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82-38 e After due consideration of the bids, Mayor Hamilton introduced the following resolution and moved its adoption: RESOLUTION NO. 82-38 RESOLUTION AWARDING THE SALE OF $3,955,000 GENERAL OBLIGATION IMPROVEMENT BONDS OF 1982; FIXING THEIR FORM AND SPECIFICATIONS; DIRECTING THEIR EXECUTION AND DELIVERY; AND PROVIDING FOR THEIR PAYMENT. BE IT RESOLVED By the City Council of the City of Chanhassen, Minnesota, as follows: 1. The bid of BancNorthwest (the "Purchaser") to purchase $3,955,000 General Obligation Improve- ment Bonds of 1982 (the "Bonds") of the City described in the notice of sale thereof is hereby found and determined to be the highest and best bid received pursuant to duly advertised notice of sale and shall be and is hereby accepted, such bid being to purchase the Bonds at a price of $3,877,883,29 plus accrued interest to date of delivery, the Bonds to bear interest as follows: e Year of Maturity Interest Rate 1984-85 1986-88 1989 1990 1991 1992 1993-1996 10.75% 10.80% 10.90% 11. 00% 11. 40% 11. 70% 12.00% The sum of $3.29, being the amount bid in excess of $3,877,880, shall be credited to the Sinking Fund hereinafter created. The City Manager is directed to retain the good faith check of the Purchaser pending completion of the sale and delivery of the Bonds, The City Manager is directed to return the checks of the unsuccessful bidders forthwith. 2. The City of Chanhassen shall forthwith issue and sell its General Obligation Improvement Bonds of 1982 in the total prin- cipal amount of $3,955,000, dated June 1, 1982, the Bonds being 791 in number and numbered 1 to 791, both inclusive, in the denomination of $5,000 each, bearing interest as above set forth, all interest payable January 1, 1983, and semiannually thereafter on July 1 and January 1 in each year, and which Bonds mature serially on January 1 in the years and amounts as follows: e YEAR AMOUNT YEAR AMOUNT e 1984 $295,000 1991 $325,000 1985 295,000 1992 285,000 1986 285,000 1993 285,000 1987 325,000 1994 295,000 1988 325,000 1995 300,000 1989 315,000 1996 310,000 1990 315,000 All bonds maturing after January 1, 1992, are subject to redemption in inverse numerical order on said date and on any interest payment date thereafter at a price of par plus accrued interest to date of redemp- tion, 3. Both principal of and interest on the Bonds shall be payable at the Northwestern National Bank of Minneapolis, in the City of Minneapolis, Minnesota, and the City of Chanhassen shall pay the reasonable charges of said bank for its services as paying agent. 4, The Bonds and the interest coupons to be thereto at- tached shall be in substantially the following form: No. $5,000 e UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTIES OF CARVER AND HENNEPIN CITY OF CHANHASSEN GENERAL OBLIGATION IMPROVEMENT BOND OF 1982 KNOW ALL MEN BY THESE PRESENTS that the City of Chanhassen, Carver and Hennepin Counties, Minnesota, acknowledges itself to be indebted and, for value received, hereby promises to pay to bearer, out of its General Obligation Improvement Bonds of 1982 Fund, the sum of FIVE THOUSAND DOLLARS on the 1st day of January, 19__ , and to pay interest thereon from the date hereof until the principal amount is paid at the rate of and hundredths percent ( %) per annum, interest to maturity payable January 1, 1983, and semiannually thereafter on the 1st day of July and the 1st day of January in each year in accordance with and upon presentation and surrender of the interest coupons hereto attached as they severally become due. Both principal of and interest on this bond are payable at the Bank of , in the City of , Minnesota, in any coin or currency of the United States of America which on the date of payment is legal tender for public and private debts, All bonds of this issue maturing after January 1, 1992, are subject to redemption at the option of the City in inverse numerical e , . e order on said date and on any interest payment date thereafter at a price of par plus accrued interest to date of redemption, This bond is one of an issue of bonds in the total principal amount of $3,955,000, all of like date and tenor except as to maturity, interest rate, redemption privilege and serial number, all issued by the City for the purpose of providing money to defray the expenses incurred and to be incurred in making local improvements, pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Chapter 429, and is payable primarily from special assessments against property specially benefited thereby, but constitutes a general obligation of the City, and, to provide moneys for the prompt and full payment of the principal of and interest on.the bonds as the same become due, the full faith and credit of the City is hereby irrevocably pledged, and the City Council will levy ad valorem taxes, if required for such purpose, which taxes may be levied on all of the taxable property in the City without limitation as to rate or amount. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed precedent to and in the issuance of this bond have been done, have happened and have been performed in regular and due form, time and manner as required by law; and that this bond, together with all other indebtedness of the City outstanding on the date hereof and on the date of its actual issuance and delivery does not exceed any constitutional or statutory limitation thereon. e IN WITNESS WHEREOF, the the City of Chanhassen, Carver and Hennepin Counties, Minnesota, by its City Council, has caused this bond to be executed by the manual or facsimile signatures of its Mayor and its Manager, and by the manual signature of at least one of said officers, to be sealed with a facsimile of the corporate seal of the City, and the interest coupons hereto attached to be executed and authenticated by the facsimile signatures of said officers, all as of June 1, 1982. (Facsimile Signature) Mayor (manual signature) City Manager (FACSIMILE SEAL) e .' , e e e (Form of Coupon) No, $ On the 1st day of January (July), 19 , (unless the bond to which this coupon appertains has previously been called for redemp- tion,) the City of Chanhassen, Carver and Hennepin Counties, Minnesota, will pay to bearer, out of its General Obligation Improve- ment Bonds of 1982 Fund, at the Bank of , in the City of , Minnesota, the amount shown hereon for interest then due on its General Obligation Improvement Bond of 1982, dated June 1, 1982, No. (facsimile signature) Mayor (facsimile signature) City Manager 5, The City Manager shall obtain a copy of the proposed approving legal opinion of Messrs. LeFevere, Lefler, Kennedy, O'Brien & Drawz, a Professional Association, of Minneapolis, Minnesota, which shall be complete except as to dating thereof and shall cause said opinion to be printed on each Bond, together with a certificate to be signed by the facsimile signature of the City Manager in substantially the following form: I hereby certify that the foregoing is a full, true and correct copy of the legal opinion executed by the above named attorneys, except as to the dating thereof, which opinion has been handed to me for filing in my office prior to the time of bond delivery. (facsimile signature) City Manager City of Chanhassen, Minnesota .. The City Manager is hereby authorized and directed to execute such certificate in the name of the City upon receipt of such opinion and to file the opinion in the City offices. 6, The Bonds shall be executed on behalf of the City by the manual or facsimile signatures of the Mayor and the City Manager, and by the manual signature of at least one of said officers, the interest coupons shall be executed and authenticated by the printed facsimile signatures of the Mayor and City Manager, and a facsimile of the corporate seal of the City may, but need not be, printed thereon; . . ' e provided, however, that the signatures of both the Mayor and the City Manager may be facsimile signatures, duly authenticated by the manual signature of an officer of The First National Bank of Saint Paul hereby designated authenticating agent pursuant to Minnesota Statutes, Section 475.55, Subdivision 1, and, if the Bonds are to be so executed and authenticated, the bond form set forth in paragraph 4 hereof shall be modified as follows: a) Substitute the following paragraph for the final paragraph of each of the Bonds: "IN WITNESS WHEREOF, the City of Chanhassen, Carver and Hennepin Counties, Minnesota, by its City Council, has caused this bond to be, executed by the facsimile signatures of its Mayor and City Manager and to be sealed with a facsimile of the corporate seal of the City, and the interest coupons hereto attached to be executed and authen- ticated by the facsimile signatures of said officers, and such signatures to be authenticated by the manual signature of the City's duly authorized Authenticating Agent on the reverse side of this bond, all as of June 1, 1982." b) Add the following on the reverse side of each of the Bonds: "This bond is one of the bonds of the series designated herein issued pursuant to the resolution authorizing its issuance and delivery." e The First National Bank of Saint Paul As Authenticating Agent By Its Authorized Officer The Bonds, when fully executed, shall be delivered by the City Treasurer to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obligated to see to the proper application thereof. 7. The Bonds shall be payable from the General Obligation Improvement Bonds of 1982 Fund (the "Sinking Fund") hereby created, and the proceeds of any general taxes hereinafter levied and special assessments to be levied for the improvements (the "Improvements") financed by the Bonds are hereby pledged to the Sinking Fund. If any payment of principal or interest on the Bonds shall become due when there is not sufficient money in the Sinking Fund to pay the same, the City Treasurer shall pay such principal or interest from the general fund of the City, and such fund may be reimbursed for such advances out of proceeds of assessments levied for the Improvements or from such ad valorem taxes, when collected, e . .' ..' .. e 8. It is hereby determined that the City will levy special assessments for the Improvements in the principal amount of at least 20% of the cost of the Improvements and the levy of such special assessments is hereby authorized. To pay the City's share of the cost of the Improvements, there is hereby levied a direct, annual, irrepeal- able ad valorem tax levy against all taxable properties in the City, which tax levy shall be in the years and amounts as follows (year stated being year of levy for collection the following year.) YEAR LEVY YEAR LEVY 1982 $40,000 1988 $ 90,000 1983 45,000 1989 100,000 1984 50,000 1990 110,000 1985 60,000 1991 120,000 1986 70,000 1992 125,000 1987 80,000 1993 130,000 1994 135 ,000 It is hereby determined that the estimated collection of special assessments for the payment of the Bonds and the foregoing ad valorem tax levy will produce at least five percent in excess of the amount needed to meet, when due, the principal and interest payments on the Bonds. The City Manager is directed to file a certified copy of this resolution with the County Auditors of Carver and Hennepin Counties, Minnesota, and obtain the certificates required by Minnesota Statutes, Section 475,63, . e 9. It is hereby determined that the Improvements to be financed by the Bonds will directly and indirectly benefit the abut- ting property, and the City hereby covenants with the holders from time to time of the Bonds as follows: (a) The City has duly ordered the making of the Improvements as contemplated in Minnesota Statutes, Section 429,031, and will cause the assessments for the Improvements to be promptly levied so that the first installment will be collectible not later than 1983 and will take all steps necessary to assure prompt collection. The City Council shall cause all further actions and proceedings relative to the making and financing of the Improvements financed hereby to be taken with due diligence that are required for the construction of each Improvement financed wholly or partly from the proceeds of the Bonds and for the final and valid levy of special assessments and the appropriation of any other funds needed to pay the Bonds and interest thereon when due. .. e (b) In the event of any current or anticipated defi- ciency in any grants, funds, investment income or special assessments pledged or appropriated for payment of the principal of and interest on the Bonds, the City Council will levy ad valorem taxes in the amount of said current or anticipated deficiency. . ~. . ~ '" e e e .' . (c) The City will keep complete and accurate books and records showing all receipts and disbursements relating to the Improvements, grants and pledged funds, any taxes or assessments levied therefor and other funds appropriated for Bond payment, and all collections thereof and disbursements therefrom, moneys on hand and balance of unpaid assessments. (d) The City will cause its books and records to be audited at least annually by qualified public accountants and will furnish copies of such audit reports to any in- terested person upon request. 10. The tax levy he:rein provided shall be irrepealable until all of the Bonds are paid, provided that the City Manager may annually, prior to October 10th, certify to the County Auditors the amount available in the Sinking Fund to pay principal and interest due during the ensuing year, and the County Auditor shall thereupon reduce the levy collectible during such year by the amount so certified. 11. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser and to the attorneys approving the same, certified copies of proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other certificates, affidavits and transcripts as may be required to show the facts within their knowledge or as shown by the books and records in their custody and under their control, relating to the validity and marketability of the Bonds and such instruments, including any heretofore furnished, shall be deemed representations of the City as to the facts stated therein. 12, The Mayor and City Manager are hereby authorized and directed to certify that they have examined the official statement or prospectus prepared and circulated in connection with the issuance and sale of the Bonds and that to the best of their knowledge and belief said statement is a complete and accurate representation of the facts and representations made therein as of the date of said official statement or prospectus as it relates to the City. The motion for the adoption of the foregoing resolution was duly seconded by Councilmember Horn, and upon vote being taken thereon, the following voted in favor thereof: Hamilton, Neveaux, SWenson, Geving, Horn and the following voted against: None whereupon said resolution was declared adopted. / i;f/ . /1 \" fl, Q(l,~ City Manager I v' . . . ~. .' '.i. ... L. STATE OF MINNESOTA ) . ) COUNTIES OF CARVER ) SS, AND HENNEPIN ) ) CITY OF CHANHASSEN ) I, the undersigned, being the duly qualified and acting Manager of the City of Chanhassen, Minnesota, do hereby certify that I have carefully compared the attached and foregoing extract of minutes of a regular meeting of the City Council held on Monday, June 7, 1982, with the original thereof on file in my office and I further certify that the same is a full, true and complete transcript therefrom insofar as the same relates to the issuance and sale of the City's $3,955,000 General Obligation Improvement Bonds of 1982. WITNESS My hand as Manager and the corporate seal of the e City this .,:;l..!AVC day of ~ , 1982. /OJ OL~ City Manager City of Chanhassen, Minnesota (SEAL) ~' e.