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HomeMy WebLinkAbout86-179 - ADMIN Resolution - City Council - 1986/10/20Resolution No. 86-179 Resolution Providing for Amendment Relating to $17,000,000 Variable Rate Demand Purchase Multifamily Housing Revenue Bonds Series 1985 (Park Boulevard Towers Project) WHEREAS, by Resolution No. 85-232 adopted on December 16, 1985 (the "Authorizing Resolution"), the City Council of the City of Saint Louis Park (the "City") authorized the issuance of the sale of Seventeen Million Dollars ($17,000,000) Variable Rate Demand Purchase Multifamily Housing Revenue Bonds, Series 1985 (Park Boulevard Towers Project), (the "Bonds") pursuant to an Indenture of Trust (the "Indenture") dated December 1, 1985, between the City and First Trust Company, Inc.; and WHEREAS, all terms used but not defined herein shall have the meaning given to them in the Indenture; and WHEREAS, the Authorizing Resolution further provided for the approval of the forms and authorized the execution of, among others, the Indenture, a Loan Agreement, a Regulatory Agreement and a Remarketing Agreement substantially in the forms submitted to the City Council on December 16, 1985; and WHEREAS, the Bonds were issued on December 18, 1985; and WHEREAS, in order to effectuate the intent of the City to convert interest on the Bonds from a Floating Rate to a Fixed Rate pursuant to Section 2-16(5) of the Indenture, it is necessary and appropriate to amend the Indenture and certain other bond documents, to retitle the Bonds as of November 25, 1986 as the "Multifamily Housing Revenue Bonds, Series 1985," and to reoffer the Bonds on the Conversion Date rather than refund the same as previously contemplated in a preliminary resolution adopted by the City Council on September 15, 1986; and WHEREAS, forms of a First Supplemental Indenture of Trust, as amended as of October 1, 1986; the Indenture of Trust to be further amended and restated as of November 25, 1986; and the Loan Agreement, Regulatory Agreement and Remarketing Agreement as amended and restated as of November 25, 1986 (collectively, the "Agreements") and the Preliminary Reoffering Circular (the "Reoffering Circular")'have been submitted to the City Council; NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Saint Louis Park, Minnesota, as follows: 1. Subject to the provisions of Section 2 hereof, the Agreements are approved substantially in the form submitted. The Agreements in substantially the form submitted, are to be executed in the name and on behalf of the City by the Mayor and the City Manager. All other documents and certificates necessary to the transaction shall be executed by the appropriate City Council members. Copies of all the documents necessary to the transaction herein described shall be delivered, filed and recorded as provided herein and in the Agreement. 2. The approval hereby given to the Agreements includes 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 Bond Counsel and the officials authorized herein to execute said document prior to its execution; and said City officials are hereby authorized to approve such changes on behalf of the City. 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 documents in accordance with the terms thereof. In the absence of the Mayor or City Manager, any of the documents authorized by this Resolution to be executed may be executed by such officers of the City who may act in their behalf. 3. The Bonds shall continue to be special, limited obligations of -the City and shall not constitute a charge, lien, or encumbrance, legal or equitable, upon any property of the City except the Project, and each Bond shall continue to recite in substance that the Bond, including interest thereon, is payable solely from the revenues received from the Project and property pledged to the payment thereof, and shall not constitute a debt of the City. 4. It is understood and agreed that the Company shall indemnify the City against all liabilities, losses, damages, costs and expenses (including attorneys' fees and expenses incurred by the City) arising with respect to the Project or the Bonds, all as provided for and agreed to by and between the Company and the City in the Loam Agr.eement.. 5. The Company will pay all expenses incurred by the City in connection with the Bonds, including the fees and expenses of the attorney to the City, all as provided for and agreed to in the Loan Agreement and Remarketing Agreement. 2 6. The Reoffering Circular and distribution thereof (subject to such changes as may be approved by the City Attorney) is hereby approved: provided that the City has not prepared nor made any independent investigation of the information contained in the Reoffering Circular other than the section therein captioned "Issuer," and the City takes no responsibility for such information. Adopted by the City, Council October 20, 1986 By Attest: Reviewed for administration: (A irka I City Manager 3 Approved as to form and legality: