 2025 Bonds as shall bear thereon such certificate of authentication in the form set forth in Exhibit A hereto shall be entitled to any right or benefit under the Indenture, and no Series 2025 Bond shall be valid or obligatory for any purpose until such certificate of authentication shall have been manually executed by the Trustee.
Section 2.4. Conditions to Issuance of Series 2025 Bonds. The Series 2025 Bonds shall not be issued unless and until the conditions for the issuance of the Series 2025 Bonds as Parity Bonds pursuant to Section 9.2 of the Indenture shall have been satisfied.
ARTICLE III
APPLICATION OF PROCEEDS OF SERIES 2025 BONDS
Section 3.1. Application of Proceeds of Sale of Series 2025 Bonds The proceeds of the sale of the Series 2025 Bonds shall be received by the Trustee on behalf of the District and deposited and transferred as follows:
(a) $___________ shall be transferred to the Interest Account of the Special Tax Fund.
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(b) $___________ shall be transferred to the Costs of Issuance Account of the Acquisition and Construction Fund to pay the Costs of Issuance of the Series 2025 Bonds; (c) $___________ shall be transferred to the Project Account of the Acquisition and Construction Fund; and
(d) $__________ shall be transferred to the Reserve Account of the Special Tax Fund to fund the portion of the Reserve Requirement.
The Trustee may, in its discretion, establish a temporary fund or account in its books and records to facilitate such transfers.
ARTICLE IV
REDEMPTION OF SERIES 2025 BONDS
Section 4.1. Redemption of Series 2025 Bonds
(a) Optional Redemption. The Series 2025 Bonds maturing on or after September 1, 20__ may be redeemed, at the option of the District from any source of funds on any date on or after September 1, 20__, in whole, or in part from such maturities as are selected by the District and by lot within a maturity, at the following redemption prices, expressed as a percentage of the principal amount to be redeemed, together with accrued interest to the date of redemption:
Redemption Dates Redemption Prices
September 1, 20__ through and including August 31, 20__ 103% September 1, 20__ through and including August 31, 20__ 102 September 1, 20__ through and including August 31, 20__ 101 September 1, 20__ and any date thereafter 100
In the event the District elects to redeem Series 2025 Bonds as provided above, the District shall give written notice to the Trustee of its election to so redeem, the redemption date and the principal amount of the Series 2025 Bonds of each maturity to be redeemed. The notice to the Trustee shall be given at least 60 but no more than 90 days prior to the redemption date, or by such later date as is acceptable to the Trustee, in its sole discretion. (b) Mandatory Sinking Fund Redemption. The Term Bonds maturing on September 1, 20__ shall be called before maturity and redeemed, from the Sinking Fund Payments that have been deposited into the Redemption Account, on September 1, 20__, and on each September 1 thereafter prior to maturity, in accordance with the schedule of Sinking Fund Payments set forth below. The Term Bonds so called for redemption shall be selected by the Trustee by lot and shall be redeemed at a redemption price for each redeemed Term Bond equal to the principal amount thereof, plus accrued interest to the redemption date, without premium, as follows:
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Term Bonds Maturing September 1, 20__
Sinking Fund Redemption Date
(September 1) Sinking Fund Payments
_____________
* Maturity.
The Term Bonds maturing on September 1, 20__ shall be called before maturity and redeemed, from the Sinking Fund Payments that have been deposited into the Redemption Account, on September 1, 20__, and on each September 1 thereafter prior to maturity, in accordance with the schedule of Sinking Fund Payments set forth below. The Term Bonds so called for redemption shall be selected by the Trustee by lot and shall be redeemed at a redemption price for each redeemed Term Bond equal to the principal amount thereof, plus accrued interest to the redemption date, without premium, as follows:
Term Bonds Maturing September 1, 20__
Sinking Fund Redemption Date
(September 1) Sinking Fund Payments
_____________
* Maturity.
If during the Fiscal Year immediately preceding one of the redemption dates specified above the District purchases Term Bonds, at least 45 days prior to the redemption date the District shall notify the Trustee as to the principal amount purchased and the amount of Term Bonds so purchased shall be credited at the time of purchase, to the extent of the full principal amount thereof, to reduce such upcoming Sinking Fund Payment for the applicable maturity of the Term Bonds so purchased.
All Term Bonds purchased pursuant to this subsection shall be cancelled pursuant to Section 10.1 hereof.
In the event of a partial optional redemption or special mandatory redemption of the Term Bonds, each of the remaining Sinking Fund Payments for such Term Bonds, as described above, will be reduced, as nearly as practicable, on a pro rata basis, in integral multiples of $5,000 and the District shall provide the Trustee with revised sinking fund schedules giving effect to the optional redemption or special mandatory redemption so completed. (c) Extraordinary Redemption. The Series 2025 Bonds are subject to extraordinary redemption as a whole, or in part among maturities, on any Interest Payment Date, and shall be redeemed by the Trustee, from Prepayments deposited to the Redemption Account pursuant 6 4926-1722-0668v3/200855-0009
to Section 3.2, plus amounts transferred from the Reserve Account pursuant to Section 3.6(c), at the following redemption prices, expressed as a percentage of the principal amount to be redeemed, together with accrued interest to the redemption date:
Redemption Dates Redemption Prices
Any Interest Payment Date through and including March 1, 20__ 103% September 1, 20__ and March 1, 20__ 102
September 1, 20__ and March 1, 20__ 101
September 1, 20__ and any Interest Payment Date thereafter 100
ARTICLE V
MISCELLANEOUS
Section 5.1. Provisions of Indenture in Effect. Except as expressly modified herein, all of the provisions of the Original Indenture, as amended and supplemented by this First Supplement and as otherwise amended and supplemented, is in all respects ratified and confirmed and the Original Indenture as so amended and supplemented shall be read, taken and construed as one and the same instrument and shall remain in full force and effect.
Section 5.2. Partial Invalidity. If any section, paragraph, sentence, clause or phrase of this First Supplement shall for any reason be held illegal, invalid or unenforceable, such holding shall not affect the validity of the remaining portions of this First Supplement. The District hereby declares that it would have entered into this First Supplement and each and every other Section, paragraph, sentence, clause or phrase hereof and authorized the issuance of the Series 2025 Bonds pursuant thereto irrespective of the fact that any one or more Sections, paragraphs, sentences. clauses, or phrases of this First Supplement may be held illegal, invalid or unenforceable.
Section 5.3. Execution in Counterparts. This First Supplement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument.
Section 5.4. Governing Law. This First Supplement shall be construed and governed in accordance with the laws of the State of California applicable to contracts made and performed in such state.
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IN WITNESS WHEREOF, CITY OF SOUTH SAN FRANCISCO COMMUNITY FACILITIES DISTRICT NO. 2021-01 (PUBLIC FACILITIES AND SERVICES), CITY OF SOUTH SAN FRANCISCO, COUNTY OF SAN MATEO, STATE OF CALIFORNIA, has caused this First Supplemental Indenture to be signed by the City Manager of the City of South San Francisco and attested thereto by the City Clerk of the City of South San Francisco, and The Bank of New York Mellon Trust Company, N.A. in token of its acceptance of the trust created hereunder, has caused this First Supplemental Indenture to be signed in its corporate name by its officer identified below, all as of the day and year first above written.
CITY OF SOUTH SAN FRANCISCO
COMMUNITY FACILITIES DISTRICT NO. 2021-
01 (PUBLIC FACILITIES AND SERVICES), CITY
OF SOUTH SAN FRANCISCO, COUNTY OF SAN
MATEO, STATE OF CALIFORNIA
By:
City Manager of the City of South San
Francisco, California, on behalf of the City of
South San Francisco Community Facilities
District No. 2021-01 (Public Facilities and
Services), City of South San Francisco, County
of San Mateo, State of California
ATTEST:
City Clerk of the City of South San Francisco,
California, on behalf of the
City of South San Francisco Community
Facilities District No. 2021-01
(Public Facilities and Services),
City of South San Francisco,
County of San Mateo, State of California
THE BANK OF NEW YORK MELLON TRUST
COMPANY, N.A., as Trustee
By:
Its: Authorized Officer
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EXHIBIT A
FORM OF SPECIAL TAX BOND, SERIES 2025
R-__ $___________
UNLESS THIS BOND IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF
THE DEPOSITORY (AS DEFINED IN THE INDENTURE) TO THE TRUSTEE FOR
REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY BOND ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME
AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY), ANY
TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR
TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
COUNTY OF SAN MATEO
CITY OF SOUTH SAN FRANCISCO
COMMUNITY FACILITIES DISTRICT NO. 2021-01
(PUBLIC FACILITIES AND SERVICES)
SPECIAL TAX BOND (OYSTER POINT), SERIES 2025
INTEREST RATE MATURITY DATE DATED DATE CUSIP
____% September 1, _20__ ______, 2025 ___
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT: _____________________________________ AND NO/100 DOLLARS CITY OF SOUTH SAN FRANCISCO COMMUNITY FACILITIES DISTRICT NO. 2021- 01 (PUBLIC FACILITIES AND SERVICES), CITY OF SOUTH SAN FRANCISCO, COUNTY OF SAN MATEO, STATE OF CALIFORNIA (the “District”) which was formed by the City Council of the City of South San Francisco (the “City”) and is situated in the County of San Mateo, State of California, FOR VALUE RECEIVED, hereby promises to pay, solely from certain amounts held under the Indenture (as hereinafter defined), to the Registered Owner named above, or registered assigns, on the Maturity Date set forth above, unless redeemed prior thereto as hereinafter A-2
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provided, the Principal Amount set forth above, and to pay interest on such Principal Amount from the Interest Payment Date (as hereinafter defined) next preceding the date of authentication hereof, unless (i) the date of authentication is an Interest Payment Date in which event interest shall be payable from such date of authentication, (ii) the date of authentication is after a Record Date (as hereinafter defined) but prior to the immediately succeeding Interest Payment Date, in which event interest shall be payable from the Interest Payment Date immediately succeeding the date of authentication, or (iii) the date of authentication is prior to the close of business on the first Record Date in which event interest shall be payable from the Dated Date set forth above. Notwithstanding the foregoing, if at the time of authentication of this Bond interest is in default, interest on this Bond shall be payable from the last Interest Payment Date to which the interest has been paid or made available for payment or, if no interest has been paid or made available for payment, interest on this Bond shall be payable from the Dated Date set forth above. Interest will be paid semiannually on March 1 and September 1 (each, an “Interest Payment Date”), commencing September 1, 2025, at the Interest Rate set forth above, until the Principal Amount hereof is paid or made available for payment.
The principal of and premium, if any, on this Bond are payable to the Registered Owner hereof in lawful money of the United States of America upon presentation and surrender of this Bond at the Principal Office of the Trustee (as such term is defined in the Bond Indenture), initially The Bank of New York Mellon Trust Company, N.A. (the “Trustee”). Interest on this Bond shall be paid by check of the Trustee mailed by first class mail, postage prepaid, or in certain circumstances described in the Indenture by wire transfer to an account within the United States of America, to the Registered Owner hereof as of the close of business on the fifteenth day of the month preceding the month in which the Interest Payment Date occurs (the “Record Date”) at such Registered Owner’s address as it appears on the registration books maintained by the Trustee.
This Bond is one of a duly authorized issue of “City of South San Francisco Community Facilities District No. 2021-01 (Public Facilities and Services), Special Tax Bonds (Oyster Point), Series 2025” (the “Bonds”) issued in the aggregate principal amount of $__________ pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, being Sections 53311, et seq., of the California Government Code (the “Act”) for the purpose of financing certain public facilities, funding certain capitalized interest and a reserve account and paying certain costs related to the issuance of the Bonds. The issuance of the Bonds and the terms and conditions thereof are provided for by a resolution adopted by the City Council of the City acting in its capacity as the legislative body of the District (the “Legislative Body”) on _____, 2025 and a Bond Indenture dated as of April 1, 2022, as supplemented by a First Supplemental Bond Indenture, dated as of _____ 1, 2025, each by and between the District and the Trustee executed in connection therewith (collectively, the “Indenture”), and this reference incorporates the Indenture herein, and by acceptance hereof the Registered Owner of this Bond assents to said terms and conditions. The Indenture is executed under and this Bond is issued under, and both are to be construed in accordance with, the laws of the State of California. Capitalized terms not defined herein shall have the meanings set forth in the Indenture.
Pursuant to the Act and the Indenture, the principal of, premium, if any, and interest on this Bond are payable solely from Net Taxes, constituting a portion of the annual special taxes authorized under the Act to be levied and collected within the District (the “Special Taxes”) and certain other amounts pledged to the repayment of the Bonds as set forth in the Indenture. Any amounts for the payment hereof shall be limited to the Net Taxes pledged and collected or foreclosure proceeds received following a default in payment of the Special Taxes and other amounts deposited to the Special Tax Fund (other than the Administrative Expenses Account therein) established under the A-3
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Indenture, except to the extent that other provision for payment has been made by the Legislative Body, as may be permitted by law. The District has covenanted for the benefit of the owners of the Bonds that under certain circumstances described in the Indenture it will commence and diligently pursue to completion foreclosure proceedings in the event of delinquencies of Special Tax installments levied for payment of principal and interest on the Bonds.
The Bonds maturing on or after September 1, 20__ may be redeemed, at the option of the District from any source of funds on any date on or after September 1, 20__, in whole, or in part from such maturities as are selected by the District and by lot within a maturity, at the following redemption prices, expressed as a percentage of the principal amount to be redeemed, together with accrued interest to the date of redemption:
Redemption Dates Redemption Prices
September 1, 20__ through and including August 31, 20__ 103% September 1, 20__ through and including August 31, 20__ 102 September 1, 20__ through and including August 31, 20__ 101 September 1, 20__ and any date thereafter 100
The Term Bonds maturing on September 1, 20__, and on September 1, 20__ shall be called before maturity and redeemed, from Sinking Fund Payments that have been deposited into the Redemption Account, on September 1, 20__, and on September 1, 20__, respectively, and on each September 1 thereafter prior to maturity, in accordance with the schedule of Sinking Fund Payments set forth in the Indenture at a redemption price equal to the principal amount thereof, plus accrued interest to the redemption date, without premium.
The Bonds are subject to extraordinary redemption as a whole, or in part on a pro rata basis among maturities, on any Interest Payment Date, and shall be redeemed by the Trustee, from Prepayments of Special Taxes deposited to the Redemption Account plus amounts transferred from the Reserve Account in connection with such transfers, at the following redemption prices expressed as a percentage of the principal amount to be redeemed, together with accrued interest to the redemption date:
Redemption Date Redemption Price
Any Interest Payment Date through and including March 1, 20__ 103% September 1, 20__ and March 1, 20__ 102
September 1, 20__ and March 1, 20__ 101
September 1, 20__ and any Interest Payment Date thereafter 100 Notice of redemption with respect to the Bonds to be redeemed shall be mailed to the registered owners thereof not less than 30 nor more than 45 days prior to the redemption date by first class mail, postage prepaid, to the addresses set forth in the registration books provided, however, so long as the Bonds are registered in the name of the Nominee, such notice shall be given in such manner as complies with the requirements of the Depository. Neither a failure of the Registered Owner hereof to receive such notice nor any defect therein will affect the validity of the proceedings for redemption. All Bonds or portions thereof so called for redemption will cease to accrue interest on the specified redemption date, provided that funds for the redemption are on deposit with the Trustee on the redemption date. Thereafter, the registered owners of such Bonds shall have no rights except to receive payment of the redemption price upon the surrender of the Bonds.
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This Bond shall be registered in the name of the Registered Owner hereof, as to both principal and interest, and the District and the Trustee may treat the Registered Owner hereof as the absolute owner for all purposes and shall not be affected by any notice to the contrary.
The Bonds are issuable only in fully registered form in the denomination of $5,000 or any integral multiple thereof and may be exchanged for a like aggregate principal amount of Bonds of other authorized denominations of the same issue and maturity, all as more fully set forth in the Indenture. This Bond is transferable by the Registered Owner hereof, in person or by his attorney duly authorized in writing, at the Principal Office of the Trustee, but only in the manner, subject to the limitations and upon payment of the charges provided in the Indenture, upon surrender and cancellation of this Bond. Upon such transfer, a new registered Bond of authorized denomination or denominations for the same aggregate principal amount of the same issue and maturity will be issued to the transferee in exchange therefor.
The Trustee shall not be required to register transfers or make exchanges of (i) any Bonds for a period of 15 days next preceding any selection of the Bonds to be redeemed, or (ii) any Bonds chosen for redemption.
The rights and obligations of the District and of the registered owners of the Bonds may be amended at any time, and in certain cases without notice to or the consent of the registered owners, to the extent and upon the terms provided in the Indenture.
THE BONDS DO NOT CONSTITUTE OBLIGATIONS OF THE CITY OF SOUTH SAN
FRANCISCO OR OF THE DISTRICT FOR WHICH THE CITY OF SOUTH SAN FRANCISCO
OR THE DISTRICT IS OBLIGATED TO LEVY OR PLEDGE, OR HAS LEVIED OR PLEDGED,
GENERAL OR SPECIAL TAXES, OTHER THAN THE SPECIAL TAXES REFERENCED HEREIN. THE BONDS ARE LIMITED OBLIGATIONS OF THE DISTRICT PAYABLE FROM
THE PORTION OF THE SPECIAL TAXES AND OTHER AMOUNTS PLEDGED UNDER THE
INDENTURE BUT ARE NOT A DEBT OF THE CITY OF SOUTH SAN FRANCISCO, THE
STATE OF CALIFORNIA OR ANY OF ITS POLITICAL SUBDIVISIONS WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY LIMITATION OR RESTRICTION.
This Bond shall not become valid or obligatory for any purpose until the certificate of authentication and registration hereon endorsed shall have been dated and signed by the Trustee.
IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by law to exist, happen and be performed precedent to and in the issuance of this Bond do exist, have happened and have been performed in due time, form and manner as required by law, and that the amount of this Bond, together with all other indebtedness of the District, does not exceed any debt limit prescribed by the laws or Constitution of the State of California.
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IN WITNESS WHEREOF, City of South San Francisco Community Facilities District No. 2021-01 (Public Facilities and Services), City of South San Francisco, County of San Mateo, State of California, has caused this Bond to be dated as of _____, 2025, to be signed on behalf of the District by the Mayor of the City by his facsimile signature and attested by the facsimile signature of the City Clerk of the City.
Mayor of the City of South San Francisco,
California, on behalf of the City of South San
Francisco Community Facilities District
No. 2021-01 (Public Facilities and Services),
City of South San Francisco, County of San
Mateo, State of California
ATTEST:
City Clerk of the City of South San Francisco,
California, on behalf of the City of South San
Francisco Community Facilities District
No. 2021-01 (Public Facilities and Services),
City of South San Francisco, County of San Mateo,
State of California
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[FORM OF TRUSTEE’S CERTIFICATE
OF AUTHENTICATION AND REGISTRATION]
This is one of the Bonds described in the within-defined Indenture.
Dated: ______________ ____________________, as Trustee
By:
Its: Authorized Signatory
[FORM OF LEGAL OPINION]
The following is a true copy of the opinion rendered by Stradling Yocca Carlson & Rauth LLP, in connection with the issuance of, and dated as of the date of the original delivery of, the Bonds. A signed copy is on file in my office.
City Clerk of the City of South San Francisco,
California, acting in its capacity as the legislative
body of City of South San Francisco Community
Facilities District No. 2021-01 (Public Facilities and
Services), City of South San Francisco, County of San
Mateo, State of California
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[FORM OF ASSIGNMENT]
For value received the undersigned hereby sells, assigns and transfers unto
(Name, Address, and Tax Identification or Social Security Number of Assignee) the within-mentioned Bond and hereby irrevocably constitute(s) and appoint(s) _________________________________________________________________________ attorney, to transfer the same on the Registration Books of the Fiscal Agent with full power of substitution in the premises.
Dated:
Signature Guaranteed:
Note: Signature(s) must be guaranteed by an
eligible guarantor institution.
Note: The signature(s) on this Assignment must
correspond with the name(s) as written on the
face of the within Bond in every particular
without alteration or enlargement or any change
whatsoever.