Resolution 81-2981- Issuance/ Sale by Cty of 1,000,000 Commercial Revenue Bond (Parkview Project)Councilmember Mrs. Lavin introduced the following
resolution and moved its adoption:
RESOLUTION NO. 81-2981
RESOLUTION AUTHORIZING THE ISSUANCE AND
SALE BY THE CITY OF $1,000,000 AGGREGATE
PRINCIPAL AMOUNT OF COMMERCIAL DEVELOPMENT
REVENUE BONDS (PARKVIEW PROJECT) AUTHORIZING
THE EXECUTION OF AN INDENTURE OF TRUST, A
LOAN AGREEMENT, A MORTGAGE AND SECURITY
AGREEMENT AND A BOND PURCHASE AGREEMENT
RELATING TO SAID BONDS
BE IT RESOLVED by the City Council (the Council) of
the City of Hopkins, Minnesota (the City), as follows:
1. The Council, by resolution passed on August 5,
1980, gave preliminary approval to a proposal to undertake
a project (the Project) with Donald F. Hagen and Herbert A.
Mason, and approved the issuance of revenue bonds of the City
(the Bonds) in an amount not to exceed $2,600,000 to finance
the Project, pursuant to the Municipal Industrial Development
Act, Minnesota Statutes, Chapter 474, as amended (the Act) and
2. The Project consists of the acquisition,
construction, installation and equipping of certain facilities
to be used by Parkview Office Associates, a Limited Partnership
(the Borrower); and
3. Copies of the following documents relating to
the Project and the Bonds have been submitted to the City
Council for approval and are now on file in the office of
the City Clerk:
(a) Loan Agreement, dated as of November 1,
1981 (the Loan Agreement) proposed to be made
and entered into between the City and the Borrower,
pursuant to which the City will loan the proceeds
of the Bonds to the Borrower to finance a portion
of the cost of the Project;
(b) Indenture of Trust, dated as of November 1,
1981 (the Indenture), proposed to be made and entered
into between the City and First National Bank of Hopkins,
in Hopkins, Minnesota, as trustee (the Trustee),
pursuant to which the City will issue the Bonds and
pledge and grant a security interest in its interest
in. the Loan Agreement to the Trustee; and
(c) Mortgage and Security Agreement, dated as
of November 1, 1981 (the Mortgage), proposed to be made
and entered into between the Borrower and the Trustee,
pursuant to which the Borrower will mortgage and grant
a security interest in the Project to the Trustee.
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that:
4. It is hereby found, determined and declared
(a) the Project, as defined herein authorized by
Loan Agreement, constitutes a project
474.02, Subdivision 1, of the Act;
(b) the Project has been approved by the
Commissioner of Securities of the State of
Minnesota;
(c) the undertaking of the Project bythe City,
the issuance and sale of the Bonds in p r
amount of $1,000,000 and the execution and delivery
of the Loan Agreement, the Indenture, the Mortgage
and a Bond Purchase Agreement, among the h City, the
Borrower and
are authorized by the Act;
(d) it is desirable that a series of commercial
development revenue bonds in the amount of $1,000,000
be issued by the City upon the terms set forth in
the Indenture, under the provisions of which t the City's
interest in the Loan Agreement and payments
will be pledged and a security interest therein h granted
to the Trustee as security for the payment of
principal of, premium, if any, and interest on the Bonds;
(e) under the provisions of Section 47.10
of the Act, and as provided in the Indenture,
Bonds are not to be payable from nor charged upon
any funds other than the revenues pledged to the
payment thereof; the City is not subject to any
liability thereon and no holders of
any Bonds
shall ever have the right to c P y exercise cf
of the taxing powers of the City to pay any
the Bonds or the interest thereon nor to enforce
payment thereof against any property of the City
except the Truste Estate, as defined in the
Indenture; the Bonds shall not constitute a charge,
lien or encumbrance, legal or equitable, upon any
property of the City except the Trust Estate; each
Bond issued under the Indenture shall
are payable
r ant
t he Bonds, including interest thereon,
from the revenues pledged to the payment
thereof; and no Bond shall constitutb
the City within the meaning of any constitutional
or statutory limitation.
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5. The forms of the Loan Agreement, the Indenture
and the Mortgage referred to above are approved. The Mayor,
City Manager and City Clerk are authorized and directed to
execute the Loan Agreement in the name and on behalf of the
City, upon execution thereof by the Borrower, to execute the
Indenture in the name and on behalf of the City and deliver
it to the Trustee, and to execute the Bond Purchase Agreement
as approved by the Mayor or City Attorney, in the name and
on behalf of the City upon execution thereof by the Borrower
and the Purchaser.
6. In anticipation of the collection of payments
under the Loan Agreement, the City shall proceed forthwith
to issue its Commercial Development Revenue Bonds (Parkview
Project), dated as of November 1, 1981, in the principal
amount of $1,000,000, in the form and upon the terms set
forth in the Indenture, which form and terms are for this
purpose incorporated herein and made a part hereof. The
proposal of the Purchaser to purchase the Bonds at the-price
and upon the terms and conditions set forth in the Indenture
and the Bond Purchase Agreement is hereby found and determined
to be reasonable and is hereby accepted. The Mayor, City
Manager and City Clerk are authorized and directed to prepare
and execute by facsimile or manual signature the Bonds as
described in the Indenture and to deliver them to the Trustee,
together with a certified copy of this resolution and such
other documents as are required by the Indenture and the
Bond Purchase Agreement, for authentication and delivery to
the Purchaser.
7. The Mayor, City Manager, City Clerk and other
officers of the City are authorized and directed to prepare
and furnish to the Purchaser of the Bonds, when issued,
certified copies of all proceedings and records of the City
relating to the Bonds, and such other documents, affidavits
and certificates as may reasonably be required by bond
counsel to show the facts relating to the due authorization
and issuance of the Bonds as such facts appear from the
books and records in the officers' custody and control or
as otherwise known to them, and all such certified copies,
documents, certificates and affidavits, including any
heretofore furnished, shall constitute representations of
the City as to the accuracy of all statements contained
therein.
8. The approval hereby given to the various documents
referred to above includes an approval of such additional details
therein as may be necessary and appropriate and such modifications
thereof, deletions therefrom and additions thereto as may be
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necesasry and appropriate and approved by the City Attorney
prior to the execution of the documents. The execution of
any instrument by the appropriate officer or officers of the
City herein authorized shall be conclusive evidence of the
approval of such document in accordance with the terms hereof.
In the absence of the Mayor, City Manager or City Clerk, any
of the documents authorized by this resolution to be
executed may be executed by the acting Mayor, City Manager
or City Clerk, respectively.
Attest:
City Clerk
Q signatures attested by the City Clerk.
MdL
Mayor
City Manager
The motion for the adoption of the foreging
resolution was duly seconded by Councilmember Milbert
and upon vote being taken thereon, the following voted in
favor thereof:
Mrs. Lavin, Mr. Milbert, Mrs. Arimond, and Mayor Miller.
and the following voted against the same:
None
whereupon said resolution was declared duly passed and adopted
and was signed by the Mayor and City Manager, and their
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