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EXHIBIT 10.26
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CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY
and
U.S. BANK TRUST NATIONAL ASSOCIATION
as TRUSTEE
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FIRST SUPPLEMENTAL
INDENTURE OF TRUST
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$334,190,000 California Statewide Communities Development Authority
Apartment Development Revenue Refunding Bonds,
Series 1995A
Dated as of June 11, 1998
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FIRST SUPPLEMENTAL
INDENTURE OF TRUST
THIS FIRST SUPPLEMENTAL INDENTURE OF TRUST (this "First Supplemental
Indenture") is made and entered into as of June 11, 1998, between the California
Statewide Communities Development Authority, a joint powers agency of the State
of California (the "Issuer"), and U.S. Bank Trust National Association (formerly
known as First Trust of California, National Association), a national banking
association, as successor trustee under the Indenture (defined below) (the
"Trustee").
W I T N E S S E T H:
The Trustee and the Issuer entered into an Indenture of Trust dated as
of May 1, 1995 (the "Indenture) pursuant to which the Issuer's $334,190,000
Apartment Development Revenue Refunding Bonds, Series 0000X (xxx "Xxxxx") were
issued. Irvine Apartment Communities, L.P., a Delaware limited partnership (the
"Borrower") has requested the Issuer issue refunding bonds to refinance the
projects financed by the Bonds and has requested certain amendments pursuant to
Section 901(n) of the Indenture to facilitate the refunding.
NOW, THEREFORE, this First Supplemental Indenture, adopted pursuant to
the provisions of Section 901 of the Indenture, witnesseth:
Section 1. All capitalized terms used in this First Supplemental
Indenture and not otherwise defined shall have the meanings set forth in Section
101 of the Indenture.
Section 2. Section 220(a)(i) is hereby amended to read as follows:
(i) with respect to any Subseries of Series 1995A Bonds in
the Daily Rate Mode, the Weekly Variable Rate Mode or the Monthly
Rate Mode, such Bonds shall be subject to optional redemption, in
whole or in part, in Authorized Denominations, on any date if the
Bonds are to be redeemed from refunding bond proceeds, and on any
Interest Payment Date in all other cases, at a redemption price
equal to the principal amount thereof plus accrued interest, if
any, to the redemption date;
Section 2. (a) The first clause of the first sentence of Section 221 of
the Indenture is hereby amended to read as follows:
Except as provided below, and except in the case of a
redemption from refunding bond proceeds pursuant to Section
220(a)(i), in which case notice of redemption shall be given not
less than five (5) days prior to the redemption date, notice of
redemption shall be given by the Trustee not less than thirty
(30) nor
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more than forty-five (45) days prior to the date fixed for
redemption by first class mail, postage prepaid, to the
registered owner of each Bond to be redeemed, at the address of
such registered owner shown on the Register;
(b) The first sentence of the fourth paragraph of Section
221 of the Indenture is hereby amended to read as follows:
In the case of a redemption of the Bonds pursuant to
Section 220(a), the Trustee shall not give notice of redemption
of the Bonds unless and until the Trustee has received either
Available Moneys or, with the prior written consent of the Credit
Facility Provider, other funds sufficient to pay the redemption
price of the Bonds to be redeemed; provided, however, in the case
of a redemption of the Bonds pursuant to Section 220(a)(i) where
the Borrower has notified the Trustee that such redemption will
be made from the proceeds of refunding bonds, the Trustee may
provide a conditional notice of redemption, as provided in this
Section 221, prior to the receipt of Available Moneys in an
amount sufficient to redeem the Bonds.
(c) The last paragraph of Section 221 is hereby amended to
read as follows:
If at the time of mailing of notice of an optional
redemption, pursuant to Section 220(a)(i), there shall not have
been deposited with the Trustee Available Moneys sufficient to
redeem all the Bonds called for redemption, such notice may state
that it is conditioned upon the deposit with the Trustee on or
prior to the redemption date of Available Moneys sufficient to
pay the principal of the Bonds to be redeemed plus interest, if
any, accrued thereon to the date of redemption, and such notice
shall be of no effect unless such moneys are so deposited. If the
Trustee does not have Available Moneys on deposit hereunder
sufficient and available to pay the redemption price of such
Bonds, such redemption shall be cancelled.
Section 3. Governing Law. This First Supplemental Indenture shall be
governed by and construed in accordance with the laws of the State of
California.
Section 4. Effectiveness. Except as expressly supplemented, amended,
modified, changed or altered by this First Supplemental Indenture, the Indenture
shall remain in full force and effect in accordance with its terms.
Section 5. Counterparts. This First Supplemental Indenture may be
executed in any number of counterparts, each of which shall be an original and
all of which shall together constitute but one and the same instrument.
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IN WITNESS WHEREOF, the Issuer and the Trustee have caused this First
Supplemental Indenture to be executed on their behalf by their duly authorized
representatives, all as of the date first hereinabove written.
CALIFORNIA STATEWIDE COMMUNITIES
DEVELOPMENT AUTHORITY
By: /s/ signature illegible
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Member of the Commission
U.S. BANK TRUST NATIONAL ASSOCIATION,
as Trustee
By: /s/ Xxxxxx Xxxxxxxxx
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Authorized Officer
Attest:
By: /s/ signature illegible
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Authorized Officer
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Pursuant to Section 908 of the Indenture, the Credit Facility Provider and the
Borrower consent to the terms and the making of this First Supplemental
Indenture of Trust.
FEDERAL NATIONAL MORTGAGE
ASSOCIATION
By: /s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx
Vice President
IRVINE APARTMENT COMMUNITIES, L.P.,
a Delaware limited partnership
By: Irvine Apartment Communities, Inc.,
a Maryland corporation,
its general partner
By: /s/ Xxxxx X. Xxxx
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Xxxxx X. Xxxx
Senior Vice President, Chief
Financial Officer and Secretary
By: /s/ Xxxxx Xxxxx
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Xxxxx Xxxxx
Vice President, Corporate Finance,
and Controller
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