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HomeMy WebLinkAbout7029 (Res.)• 435 • • 0 ti RESOLUTION NO. 7028 RESOLUTION APPROVING EMPLOYMENT. LE IT RESOLVED, by the City Council of the City of Stillwater, Minnesota, that the employment of Craig T. Peterson as a member of the Stillwater Police Reserve from and after January 19, 1982, for a probationery period of six months, be, and the same is hereby approved; and that as compensation for services the said Craig T. Peterson shall receive the sum of $5.50 per hour. Adopted by the Council this 19th day of January, 1982. Published: January 25, 1982 Mayor Attest: dJ., :X „ ,e. -�vazt J City CClerk RESOLUTION NO. 7029 RESOLTUION AUTHORIZING A PROJECT UNDER THE MINNESOTA MUNICIPAL INDUSTRIAL DEVELOPMENT ACT AND THE ISSUANCE OF COMMERCIAL DEVELOPMENT REVENUE BONDS TO FINANCE THE PROJECT. BE IT RESOLVED by the Council of the City of Stillwater, Minnesota, as follows: 1. The Council has received a proposal from Oak Glen Development Company, a Limited Partner- ship (the "(ompany") that the City undertake to partially finance a certain Project as herein described, pursuant to the Minnesota Municipal Industrial Development Act, Chapter 474, Minnesota Statutes (the 'Act"), through issuance by the City of its $3,500,000 C m,ercial Development Revenue Bonds, Series 1982 (Oak Glen Development Caupany Project) (the "Bonds"), and in accordance with a Bond Purchase Agreement (the 'Purchase Agreement") between the City, the Company, Northwestern National Life Insurance Company ("NAIL") and Piper Jaffrey & Hopwood Incorporated (the "Bond Purchaser") . 2. The Company desires to acquire certain real estate and construct thereon an 18-hole championship length golf course, a 9-hole executive length golf course, a clubhouse, including restaurant facilities, golf practice area, maintenance buildings, parking facilities and related amenities; and to acquire equipment for use in operating the clubhouse and maintaining the golf courses and practice area (hereinafter referred to as the 'Project'). The Project as described above will provide additional job opportunities within the City and will otherwise further the policies and purposes of the Act and the findings made in the preliminary resolution adopted by this Council on December 2, 1980 with respect to the Project are hereby ratified, affirmed and approved. . It is proposed that, pursuant to a loan Agreement dated January 1, 1982, between the City and the Company (the "Loan Agreement"), the City loan the proceeds of the Bonds to the Caipany to partially finance the cost of the Project. The basic payments to be made by the Company under the Loan Agreement are fixed so as to produce revenue sufficient to pay the principal of, premium, if any, and interest on the Bonds when due. It is further proposed that the City assign its rights to the basic payments and certain other rights under the loan Agreement to First Trust Company of Saint Paul, in Saint Paul, Minnesota (the "Trustee") as security for payment of the Bonds under an Indenture of Trust dated January 1, 1982 from the City to the Trustee (the "Indenture") and that the Company grant a mortgage and security interest in the Project to the Trustee pursuant to a Mortgage and Security Agreement dated January 1, 1982 (the "Mortgage") and to further secure the payment of the Bonds and the interest thereon, NCR, has entered if any and interest on thty e ement vrith t (the the Trustee, guaranteeing payment of all principal, premium, „panty'). 3. This Council by action taken on December 2, 1980 gave preliminary approval to the proposal and on or about Deceuber 30, 1980 the Crnmissioner of Securities of the State of Minnesota gave approval to the Project as tending to further the purposes and policies of the Act. (continued on page 436) a • • 436 • • RESOLUTION U. 7029 - continued 4. Pursuant to the preliminary approval of the Council, fora of the following docunents have been submitted to the Council for approval: (a) The Loan Agreement. (b) The Indenture. (c) The Mortgage (not executed by the City). (d) The Guaranty (not executed by the City). (e) The Purchase Agreement. (f) The Preliminary Official Statement dated January 7, 1982. 5. It is hereby found, determined and declared that: (a) the Project described in the Loan Agreement and Indenture referred to above constitutes a Project authorized by the Act; (b) the purpose of the Project is and the effect thereof will be to promote the public welfare by the acquisition, construction and equipping of a private golf club facility; (c) the Project is to be located within the City limits, at a site which is easily accessible to employees residing within the City and the surrounding cormnities; (d) the acquisition, construction and installation of the Project, the issuance and sale of the Bonds, the execution and delivery by the City of the loan Agreement, the Purchase Agreement and the Indenture, and the performance of all covenants and agreements of the City contained in the than Agreement, Purchase Agreement and Indenture and of all other acts and things required under the constitution and laws of the State of Minnesota to make the loan Agreement, Purchase Agreement, Indenture and Bonds valid and binding obligations of the City in accordance with their tern, are authorized by the Act; (e) it is desirable that the Company be authorized, in accordance with the provisions of Section 474.03 of the Act and subject to the terms and conditions set forth in the Loan Agreement, which tenor and conditions the City determines to be necessary, desirable and property, to complete the acquisition and installation of the Project by such means as shall be available to the Company and in the manner determined by the Company, and with or without advertisement for bids as required for the acquisition and installation of municipal facilities; (f) it is desirable that the Bonds be issued by the City upon the terms set forth in the Indenture; (g) the basic payments under the Loan Agreement are fixed to produce revent sufficient to provide for the prarpt payment of principal of, premium, if any, and interest on the Bonds issued under the Indenture when due, and the loan Agreement, Mortgage and Indenture also provide that the Cmpany is required to pay all a a,ses of the operation and maintenance of the Project, in- cluding, but without limitation, adequate insurance thereon and insurance against all liability for injury to persons or property arising from the operation thereof, and all taxes and special assessments levied upon or with respect to the Project Prenises and payable during the tens of the Mortgage, loan Agreement and Indenture; (h) under the provitons of Minnesota Statutes, Section 474.10, and as provided in the Ivan Agreement and Indenture, the Bonds are not to be payable frem or charged upon any funds other than the revenue pledged to the payment thereof; the City is not subject to any liability thereon; no holder of any Bonds shall ever have the right to carpel any exorcise by the City of its taxing powers to pay any of the Bonds or the interest or premm thereon, or to enforce payment thereof against any property of the City except the interests of the City in the loan Agreement which have have been assigned to the Trustee under the Indenture; the Bonds shall not constitute a charge, lien or emenbrance, legal or equitable upon any property of the City except the interests of the City in the loan Agreement which have been assigned to the Trustee under the Indenture; the Bonds shall recite that the Bands are issued without moral obligation on the part of the state or its political subdivisions, and that the Buds including interest ,thereon, are payable solely from the revenues pledged to the payment thereof; and, the Bonds shall not constitute a debt of the City within the meaning of any constitutional or statutory limitation. 6. Subject to the approval of the City Attorney, the fonts of the Loan Agreement, the Purchase Agreement and Indenture and exhibits thereto and all other documents described in paragraph 4 hereof are approved substantially in the form submitted except as otherwise provided in paragraph 7 hereof. The Loan Agreement, Indenture and Purchase Agreement, in substantially the form submitted, are directed to be executed in the name and on behalf of the City by the Mayor and the Ci y Clerk. Any other documents and certificates: necessary to the transaction described above shall be executed by the appropriate City officers. Copies of all of the documents necessary to the transaction herein described shall be delivered filed and recorded as provided herein and in the Loan agreement and Indenture. 7. The City hereby finds that the information in the section of the Preliminary Official Statement captioned 'The Issuer" does not contain any untrue statement of a material fact or snit to state any fact which is necessary to make the statements made therein not misleadinc and hereby approves in substantially the form submitted to the City Council at this meeting such information for inclusion in the Preliminary Official Statement; and the City hereby ratifies, confirms and consents to the use of said section in the Preliminary Official Statement in connection with the sale of the Bonds. The City has not prepared nor made any independent investigation of the information contained in the Pre- liminary Official Statement other than the section therein acpationed 'Issuer," and the City takes no responsibility for such information. (continued on pare 437) e • • 437. 0 RESOLUTION NO. 7029 - continued 8. The City shall proceed forthwith to issue its Bonds, in the form and upon the brna set forth in the Indenture. The offer of the Bond Purchaser to purchase the Bonds for 83,395,000 plus accused interest to the date of delivery at the interest rate or rates specified in the Indenture is hereby accepted. 'lhe Mayor and City Clerk are authorized and directed to prepare and execute the Bonds as prescribed in the Indenture and to deliver then to the Trustee for authentication and delivery to the Bond Purchaser. 9. The Mayor and City Clerk and other officers of the City are authorized and directed to prepare and furnish to the Bond Purchaser certified copies of all proceedings and records of the City relating to the bonds, and such other affidavits and certificates as may be required to show the facts relating to the legality 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, certificates and affidavits, including any heretofore furnished, shall constitute representa- tions of the City as to the truth of all statements contained therein. 10. The approval hereby given to the various documents referred to above includ s approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by the City Attorney prior to the execution of the documents. The execution of any instrommt by the appropriate officer or officers of the City herein authorized shall be conclusive evidence of the approval of such documents in accordance with the terms hereof. In the absence of the Mayor or Cler, any of the documents authorized by this resolution to be executed may be executed by the Acting Mayor or the City Clerk, respectively. Passed: Janoary 19, 1982 Published: January 28, 1982 L Attest: oQ City Cl k Mayor RFSOL TION NJ. 7030 RESOLUTION AUTHORIZING THE EXECUTION OF ASSIGNMENT OF DEVELOPMENT AGREEMENT. BE IT RESOLVED by the City Council of the City of Stillwater, Minnesota, that the form of Assignment of Development Agreement dated as of January 1, 1982, presented to the Council on this date, which assigns the rights and obligations of Oak Glen Development Company, a general partnership under the Development Agreement dated October 1, 1981 between said partnership and the City to Oak Glen Development Comnanv, a Limited Partnership, is approved; and the Mayor and City Clerk are authorized and directed to execute and deliver said Assignment on behalf of the City. Adopted by the Council this 19th day of January, 1982 Published: January 27, 1982 Attes t:j,e cit Clerk i Mayor . • • •