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Home My WebLink About1986-559-09.15.1986 RESOLUTION NO. 1986-559 A RESOLUTION AUTHORIZING THE EXECUTION OF A MEMORANDUM OF AGREEMENT WITH WATERLOO MEAT PACK, INC. WHEREAS, the City of Waterloo, in the County of Black Hawk, State of Iowa (the "Issuer") , is an incorporated municipality authorized and empowered by the provisions of Chapter 419 of the Code of Iowa, 1985, as amended (the "Act") , to issue revenue bonds for the purpose of financing the cost of acquiring, by construction of purchase, land, buildings, improvements and equipment, or any interest therein, suitable for the use of any industry or industries for the manufacturing, processing or assembling of any agricultural or manufactured products or of any commercial enterprise engaged in storing, warehousing or distributing products of agriculture, mining or industry, or of a national , regional or divisional headquarters facility of a company that does multistate business: and WHEREAS, the Issuer has been requested by Waterloo Meat Pack, Inc. (the "Company") to issue its revenue bonds pursuant to the Act for the purpose of financing the acquisition by construction or purchase of land, buildings, equipment and improvements suitable for use in the manufacturing or processing of agricultural products, specifically the slaughter of hogs and production of pork products (the "Project") , located within the Issuer: and WHEREAS, a Memorandum of Agreement in the form and with the contents set forth in Exhibit A attached hereto, has been presented to the Issuer under the terms of which the Issuer agrees, subject to the provisions of such Agreement, to pursue proceedings necessary under the Act to issue its revenue bonds for such purpose; NOW, THEREFORE, BE IT RESOLVED by the City Council of the Issuer, as follows: Section 1. The Memorandum of Agreement in the form and with the contents set forth in Exhibit A attached hereto be and the same is hereby approved and the Mayor is hereby authorized to execute said Memorandum of Agreement and the Clerk is hereby authorized to attest the same and to affix the seal of the Issuer thereto, said Memorandum of Agreement which constitutes and is hereby made a part of this Resolution to be in substantially the form, text and containing the provisions set forth in Exhbit A attached hereto. Section 2. Officials of the Issuer are hereby authorized to take such further action as may be necessary to carry out the intent and purpose of the Memorandum of Agreement. Section 3. All resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. j PASSED AND ADOPTED this /.6"iay of OW ' 1986. ernara L. Kinley, Mayor ATTEST tarr 4),91 r, City er uditor` EXHIBIT A MEMORANDUM OF AGREEMENT THIS MEMORANDUM OF AGREEMENT is between the City of Waterloo, Iowa, (the "Issuer") and Waterloo Meat Pack, Inc. (the "Company") . 1. Preliminary Statement. Among the matters of mutual inducement which have resulted in the execution of this Agreement are the following: (a) The Issuer is authorized by Chapter 419 of the Code of Iowa, 1985, as amended (the "Act") to issue revenue bonds for the purpose of financing the cost of acquiring, by construction or purchase, land, buildings, improvements and equipment, or any interest therein, suitable for the use of any industry of industries for the manufacturing, processing or assembling of any agricultural or manufactured products or of any commercial enterprise engaged in storing, warehousing or distributing products of agriculture, mining or industry, or of a national , regional or divisional headquarters facility of a company that does multistate business. (b) The Company wishes to obtain satisfactory assurance from the Issuer that subject to the public hearing required by the Act and Section 103(k) of the Internal Revenue Code such bonds will be issued by the Issuer in a principal amount sufficient to finance the costs of the acquisition by construction or purchase of land, buildings, equipment and improvements suitable for use in the manufacturing or processing of agricultural products, specifically the slaughter of hogs and production of pork products (the "Project") located within the Issuer. (c) The Issuer considers that the acquisition and construction of the Project and the financing of the same will promote the welfare and prosperity of the Issuer and its citizens. 2. Undertakings on the Part of the Issuer. (a) The Issuer will begin the proceedings necessary to authorize the issuance of such bonds, in an aggregate principal amount not to exceed $10,000,000. (b) Subject to due compliance with all requirements of law, including the provisions of and the public hearing required by the Act, it will cooperate with the Company in the issuance and sale of such bonds, and the proceeds from the issuance of such bonds shall be loaned to the Company upon terms sufficient to pay the principal of and interest and redemption premium, if any, on such bonds, as and when the same shall become due. 3. Undertakings on the Part of the Company. (a) It will use all reasonable efforts to cooperate with the Issuer and comply with the Act and all other provisions of the law relating to the Project and the issuance and sale of such bonds. (b) It will enter into a Loan Agreement with the Issuer under the terms of which the Company will obligate itself to pay to the Issuer sums sufficient to pay the principal of and interest and redemption premium, if any, on such bonds as and when the same shall become due and payable. 4. General Provisions. (a) All commitments on the part of the Issuer and the Company herein are subject to the condition that on or before one year from the date hereof (or such other date as shall be mutually agreed to) the Issuer and the Company shall have agreed to mutually acceptable terms relating to the issuance and sale of such bonds. (b) The Company agrees that it will reimburse the Issuer for all reasonable and necessary direct out-of-pocket expenses which the Issuer may incur at its request arising from the execution of this Agreement and the performance by the Issuer of its obligation hereunder, whether or not such bonds are issued. (c) All commitments of the Issuer hereunder are further subject to the conditions that the Issuer shall in no event incur any liability for any act or omission hereunder, and that such bonds described herein shall not constitute an indebtedness of the Issuer within the meaning of any constitutional or statutory provision and shall not constitute nor give rise to a pecuniary liability of the Issuer or a charge against its general credit or taxing powers. Dated thi s /- - day of L , 1986. Waterloo, Iowa By 747to Zle7 Mayor Attest: • Cler (Seal Waterloo Meat Pack, Inc. BY (Seal ) Oa1-11 tn .2no1-2rvolq FEisn9 A a tt o pzi r mo3 9r!f bnr, 19u22I srlt fio t^r€q Sr no 2tnsmi rrr!moo F FA (6) O-' Y, 6 g srlt mo^l1 n>;sY, anc 9^IOfi9d 6f1 7o no tt nortrbnoo srlt of tos�,du2 916r ks grit (oi bee ipb vF F5utum 9d F (6112 era 9t6b i911t0 ribU2 'io) t09i9''' Z z 2m191 s[d6tg903b vF F6Uturri of b99lp6 9V5r1 F F5ri2 Y,n5gm0J srlt bnb H Z: ZO .2bnod r1ou2 t0 9162 bnb 9Dn6U22 r 9r11 of pn i y . 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