HomeMy WebLinkAbout31335 / 81-46�Y 7, 1981
# 46 �sor.vrioiv
�� ��Z � a F�1 Pesolution to issue not to exce�3 51,000,000
Industrial I�velo�nt Revenue Bonds for the Ihxi.wrsa7. Fotmdzy Co. Pmject.
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CITY COUNCIL
OF THE
CITY OF OSHKOSH
RESOLUTION N0. 46
BOND RESOLUTION AUTHORIZING
$1,000,000
CITY OF OSHKOSH, WISCONSIN
INDUSTRIAL DEVELOPMENT REVENUE BONDS,
SERIES D
(UNIVERSAL FOUNDRY COMPANY PROJECT)
WHEREAS, the City of Oshkoah, Wisconsin (the
"Municipality"), is a municipal corporation orRanized and
exiating under and purauant to the laws of the State of
Wisconsin and is authorized by Section 66.521 Wisconsin
Statutes, as amended (hereinafter sometimes referred to
as the "Act"), to:
(a) issue industrial development revenue
bonds to finance all or any part of the
coats of the construction, equipping,
reequipping, acquisition, purchase,
installation, reconstruction, rebuilding
rehabilitation, improving, supplementing,
maintaining, repairing, enlarging, extending
or remodeling of a project which qualifies
under the Act and the improvement of the
site therefor; and
(b) enter into a revenue agreement with an
eligible participant purauant to which
the eligible participant agreea to cause
said project to be constructed and to pay
the Municipality an amount of funds sufficient
to provide for the prompt payment when due
of the principal of and intereat on said
induetrial development revenue bonds; and
WHEREAS, Universal Foundry Company, a Wisconain
corporation (the "Borrower"), has heretofore requested the
Municipality to isaue industrial development revenue bonds
to finance a project on behalf of the Borrower as an eligible
participant under the Act; and
WHEREAS, thie body has heretofore found and determined
that said project coneisting of buildings and equipment for the
purpose of adding and improving certain induatrial facilities for
the production of ferrous and nonferrous castings (hereinafter
called the "Project") is a qualified "project" within the meaning
of the Act and that the Borrower is an "eligible participant"
within the meaning of the Act; and
WHEREAS, on October 18, 1979, this body adopted an
initial resolution pursuant to the Act wherein it was resolved
that the Municipality would iasue induatrial development revenue
bonda to finance the Project, subject however, to the satisfaction
of certain conditions including the approval by this body of the
terma of the bonds and the revenue agreement described in said
initial reaolution; and
WHEREAS, on October 24, 1979, notice of the adoption
of the initial resolution was published in accordance with
Section (10) of the Act, and no aufficient petition has been
filed with the Clerk requesting a referendum on the question of
the isauance of said industrial development revenue bonds;
and
WHEREAS, on March 13, 1980, the Municipality issued
$1,000,000 principal amount of industrial development revenue
bonds (the "Series A Bonds") pursuant to an Indenture of Trust
(the "Original Indenture"), a Loan Agreement (the "Original Loan
Agreement"), a Mortgage (the "Mortgage") and a Bond Purchase
Agreement (the "Bond Purchase Agreement") each dated as of March
1, 1980; and
WHEREAS, the Bond Purchase Agreement provided for the
issuance of bonds in addition to the Seriea A Bonds for the
purpose of completing the Project; and
WHEREAS, on Auguat 7, 1980, the Municipality issued
$2,000,000 �rincipal amount of industrial development revenue
bonds (the 'Seriea B Bonds") pursuant to a First Supplemental
Indenture of Trust (the "Firat Supplemental Indenture") and a
Firat Supplemental Loan Agreement ("Firat Supplemental Loan
Agreement"), each dated as of August 1, 1980; and
WHEREAS, on December 4, 1980 the Municipality issued
$2,500,000 principal amount of industrial development revenue
bonds (the "Series C Bonds") pursuant to a Second Supplemental
Indenture of Trust (the "Second Supplemental Indenture") and a
Second Supplemental Loan Agreement ("Second Supplemental Loan
Agreement"), each dated as of December 1, 1980; and
WHEREAS, the Borrower has now requested that the
Municipality provide for the issuance of $1,000,000 principal
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amount of industrial development revenue bonds upon the terms
set forth in this Resolution (as herein deacribed, the "Series
D Bonde"); and
WHEREAS, in connection therewith the Borrower has
preaented the Municipality with proposed documentation for the
Seriea D Bonds, as follows:
(a) a Third Supplemental Indenture of Trust, to
be dated as of May 1, 1981 (the "Third Supple-
mental Indenture" and together with the Original
Indenture, the First Supplemental Indenture and
the Second Supplemental Indenture hereinafter
called the "Indenture"), to be entered into
between the Municipality and the corporate trustee
hereinafter designated (the "Trustee"), providing
for the creation of the Series D Bonds, the terms
thereof and the security therefor; and
(b) a Third Supplemental Loan Agreement, to be dated
as of May 1, 1981 (the "Third Supplemental
Loan Agreement", and together with the Original
Loan Agreement, the Firat Supplemental Indenture
and the Second Supplemental Indenture hereinafter
called the "Loan Agreement"), to be entered into
between the Municipality and the Borrower providing
for a loan of the Series D Bond proceeds to the
Borrower on repayment terms scheduled to provide
the Municipality with revenues sufficient to
tetire the Series D Bonds in accordance with their
terms; and
(c) a Promissory Note, to be dated May l, 1981 (the
"Promissory Note"), to be issued by the Borrower
payable to the order of the Municipality in the
principal amount of $1,000,000 as evidence of the
borrowing provided for in the Third Supplemental
Loan Agreement and to be assigned by the Munici-
pality to the Trustee.
WHEREAS, in accordance with the Act, this Resolution
and the aforesaid instruments and documents, the Series D Bonda
and interest thereon shall never constitute an indebtedness of
the Municipality within the meaning of any State conatitutional
provision or statutory limitation and shall not constitute or
give rise to a pecuniary liability of the Municipality or a
charge against its general credit or taxing powers; and
WHEREAS, it is in the public interest of the Munici-
pality to encourage and promote the development of projects such
as the Project in order to realize public benefits such as, but
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not limited to, the ptovision and retention of gainful employment
opportunitiea for the citizens of the Municipality; the atimula-
tion of the flow of inveatment capital into the Municipality
with resultant beneficial effects on the economy in the Muni-
cipality; and the preservation and enhancement of the Munici-
pality's tax base; and
WHEREAS, the development of the Project and the
issuance of Bonds to finance the Project as herein recited
will, in the judgment of this body, serve the intended accom-
pliahments of public purpose and in all respects conform to
the provisions and requirementa of the Act;
NOW, THEREFORE, BE IT RESOLVED:
1. Findin s and Determinations. It has been found
and determined an is here y ec are :
(a) that the Project is a qualified "project"
under and for the purposes of the Act;
(b) that the Borrower is a qualified "eligible
parti�ipant" under and for purposes of
the Act;
(c) that the Loan Agreement meets the require-
ments of a"revenue agreement" under and
for purposes of the Act;
(d) that the eatimated aggregate cost of providing
the Project and paying the costa incident to
the financing ia not lesa than $1,000,000; and
(e) that the payments required to be made by
the Borrower under the Loan Agreement are
sufficient in amount to pay when due the
principal of, premium, if any, and interest
on the Seriea D Bonds.
2. Authorization to Borrow and to Lend. The Munici-
pality shall borrow, ut only in t e manner erein recited, the
sum of $1,000,000 for the purpose of (i) financing the costs
of providing the Project, (ii) paying the coats of issuing
and selling the Series D Bonds, and (iii) paying such other
costs related thereto as are permitted to be paid with bond
proceeds under the Act. Said borrowing ahall be accomplished
through the sale of the Seriea D Bonds issued pursuant to the
Act. The Municipality shall lend the sum of $1,000,000 to the
Borrower pursuant to the terma of the Loan Agreement, which
borrowing shall be evidenced by the Promiasory Note and aecured
by the Mortgage.
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3. Deai�nation, Deno�ination, Tenor and Maturit
Series D Bonds Created for Issuance. The Seriea D Bonda
shall be issued in the principal amount of $1,000,000 and
be designated:
CITY OF OSHKOSH, WISCONSIN
INDUSTRIAL DEVELOPMENT REVENUE BONDS, SERIF.S D
(UNIVERSAL FOUNDRY COMPANY PROJECT)
of
shall
The Series D Bonda shall mature in accordance with the
achedule provided in the table below:
Principal
Maturity Date
March 1, 1982
June 1, 1982
September 1, 1982
December 1, 1982
March 1, 1983
June 1, 1983
September 1, 1983
December 1, 1983
March 1, 1984
June 1, 1984
September 1, 1984
December 1, 1984
March 1, 1985
June 1, 1985
September 1, 1985
December 1, 1985
March 1, 1986
June 1, 1986
September 1, 1986
December 1, 1986
March 1, 1987
June 1, 1987
September 1, 1987
December l, 1987
March 1, 1988
June 1, 1988
September 1, 1988
December 1, 1988
March 1, 1989
June 1, 1989
September 1, 1989
December 1, 1989
March 1, 1990
June 1, 1990
Principal
Amount
$25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
25,000
35,000
35,000
35,000
35,000
35,000
35,000
35,000
35,000
35,000
35,000
40,000
40,000
40,000
40,000
Interest shall be payable quarterly on the first day of each
March, June, September and December commencing June 1, 1981.
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The Series D Bonds of each particular maturity ahall bear in-
terest from ite date at a rate per annum which is 8570 of the
"prime rate" in effect on the first day of the quarterly period
in respect of which the interest is due; provided, however, that
if a Tax Violation shall be deemed to have occurred in respect of
the Series D Bonds (as determined in accordance with Section 5.2
of the Original Loan Agreement), the interest rate per annum on
the Series D Bonds with respect to each quarterly interest
payment period shall be and become one-half (1/2) percentage
point greater than 115% of the "prime rate" in effect on the
first day of such quarterly period (the "prime rate" being the
conventional interest rate charged by First Wisconsin National
Bank of Milwaukee for 90 day loans to its moat creditworthy
domestic commercial and industrial cuatomers). Any such change
in the method of computing interest on the Series D Bonds by
reason of the occurrence of a Tax Violation shall be effective
retroactive to the date as of which the Series D Bonda lost their
Federal tax exempt status; provided, however that any amount of
additional interest due in respect of prior periods by reason of
the retroactive application of the change in interest rate ahall
be payable on the second interest payment date following the
determination that a Tax Violation had occurred or, at the
option of the Borrower, in lump sum on any earlier date.
The Series D Bonds shall be issuable as fully regis-
tered bonds without coupons in denominations of $5,000 or any
integral multiple thereof. The Series D Bonds and the intereat
thereon shall be tranaferable by and shall be payable to the
registered owners thereof in the manner and with the effect
provided in the Indenture. The principal of, premium, if any,
and interest on the Seriea D Bonds shall be payable in lawful
money of the United Statea of America at the principal corporate
truet office of the Truetee, as paying agent, or the office of
any succesaor or additional paying agent deaignated by the
Municipality and approved by the Borrower.
The Series D Bonds shall be dated May 1, 1981, except
in the case of Series D Bonds issued and authenticated after the
first interest payment date which shall be dated in accordance
with the provisions therefor provided in the Indenture. The
Series D Bonds shall be lettered with the prefix "DR" and numbered
consecutively from 1 upwards in the order of their issuance.
The Series D Bonds shall be issued in the respective
forms therefor as set forth in the Original Indenture, with such
insertions therein as shall be necessary to comply with the terms
of this Resolution and with such corrections therein, if any, ae
the approving bond attorney may require for conformity with the
terms of this Resolution, the Indenture and the Act.
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4. Execution and Authentication of Series D Bonds.
The Seriea D Bonds shall be executed on behalf of the Munici-
pality with the facaimile or manual signature of its City Mana-
ger, countersigned with the manual aignature of ita Clerk and
shall have impreased, imprinted or otherwise reproduced thereon
the official seal of the Municipality or a facsimile thereof.
No Series D Bond shall be issued unless first authenticated by
the Trustee, to be evidenced by the manual signature of an
authorized officer of the Trustee on each Series D Bond.
5. Deaiqnation of Trustee. The Municipality hereby
designates and appoints First Wisconsin Trust Company, Milwaukee,
Wisconain, to perform the functions of the Trustee, bond registrar
and paying agent under the Second Supplemental Indentute.
6. Additional Bonds. Bonds in addition to the Series
A, Series B, Seriea C an Seriea D Bonds may be issued from time
to time under the Indenture aubject to the terms and conditions
therein provided and subject to the approval of this body. If so
issued, such additional Bonds shall rank equally and on a parity
with the Series A, B, C and D Bonda. The Series A, B, C and D
Bonds and any such additional Bonda are hereinafter collectively
referred to as the "Bonda".
7. Series D Bonds as Limited Obli�ations. The Series
D Bonds and interest thereon s all never be or be considered a
general obligation of the Municipality or an indebtedness of the
Municipality within the meaning of any State conatitutional
provision or statutory limitation and do not constitute or
give rise to charges againat ita general credit or taxing powers
and shall not constitute or give rise to any personal liability
of any member of the governing body of the Municipality or ita
officers and employees on the Bonds or for any act or omiasion
related to the authorization or isauance of the Bonds.
8. Source of Pavment; Pled�e of Revenuea. The
Seriea D Bonda ahall be limited obligations of the M�nicipality
payable by it solely from revenues consisting of (i) income
and revenue derived by or for the account of the Municipality
from or for the account of the Borrower pursuant to the terms of
the Promissory Note and the Loan Agreement (except certain taxes,
expenses and indemnity paymenta which may become due to the
Municipality), (ii) all net proceeds realized upon recourae to
the Mortgage and any other collateral given to secure the Bor-
rower's obligations under the Loan Agreement, and (iii) cas6 and
securities held in trust funds created under the Indenture and
the investment earnings thereon.
As aecurity for the payment of the principal of,
premium, if any, and interest on the Bonds, the Municipality
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sha11 pledge and assign to the Trustee all of ita right, title
and interest in and to the Promissory Note, the Loan Agreement
(except for its rights to receive and enforce payment of certain
taxes, expensea and indemnity payments from the Borrower as set
forth in the Indenture and the Loan Agreement), the Mortgage and
the trust funds held by the Trustee under the Indenture.
9. Redem tion of Series D Bonds Prior to Maturit
The Series D Bonds shall be subject to re emption prior to
maturity as provided in the Indenture and summarized below:
(a) Extraordinar Event Redem tion. Upon or
within one year ollowing the occurrence of
any of the extraordinary events apecified in
the Indenture, the Borrower shall have the
option of having the Seriea D Bonda redeemed
in whole (but not in part) at 100% of the
principal amount thereof, plus accrued
interest to the redemption date.
(b) 0 tional Redem tion in Event of Tax Violation.
T e Seriea D Bon a s al be su ject to re emp-
tion at the option of the Borrower in whole upon
the occurrence of a"Tax Violation" (relating
to interest on the Series D Bonds) as defined
in the Indenture at 100% of principal amount,
plus accrued interest to the redemption date,
plus a premium equal to the amount, if any, by
which (A) the actual total dollar amount of
interest borne by such Bond during the period
between the date as of which such Bond lost its
Federal tax exempt status and the redemption
date ta exceeded by (B) the total dollar amount
of interest which would have been borne by such
Bond during such period if the interest rate
per annum thereon during each quarterly interest
payment period would have been one-half (1/2)
percentage point greater than 115% of the "prime
rate" (the conventional interest rate charged
by First Wisconain National Bank of Milwaukee for
90 day loana to its most creditworthy domestic
commercial and industrial cuatomers) in effect
at such bank on the first day of such quartetly
payment period.
(c) 0 tional Redem tion. Except as provided in
paragraphs a a�(b) above, the Series D Bonds
shall be noncallable for redemption prior to
March 1, 1985. The Series D Bonds maturing on
or after March 1, 1985 (exclueive of thoae Series
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D Bonds called for redemption putsuant to para-
graphs (a) and (b) above), shall be subject to
redemption prior to maturity by the Municipality
(at the Borrower's direction) on or after March
1, 1985, as a whole at any time, or in part in
inverse order of maturity and within a maturity
by lot on any interest payment date, at 100% of
principal amount, plus accrued interest to
the redemption date, plus a premium (expressed
as a percentage of the principal amount of the
Seriea D Bonds so redeemed) determined in
accordance with the table below:
Redemption Dates
From To and IncludinR
March 1, 1985 February 28, 1986
March 1, 1986 February 28, 1987
March 1, 1987 February 29, 1988
March 1, 1988 February 28, 1989
March 1, 1989 February 28, 1990
March 1, 1990 and thereafter
Redemption
Premium
5.0%
4.0
3.0
2.0
1.0
None
Notice of any redemption of Series D Bonds prior to atated
maturity sha11 be given in the manner provided in the Original
Indenture. The principal of, premium, if any, and interest on
Series D Bonds called for redemption as aforesaid shall be
payable solely from moneys held by the Trustee under the In-
denture and available therefor, including moneys derived from
the Borrower for such purpose pursuant to the Loan Agreement,
10. The following described Trust Funds shall be
created under the Indenture to be held in the custody of the
Trustee and applied for the uses and purposes provided in the
Indenture (summarized below):
(a) Iasuance Ex enae Fund. The eatimated
amount o the Series D Bond issuance costa
will be deposited into the Issuance Expenae
Fund from the proceeds of the sale of the
Series D Bonds and will be applied upon
requisition of the Borrower to the payment
of such coats. After certification by the
Borrower that all suc4 costs have been paid,
any remaining balance in the Issuance Ex-
pense Fund shall be transfetred to the
Construction Fund. Investment earnings on
the Issuance Expense Fund shall be for
the account of the Issuance Expense Fund.
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(b) Construction Fund. The proceeds from the
sale o the Series D Bonds (exclusive of
accrued interest and the amount deposited
into the Isauance Expense Fund) will be
deposited into the Construction Fund.
Moneys in the Conatruction Fund will be
applied to the payment of Project costa
upon requisition of the Borrower as pro-
vided in the Loan Agreement. After
certification by the Borrower that the
Project has been completed and that cer-
tain other conditions have been satisfied,
any remaining balance in the Construction
Fund shall be transferred to the Surplua
Fund.
(c) Bond Fund. The accrued intereat received
upon�e sale of the Seriea D Bonda and all
paymenta from or for the account of the
Borrower on the Promisaory Note (except
prepaymente of principal and premium, if
any, required to be depoaited into the
Optional Redemption Fund) shall be deposited
into the Bond Fund. Moneys in the Bond Fund
shall be used for the payment of the prin-
cipal of and interest on the Bonds when
due.
(d) Optional Redemption Fund. Prepayments by
the Borrower of principal on the Promissory
Note together with the premium, if any,
shall be deposited into the Optional Re-
demption Fund. In addition, under certain
circumstances moneys may be transferred
to the Optional Redemption Fund from other
Trust Funds. Moneys in the Optional Re-
demption Fund may be (i) tranaferred to the
Bond Fund when and as required to pay the
principal of any Bonds called for redemption
in accordance with the Indenture; (ii) used
to pay any premiums payable on Bonds called
for redemption, (iii) transferred to the Bond
Fund to make the final payment of principal on
the Bonds, or (iv) to the extent not needed
for the purposes described in clauses (i) and
(ii) used at the direction of the Borrower to
purchase Bonds for cancellation.
(e) Surplus Fund. Surplus moneys in the Con-
struction Fund shall be transferred to the
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Surplus Fund. At the direction of the Bor-
rower, moneya in the Surplue Fund may be
(i) traneferred to the Optional Redemption
Fund, (ii) used to purchase Bonda for can-
cellation, or (iii} used to pay or reimburse
the Borrower for coata of depreciable
property necessary to complete the Project
or an additioaal project.
11. Other Trust Funds. There is hereby created
by the Municipality an ordered established, if necessary,
with the Trustee funds in which there shall be deposited such
net proceeds of certain salea, insurance and condemnation awards
as may be provided in the Loan Agreement and the Indenture.
The Trustee is authorized to withdraw funds ftom said trust
funds for application as provided in the Loan Agreement and the
Tndenture.
12. Investment of Truat Funds. Any moneys held
as a part of the truat un s he by the Trustee under the
Tndenture may be invested and reinveated by the Trustee upon
request by the Borrower in (i) direct, full faith and credit
obligationa of the United Statea of America ("Government Obli-
gations"), (ii) securitiea which are unconditionally guaranteed
as to both principal and interest by Che United States of Ameri-
ca, (iii) obligationa of any of the following: Banks for Co-
operatives, Federal Financing Bank, Federal Land Banks, Federal
Home Loan Banks, Federal Intermediate Credit Banks, Federal
National Mortgage Asaociation, Export Import Bank of the United
States or Government National Mortgage Association, (iv) bank
repurchase agreements fully secured by Goveznment Obligations,
and (v) interest-bearing accounts, time deposits and certificates
of deposit issued by any bank, trust company or national banking
association (including the Trustee and any affiliate of the
Trustee) which has capital, surplus and undivided profits in
excess of $5,000,000, but in no event shall the amount invested
at any one time, in interest-bearing accounts, time deposits and
certificates of deposit issued by any one bank, trust company or
national banking association equal or exceed 20% of the capital,
surplus and undivided profits of such bank, truet company or
national banking association.
13. Determination of Revenue Pavment. The amount
necessary in each year to pay the principal of, premium, if
any, and intereat on the Series D 8onds is the sum of (i)
the amount of principal becoming due in such year in accordance
with the table in paragraph 3 of this Resolution (as reduced
from time to time by reason of prior redemptions and open
market purchases of Seriea D Bonds in accordance with the
Indenture); plus (ii) the priacipal amount of Series D Bonds
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to be redeemed in such year in accordance with a call for redemp-
tion made in accordance with paragraph 9 of this Resolution and
the Indenture, plua the premium, if any, payable with respect
thereto; plus (iii) the amount of interest on the Series D Bonds
becoming due in auch year in accordance with the intereat rates
and, if applicable, the formula apecified in paragraph 3 of
this Resolution.
In expresaing the Borrower's obligation to make the
neceasary revenue payments, it ahall suffice herein and in
the Loan Agreement to atate that the Borrower shall be obligated
to pay the Municipality (or the Trustee for the account of the
Municipality) amounts sufficient to pay when due the principal
of, premium, if any, and interest on the Bonds.
The Loan Agreement contains provisions, adequate in the
judgment of this body, requiring the Borrower to provide for the
maintenance of the Project and the carrying of all proper in-
surance with respect thereto. Consequently, the Borrower need
not be required to pay amounts into any reserve funds for the
retirement of the Bonds or for the maintenance of the Project.
14. Award of Series D Bonds. The Borrower has nego-
tiated for the sale o the Series D Bonds to Firat Wisconsin
National Bank of Milwaukee, Milwaukee, Wisconsin (the "Bond
Purchaser") at a price of 100% of the principal amount of the
Series D Bonda, plus accrued intereat to the date of delivery.
Given the purposes of the financing and the involvement of the
Municipality therewith, it is the determination of this body that
the Series D Bonds shall be hereby awarded to the Bond Purchaser
at the price aforesaid with delivery to follow in the manner, at
the time and sutject to the conditions set forth in the Bond
Purchase Agreement.
15. Execution and Deliver of the Third Su lemental
Loan A reement an t e T ir Su lementa In enture• Ass nment
o the Promissory Note. The terms an provisions o the Promis-
sory Note, the Third Supplemental Loan Agreement and the Third
Supplemental Indenture are hereby approved. The City Manager
and the Clerk are hereby authorized for and in the name of the
Municipality to execute, affix with the official seal of the
Municipality and deliver the Third Supplemental Loan Agreement,
the Third Supplemental Indenture and the assignment of the
Promisaory Note in the reapective forms thereof presented here-
with, or with such inaertions therein or corrections thereto as
shall be approved by the City Manager and Clerk consistent with
this Resolution and the terms of the Act, their execution thereof
to constitute conclusive evidence of their approval of any such
insertions and corrections.
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16. Execution and Deliver of the Series D Bonds. The
City Manager an t e C er are here y aut orize or an in the
name of the Municipality to execute the Series D Bonds in the
manner authorized by paragraph 4 of this Resolution. Subject to
the terms and conditiona of the Bond Purchase Agreement, the
Municipality shall deliver the Seriea D Bonds to the Aond Pur-
chaser.
17. General Authorizations. The City Manager and
the Clerk and the appropriate deputies and officials of the
Municipality in accordance with their assigned responsibilities
are hereby each authorized to execute, publish, file and record
such other documents, instruments, notices (including notice
pursuant to Wis. Stats. 3893.23) and records and to take such
other actions as shall be necessary or desirable to accomplish
the purposes of this Resolution and to comply with and perform
the obligations of the Municipality under the Series D Bonds,
the Loan Agreement and the Indenture.
In the event that the City Manager or the Clerk shall
be unable by reason of death, disability, absence or vacancy
of office to perform in timely fashion any of the duties speci-
fied herein (such as the execution of Seriea D Bonda, the Third
Supplemental Loan Agreement, the Third Supplemental Indenture or
the assignment of the Promissory Note), such dutiea shall be
performed by the officer or official succeeding to such duties in
accordance with law and in the ordinances of the Municipality.
18. Election Under the Internal Revenue Code. The
Municipality hereby e ects to have the proviaions o Section
103(b)(6)(D) of the Internal Revenue Code of 1954, as amended,
applied to the issuance of the Series C Bonds. The City Manager,
Clerk or either of them are authorized to execute and file, for
and in the name of the Municipality, such documents as may be
necessary or appropriate to effecuate said election.
19. Effective Date• Conformit . This Reaolution
shall be effective imme ately upon ts passage and approval.
To the extent that any prior resolutions of this body are
inconsistent with the provisions hereof, this Resolution shall
control and such prior resolutions shall be deemed amended
to such extent as may be neceasary to bring them in conformity
with this Resolution.
* * * * *
The foregoing resolution of the City Council of the
City of Oshkoah, Wisconsin, was adopted, approved and recorded
on , 1981.
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CERTIFICATIONS BY CLERK
I, Converae C. Marks, being first duly aworn, do hereby
depose and certify that I am the duly (appointed) (elected),
qualified and acting Clerk of the City of Oehkoah, in the County
of Winnebago, State of Wisconsin, and as such I have in my
posaession, or have accesa to, the complete corporate records of
said City and of ita City Council; that I have carefully compared
the tranacript hereto attached with the aforesaid corporate
records; that said transcript hereto attached ia a true, correct
and complete copy of all the corporate records in relation to
the adoption of Resolution No. �6 entitled:
BOND RESOLUTION AUTHORIZING
$1,000,000
CITY OF OSHKOSH, WISCONSIN
INDUSTRIAL DEVELOPMENT REVENUE BONDS,
SERIES D
(UNIVERSAL FOUNDRY COMPANY PROJECT)
I do hereby further depose and certify as follows:
1. Said resolution was conaidered for ado tion by the
City Council at a meeting held in the City Hall at ��� P.M. on
May 7 , 1981. Said meeting was a regular meeting of the City
Council and was held in open session in compliance with Subchapter
IV of Chapter 19 of the Wisconsin Statutes.
2. Said resolution was on the agenda for said meeting
and public notice thereof was given not less than 24 hours prior
to the commencement of said meeting in compliance with Section
19.84 of the Wisconsin Statutea, including, without limitation,
by posting on the bulletin board in the City Hall, by notice to
those news media who have filed a written request for notice of
meetings and by notice to the official newspaper of the City.
3.
. Kut.chera,
roll I noted
Said meeting was called to order by Don x.
�Zayor - who chaired the meeting. Upon
and recorded that the following Councilmen were
present:
Floyd R. CHAPIN, Charles J. HULSEBOSCH
James A. MATHER, Kathleen M, PROPP,
Robert E. PUNG, Bernice TEICHMILLER
Don H. KUTCHERA 7
and that the following Councilmen were absent:
None
I noted and recorded that a quorum was present. Various matters
and busineas were taken up during the course of the meeting
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without intervention of any closed aeasion. One of the matters
taken up wae said resolution which was introduced and ite adop-
tion was moved by Councilman , and seconded by
Councilman Fo ow ng acussion and after all
Co�ncilmen w o ea re to do so had expresaed their viewa for
or againet eaid reaolution, the question was called and upon roll
being called and the continued preaence of a quorum being noted,
the recorded vote was as followa:
Aye:
Nay:
Abstain:
Whereupon the Council President declared said resolution adopted,
and I so recorded it.
IN WITNESS WHEREOF, I have signed my name and affixed
the seal of the City hereto on this day of ,
1981.
[Municipal Seal]
Clerk
STATE OF WISCONSIN )
) SS
COUNTY OF WINNEBAGO )
Subscribed and sworn to before me this day, the
date last above written.
Notary Pu lic
My commission expires:
[Notarial Seal]
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