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HomeMy WebLinkAbout1982-264-06.21.1982 Waterloo, Iowa June 21, 1982 The City Council of the City of Waterloo, Iowa met in regular session at 7:00 o'clock P.M. at their regular meeting place in said City. The meeting was called to order and there were present Leo P. Rooff, Mayor, in the chair, and the following named Councilmen: Bowers , Burton, Dowie, Getty, Penaluna, Roehr, Wilharm Absent: None * * * * * * * * Councilman Dowie introduced and caused to be read Reso- lution No. 1982-264 entitled, "A Resolution Authorizing the Execution of a Memorandum of Agreement by and between the City of Waterloo, Iowa and David J. Hershberger, doing business as Hershberger Development, regarding the issuance of Qualified Urban Renewal Area Revenue Bonds" , and moved its adoption; seconded by Councilman Penaluna . After due consideration of said resolution by the City Council , the Mayor put the question on the motion and upon the roll being called the following named Councilmen voted: Aye: Burton, Bowers , Dowie, Getty, Penaluna, Roehr, Wilharm Nay: None Whereupon, the Mayor declared said resolution duly adopted and signed his approval thereto. * * * * * * * * Upon motion and vote the meeting adjourned. Mayor Pro-Ym Attest• Jack L. Roehr Clerk u. or /tarry P. y�ger RESOLUTION NO. 1982-264 A RESOLUTION AUTHORIZING THE EXECUTION OF A MEMORANDUM OF AGREEMENT BY AND BETWEEN THE CITY OF WATERLOO, AND DAVID J. HERSHBERGER DOING BUSINESS AS HERSHBERGER DEVELOPMENT REGARDING THE ISSUANCE OF FOR NOT TO EXCEED $200,000 QUALIFIED URBAN RENEWAL AREA REVENUE BONDS * * * * * * * * WHEREAS, the City of Waterloo, Iowa (the "City") a municipality of the State of Iowa, is authorized by the laws of the State of Iowa, and specific- ally Chapter 419, Code of Iowa, 1981 , as supplemented and amended (the "Act") , to acquire, improve and equip all or any part of, or any interest in, land, buildings or improvements suitable for the use of projects located within a qualified urban renewal area; and WHEREAS, the project to be completed by David J. Hershberger, doing business as Hershberger Development is for land, buildings, and improvements which are suitable for a commercial enterprise; i.e. , the construction of a sales and warehouse building (the "Project") , and WHEREAS, the Project is to be constructed in a qualified urban renewal area, known as the Westfield-Virden Urban Renewal Area, designated as such pursuant to Chapter 403 of the 1981 Code of Iowa prior to July 1, 1979, and WHEREAS, the Project is consistent with the urban renewal plan for the urban renewal area, and WHEREAS, under the Act, the City is authorized to issue its revenue bonds for the purpose of financing the costs of any such project; and WHEREAS, so as to accomplish the purposes of the Act, the City pro- poses to issue one or more issues of Qualified Urban Renewal Area Revenue Bonds pursuant to the provisions of the Act as then in effect to finance the costs of acquiring, improving and equipping certain real estate, buildings and fixtures for use as a sales and warehouse building by the construction of a building and adjacent parking area (hereinafter referred to collectively as -1- the "Project") of David J. Hershberger, doing business as Hershberger Devel- opment (the "Developer") , located in the City; and WHEREAS, the location of the Project within the City will improve the general welfare of the inhabitants of the City; and WHEREAS, it is deemed necessary and advisable, to promote the general welfare of the inhabitants of the City, that the Project be undertaken at the earliest practicable date, and the Developer has requested satisfactory assurances from the City that the proceeds of the sale of one or more issues of Qualified Urban Renewal Area Revenue Bonds of the City in an aggregate amount sufficient to finance the Project, currently estimated not to exceed $200,000, will be made available; and WHEREAS, the City deems it necessary and advisable that it take such actions as may be required under the Act as then in effect to authorize and issue one or more issues of Qualified Urban Renewal Area Revenue Bonds to finance the cost of the Project; and WHEREAS, a form of agreement, designated as a "Memorandum of Agree- ment" , has been prepared under which the Developer has stated its willingness to arrange for the acquisition, improvement and equipping of the Project and to enter into contracts therefor and, at the time of delivery of the bonds, to convey, grant or lease the Project and assign such contracts to the City, or agree to complete the acquisition, improvement and equipping of the Project, and to enter into a lease of the Project from the City, or a con- tract to purchase the Project from the City, or a loan agreement with the City with respect to the Project, or any combination of the foregoing, under which the Developer will be obligated to make periodic payments sufficient to pay the principal of and interest and redemption premium, if any, on the bonds as and when the same shall become due and payable, and if necessary to vest title to the Project in the Developer, the Developer shall be obligated -2- to purchase the interest, if any, of the City in the Project for an addition- al nominal amount and such lease, contract and agreement shall contain such other provisions as may be required by the Act as then in effect and such other provisions as shall be mutually acceptable to the City and the Devel- oper; NOW, THEREFORE, Be It Resolved by the City Council of the City of Waterloo, Iowa, as follows: Section 1 . That in order to insure the acquisition, improvement and equipping of the Project, with the resulting public benefits which will flow therefrom, it is deemed necessary and advisable that Qualified Urban Renewal Area Revenue Bonds be issued in an amount sufficient to finance the cost of the Project and that the Memorandum of Agreement hereinafter referred to be approved and executed for and on behalf of the City. Section 2. That the Memorandum of Agreement by and between the Developer and the City, substantially in the form and with the contents set forth in Exhibit A attached hereto, be and the same is hereby approved and authorized. Section 3. That the Mayor is hereby authorized and directed to execute and the City Clerk is hereby authorized to attest and to affix the seal of the City to the Memorandum of Agreement substantially in the form and with the contents set forth in Exhibit A attached hereto. Section 4. That the City will issue and sell Qualified Urban Renewal Area Revenue Bonds in an amount sufficient to finance the costs of the Project subject to the execution of the Memorandum of Agreement herein authorized and upon the conditions specified in the Memorandum of Agreement. Section 5. That the project is consistent with the urban renewal plan for the area. -3- Section 6. That all resolutions and parts thereof in conflict here- with are hereby repealed to the extent of such conflict. Adopted June 21, 1982. Mayor Pro- em Attest: Jack L. Roehr ity rk/Audito L y P. Burg -4- EXHIBIT A MEMORANDUM OF AGREEMENT THIS MEMORANDUM OF AGREEMENT is between the City of Waterloo, Iowa, a municipality of the State of Iowa (hereinafter referred to as the "City") , party of the first part, and David J. Hershberger, doing business as Hersh- berger Developer,(hereinafter referred to as the "Developer") , party of the second part; 1 . Preliminary Statement. Among the matters of mutual inducement which have resulted in the execution of this agreement are the following: (a) The City is authorized by the laws of the State of Iowa, and specifically Chapter 419, Code of Iowa, 1981 , as supplemented and amended (the "Act") , to acquire, improve and equip all or any part of, or any inter- est in, land, buildings or improvements suitable for the use of projects located within a qualified urban renewal area. (b) Under the Act the City is authorized to issue its revenue bonds for the purpose of financing the costs of any such project. (c) So as to accomplish the purposes of the Act, the City proposes to issue one or more issues of Qualified Urban Renewal Area Revenue Bonds pur- suant to the provisions of the Act as then in effect to finance the costs of acquiring, improving and equipping certain real estate, buildings and fix- tures for use as a sales and warehouse building by the construction of a building and adjacent parking area, (hereinafter referred to collectively as the "Project") , located in the City, and to lease or sell , or both, the Project to the Developer, or enter into a loan agreement with the Developer with respect to the Project, or any combination of the foregoing pursuant to the provisions of the Act as then in effect (any of the foregoing being referred to herein as an "Agreement"). -1- (d) It is deemed necessary and advisable, to accomplish the purposes of the Act, that the Project be undertaken at the earliest practicable date, and the Developer has requested satisfactory assurances from the City that the proceeds of the sale of one or m,Are issues of Qualified Urban Renewal Area Revenue Bonds of the City will be made available to finance the Project. (e) Representatives of the City have indicated the willingness of the City to proceed with and effect such financing and have advised the Developer that, subject to due compliance with all requirements of law and the obtain- ing of all necessary consents and approvals and to the happening of all acts, conditions and things required precedent to such financing, the City by vir- tue of the Act or such other statutory authority as may now or hereafter be conferred, will issue and sell one or more issues of its Qualified Urban Renewal Area Revenue Bonds in an aggregate amount sufficient to finance the Project. 2. Undertakings on the Part of the City. Subject to the conditions above stated, the City agrees as follows: (a) That it will authorize or cause to be authorized, the issuance and sale of one or more issues of its Qualified Urban Renewal Area Revenue Bonds, in an aggregate principal amount sufficient to finance the cost of the Project. (b) That it will adopt, or cause to be adopted, such proceedings and authorize and direct the execution of such documents and take, or cause to be taken such actions as may be necessary or advisable to effect the authori- zation, issuance and sale of the bonds and the acquiring, improving and equipping of the Project and the entering into and performance of an Agree- ment with the Developer with respect to the Project all as then shall be authorized by law and mutually satisfactory to the City and the Developer. -2- (c) That the aggregate periodic payments to be used to pay the principal of, and interest and premium, if any, on the bonds payable under the Agreement with the Developer shall be such sums as shall be sufficient to pay the principal of and interest and redemption premium, if any, on the bonds as and when the same shall become due and payable, and, if necessary to vest title to the Project in the Developer, the Developer shall have an obligation to purchase the interest of the City, if any, in the Project for an additional nominal amount. (d) That it will take or cause to be taken such other acts and adopt such further proceedings as may be required to implement the aforesaid under- takings or as it may deem appropriate in pursuance thereof. 3. Undertakings on the Part of the Developer. Subject to the con- ditions above stated, the Developer agrees as follows: (a) That it will use all reasonable efforts to find one or more purchasers for the bonds. (b) That it will enter into a contract or contracts for the acquir- ing, improving and equipping of the Project, and at the time of the delivery of the bonds, it will convey, grant or lease the Project and assign such contracts to the City or agree to complete the acquisition, improvement and equipment of the Project. (c) That contemporaneously with the delivery of the bonds, it will enter into an Agreement with the City under the terms of which the Developer will obligate itself to pay sums sufficient in the aggregate to pay the principal of and interest and redemption premium, if any, on the bonds as and when the same shall become due and payable, any such Agreement to contain such other provisions as may be required by the Act as then in effect and such other provisions as shall be mutually acceptable to the City and the Developer. -3- (d) That it will take such further action and adopt such further proceedings as may be required to implement its aforesaid undertakings or as it may deem appropriate in pursuance thereof. 4. General Provisions. (a) All commitments of the City under Paragraph 2 hereof and of the Developer under Paragraph 3 hereof are subject to the conditions that, on or before two years from the date hereof (or such other date as shall be mutu- ally satisfactory to the City and the Developer) , (i ) the City and the Developer shall have agreed to mutually acceptable terms for the bonds and of the sale and delivery thereof, and mutually acceptable terms and conditions of the agreement referred to in paragraph 3, (ii ) the proceedings referred to in paragraphs 2 and 3 hereof shall have been taken and (iii ) all regulatory or other governmental approvals requisite to the execution of such documents and the issuance and sale of the bonds shall have been obtained. (b) If the events set forth in (a) of this paragraph do not take place within the time set forth or any extensions thereof and the bonds are not sold within such time, the Developer will reimburse the City for all reasonable and necessary direct out-of-pocket expenses which the City may incur at the Corporation's request arising from the execution of this Memo- randum of Agreement and the performance by the City of its obligations here- under, and this Memorandum of Agreement shall thereupon terminate. IN WITNESS WHEREOF, the parties hereto have entered into this Memo- randum of Agreement by their officers thereunto duly authorized as of the 14th day of June, 1982. CITY O�F WATERLOO, IOWA , Mayor Pye,_ _-__. ern (SEAL) Jack L. Roehr Attest: .Ze---;) .„-- ,/,, (- Cit erk /Au it ry P . Bur -4- David J. Hershberger -5- I , Larry P. Burger, being first duly sworn do hereby depose and certify that I am the duly appointed, qualified and acting City Clerk of the City of Waterloo, Iowa; that as such I have in my possession, or have access to, the complete records of the City Council of said City; that I have care- fully compared the transcript hereto attached with the aforesaid corporate records; and that said transcript hereto attached is a true, correct and complete copy of all of the corporate records showing the action taken by the City Council of said City on June 21 , 1982, to authorize the execution of a Memorandum of Agreement by and between said City and David J. Hershberger, doing business as Hershberger Development, regarding the issuance of Quali- fied Urban Renewal Area Revenue Bonds. WITNESS my hand and the corporate seal of said City hereto affixed at Waterloo, Iowa, this 22nd day of June, 1982. ity rk /Auditor (SEAL) La P. Burge STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me this day, the date last above written, Notary Public in and for the State of Iowa RESOLUTION NO. 1982-265 RESOLUTION FIXING A DATE FOR HEARING ON PRO- POSED QUALIFIED URBAN RENEWAL AREA REVENUE BONDS, NOT TO EXCEED $200,000 SERIES 1982 (HERSHBERGER DEVELOPMENT PROJECT) * * * * * * * * WHEREAS, the City of Waterloo, a municipality and political sub- division in the County of Black Hawk, State of Iowa (the "City") is author- ized by Chapter 419 of the Code of Iowa, 1981 , as amended (hereinafter sometimes referred to as the "Act") to issue revenue bonds and loan the proceeds to one or more contracting parties to be used to pay the cost of land, buildings and improvements suitable for the use of projects located within a qualified urban renewal area; and WHEREAS, the project to be completed by David J. Hershberger, doing business as Hershberger Development is for land, buildings, and improvements which are suitable for a commercial enterprise; i.e. , the construction of a sales and warehouse building (the "Project") , and WHEREAS, the Project is to be constructed in a qualified urban renewal area, known as the Westfield-Virden Urban Renewal Area, designated as such pursuant to Chapter 403 of the 1981 Code of Iowa prior to July 1, 1979, and WHEREAS, the Project is consistent with the urban renewal plan for the urban renewal area, and WHEREAS, the City proposes to make the necessary arrangements with David J. Hershberger, doing business as Hershberger Development (the "Devel- oper") , for the financing (as hereinafter described) , or the improvement of, and purchase of equipment for a sales and warehouse . building by the con- struction of a building and adjacent parking area, located in the City (hereinafter sometimes referred to as the "Project"); and -1- WHEREAS, the location of this Project within the City will improve the general welfare of the inhabitants of the City; and WHEREAS, in order to expedite the anticipated public benefits and avoid delays which would otherwise occur pending the completion of the pro- cedures necessary to be carried out by the City to make the required funds available, and to enable the Developer to proceed with and complete the Pro- ject, it is considered necessary and desirable that the City provide satis- factory assurances that the proceeds of the sale of the proposed Qualified Urban Renewal Area Revenue Bonds, when issued, will be made available to finance the Project; and WHEREAS, it is deemed necessary and advisable for the promotion of the general welfare of the inhabitants of the City, that the Project be acquired, improved and equipped, as aforesaid, and that the City take such action as may be required under applicable statutory provisions to authorize and issue the Series 1982 Bonds, as hereinafter defined, to finance the cost of the Project; and WHEREAS, the aggregate cost of the Project, has been estimated not to exceed $200,000, and it is proposed to pay the cost of the Project, to that amount, through the issuance of the Qualified Urban Renewal Area Revenue Bonds, Series 1982 (Hershberger Development Project) (the "Series 1982 Bonds") but it is first necessary to conduct a public hearing on the proposal to issue the Series 1982 Bonds, as required and provided by Section 419.9 of the Act; NOW, THEREFORE, Be It Resolved by the City Council of the City of Waterloo, Iowa, as follows: Section 1 . That this Council meet at the Council Chambers in the City Hall in said City on the 12th day of July, 1982, at 7:00 o'clock P.M. , at which time and place a public hearing shall be held on the proposal to issue -2- -£- sanuanaa ag4 jo a.no 4Luo pue f,LeLos eLgeked eq ntm spuoq pees 4nq `uot4ex cq aauuet /cue ut aLgeked eq kog4 LLLM aou k4t0 pees to suot4e6LLgo Leaaua6 a4n4L4suoo 1.ou LLLM pue suoL4e6LLgo pe;LwLL eq LLLM `penssi uegt4 `spuoq @soul 'spuoq ag4 ol pa2ela.a anssL jo sesuedxe `aoue;suL pea ut `apnLouL sa4eWt2sa @soul weld LeMaua?=1 upgafl uapaLA-pLeL4.saM aq4 g4LM j.ua4sLsuoa sL pue utg4LM pejeooL st 43eCoad agl 'ee.ae 6uilaed 1ue erpp pue 6utpitnq e jo uoL;ana4suoo @ua. cq 6uLpLLnq asnogaaeM pue sales e 4o uot4ona2suoo 4o s4s!suoa g3LgM) enuan'J A4LsaaAtuf 4.o >aoLq paapunu auo eq4 4e pa4eaoL I4Lg eq. ut 4;LLLop4 6ui .sixe s;t o4 aedoLanaa pees iq s4uawanoadwL pup a.ueiudtnbe uLe;aao 4o uoL4LsLnbae eqa. jo `000`00Z$ 6utpeaoxe ;ou ;unowe Ledpoutad ut `k4L3 pees jo (4aeCoad 4uewdoLanaa aa6aaggs,aeH) Z86L see `spuog enu -@nod eaaj Leieuaj uegaH patj.Llenb anssL oa. Lesodoad age. uo 6uuaeaq otignd e 6uL;onpuoo jo esodand ago. aoj. •L.J•d >aoLa,o 00:1 4p `PMol `ooLao4epq ` LLeH I4LO ag4 ut saegwegg noun()) eq. 4e `Z861 'kyle 4o kep 1.1171 eq4 uo 4eew L L .I'% `eMoi `A4uno3 )jMeH >Iae o ut `ooLaa4etq 4o J4L3 aq4 4.o LLauno3 ,c .L3 aql 000`00Z$ 0333X3 01 ION SOWN 3RNJA3N V3V 1VM3N3d NVfl asu mnb 3ASS I Ol NOI IN3IN I JO 30I10N :WaoJ. 6u!MoLLOJ 044 /CLIPL1u24sgns ut `Afl3 pees utg4LM uo44e[ -noa!a LP eue6 p 6utneg pue pagsLignd aadedsMeu 1.26aL e `aatanog ooLaa4214 agl ut 6uL.apeq ag4 ao4 paxL4 a;ep eq. o4 aoLad skep (5L) uaa;4L4 ueu4 ssaL Tou @ouo 4seaL 4p uop.eDLignd cq spuog Z861. saLaaS ago anssL off. uoL4ua4uI 4o a0t4ou anL6 0; pagoaaLp i'gaaaq sL vaLO A143 eql 'Z uoLa.ae •spuog Z86L saunas ag4 anssL 04 Lesodoad age. ;sute6p a0 a04 sMeLA @Lag; ssaadxa 01 A;Lun;aoddo up ueAL6 eq LLegs apedde oqM s;uep -Lsaa LeooL Lie 6uLaeag 1,1301M 4P pup `4o0aaq aLgwpaad eq; ut o; paaaa4aa sp `000`OOZ$ paaoxe 01 qou pa;pWL;se A'i;uaaana ;unowe up ut spuog Z861. seuaaS age. to be derived by said City from a Loan Agreement, Mortgage and Security Agreement between said City and said Developer. At the time and place fixed for said public hearing, all local resi- dents who appear will be given an opportunity to express their views for or against the proposal to issue said bonds. By order of the City Council June 21, 1982. /7 ' y Cle Auditor Section 3. That the City hereby recogniz s that actions taken and to be taken by the Developer in connection with the acquisition and construction of the Project have been and will be taken in reliance upon the willingness of the City to issue the Series 1982 Bonds. Section 4. That all resolutions or parts thereof in conflict herewith. be and the same are hereby repealed, and this resolution shall be effective forthwith upon its passage and approval . Passed and approved June 21, 1982. 9,e_,!1 / Mayor ro-Tem Jack L. Roehr Attest: C' Clerk/Au ' or rry P. B er -4- I , Larry P. Burger, being first duly sworn, do hereby depose and certify that I am the duly appointed, qualified and acting City Clerk of the City of Waterloo, in Black Hawk County, Iowa, and that as such I have in my possession or have access to the official records of said City and of its officials and that I have compared the transcript hereto attached with said official records and that the same constitutes a true, correct and complete copy of such official records showing the action taken by the City Council of said City on June 14th, 1982, to fix a date for a public hearing on the proposal to issue not to exceed $200,000 Qualified Urban Renewal Area Revenue Bonds , Series 1982 (Hershberger Development Project) of said City. WITNESS my official signature and the seal of said City at Waterloo, Iowa, this 22nd day of June, 1982. ity er /Auditor L P. Burg (SEAL) STATE OF IOWA ) COUNTY OF BLACK HAWK ) ss. Subscribed and sworn to before me this day, the date last above written. Notary ublic in and for the State of Iowa My commission exp. res: '5? ` 0/(3 (Notarial Seal )