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HomeMy WebLinkAboutRes1998-078 I I . Sponsored by: Janke CITY OF SEWARD, ALASKA RESOLUTION NO. 98-078 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, CITY OF SEWARD, ALASKA AUTHORIZING THE ISSUANCE OF A REVENUE BOND, NOT TO EXCEED FIVE HUNDRED THOUSAND AND NOll 00 DOLLARS ($500,000.00) FOR THE PURPOSE OF PROVIDING FUNDS TO ACQUIRE PROPERTY IN SEWARD, ALASKA, AND PLEDG- ING REVENUES TO THE PAYMENT OF THE BOND WHEREAS, it is deemed necessary and to the best interests of the City of Seward, Alaska ("Municipality") and its inhabitants that Seward Life Action Council ("Borrower") acquire property for its non-profit purposes in Seward, Alaska ("Project"); WHEREAS, Chapter 11 of the Charter of the Municipality ("Charter") authorizes the Municipality to issue revenue bonds payable solely from the revenues from the Borrower and the project ("Revenues"); WHEREAS, in order to provide a loan to the Borrower in order to pay the cost of the Project, it is deemed necessary and advisable that the Municipality issue its revenue bonds in the aggregate amount of not to exceed the amount stated in the title hereof ("Bond"); WHEREAS, it is necessary to establish the form, terms, conditions and covenants of the Bond and to make provision for establishing payment dates, redemption rights and maturity thereof; WHEREAS, the Municipality has received a proposal to purchase the Bond from National Bank of Alaska ("Purchaser") subject to the terms and conditions contained in the proposed loan agreement between Municipality and Borrower presented to this meeting ("Loan Agreement"); NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, that: Section 1. Authorization of the Bond and Purposes of Issuance. For the purpose of raising funds to pay the costs of the Project, the Bond is hereby authorized to be issued pursuant to the Charter and AS 29.47.390, which Bond shall be in the aggregate principal set forth in the title above. Section 2. Description ofthe Bond. The Bond shall be designated "City of Seward 1998 Revenue Bond (Seward Life Action Council, Project)", and shall mature, bear interest and be payable as stated in the form of Bond attached hereto as Exhibit A. CITY OF SEWARD, ALASKA RESOLUTION NO. 98-078 Section 3. Date and Execution of the Bond. The Bond shall be executed in the name of the Municipality by its Mayor and counter-signed by the clerk under the seal of the Municipality. The Bond shall be dated as of the date of its delivery to the Purchaser. Section 4. Redemption. The Bond shall be redeemable prior to maturity at any time at the option of the Municipality at the direction of the Borrower, as a whole or in part, at a redemption price equal to the principal amount of the Bond, a premium, if any, as set forth in the Loan Agreement plus interest accrued thereon to the date of redemption on notice of redemption given to the Purchaser. Section 5. Source of Payment and Security for the Bond. The Bond does not constitute an indebtedness or other liability of the Municipality, but shall be payable solely from payments to be made by the Borrower under the Loan Agreement. Neither the faith and credit nor the taxing power of the Municipality shall be pledged to the payment ofthe Bond. The Municipality hereby irrevocably pledges all payments to be made by the Borrower under the Loan Agreement to the payment of the principal of and interest on the Bond. Section 6. Authorization of Officers. The Mayor, Manager, Finance Director and Clerk, are, and each of them is, authorized and directed to do and perform all things and determine all matters not determined by this Resolution or to be determined by a subsequent ordinance or resolution of the Municipality, to the end that the Municipality may carry out its obligations under the Bond, the Loan Agreement and this Resolution. Section 7. Loan Agreement. The Municipality hereby authorizes the sale of the Bond to the Purchaser at a price of the principal amount thereof, at the interest rate stated in the Bond and upon the terms and conditions stated in the Loan Agreement. The Loan Agreement is approved and the Mayor or Manager is hereby authorized to execute and deliver the Loan Agreement on behalf of the Municipality. Section 8. No Recourse Other Than Revenues. No recourse shall be had for the payment of the principal of or the interest on the Bond or for any claim based thereon or on this Resolution against any member of the Council or Assembly or officer of the Municipality or any person executing the Loan Agreement or Bond. Section 9. Manner and Medium of Payment. The principal of and the interest on the Bond shall be paid, in lawful money of the United States of America, only to the registered owner of the Bond. Section 10. Transfer of Bond. The Bond shall be issued in fully registered form, payable as to both principal and interest only to the registered owner thereof. The Municipality may deem and treat the registered owner of the Bond as the absolute owner thereof for all purposes, and shall not be affected by any notice to the contrary. The registered ownership of the Bond shall be I I I CITY OF SEWARD, ALASKA RESOLUTION NO. 98-078 transferable by surrender to the Municipality with the assignment form appearing on the Bond duly executed by the registered owner or such registered owner's duly authorized agent, in a manner satisfactory to the Municipality. Section 11. Designation as Oualified Tax Exempt Obligation. The Bond is hereby designated as a "qualified tax exempt obligation" in accordance with Section 265(b)(3) of the Internal Revenue Code of 1986 (the "Code"), and the Municipality hereby covenants that it shall not issue during the calendar year 1998 more than $10,000,000 in aggregate principal amount of tax exempt obligations other than tax exempt obligations described in Section 265(b)(3)(C)(ii) of the Code. Section 12. Tax-Exempt Status of Bond and Designation of Municipality. The Municipality covenants that it will not use any of the proceeds of the Bond in such manner, or take or omit to take any other action in such manner, as to impair the exemption of interest on the Bond from federal income taxation. The Municipality further covenants that no part of the proceeds of the Bond or any other funds of the Municipality shall at any time be used directly or indirectly to acquire securities or obligations, the acquisition of which would cause the Bond to be or become "arbitrage bond" as defined in Section 148 of the Internal Revenue Code of 1986. Section 13. Expenditure of Bond Proceeds. All of the proceeds of the Bond shall be loaned to the Borrower. The Borrower has covenanted to spend the proceeds for the payment ofthe costs of the Project and related expenses and for payment of expenses incurred in this financing. Section 14. Contract -- Savings Clause. The covenants of the Municipality contained in this Resolution and in the Bond shall constitute a contract between the Municipality and the registered owner of the Bond. If anyone or more of the covenants or agreements provided in this Resolution to be performed on the part of the Municipality shall be declared by any Court of competent jurisdiction and final appeal (if any appeal be taken) to be contrary to law, then such covenants or covenants, agreement or agreements, shall be null and void and shall be deemed separable from the remaining covenants and agreements in this Resolution and shall in no way affect the validity ofthe other provisions ofthis Resolution or the Bond. Section 15. Effect. This Resolution shall take effect thirty (30) days after its adoption. PASSED AND APPROVED by the City Council of the city of Seward, Alaska, this 8th day of June, 1998. THE CITY OF SEWARD, ALASKA ~R &Z;v owell R. Satin, Mayor CITY OF SEWARD, ALASKA RESOLUTION NO. 98-078 AYES: NOES: ABSENT: ABSTAIN: Blatchford, Callahan, Clark, Gage, King, Orr, Satin None None None ATTEST: (City Sean.~\,"II",11 ..'\, F S I, .,<,,'\ ",,'-{ 0 ~t1' ~"'." ..4f., ~, .....;.:....... ~~...." ....~~ .:: (,i .,' Ol'\?O,Q~'" ',^ \, :: l.: ~j . ""j'~". v ~:. = : ,. --- a".. ~ ..... ..... . .: 0',.,' ^~ : :: - . OJ:...:f/;'i .. I;) (', ~ ~ '~'..... : - .~ ~ ~ .. --..-. ::: to'.. . '. \;, ,t1 ....(/" f"'t, ... ,/# ,,' '"--', " ~"'-' ...:l"\:\...... ~ ,11 ..: .. "~C, eo' '.>:.~:'~~-.~.r4:J' "1./ \,...,. ;."?'~"-.i>'" " .