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Home My WebLink AboutOrdinance 33-1983 - . ' ORDIN�INCE NO. 33-83 OF THE CI'i'Y OF BROOi{INGS, SOUTH llAKOTA (Lomar Development Company Project) (Twin City Fan & Blower Co., Lessee) ------------------------------------------------------------------ ------------------------------------------------------------------ ORDIN[�NCE NU. 33-83 [1DT ORllINANCE AUTHORIZINc3 THE ISSUP,NCE OF INDUSTRIAL DEVELOPMF,NT R:GVENUE BUNDS (LOM[�R DEVELOPMENT COMPANY PROJECT) (TWIN CITY FAN & BLOW�:R CO. , LESSEE) , DATED D�CEMBER 1, 1y83, OF THE CITY OF BRUOKr1VV5, SUUTH DAKOTA, IN THE PRINCIPAL AMOUNT O�' $1,650,UUU, FOR TFiE PURPOS� Ob' PROVIDING FUNllS TO BE LOANED TO LOMAR DEVELUPNiENT COMPANY, A MINNE50TA GENERAL PARTNERSHIP, TO ACQUIRE CERTAIN REkL ESTATE AND TO CONSTRUCT A BUILDING l�TD IMPROVEMENTS TI�ER�ON FOR INllUSTRIAL DEVELOPMENT �URPOSES; APPROVING AND AUTHORIGING THE EXECUTION OF AN ILIDENTURE OF TRUST RELATING TO THE PROJECT; APPROVINc3 1�TD AUTHORIZING THE EXECUTION OF A LOAN AGI2EEMENT 1n1ITH LOMAR DEVELOPMENT COMPANY WITH RESPECT TO THE PROJECT; APL�ROVING ANll AUTHORIZING THE EXECUTION OF A DISBURSING 1�GItE�.MEN'r AND A BOND PURCHASE AGREEMENT WITH RESP�CT TU THE PROJEC'r AL�TD StiIll BONDS; P+i�1KING CERTAIN FINDINGS AND DETERMINATIONS 4�TITH RESPECT TU SAIU PROJECT I�Tll BONDS; AND AUTHORIZING THE �1XECUTION ANU D�LIVERY OF CERTAII�1 RELATED DOCUMENTS. B�: IT ORUAINED BY TH1� CITY COMMISSION OF THE CITY Or' t3RU0i{INC3S, SUUTH DAKOTA, I�S FOLL01nIS: Section 1 . The City Commission of the City of Brookings, South Dakota, hereby finds and determines that: (a) In furtherance of the provisions of SDCL 9-54, as amended (the "Act" ) , and in order to promote, stimulate and develop the general economic welfare and prosperity of said City and of the State of South Dakota through the yromotion and advancernent of corn�nercial and industrial development and to encourage and assist in the expansion of business in said City and State by providing greater ernployment opportunities, thus promotiny the general welfare of the citizens of said City and State, it is necessary and advisable and in the best interest of said City and State to loan the proceeds of the bonds hereinafter described to Lomar Development Company, a Minnesota general partnership (the "Cornpany" j , to purchase and acquire certain real estate and to construct a building and improvements thereon (the "Pro;ject" ) , and to issue for the aforesaid purposes the Industrial Uevelopment Revenue Bonds, (Lomar Uevelopment Company Project) (Twin City b'an & Blower Co. , Lessee) , dated December 1, 1983, of said City in the principal amount of $1,650,000 (the "Bonds" ) , the Bonds to Ue issued under and secured by an Indenture of Trust (the "Indenture" ) , between the City and b'irst National Bank of Mirineapolis, in the City of Minneapolis, Minnesota (the "Trustee" ) , and (b) The Project will promote the welfare of the State of South Dakota, the Project being situated within the limits of said City the governing body hereby finds and declares that the Project, if in being, would promote the welfare of said City. Section 2. The Indenture, the form of which is attached hereto as Exhibit A, and the pleclye and assignment of the property referred to therein shall be, and they are, in all respects, hereby authorized, approved and confirmed and the Mayor and City Finance Officer shall be and they are hereby authorized and directed to execute and deliver said Indenture in the form and content as Exhibit A, with such changes as the Attorney for the City deeYns appropriate and approves, for and on behalf of the City to the Trustee as provided for therein for the security of the �onds and the interest thereon. Section 3 . The issuance of $1,650,OU0 principal amount of Industrial Developnient Revenue Bonds, (Lornar Development Company Project) (Twin City Fan & Blower Co. , Lessee) , dated December 1, 1983, of the City in the form and content set forth in the Indenture shall be and the sacne is, in all respects, hereby authorized, approved and confirmed, and the Mayor, City Finance Officer and other appropriate officials shall be and they are hereby authorized and directed to execute and seal the Bonds and ta deliver the Bonds to the purchasers thereof, for and on behalf of the City, upon receipt of the purchase price, and to deposit tYie proceeds thereof in the manner provided for by the Indenture and the Loan Agreement. Section 4. The Loan Ag�reement, dated as of Decernber 1, 1983 (the "Loan Agreement" ) , between the City and Lomar Development Company, the form of which is attached hereto as Exhibit B, and the pledging of the loan payments thereunder for the security of the Bonds and the interest thereon shall be, and they are, in all res�ects, hereby authorized, approved and confirmed, and the Mayor and City Finance Officer shall be and th�y are hereby authorized and directed to execute and deliver said Loan Agreement in the forrn and content attached hereto as Lxhibit B, with such changes as the Attorney for the City deems appropriate and apYroves, for and on behalf of the City. Section 5. The Disbursiny Agreement, dated as of llecernber l, 1983 among the Company, the City and the Trustee, the forni of which is attached hereto as Exhibit C, is, in all respects hereby authorized, approved and confirmed, and the Mayor and City Finance Officer shall be and they are hereby authorized and directed to execute and deliver said Loan Agreement in the form and content attached hereto as Exhi�bit C, with such changes as the Attorney for the City deems appropriate and approves, for and on behalf of the City. 5ection 6. The Bond Purchase Agreement among the Company, the City and liauyherty, Dawkins, Strand & Yost Incorporated, as underwriter, the form of which is attached hereto as Exhibit D, is, in all respects, hereby authorized, approved and confirmed, and the T�layor and City Finance Officer shall be and they are hereby authorized and directed to execute and deliver said Bond Purchase Agreement, with such changes as t�e Attorney for the City deems appropriate and approves, for and on behalf of the City. 2 . .�. .� . • • . Section 7. The Bonds, together with the interest thereon, shall be limited obligations of the City payable solely out of the paynients, revenues and receipts received by the City pursuant to the Loan Agreement, which payments, revenues and receipts are hereby and in the Indenture pledged and assigned for the equal and ratable payment of the Bonds and shall be used for no other purpose tlzan to pay the principal of and interest on the Bonds, except as may be ot�erwise expressly authorized in the Indenture or in the Loan Agreenlent. The Bonds and the interest thereon shall not constitute an indebtedness of the City within the meaniny of any constitutional provision or statutory limitation and shall not constitute or give rise to a pecuniary liability of the City or its officers, agents or employees, or a charge against the City' s c�eneral credit or taxing powers. Section 8. If any section, paragraph, clause or provision of this Ordinance (including the �xhibits hereto attached which are made a part hereof and incorporated herein by reference) shall be held invalid, the invalidity of such section, paragraph, clause or provision shall not affect any of the other provisions of this Ordinance or of said Exhibits. Exhibits A, B, C and D herein r�ferred to and made a part of this Ordinance are on file in the office of the City b'inance Officer and are available for inspection by any interested party. Section 9. The Loan Agreernent provides that the City shall be reimbursed by the Company for any costs or expenses (including attorneys' fees) it shall incur in connection with the issuance of the �3onds and the loan of the Bond proceeds to the Company. The City shall not incur any costs or expenses (including attorneys' fees) unless and until it has received adequate assurance that such costs or expenses will in fact be paid by the Company. Section 10. �`he Mayor, City Finance Officer, City Attorney and other City officials shall be and they are hereby authorized to execute and deliver for and on behalf of the City any and all other certificates, documents or other papers and to perform such other acts as they may deem necessary or appropriate in order to implement and carry out the matters herein authorized. 5ection 11. This Ordinance shall take effect and be in full force on the twentieth day after its publication unless suspended by a referendum. ___ ,..,.._._ �._..�.......___.. _ ADOPTED this 15th day Novem e , 1983. � .__ _.._._ ._ ._ ____. � _. i �S E1�L] 11TTEST: FIRST NG: November 8, 1983 ,, 4' � .�" SE D READING: November 15, 1983 C:i y �'i anc Officer 3