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HomeMy WebLinkAboutResolution - 85-289 - Final Approval Housing Revenue Bonds Baypont II - $7,300,000 - 12/30/1985 w; BND/baypoint5 City Council of the City Of Eden Prairie , Minnesota r Resolution No. � A Resolution of the City Council of the City of Eden Prairie , Hennepin County , Minnesota , Authoriz- ing the Lssuance and Sale of the City ' s $6 , 850 , 000 Multifamily Housing Revenue Bonds ( Bay Point Manor Phase II Limited Partnership Project ) , Dated as of December 31 , 1985 . WHEREAS , Minnesota Statutes , Chapter 462C ( the "Act" ) , authorizes the City of Eden Prairie , Minnesota ( the "City" ) , to issue its revenue obligation ( s ) for the purposes speci- fied therein and for the f Lriancing of eligible projects thereunder ; WHEREAS , the Borrower , being Bay Point Manor Phase II Limited Partnership, has proposed to construct a multifamily housing project ( thte "Project" ) in the City, to be owned by the Borrower, and the City desires to assist the financing of the Project upon the terms and conditions specified in she Act and the Agreement ( as hereinafter. defined) ; WHEREAS , the City proposes to assist the financing �_Z the Project by the issuance of revenue obligations of the City under the Indenture (as hereinafter defined ) ; WHEREAS , the City proposes to enter into an Indenture of Trust , dated as of December. 1 , 1985 ( the "Indenture" ) , with First Trust Company, Inc . , in St . Paul , Minnesota ( the "Trustee" ) , to provide , among other things , for the issuance by the City of its $6 , 850 , 000 Multifamily Housing Revenue Bonds (Bay Point Manor Phase II Limited Partnership Proj- ect ) , dated as of December 31 , 1985 ( the "Bonds" ) ; WHEREAS , the City and the Borrower propose to enter into a Loan Agreement , dated as of December 1 , 1985 ( the "Agree- a ment " ) , to provide, among other things, for the 'loan of the proceeds of the Bonds to the Borrower to be used to finance the Project ; WHEREAS , copies of the proposed Agreement and Indenture have been placed on file in the office of the City Clerk- Finance Director : NOW, IrHEREFORE, BE IT RESOLVED by the City Council of the City of Eden Prairie, Minnesota, as follows : Section 1 . The City Council hereby finds that the Proj- ect is a "project , " as defined in the Act , that the issuance of the Bonds for the Project would promote the purposes of the Act and that the issuance of the Bonds and the execution and delivery of the Agreement and the Indenture would serve the interests of the City . Section 2 . For the purpose of assisting the financing of the Project , there is hereby authorized the issuance, sale and delivery of the Bonds . The Bonds shall be issued in fully registered form, shall be in such denominations , shall bear interest , shall be numbered , shall be dated, shall mature, shall be subject to redemption prior to matur- ity, shall be in such form and shall have such other details and provisions as are prescribed by the Indenture . Section 3 . The Bonds are authorized to be issued only as special and limited obligations of the City, payable solely from the revenues derived by the City from the Agree- ment and From the Trust Estate provided in the Indenture . Otherwise, the Bonds shall not constitute a debt of the City within the meaning of any constitutional or statutory provi- sion , shall not constitute or give rise to any pecuniary liability of the City , any charge against the City ' s full faith and credit or taxing powers or any charge, lien or encumbrance, legal or equitable , upon any funds or other assets of the City . Section 4 . The City Council of the City hereby autho- rizes thc, Mayor and the officers of the City to execute and deliver ttie Indenture and the Agreement . All. of the provi- sions of the Indenture and the Agreement , when executed and delivered as authorized herein , shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof . The Indenture and the Agreement shall be substantially in the form on file in the office of the City Clerk-Finance Director with such necessary and appropriate variations , 2 - omissions and insertions as permitted or required by such documents or as the Mayor and officers of the City executing the same, with the advice of bond counsel for the Bonds , O ' Connor & Hannan , shall determine , as evidenced by such execution thereof . Secticor, 5 . The Bonds are hereby authorized to be exe- cuted by the manual or facsimile signatures of the Mayor and of f! �ills specified in the form of the Bonds contained in the Indenture and to be manually authenticated by the Trustee , all as provided in the Indenture . Section 6 . All covenants , stipulations , obligations and agreements of the City contained in this resolution and in the Indenture and the Agreement shall be deemed to be the covenants , stipulations, obligations and agreements of the City to the full extent authorized or permitted by law, and all such covenants , stipulations , obligations and agreements shall be binding upon the City . Except as otherwise pro- vided in this resolution , all rights , powers and privileges conferred and duties and liabilities imposed upon the City or the City Council by the provisions of this resolution , the Indenture and the Agreement shall be exercised or per- formed by the City or by such members of the City Council or by such officers , board, body or agency thereof 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 Indenture or the Agreement shall be deemed to be a covenant , stipulation, obligation or agreement of any member of the City Council or ary officer , agent or employee of the City in that person ' s individual capacity, and neither the City Council nor any of_Eicer exe- cuting the Bonds shall be liable personally on tlke Bonds or be subject to any personal liability or accountability by reason of- the issuance thereof . Section 7 . In case any one or more of the provisions of this resolution, the Indenture, the Agreement or any of the Bonds issued hereunder shall for any reason be 11eid to be illegal or invalid , such illegality or invalidity shall not affect any other provision of this resolution , the In- denture, the Agreement or the Bonds , but this resolution , the Indenture , the Agreement and the Bonds sha11 be con- strued as if such illegal or invalid provision had not been contained therein . Section 8 . The Bonds shall contain a recital that the Bonds are issued pursuant to the Act , and such recital shall be conclusive evidence of the validity of the Bonds and the regularity of the issuance thereof and the Bonds shall con- - 3 - tain a further recital that all acts , conditions and things required by the Constitution and the laws of the State of Minnesota in connection with the issuance of the Bonds to have happened, to exist and to be performed have happened, do exist and have been performed as so required by law. Section 9 . The officers of the City, attorneys , engi- neers and other agents or employees of the City are hereby authorized to do all acts and things required of them by or in connection with this resolution , the Indenture and the Agreement for the full , punctual and complete performance of all the terms, covenants and agreements contained in the Bonds , the Indenture , the Agreement and this resolution, including without limitation the execution and delivery of all supplementary certificates and documents necessary or advisable in connection with the issuance of the Bonds . Section 10 . The Trustee is hereby designated as the paying , authenticating and transfer agent and registrar for the Bonds , all as provided in the Indenture . Section 11 . 'The City Manager and City Mayor are hereby designated and authorized to act or: behalf of the City as Issuer Representative of the City under the Agreement . Section 12 . The Citv has not reviewed any Official 1. Statement and assumes no responsibility for the accuracy or completeness thereof , or otherwise . Adopted by the Eder Prairie City Council on December 30 , 19C5 . 7G Mayor ATTEST : Cit Ci k-Finance Director i 4 City of Eden Prairie City Cleric-Finance Director ' s County of Hennepin, Certificate I , the undersigned , being the duly qualified and acting City Clerk-Finance Director of the City of Eden Prairie, Minnesota , hereby certify as follows : The foregoing resolution , regarding the .issuance and sale of the City ' s $6 , 850 , 000 Multifamily Housing Revenue Bonds ( Bay Point Manor Phase II Limited Partnership Proj- ect ) , dated as of December 31 , 1985 , was duly adopted by the Eden Prairie City Council at a regular or special meeting thereof duly called and regularly held on December 30 , 1985 . I further certify that the foregoing is a true and cor- rect copy of such resolution as on file in my office . IN WITNESS WHEREOF, I have hereunto set my hand and the official seal of the City on J. 1985 . City Clerk -Finance Director ( SEAL) Eden Prairie , Minnesota yk State of Minnesota Director of Property Taxation ' s Certificate of Bond County of Hennepin Reqistration I , the undersigned Director of Property Taxation of Hennepin County , Minnesota, hereby certify that a certified copy of a resolution adopted by the City Council of the City of Eden Prairie, Minnesota on December 3C, 1985 , authorizing the issuance and sale of the Cit:y ' s $6,850 , 000 Multifamily Housing Revenue Bonds ( Bay Point Manor Phase II Limited Partnership Project ) , dated as of Decenber 31 , 1985 , has been filed in my office and that said Bonds have been entered on the register of obligations in my office . WITNESS My hand and official seal this day of 1985 . Director of Property Taxation Hennepin County , Minnesota By ( SEAL) Deputy