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Home My WebLink About1981-07-27 81-232 RESOLVE81-232 Introduced by Councilor McKernan, Jnly 27, 1981 CITY OF BANGOR OaRfJ �C_ RESOLUTION OF THE CITY COUNCIL OF BANGOR MAINE .SUTHOR 1& SALE OF THE..CITY'S-RBVENUE-HONCS9....(tl.ii. B�i55 di....CU PROJECT), AND THE EMOTION AND DELIVERY OF AN INDENTURE OF TRUST, LEASE AGREEMENT AND BOND PURCHASE CONTRACT AND FORM OF OFFICIAL _STATZMR T. _. __. _.__. __.. By Um City Cw of da City ofBonyo.: BBSOLVBD, WHEREAS the Cit Council of the City of or, Maine being the governing body of the City of Bangor, Maine the "Issuer") did on July 15, 1980, pass a resolution entitled: "RESOLUTION PROVIDING FOR THE ISSUANCE OF THE CITY'S REVENUE BONDS (G.H. BASS & CO. PROTECT)" and 'WHEREAS, the Maine Guarantee Authority did, on June 16, 1981, review and approve the application by the City of Bangor, Maine to issue municipal revenue obligation securities for an industrial - commercial project described as a purchase of an unfinished 30,500 square, foot building from Area Development Corporation (Bangor Target Area Development Corporation), to complete the building and improvements and provide equipment required for the manufacture of shoes, all for use by G.N. Bass & Co. (the "Project"); and WHEREAS, in accordance with 30 M.R.S.A. Section 5328, the Maine Guarantee Authority determined to its satisfaction that: �1. The Project will make a significant contribution to the economic growth of the State; 2. The Project will not create a competitive advantage to any party to the contract entered Into by the City of Bangor, Maine under 30 M.R.S.A. Chapter 242 or a substantial detriment to existing industry; and 3. No increased demand upon public facilities will result from the Project; and l In City CouncilJuly27,1981 Passed 81-1232 Resolution Of MY Until of Bangor tty CI Maine Authorizing the Sale of he City e Revenue Bonds (C.M. bass 6 Co. Project) Ing t Ere[ �ian anQg0e�11Y immeu fn Hefh8$ �nggggg�L��L. \\.0 p e i Ofijcial (41 ° asC PAS a1a1 2. WHEREAS, the Maine Guarantee Authority did on June 22; 1981 issue its Certificate of Approval authorizing the. Municipal Officers of the City of Bangor, Maine to proceed pursuant to 30 M.R.S.A. Section 5331 to provide for the issuance of municipal revenue obligation securities in an amount not to exceed $1,000,000 for the Project; NOW, THEREFORE, BE IT RESOLVED BY THE MEMBERS OF THE CITY COUNCIL FOR THE CITY OF BANGOR, MAINE, AS FOLLOWS: Section 1. TO accomplish the purposes and objectives of the Municipal Securities Approval Act (30 M.R.S.A. Chapter 242, as amended) (the "Act") and to provide for financing part of the costs of the Project, the City hereby authorizes the sale and delivery of its 1981 (G.H. Bass 6 Co. Project) Bonds in principal amounts not in excess Of $1,000,000 to Or upon the order of Leeman Brothers Kuhn Loeb Incorporated of, New York (the "Purchaser")raccordance with the Lease Agreement, the Indenture of Trust and the Bond Purchase Contract. The Bonds shall be dated the date of their original issuance and delivery, or such other date, if any,as shall be determined by a authorized municipal Officer to be the date from which the Bonds shall bear interest, at a rate not to exceed 15%, in such s and in the manner set forth in the indenture, and shall bepayableas to principal, interest and premium, if any, at the principal office of the trustee under the Indenture /the "Trustee"). The Bonds shall be issued in the form, shall mature, shall be subject to redemption prior to maturity and shall have such other details and provisions as prescribed by the Indenture or any supplement thereto. The Indenture shall provide the terms and conditions, covenants, rights, obligations, duties and agreements of the bondholders, the City and the Trustee. Section 2. The Bonds shall be special obligations of the City, payable solely out of the revenues or other receipts, funds or moneys derived from payments by G.N. Bass a Co. (the "Company") pursuant to the Lease.Agreement or any moneys pledged as security therefor under the Indenture O the Guaranty Agreement. The Payment of the principal of, premium, if any, and interest on the Bonds shall be secured by_a pledge and assignment of revenues as provided in the Indenture. 3. Section 3. Neither the members of the City Council nor any person executing the Bonds issued pursuant to this resolution and the Act shall be liable personally on the Bonds by reason of the issuance thereof.- The Bonds shall not be in any way a debtor liability of the State or any political subdivision thereof, either legal, moral or other- wise, and neither the faith and credit nor the taxing power of the State or any political subdivision thereof shall be pledged to the payment of the principal thereof, premium, if any, or interest thereon. Thessuance of such securities shall not directly o indirectly r o contingently obligate the State or the City of Bangor to law or to pledge any form of taxation whatever therefor or to make any appropriation for their payment. Section 4. The Guaranty Agreement, Lease Agreement, Indenture of Trust and the Bond Purchase Contract (the 'Documents"), substantially in the forms submitted to this meeting shall be and the same hereby are approved. The City Managerishereby authorized to execute, acknowledge - and deliver such Documents with any changes, insertions and omissions as may be approved by said officer and the City Manager is hereby authorized to affix the seal of the City _ on.. such Documents and attest the same., The execution of any of such Documents by the City Manager shall be conclusive evidence of any approval of such Documents in final form as authorized by this Section. The 'form of the Preliminary official Statement and its use by the underwriter inconnection with the sale of the Bonds is hereby approved. The form of the final official statement, with such changes, insertions and omissions as may be approved by the City Manager, is hereby approved. Section S. All covenants, stipulations, obligations and agreements of the City contained in this resolution and _ contained in the Documents shall be deemed to be the cove - ants, stipulations, obligations and agreements of the City to the full extent authorized or permitted by law, and such _ covenants, stipulations, obligations and agreements shall be binding upon the city from time to time and upon any board or body to which any powers or duties affecting such cove- nants, stipulations, obligations and agreements shall be transferred by or in accordance with law. Except as other- wise provided in this resolution, all rights, powers and privileges conferred and duties and liabilities imposed upon 4. the City or the members thereof by the provisions of this resolution or the Documents shall be exercised or performed by the City or by such members, officers, board or body as may be required by law to exercise such powers and to perform such duties. ' Section 6. In case any one or more of the provisions of this resolution, the Documents, or of the Bands issued hereunder shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions of this resolution, or of any other such documents or the Bonds, each of which shall be construed and enforced a if such illegal or invalid provision had not been contained therein. Invalidity of the Indenture shall not affect the pledge of revenues and other receipts derived under the Lease Agreement and referred to in the Indenture, the creation of the funds provided for in the Indenture, the provisions of the Indenture relating to the handling of the proceeds derived from the sale Of the Bonds and the handling of said revenues and receipts and other moneys, and all commitments', obligations and agreements on the part of the City Council contained in the Indenture, it being the intention hereof that such commitment, obligations and agreements on the part of the City Council be as binding a if contained in this resolution separate and apart from such Documents. Section 7. This resolution shall take effect immediately, but no action authorized herein shall have force and effect until such notice of the City's intent to issue the securities s published, pursuant to 30 M.R.S.A. Section 5331, at least once in the State newspaper and in a newspaper of general circulation in the City of Bangor, no later than 14 full days after the date of adoption of this resolution. Section 8. Pursuant to 30 M.R.S'.A. 5331, any action or proceeding in any court to set aside this resolution or the Certificate of Approval, ox to obtain relief upon the grounds that such resolution or Certificate of Approval was improperly adopted, was adopted for unauthorized purposes, r is otherwise invalid for any reason, must be commenced within 30 days after the date of such publication. After the expiration of such period of limitation, no right of. action or defense founded upon the invalidity of such resolution or Certificate of Approval or any provision thereof shall be commenced or sserted nor shall the vali- dity of such resolution or Certificate of Approval or any provision thereof be open to question in any court upon any grounds whatever. _ Dated: July 27, 1981