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HomeMy WebLinkAbout30045 / 79-28lihYli 5� 1979 '� `zu R"t�SOLiJTICN 4here will be a?2esolution Aathorizir.g City of Oshkosh, F•Tirnebago Coun±y, v7isc��nsin Industrial De�elo rrent Revenue Bo.^.ds (Buttke-Golden &�nds Ska::el�an�3, Inc. :.°QJF.•1:�� vFiPL/?S �y%9 -!''iri�: .'�9SOZUtlOif; SB..'..'�. FL?SO'.'1'_lOi? Sil�i�_t a11%101'.1.7r= j".?'1;: ]_E1:1Sl1i�II/_t= o� bonds not to exce�l $45�J,000.00. _. � �� _ RESOLUTION AUTHORIZING CITY OF OSHKOSH, WINNE5AG0 COUiITY, WISCONSIN INDUSTI2IAL DEVELOPI•IENT REVENUE BONDS (BUTTKE-GOLDEN SANDS SF:ATELAND, INC. PROJECT) SERIES 1979 (THE "BONDS") WHEREAS, in a resolution adopted January 18, 1979 by the Common Council of the City of Oshkosh, �•linnebago County, Wiscon- sin (sometimes herein called the "City" or tlie "Issuer"), the Issuer expressed its intent, and authorized and directed its officers, to work toward the consummation of a financing agree- ment with John E. Buttke ("Buttke") pursuant to which the City would issue its industrial development revenue bonds pursuant to Section 66.521, Wisconsin Statutes, as amended (the "Act"}, in an amount not to exceed $450,000 for the purpose o£ £inancing costs of, a;nong otner tnings, constructing and equipping a roller skating facility on land in the City (which facility and financed equipment and related improvements are referred to herein as the "Project") to be initially leased to and used by Golden Sands Skateland, Inc. (the "Lessee") for use as a recreational facility and related service activities pursuant to a Lease Agree�nent dated as of April 1, 1979 betcoeen Buttke and the Lessee (the "Lease"); and WHEREAS, in reliance upon slich resolution, Buttke has com- menced the Project, has entered into negotiations with initial purchasers {the "Purchasers") for purchase of the Bonds to be so issued and caused to be prepared and herewith submitted to this Common Council forms of the following documents: (a) Mortgage, Loan and 5ecurity Agreement between the Issuer and Buttke pursuant to which the Issuer agrees to loan the proceeds of the Bonds to Buttke to finance the Project and related costs, together with Buttke's Note containing his promise to repay such loan with interest as set forth therein (annexed hereto as Exhibit "A", incorporated herein by re£erence and referred to herein as the "Revenue Agreement" and "Note", respec- tively); and (b) Indenture of Trust between the Issuer and First Wiscon- sin National Bank of Oshkosh, Oshkosh, �9i.sconsin, as Trustee (annexed hereto as Exhibit "B", incorporated herein by re£erence, and referred to herein as the "Indenture"); and (c) Project Financing Agreement among the and the Purchasers (annexed hereto as incorporated herein by reference, and the "Agreement"); and Issuer, Buttke Exhibit "C", referred to as U WHEREAS, the issuance of the Bonds by the Issuer, the crea- tion of a mortgage and security interest in the Pledged Property and the pledge of the Revenue Agreement and its revenues to the Trustee under the Indenture, as herein recited and provided, in the judgment of this Council, will serve the intended accomplish- mer.ts and in all respects confor;:� to tti� �,rovi,ior.s ar.d require- me:::s of th:� nct; and WHEREAS, Buttke has made representations to the Issuer (to be supported by appropriate documentation) that the estimated cost of construction and equipping of the Project, together with related costs, is an amount which will be at least $300,000 and that the use£ul life of the Project and Pledged Property is esti- mated to be at least 10 years; an3 WHEREAS, Buttke represents and agrees that he will enter into the Reveniie ??gree*nent with respect to the Project as described above, issue the Note, pay all expenses with respect thereto, and comply with all the terms and provisions of the Note and Revenue Agreement so that £ul1 debt service will be provided in order to meet payments of principal of, premium, if any, and interest on the Bonds and Buttke agrees that his repr.eseiitations have beeii expressly relied upon by the Issuer in the adoption of this Resolution; NOW, THEREFORE, BE IT RESOLVED BY THE COMf40N COUDICIL OF THE CITY OF OSHKOSH, WISCQNSIN, THATc 1. Definitions. The terms "Series 1979 Bonds", "Bond Fund", "Boiidholder", "Pledged Property", °Yroject Fund", "Trust Estate" and "Trustee" shall have the same meanings as defined in the Indenture. The term "Bonds" when used herein shall refer to the Series 1979 Bonds, unless the conte�t otherwise requires. 2. Determination. This Council hereby finds and determines that: (a) the estimated cost of the Project as more particularly defin?d in the Indenture including all costs in connec- tion therewith permitted to be financed taith the Bonds under the Act is at least $300,000; (b) the useful li£e o£ the Project and Pledged Property is not less than ten (10) years; (c) the loan payments to be made in each year as specified in Section 3.9 of the Revenue Agreement are sufficient to pay the principal of and interest oti the Bonds; and (d) no reserve fund need be established in connection with the retirement of the Bonds or maintenance of the Project or Pledged Property. -2- 3. Issue of Series 1979 Bonds. The Issuer shall issue its Bonds in tlie amount o£ Three Hutidred Thousand Dollars ($300,000) for the purpose of financing the Project and other authorized costs. Tkie Bonds shall be sold to the Purchasers in accordance with the terms and conditions set forth 3n the Agreement. The £�o�:ds shall be is�:ued pursu�nt tc the Act, s3ia11 be des�i_q, ��_d, datel, in the form, aiid have the maturities and bear interest as provided in the Indenture. All details pertaining to the Bonds as provided in the Indenture are hereby adopted as and for the details approved by this Issuer. The Bonds shall not be a general obligation or indebtedness of the Issuer within the meaning of any state constitutional provision or statutory limitation and shall not constitute nor give rise to a pecuniary liability of the Issuer or a charge against its general credit or taxing powers, but shall be payable solely from the payments and other revenues that may be available therefor from the Revenue Pgreement and tiote or in the event of default thereon as otherwise provided herein or in the Indenture and permitted by law, and in no event shall the Bonds or the interest thereon or any other costs or expenses in connection therewith or with the Project ever be payable from any funds of the Issuer other than the payments and other revenues to be received by the Issuer under the Revenue Agreement and Note. The payments when paid by Buttke, pursuant to the Revenue Aqreement and Note, shall be paid directly to the Trustee_for the account of the Issuer so long as any of the Bonds shall be outstanding and unpaid. The Bonds shall be executed on behalf of the Issuer by its City t�]anaqer and its City Clerk or their authorized deputies in their absence and shall have its corporate seal impressed or imprinted thereoti. Facsimile sig- natures may be used as permitted by law. 4. Approval and Execution of Documents. Subject to such changes or revisions therein as Quarles & Brady as Bond Counsel ("Bond Counsel") or Counsel for the Issuer may approve, the Indenture, Note, Revenue Agreemeirt, and Agreement, in substan- tially their respective forms presented to this meeting and attached hereto, are hereby approved. The Citv Manaqer City Comptroller. or an officer empowered to si n on his behalf and the City Clerk, or any of their authorized deputies if necessary, are authorized on behalf of the Issuer to execute and deliver the Indenture, Revenue Agreement, and Agreement, with such revisions, changes, or deletions as may be approved by the signatories thereto, wiiich approval siiall be conclusively proved by their execution of such documents. Said Citv Manaqer City Comptroller or an officer emoowered to siqn on his behalf and City Clerk and their authorized deputies and other officials of the Issuer are hereby authorized to prepare or to have prepared and to execute, file and deliver, as appropriate, aIl such documents, financing statements, opinions, certificates, affidavits, and closing or post-closing instruments (including but not limited to amendments of the Indenture and Revenue Agreement not requiring the consent of the Bondholders pursuant to Sections 11.01 and 12.01 of ttie Indenture} as may be required by this resolution or deemed neces- sary by said officials or by Bond Counsel. -3- 5. Appointment of Trustee; Funds; Investment Directions. First Wisconsin National Bank of Osl�k.osh, oshkosh, Wisconsin, is hereby designated as Trustee under the Indenture. There are hereby created by the Issuer ar.d ordered estab- lished with the Trus?.ee the follocoing trust runds: (a) The Project Fimd as described in Section ZV-2 of ttie Indenture to be used so�ely to pay costs of the Project and such other costs as are provided to be paid there- from in the Indenture_ The Issuer hereby authorizes and directs the Trustee (i) to with3raw suf£icient funds £rom said Project Fund to make the aforesaid payments as the same become due and payable, and (ii) to transfer from the Project Fund to the Bond Fund any rnoneys which are not needed for the purposes for which the Bonds are issued in *_he manner and at the time provided in the Indenture. (b) The Bond E'und as described in Section IV-1 of the Indenture to be used to pay the principal and interest on the Bonds and such other costs as are provided to be paid therefrom in the Indenture. The Issuer hereby authorizes and directs the Trustee to withdraw suffi- cient funds from the Bond Fund to pay the Bonds, premium, if any, and interest thereon as the same become due and payable. The Bondholders shall have a first lien on the payments in connection with the Project required to be paid by Buttke for the payment of principal, premium, if any, and interest on the Bonds under the Revenue Agreement, Note and Indenture. Said payments received under the Revenue Agreement and Note a:ith respect to the Project are hereby irrevocably pledged for the payment of the Bonds and interest thereon. The Issuer authorizes and directs the Trustee to invest and reinvest moneys in the Project Fund and the Bond Fund as set forth in Article 6 of the Indenture. 6. Certain Indenture Provisions and Additional Secizrity. The Bonds and the interest thereon shall be additionally secured by a mortgage and security interest covering the Pledged Property as provided in the Revenue Agreement and Indenture, by an assign- ment of the Lease by BuY_tke and the Lessee to the Trustee and by a guaranty agreement by the Lessee of the principal, premium, if any, and interest oii the Bonds. 7. Certain Provisions of the Revenue Agreement. The Reve- nue Agreement provides, inter alia, that: (a) The maintenance and reoair costs of the Project and Pledged Property, taxes in connection therewith, and other charges and insurance with respect to the Project and Pledged Property will be taken out, assumed and -�- paid by Suttke. The ISSUer has no obligation with respect thereto. The proceeds of any recovery under the foregoing insurance policies shall be used and disposed of in the manner provided in the Revenite Agreement and the Indenture. (b) Bu�tke si�all �ake n�ymer_ts pu�suzn�t to tn� i����te arnl Recenue Agrzement (direc�tly to the Trustee for deposit in the IIond Fund and for the accotint' of the Issuer) in the amounts sufficient for payment from the Bond Fund when due of the principal o£, premium, if any, and interest an the Bonds. 8. Co��enants Bindinq Upon Issuer. All covenants, stipu- lations, obligations and agreements of the Issuer contained in this resolution and in the Bonds, the Revenue Agreement, the Indenture, and the Acreement shall be deemed to be the covenants, stipulations, obligations and agreements of the Issuer to the full extent authorized or permitted by law, and such covenants, stipulations, obligations and agreements shall be binding upon the Issuer and its successors from time to time and upon any body to which any powers or duties affecting such covenants, stipula- tions, obligations and agreements shall be transferred by or in accordance with law. Except as otherwise provided in this reso- lution, all rights, powers and privileges.conferred and duties and liabilities imposed upon the Issuex' or ttie officers thereof by the provisions of this resolution, the Bonds, the Revenue Agreement, the Indenture or Agreement shall be exercised or performed by the Issuer. or by such officers, board or body as may be required by law to exercise such powers and to perform such duties. No covenant, stipulation, obligation or agreement herein contained or contained in the Bonds, the Revenue Agreemeirt, the Indenture or the Agreement shall be deemeed to be a covenant, stipulation, obligatioii or agreement of any officer, agent or employee of the Issiier or of ttiis Council in his or her indi- vidual capacity and neitlier the members of this Council nor any officer executing the Bonds shall be liable personally on the Bonds or be suY�ject to any personal liability or accountability by reason o£ the issuance thereof_ Adopted April 5 , 1979 - ��'%,�%2:2-� ��r�l� CiCy C erk � Approve � April 5 , 1979 ; � �/ /� �'� '-l. ,/f-(1..�.-_ <_.P'' �ait:<-c� �City Manager � -S- � N � � :•-. _� ,;.. I �� �� ro � � � �� J> N � � �� � '� H � � O � F+ � cd N � o rl N � � O F� rl O � 4 -� 7 � y O 'd � � N O � � +� a 0 � 6 O E � O ry-I N O � .-. � v N � T 6 � � .� � Fi � U �... � , . � _,. �. '_ -_ _'..r. 0 { O� N � �-i LCl � � s. a d � x � N ,� U �i � � •� U