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HomeMy WebLinkAbout1982 01-11 HRAP HRA AGENDA CITY OF BROOKLYN CENTER JANUARY 11, 1982 (Following.adjournment of the City Council meeting) 1. Call to Order 2. Roll Call 3. Approval of Minutes - December 21, 1981 4. Resolutions: a. Designating First Brookdale State Bank a Depository of HRA Funds b. Designating Marquette National Bank a Depository of HRA Funds .. v,, 5 c. Designating First Plymouth National Bank a Depository of HRA Funds -+-- Designating First Federal Savings & Loan Association a Depository of HRA Funds f' e. Designating Camden Northwestern State Bank a Depository of HRA Fuzds Designating First National Bank of Minneapolis a Depository of HRA t.. Funds I g. Approving One (.1) Rehabilitation Grant Application 5. Adjournment t Member introduced the following resolution and moved its adoptions RESOLUTION NO. RESOLUTION DESIGNATING THE FIRST BROOKDALE STATE BANK A DEPOSITORY OF-HRA FUNDS BE IT RESOLVED by the Housing and Redevelopment Authority of Brooklyn Center, Minnesota (HRA) that the First Brockdale State Bank be and is hereby designated as a depository for the funds of the Housing and Redevelopment Authority of Brooklyn Center, Minnesota. The Executive Director is authorized to deposit HRA funds therein to the extent that repayment is guaranteed by the Federal Deposit Insurance Corporation and such additional funds not to exceed the amount of 90% of collateral pledged to the HRA and approved by the HRA by said bank. BE IT FURTHER RESOLVED that the persons authorized by the HRA to act for the HRA in any of its business with the bank are any persons holding office from time to time as Executive Director and City Treasurer. All checks drawn upon an account of the HRA shall be signed by both of the above designated persons, BE IT FURTHER RESOLVED that tie Executive Director is Gerald G. Splinter and the City Treasurer is Pauj W. Holmlund. Date Chairman The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. Member introduced the following resolution and moved its adoption:- RESOLUTION NO RESOLUTION DESIGNATING THE MARQUETTE NATIONAL BANK A DEPOSITORY OF HRA FUNDS BE IT RESOLVED by the Housing and Redevelopment Authority of Brooklyn Center, Minnesota (HRA) that the Marquette National Bank be and is hereby designated as a depository for the funds of the Housing and Redevelopment Authority of Brooklyn Center, Minnesota. The Executive. Director is authorized to deposit HRA funds therein to the extent that repayment is guaranteed by the Federal Deposit Insurance Corporation and such additional funds not to exceed the amount of 90% of collateral pledged to the HRA and approved by the HRA by said bank. BE IT FURTHER RESOLVED that the persons authorized by the HRA to act for the HRA in any of its business with the bank are any persons holding office from time to time as Executive Director and City Treasurer. All checks drawn upon an account of the HRA shall be signed by both of the above designated persons. BE IT FURTHER RESOLVED that the Executive Director is Gerald G. Splinter and the City Treasurer is Paul W. Holmlund. Date Chairman The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. e l ) d Member introduced the following resolution and moved its adoption: RESOLUTION NO. RESOLUTION DESIGNATING THE FIRST PLYMOUTH NATIONAL BANK A DEPOSITORY OF HRA FUNDS BE IT- RESOLVED by the Housing and Redevelopment Authority of Brooklyn Center, Minnesota (HRA) that the First Plymouth National Bank be and is hereby designated as a depository for the funds of the Housing and Redevelopment Authority of Brooklyn Center, Minnesota. The Executive Director is authorized` to deposit HRA funds therein to the extent that repayment is guaranteed by the Federal Deposit Insurance Corporation and such additional funds not to exceed the amount of 90% of collateral pledged to the HRA and approved by the HRA by said bank. BE IT FURTHER RESOLVED that the persons authorized by the HRA to act for the HRA in any of its business with the bank are any persons holding office from time to time as Executive Director and City Treasurer. All checks drawn upon an account of the HRA shall be signed by both of the above designated persons. BE IT FURTHER RESOLVED that the Executive Director is Gerald C. Splinter and the City Treasurer is Paul W. Holmlund. r Date Chairman The motion for the adoption of the foregoing resolution was duly seconded by - member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. 11 Cl Member introduced the following resolution and moved its adoption: RESOLUTION N0. RESOLUTION DESIGNATING THE FIRST FEDERAL SAVINGS & LOAN ASSOCIATION A DEPOSITORY OF HRA FUNDS BE IT RESOLVED by the Housing and Redevelopment Authority of Brooklyn Center, Minnesota (HRA) that the First Federal Savings & Loan Association be and is hereby designated as a depository for the funds of the Housing and Redevelopment Authority of Brooklyn Center, Minnesota. The Executive Director is authorized to deposit HRA funds therein to the extent that repayment is guaranteed by the Federal Deposit Insurance Corporation and such additional funds not to exceed the amount of 900 of collateral pledged to the HRA and approved by the HRA by said bank. BE IT FURTHER RESOLVED that the persons authorized by the HRA to act for the HRA in any of its business with the bank are any persons holding office from time to time as Executive_ Director and City Treasurer. All checks drawn upon an account of the HRA shall be signed by both of the above designated persons BE IT FURTHER RESOLVED that the Executive Director is Gerald G. Splinter and the City Treasurer is Paul W Holmlund. Date Chairman The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. Member introduced the following resolution and moved its adoption: RESOLUTION NO. RESOLUTION DESIGNATING THE CAMDEN NORTHWESTERN STATE BANK A DEPOSITORY OF HRA FUNDS BE IT RESOLVED by the Housing and Redevelopment Authority of Brooklyn Center, Minnesota (HRA) that the Camden_ Northwestern State Bank be and is here- by designated as a depository for the funds of the Housing and Redevelopment Authority of Brooklyn Center, Minnesota. The Executive Director is authorized to deposit HRA funds therein to the extent that repayment is guaranteed by the Federal Deposit Insurance Corporation and such additional funds not to exceed the amount of 90% of collateral pledged to the HRA and approved by the HRA by said bank. BE IT FURTHER RESOLVED that the persons authorized by the HRA to act for the HRA in any of its business with the bank are any persons holding office from time to time as Executive Director and City Treasurer. All checks drawn upon an account of the HRA shall be signed by both of the above designated persons. BE IT FURTHER RESOLVED that the Executive Director is Gerald G. Splinter and the City Treasurer is Paul W. Holmlund. Date Chairman The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in favor thereof: and the following voted against, the same: whereupon said resolution was declared duly passed and adopted. I I i Member introduced the following resolution and moved its adoption: RESOLUTION NO. RESOLUTION DESIGNATING THE FIRST NATIONAL BANK OF MINNEAPOLIS A DEPOSITORY OF HRA FUNDS BE .IT RESOLVED by the Housing and Redevelopment Authority of Brooklyn Center, Minnesota -(HRA) that the First National Bank of Minneapolis be and is hereby designated as a depository for the funds of the Housing and Redevelop - ment Authority of Brooklyn Center, Minnesota. The Executive Director is authorized to deposit HRA funds therein to the extent that repayment is guaranteed by the Federal Deposit Insurance Corporation and such additional funds not to exceed the amount of 90% of collateral pledged to the HRA and approved by the HRA by said bank. BE IT FURTHER RESOLVED that the persons authorized by the HRA to act for the HRA in any of its business with the bank are any persons holding office from time to time as Executive Director and City Treasurer. All checks drawn upon an account of the HRA shall be signed by both of the above designated persons BE IT FURTHER RESOLVED that the Executive Director is Gerald G. Splinter and the City Treasurer is Paul W. Holmlund. Date Chairman The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the 'same: whereupon said resolution was declared duly passed and adopted. Y Member introduced the following resolution and moved its adoption: V . RESOLUTION NO. RESOLUTION APPROVING ONE (1) BROOKLYN CENTER HOUSING' REHABILITATION GRANT WHEREAS, the Brooklyn Center Housing and Redevelopment Authority has established a Home Rehabilitation Grant Program to assist low and moderate income individuals in the maintenance and repair of their homes; and WHEREAS, the Brooklyn Center Housing and Redevelopment Authority has received one (1) application from eligible individuals to receive grant assistance; and WHEREAS, an inspection by the City of Brooklyn Center has determined that the work is necessary and appropriate under the Brooklyn Center Housing Rehabilitation Grant Program; and WHEREAS, the estimated cost of the proposed grant application is estimated at $7,500. NOW, THEREFORE, BE IT RESOLVED by the Brooklyn Center Housing and Redevelopment Authority that: 1. The Brooklyn Center Housing and Redevelopment Authority does approve the one (1) housing and rehabilitation grant application PP g as recommended by the staff. 2. That the work be performed as recommended by the staff and that the applicant be directed to obtain the necessary bids for staff review and approval. 3. The project shall not exceed the grant limits of ,$7,500 per house. Date Chairman The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. MEMORANDUM' TO: Gerald G. Splinter, City Manager FROM: Brad Hoffman, Administrative Assistant DATE: January 8, 1982 SUBJECT: Recommended Home Rehabilitation Grant It is recommended that a grant not to exceed $7,500 be given to Mr. Frank Cosy at 5726 Knox Avenue North. The information in this memorandum is confidential and not available to the general public. The following work is recommended: 1. Reroof the house 2. Repair damaged ceilings in kitchen and dining room 3. Paint exterior gable 4. Add safety valve to hot water heater 5. Check wall insulation /insulate if needed 6. Repair cracked plaster in bathroom 7. Repair ceiling damage in bed room 8. Repair front door lock and trim 9. Caulk windows 10. Install hard wire smoke detector CITY OF BROOKLYN CENTER Notice is hereby given that a public hearing will be held on the 8th day of February , 1982 at 8:00 p•m• at the City Hall, f301 Shingle Creek Parkway, to consider an amendment to the Zoning Ordinance regarding Home Occupations. ORDINANCE N0. AN ORDINANCE AMENDING CHAPTERS 34 AND 35 REGARDING THE PROVISIONS FOR HOME OCCUPATIONS THE CITY COUNCIL OF THE CITY OF BROOKLYN CENTER DOES ORDAIN AS FOLLOWS 'Section 1. The following provisions of S34 -110 and S35 -900 of the City Ordinances are hereby repealed. Home Occupation - [Any gainful occupation or profession, engaged in by the occupant of a dwelling unit within said dwelling, which is clearly incidental and secondary to the residential use of the premises, provided, such activity does not produce light, glare, noise, - odor or vibration perceptible beyond the boundaries of the premises; does not involve the use of accessory structures; and further provided that said activity does not involve any of the following: repair, service or manufacturing which requires equip- ment other than that customarily found in a home; over- the - counter sale of merchandise produced off the premises; or the employment of persons on the premises, other than those customarily residing on the premises. Examples include: dressmaking; secretarial services; professional offices; answering service; individual music or art instruction; individual hobby craft; child day care (defined as the care of not more than five (5) nonresident children and provided the facility and operation are properly licensed by the County, and provided a record of said license is on file with the City); and the like.] Home Occupation, Special - [Any gainful occupation or profession, approved by special use permission, engaged in by the occupant of a dwelling unit within said dwelling or involving not more than one accessory use permitted by Section 35 -310 or Section 35 -311, and which involves any of the following: stock -in -trade incidental to the performance of the service; repair, service, or manufacturing which requires equipment other than that custo- marily found in a home; the employment on the premises, at any one time, of not more than one person who is a nonresident of the premises; the teaching of more than one (1) but not more than four (4) nonresident students at any given time; or the need for not more than two (2) parking spaces in addition to spaces required for the persons residing on the premises; and provided the activity: is clearly incidental and secondary to the residential use of the premises, including the dwelling, and permitted accessory buildings or installations thereon; does not pro - duce light glare, noise, odor or vibration perceptible beyond the boundaries of the premises; does not consist of over- the - counter sales of merchandise produced off the premises. Examples include: <t barber and beauty services, shoe repair, photography studio, group lessons, saw sharpening, motor - driven appliance and small engine repair, and the like.] Section 2. S34 -110 and 835 -900 of the City Ordinances are amended by the addition of the following: Home Occupation - _Subject to the further limitations of §35 -405 of the Zoni Ordinance, a Home Oc is any gainful occupation or profession, carried on within a Dwelling Unit, by a family member residing within a Dwelling Unit, which is clearly incidental and secondary to the residential use o -the Dwelling Unit and the Lot upon which it is con- structed, including, without limitation, dressmaking, secre- tarial services, professional offices, answering services, individual music or art instruction, individual hobby crafts, and clay care and similar activities. Home Occupation, Special - Subject to the further limitations of §35 -406 hereof, and subject to approval by the City Council, a special home occupation is any gainful occupation or profession carried on within a Dwelling Unit or any permitted accessory buildings or installations on a Lot, by a family member re- siding within the Dwelling Unit, which is clearly incidenta and secondary to the residential use of the Dwelling Unit, the accessory structures, and the Lot upon which it is constructed, including, without limitation, barber and beauty services, shoe repair, photography studios, group lessons, saw sharpening, motor_ driven appliances and small engine repair, and similar activities. Section 3., Chapter 35 of the Brooklyn Center Zoning Ordinance, is amended by the addition of the following: 935 -405. ADDITIONAL REQUIREMENTS FOR HOME OCCUPATIONS: 1. No home occupation shall produce light, glare noise, odor or vibration perceptible beyond the boundaries of the Lot; 2. No home occupation shall involve the use of any accessory structures or installations; 3. No home occupation shall involve the use of equipment other than that customarily found in a residential Dwelling Unit 4. No home occupation shall involve the retail sale of merchandise produced off the Lot; 5. N o home occupation shall involve the employment_ on the Lot of persons who are not members of the_ family residing on the Lot; 6 No home occupation providing day care shall serve more than ten (10) children who are not members of the family occupying the Dwelling Unit; and such day care home occupation shall be licensed by Hennepin Count and a copy of the said license shall be kept on file with the City Clerk; 7. No home occupation shall cause traffic congestion on the Lot containing the home occupation or on the streets adjacent thereto; 8. No automobile parking related to the home occupation shall be permitted on the street. S35 - 406. ADDITIONAL REQUIREMENTS FOR SPECIAL HOME OCCUPATIONS 1. All special home occupations shall require approval of a special use permit pursuant to 535 -220 of the Brooklyn Center Zoning Ordinance; 2. No special home occupation shall use more than one accessory structure or installation and such structure or installation must be a permitted use under S35 --310 and S35 -311 of the Brooklyn Center Zoning Ordinance 3. A special home occupation may use equipment not customarily found in a residential Dwelling Unit; 4. No special home occupation shall employ, at anyone ti me, more than one person who is not a member of the family occupying the Dweel� 1 g Unit; 5. No ssecial home occupation may include the teaching of more than ten (10) students at one time who are not members of the family occupying the Dwelling Unit; 6. No special home occupation shall cause traffic congestion on the lot containing the Special home occupation or on the streets adjacent thereto. 7. No automobile larking related to the special home occupatio shall be permitted on the street provided, however, that upon a finding that the Special home occupation is not feasible without on street parking, the City Council may authorize parking on the street based upon a consideration of S35 -220.2 and of the following: (a) The amount of the applicant's street frontage,, (b) The rights of adjacent residents to park on the street. (c) Preservation of the residential character of the neighborhood B. No special home occupation shall produce l ght,. • glare, noise, odor or vibration perceptible beyond the boundaries of the Lot; 9`. No special ho me occupation shall include the reta�'1 sale of merchandise produce off the Lot. Section 4. This Ordinance shall become effective after adoption and upon thirty (30) days following its legal publication. Adopted this day of , 1981.. Mayor ATTEST: Clerk Date of Publication Effective Date (Underline indicates new matter, brackets indicate matter to be deleted.) i Member introduced the following resolution and moved for its adoption: RESOLUTION NO. PROVIDING FOR THE ISSUANCE AND SALE OF COMMERCIAL DEVELOPMENT REVENUE BONDS PURSUANT TO CHAPTER 474, MINNESOTA'STATUTES, TO PROVIDE FUNDS TO BE LOANED TO BROOKDALE OFFICE PARTNERSHIP FOR COMMERCIAL DEVELOPMENT PROJECT - WHEREAS, the City is, by the - Constitution and Laws of the State of Minnesota, including Chapter 474, Minnesota Statutes, as amended.(the "Act "),, authorized to issue and sell its revenue bonds for the purpose of undertaking • an authorized project, and to enter into contracts necessary or convenient in the exercise of the powers granted by the Act and to pledge revenues of the project and otherwise secure such bonds; and WHEREAS, the City Council hereby determines that it is desirable and expedient to authorize, and the City Council does hereby authorize, the issuance and sale of Commercial Development Revenue Bonds "(BROOKDALE`OFFICE PARK,PARTNERSHIP PROJECT), Series 1982 (the "Bonds ") of the City in the aggregate principal amount of Eight Million Two Hundred Thousand Dollars ($8, 200,000) pursuant to the Act to provide money to be loaned to Brookdale Office Partnership, a Minnesota general partnership ( the "Obligor "), to finance costs of acquiring, constructing, improving and equipping commercial buildings in the City (the "Project Buildings ") to be owned by the Partnership and leased to various tenants, together with necessary equipment (the "Project Equipment ") to be located permanently in and become a part of the ° 10 Project Buildings or the site thereof (the "Project Site ") and necessary site improvements (collectively, the "Project" as more fully defined in the Loan Agreement hereinafter mentioned); and WHEREAS, forms of the following documents relating to the Bonds and the Project have been submitted to and examined by the `City 'Council and are now on file in the office of the City Clerk: (a) Loan Agreement (the "Loan Agreement ") dated as of January 1, 1982 by and between the City and the Obligor whereby, among other things, the City agrees to sell the Bonds to make a,loan to the Obligor of the proceeds of the sale of the Bonds and the Obligor covenants to complete the Project and to pay amounts sufficient to provide for the prompt payment of the principal of and interest and premium, if any, on the Bonds; and (b) Indenture of Trust (the "Indenture ") dated as of January 1, 1982 from the City to First Trust Company of Saint Paul,, in St. Paul, Minnesota, as trustee (the "Trustee "), whereby the City assigns its interests in the hereinafter mentioned Loan Agreement and loan repayments to be made by the Obligor thereunder to the Trustee; and RESOLUTION NO. (c) Irrevocable Letter of Credit (the "Letter of Credit ") dated January 1, 1982 from The First National Bank of Minneapolis (the "Bank ") to the Trustee securing the repayment of the principal of the Bonds (this document not to be executed by the City) and (d) Letter of Credit Agreement (the "Letter of Credit Agreement ") dated as of January 1, 1982 by and among the Obligor, the City, the Trustee and the Bank providing for reimbursement by the Obligor of amounts paid under the Letter of Credit and certain other covenants; and (e) Combination Mortgage, Security Agreement and Fixture Financing Statement (the "Mortgage ") dated as of Janauary 1, 1982 from the Obligor to the Trustee granting the Trustee a mortgage lien on and security interest in the Project Site and the Project Building (the "Project Facilities ") as security for the Bonds (this document not to be executed by the City); and (f} Combination Mortgage, Security Agreement and Fixture Financing Statement (the "Bank Mortgage ") dated as of January 1, 1982 from the Obligor to the Bank, whereby the Obligor grants a mortgage lien on and security interest in the Project Facilities to the Bank as security for the Letter of Credit Agreement (this docu- ment not to be executed by the City); and (g) Guaranty (the "Guaranty ") dated as of January 1, 1982 from Harold Roitenberg, C. E. Sheehy and Gary S. Holmes (the "Guarantors") to the City whereby the Guarantors unconditionally, jointly and severally guaranty the payment of all amounts payable by the Obligor pursuant to, and the performance by the Obligor of its other duties under, the Loan Agreement to the extent provided therein (this document not to be executed by the City); and (h) Guaranty (the "Bank Guaranty ") dated, as of January 1, 1982 from the Guarantors to the Bank whereby the Guarantors unconditionally, jointly and severally guaranty the performance of the Obligor's obligations under the Bank Mortgage and the Letter of Credit Agree- ment and certain other documents (this document not to be executed by the City); and {i) Demand Promissory Note (the "Note ") from the Obligor to the Bank whereby the Obligor agrees to pay to the Bank the amount owing under the Letter of Credit Agreement (this document not to be executed by the City); and (j) First Assisgnment of Rents and Leases (the "Assignment ") dated as of January 1, 1982 from the Obligor to the Trustee whereby the Obligor assigns the Partnership's interest in leases of space in the Project Buildings and the _rentals derived therefrom to the Trustee as security for the Bonds (this document not to be executed by the City); and RESOLUTION NO. (k) Second Assignment of Rents and Leases (the "Bank Assignment ") dated as of January 1, 1982 from the Partnership to the Bank whereby the Partnership assigns the Partnership's interest in leases of space in the Project Buildings and the rentals derived` therefrom to the Bank as security for payment of the indebtedness represented by the Note and of the amounts required to be paid by the Letter of Credit Agreement (this document not to be executed by the City); and (1) Security Agreement (the "Security Agreement ") from one of the Guarantors to the Trustee and the Bank whereby the Guarantor pledges certain property as security for the payment by the Obligor to the Bank and the Trustee of the amounts owing under the Letter of Credit Agreement, the Bank Mortgage, the Bank Guaranty, the Loan Agreement, the Mortgage and the Guaranty (this document not to be executed by the City) and (m) Bond Purchase Agreement (the "Bond Purchase Agreement ") dated as of January 19, 1982 from Miller &- Schroeder Municipals, Inc. (the "Underwriter ") to the City and the Obligor, providing for the purchase of the Bonds by the Underwriter; and (n) Preliminary Official Statement dated January 4, 1982 and Official Statement dated January 11, 1982 (collectively, the "Official Statement ") describing the offer of the Bonds, certain terms and provisions of the foregoing documents and certain information con- cerning the Bank and the Obligor as deemed material by the Bank and the Obligor; and WHEREAS, it is hereby found, determined and declared that: (a) The Project, as described herein and in the Loan Agreement, based upon the representations of the Obligor, constitutes a revenue - producing enterprise and is a project authorized by and described in Section 474.02, Subd. la, of the Act. (b) The purpose of the Project is and the effect thereof will be to promote the public welfare by: preventing the emergence of blighted and marginal lands and areas of chronic unemployment; preventing economic deterioration; the development of sound industry and commerce to use the available resources of the community, in order to retain the benefit of the community's existing investment in educational and public, service facilities; halting the movement of talented, educated personnel to other areas and thus preserving the economic and human resouces needed as a base for providing governmental services and facilities; adding to the tax base of the City and the county and school district iri which the Project Facilities will be located. RESOLUTION NO. (c) The Project has been approved by preliminary resolution of the Council duly adopted March 23, 1981, after a public hearing thereon, duly called and held and has been approved by the , Commissioner of Securities of the State of Minnesota as tending to further the purposes and policies of the Act. {d) The issuance and sale of the Bonds, the execution and delivery of the Loan Agreement, the Letter of Credit Agreement, the Bond Puchase Agreement and the Indenture and the performance of all covenants and agreements of the City contained in the Bonds, the Loan Agreement, the Letter of Credit Agreement, the Bond Purchase Agreement and the Indenture and all other acts and things required under the Charter of the City and the Constitution and laws of the State of Minnesota to make the Bonds, the Loan Agreement, the Letter of Credit Agreement and the Indenture valid and binding obligations of the City in accordance with their terms, are permitted by the Act. (e) There is no litigation pending or, to the best of its knowledge threatened, against the City relating to the Project or to the Bonds, the Loan Agreement, the Letter of Credit Agreement or the Indenture, or questioning the organization of the City or its power or authority to issue the Bonds or execute and deliver the Loan Agreement, the Letter of Credit Agreement, the Bond Purchase Agreement and the Indenture. (f) The execution and delivery of and the performance of the City's obligations under the Bonds, the Loan Agreement, the Letter of Credit Agreement, the Bond Purchase Agreement and the Indenture have been fully authorized by all requisite action and do not and will not violate any law, any provision of the City Charter,_ any order of any court or other agency of government, or any indenture, agreement or other instrument to which the City is a party or by which it or any of its property is bound, or be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under any such indenture, agreement or other instrument (g) The Loan Agreement provides for payments by the Obligor to the Trustee for the account of the City of such amounts as will be sufficient to pay the principal of, interest and premium, if any, on the Bonds when due. The Loan Agreement obligates the Obligor to provide for the operation and maintenance of the Project Facilities, including adequate insurance, taxes and special assessments. (h) As required by the provisions of Section 474.10 of the Act, the Bonds shall recite that the Bonds are not to be payable from nor charged upon any funds other than amounts payable by the Obligor pursuant to the Loan Agreement which are pledged to the payment thereof, and, in event of default, moneys derived from the Letter RESOLUTION NO; of Credit or 'foreclosure or other enforcement of the Guaranty, the Security Agreements, the assignment or the Mortgage; the City is not subject to any liability thereon; no Holder of the Bonds shall ever have.the right to compel the exercise of the taxing power of the City to pay the Bonds or the interest thereon, nor to enforce payment thereof against any property of the City; the Bonds shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City; and such Bonds do not constitute an indebtedness of the City within the meaning of any constitutional, statutory or charter limitation. ' i UY Nothing has come to the attention of the City Council to indicate that any member of the City Council (i) has a direct or indirect interest in the Project, the Loan Agreement, the Mortgage, the Guaranty, the Security Agreements, the Assignment or the Bonds, (ii) owns any capital stock of or other interest in the Project, (iii) will be involved in supervising the completion of the Project on behalf of the Obligor, or (iv) will receive any commission, bonus or other remuneration for or in respect of the Project, the Loan Agreement or the Bonds. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center: 1. Approval and Execution of Documents The forms of Loan Agreement, ti Indenture, Letter of Credit, Letter of Credit Agreement, Mortgage, Bank Mortgage, Guaranty, Bank Guaranty, Note, Assignment, Bank Assignment, Security Agreements, Bond Purchase Agreement and Official Statement referred to above are approved. The Loan p Agreement, Letter of Credit Agreement, Bond Purchase Agreement and Indenture shall be executed in the name and on behalf of the City by the Mayor and the City Manager in substantially the form on file, but with all such changes therein, not inconsistent with the Act or other law, as may be approved by the officers executing the same, which approval shall be conclusively evidenced by the execution thereof. The Letter "of Credit, Bank Mortgage, Mortgage, Guaranty, Bank Guaranty, Note, Assignment, Bank Assignment and Security Agreements may contain such revisions as may be approved ` by the Bank and the Obligor. 2. Approval, of Terms and Sale of Bonds The City shall proceed forthwith to issue its City of Brooklyn Center Commercial Development Revenue Bonds (BROOKDALE OFFICE PARK PARTNERSHIP PROJECT), Series 1982, in the authorized principal amount of $8`,200,000, of which $4,240,000 in principal amount shall mature on January 1, 1985 and bear interest at the rate of ten & one- fourth percent ( 10�%) per annum and $3,960,000 in principal amount shall mature on January 1, 1987 and bear interest at the rate of eleven percent ( 11 %) per annum and which shall be substantially in the form, payable in the installments and otherwise containing the provisions set forth in the form of Bond contained in the Indenture, which terms and provisions are hereby approved and incorporated in this Bond Resolution and made a part hereof. The Bonds, numbered 1 to 1,640 in order of maturity, RESOLUTION NO. shall be issued and delivered to the Underwriter in the authorized- principal amount of $8,200,000 and as authorized by the Act, principal of and interest on the Bonds shall be payable at the main office of the Trustee or its successor as paying agent under, the Indenture in lawful money of the United States of America. The proposal of the Underwriter to purchase such Bonds at a price of is hereby found and determined to be reasonable and is hereby accepted.- 3. Execution, Delivery and - Endorsement of Bonds. The coupon Bonds shall be executed by the facsimile signatures of the Mayor and City Manager and a facsimile of the official seal of the City shall be imprinted o thereon, and the appurtenant coupons shall be executed by the facsimile signatures of the Mayor and City Manager. When so prepared and executed, the Bonds shall be delivered to the Underwriter upon payment (' of the purchase price therefore, and upon receipt of the signed legal opinion of Kutak Rock & Huie, bond counsel, pursuant to the Bond Purchase Agreement. Each of the Bonds shall contain a recital that it is issued pursuant to the Act, and such recital shall be conclusive ` evidence of the validity and regularity of the issuance thereof. 4. Registration Records The City Clerk and City Manager are authorized and directed to deliver a certified copy of this Bond Resolution to the County Auditor of Hennepin County, together with such other } information as the County Auditor may require, and obtain the certificate of the `County Auditor as to entry of the Bonds on his bond register as required by the Act and Section 475.63, Minnesota Statutes. 5. $10 Million Election The City hereby elects that the $10 million limitation of capital expenditures set forth in Section 103 (b) (6) (D) of the Internal Revenue Code of 1954, as amended, shall be applicable to the Project and the Bonds, and the Mayor or City Manager shall execute and file on behalf of the City the form of election required by said Section and the regulations thereunder. 6. Amendments, Changes and Modifications to Loan Agreement, Indenture and Bond Resolution The City shall not enter into or make any change, modification, alteration or termination of the Loan Agreement, the Indenture or this Bond Resolution without the written consent of the Trustee. 7. Pledge to Holder Pursuant to the Indenture, the City shall pledge And assign to the Trustee all interest of the City in the revenues of the Project and the Project Facilities, including all loan re- payments to be made by the Obligor under the Loan Agreement (except for certain rights to indemnification and the payment of fees and expenses) All collections of moneys by the City in any proceeding for enforcement of the obligations of the obligor under the Loan Agreement shall be received, held and applied by the City for the benefit of the Holders of the Bonds. RESOLUTION NO. 8. Covenants with Holders; Enforceability All provisions of the Bonds and of this Bond Resolution and all representations and undertakings by the City in the Loan Agreement are hereby declared to be covenants between the City and the Holders of the Bonds and shall be enforceable by the Holder in a proceeding brought for that purpose; provided that no such covenant, representation or undertaking shall ever give rise to any pecuniary liability of the City, its employees,"o €ficers or agents or constitute a charge against its general credit or taxing powers. 9. Definitions and Interpretation Terms not otherwise defined in this Bond Resolution but defined in the Loan Agreement shall have the same meanings in this Bond Resolution and shall be interpreted herein as provided therein. Notices may be given as provided in Section 11.1 of the Loan Agreement. In case any provision of this Bond Resolution is for any reason illegal or invalid or inoperable, such illegality or invalidity or inoperability shall not affect the remaining provisions of this Bond Resolution, which shall be construed or enforced as if such illegal or invalid or inoperable provision were not contained herein. 10. Authorized Representative The City Manager is hereby designated as an authorized representative of the City for purposes of signing any Issuer Request, Issuer Order or Issuer Consent (as defined in the Loan Agreement) 11. Certifications The Mayor, City Manager, City Clerk and other officers Y ► Y g , Y of the City are authorized and directed to prepare and furnish to Kutak Rock & Huie, bond counsel, to the Obligor, to the Trustee, to the Bank and to counsel for the Obligor and the Bank, certified copies of all proceedings and records of the City relating to the Project and the Bonds, and such other affidavits and certificates as may be required to show the facts appearing from the books and records in the officers' custody and control or as otherwise known to them; and all such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the City as to the truth of all statements contained therein. 12. Official Statement The City hereby approves and consents to the use by the Underwriter in the marketing of the Bonds of the Official Statement. Date Mayor r ATTEST: Clerk The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. I Member introduced the following resolution and moved for its adoption: RESOLUTION NO. PROVIDING FOR THE ISSUANCE AND SALE OF COMMERCIAL DEVELOPMENT REVENUE BONDS PURSUANT TO CHAPTER 474, MINNESOTA STATUTES, TO PROVIDE FUNDS TO BE LOANED TO BROOKDALE OFFICE PARTNERSHIP; FOR COMMERCIAL DEVELOPMENT PROJECT WHEREAS, the City is, by the Constitution and Laws of the State of Minnesota, including Chapter 474, Minnesota Statutes, as amended (the "Act "), authorized to issue and sell its revenue bonds for the purpose of undertaking an authorized project, and to enter into contracts necessary or convenient in the exercise of the powers granted by the Act and to pledge revenues of the project and otherwise secure such bonds; and WHEREAS, the City Council hereby determines that it is desirable and expedient to authorize, and the City Council does hereby authorize, the issuance and sale of Commercial Development Revenue Bonds (BROOKDALE OFFICE PARK PARTNERSHIP PROJECT), Series 1982 (the "Bonds ") of the City in the aggregate principal amount of Eight: Million Two Hundred Thousand Dollars '($8, 200,000) pursuant to the Act to provide money to be loaned to Brookdale Office Partnership, a Minnesota general partnership (the "Obligor "), to finance costs of acquiring, constructing, improving and equipping commercial buildings in the City (the "Project Buildings ") to be owned by the Partnership and leased to various tenants, together with necessary equipment (the "Project Equipment ") to be located permanently in and become a part of the Project Buildings or the site thereof (the "Project Site ") and necessary site improvements (collectively, the "Project" as more fully defined in the Loan Agreement._ hereinafter mentioned); and WHEREAS, forms of the following documents relating to the Bonds and the Project have been submitted to and examined by the City Council and are now on file in the office of the City Clerk: (a) Loan Agreement (the "Loan Agreement ") dated as of January 1, 1982 by and between the City and the Obligor whereby, among other things, the City-agrees to sell the Bonds to make a loan to the Obligor of the proceeds of the sale of the Bonds and the Obligor covenants to complete the Project and to pay amounts sufficient to provide for the prompt payment of the principal of and interest and premium, if any, on the Bonds; and (b) Indenture of Trust (the "Indenture ") dated as of January 1, 1982 from the City to First Trust Company of Saint Paul, in St. Paul, Minnesota, as trustee (the "Trustee "), whereby the City assigns its interests in the hereinafter mentioned Loan Agreement and loan repayments to be made by the Obligor thereunder to the Trustee; and <; RESOLUTION NO. w , (c) Irrevocable Letter of Credit (the "Letter of Credit ") dated January 1, 1982 from The First National Bank of Minneapolis " the "Bank" to he Trustee securing the repayment ) t g of the P Y P r e in i Bonds this document not to be executed i P al of the Bo by the City) and 4 (d) Letter of Credit Agreement (the "Letter of Credit Agreement ") dated as of January 1, 1982 by and among the Obligor, the City, the Trustee and the Bank providing for reimbursement by the Obligor of amounts paid under the Letter of Credit and certain other covenants; and (e) Combination Mortgage, Security Agreement and Fixture Financing Statement (the "Mortgage ") dated as of Janauary 1, 1982 from the .Obligor to the Trustee granting the Trustee a mortgage lien on and security interest in the Project Site and the Project Building (the "Project Facilities ") as security for the Bonds (this document not to be executed by the City); and (f) Combination Mortgage, Security Agreement and Fixture Financing Statement (the "Bank Mortgage ") dated as of January 1, 1982 from the Obligor to the Bank, whereby the Obligor grants a mortgage lien on and security interest in the Project Facilities to the Bank as security for the Letter of Credit Agreement (this docu- ment not to be executed by the City); and , (g) Guaranty (the "Guaranty ") dated as of January 1, 1982 from Harold Roitenberg, C. E Sheehy and Gary S. Holmes (the "Guarantors ") to the City whereby the Guarantors unconditionally, jointly and severally guaranty the payment of all amounts payable by the Obligor pursuant to, and the performance by the Obligor of its others duties under, the Loan Agreement to the extent provided therein (this document not to be executed by the City); and (h) Guaranty (the "Bank Guaranty ") dated as of January 1, 1982 from the Guarantors to the Bank whereby the Guarantors unconditionally, jointly and severally guaranty the performance of the Obligor's obligations under the Bank Mortgage and the Letter of Credit Agree- ment and certain other documents (this document not to be executed by the City); and (i) Demand Promissory Note (the "Note ") from the Obligor to the Bank whereby the Obligor agrees to pay to the Bank the amount owing under the Letter of Credit Agreement (this document not to be executed by the City); and (j) First Assisgnment of Rents and Leases (the "Assignment ") dated as of January 1, 1982 from the Obligor to the Trustee whereby the Obligor assigns the Partnership's interest in Teases of space in the Project Buildings and the rentals derived therefrom to the Trustee as security for the Bonds (this document, not to be executed by the City); and RESOLUTION NO. (k) Second Assignment of Rents and Leases (the "Bank Assignment ") dated as of January 1, 1982 from the Partnership to the Bank whereby the Partnership assigns the Partnership's interest in leases of space in the Project Buildings and the rentals derived therefrom to the Bank as security for payment of the indebtedness represented by the Note and of the amounts required to be paid by the Letter of Credit Agreement (this document not to be executed by the City); and (1) Security Agreement (the "Security Agreement ") from one of the Guarantors to the Trustee and the Bank whereby the Guarantor pledges certain property as security for the payment by the Obligor to the Bank and the Trustee of the amounts owing under the Letter of Credit Agreement, the Bank Mortgage, the Bank Guaranty, the Loan Agreement, the Mortgage and the Guaranty (this document not to be executed by the City); and (m) Bond Purchase Agreement (the "Bond Purchase Agreement ") dated as of January 19, 1982 from Miller & Schroeder Municipals, Inc (the "Underwriter ") to the City and the Obligor, providing for the purchase; of the Bonds by the Underwriter; and (n) Preliminary Official Statement dated January 4, 1982 and Official Statement dated January 11, 1982 (collectively, the "Official Statement ") describing the offer of the Bonds, certain, terms and provisions of the foregoing documents and certain information con - cerning the Bank and the Obligor as deemed material by the Bank and the Obligor and WHEREAS, it is hereby found, determined and declared that: (a) The Project, as described herein and in the Loan Agreement, based upon the representations of the Obligor, constitutes 'a revenue- producing enterprise and is a project authorized by and described in Section 474.02, Subd. la, of the Act. (b) The purpose of the Project is and the effect thereof will be to promote the public welfare by: preventing the emergence of blighted and marginal lands and areas of chronic unemployment; preventing economic deterioration; the development of sound industry and commerce to use the available resources of the community, in order to retain the benefit of the community's existing investment in educational and public service facilities; halting the movement of talented, educated personnel to other areas and thus preserving the economic and human resouces needed as a base for providing governmental services and facilities; adding to the tax base of the City and the county and school district in which the Project Facilities will be located. L _ RESOLUTION NO. r (c) The Project has been approved by preliminary resolution of the Council duly adopted March 23, 1981, after a public hearing thereon, duly called and held and has been approved by the Commissioner of Securities of the State of Minnesota as tending to further the purposes and policies of the Act. (d) The issuance and sale of the Bonds, the execution and delivery of the Loan Agreement, the Letter of Credit Agreement, the Bond Puchase Agreement and the Indenture and the performance of all covenants and agreements of the City contained in the Bonds, the Loan Agreement, the Letter of Credit Agreement, the Bond Purchase Agreement and the Indenture and all other acts and things required under the Charter of the City and the Constitution and laws of the State of Minnesota to make the Bonds, the Loan Agreement, the Letter of Credit Agreement and the Indenture valid and binding obligations of the City in accordance with their terms, are permitted by the Act. (e) There is no litigation, pending or, to the best of its knowledge threatened, against the City relating to the Project or to the Bonds, the Loan Agreement, the Letter of Credit Agreement or the Indenture, or questioning the organization of the City or its power or authority to issue the Bonds or execute and deliver the Loan Agreement, the Letter of Credit Agreement, the .Bond Purchase Agreement and the Indenture. (f) The execution and delivery of and the performance of the City's obligations under the Bonds, the Loan Agreement, the Letter of Credit Agreement, the Bond Purchase Agreement and the Indenture have been fully authorized by all requisite action and 'do not and will not violate any law, any provision of the City Charter, any order of any court or other agency of government, or any indenture, agreement or other instrument to which the City is a party or by which it or any of its property is bound, or be in conflict with, result in a breach of, or constitute _(with due notice or lapse of time or both) a default under any such indenture, agreement or other instrument (g) The Loan Agreement provides for payments by the Obligor to the Trustee for the account of the City of such amounts as will be sufficient to pay the principal of, interest and premium, if any, on the Bonds when due The Loan Agreement obligates the Obligor to provide for the operation and maintenance of the Project; Facilities, including adequate insurance, taxes and special_ assessments. (h) As required by the provisions of 'Section 474.10 of the Act, the Bonds shall recite that the Bonds are not to be payable from nor charged upon any funds other than amounts payable by the Obligor pursuant to the Loan Agreement which are pledged to the payment thereof, and, in event of default, moneys derived from the Letter y t RESOLUTION NO. of Credit or foreclosure or other enforcement of the Guaranty, t the Security Agreements, the assignment or the Mortgage; the City is not subject to any liability thereon; no Holder of the Bonds shall ever have the right to compel the exercise of the taxing power of the City to pay the Bonds or the interest thereon, nor to enforce payment thereof against any property of the City the Bonds shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City; and such Bonds do { not constit the meanin of n indebtedness of the City within a g Y any constitutional, statutory or charter limitation. z j (iY Nothing has come to the attention of the City Council to indicate that any member of the City Council (i) has a direct or indirect interest in the Project, the Loan Agreement, the Mortgage the Guaranty, the Security Agreements, the Assignment or the Bonds, (ii) owns any capital stock of or other interest in the Project, (iii) will be involved in supervising the completion of the Project on behalf of the Obligor, or (iv) will receive any commission, bonus or other remuneration for or in respect of the Project, the Loan z Agreement or the Bonds. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center: 1. Approval and Execution of Documents The forms of Loan Agreement, Indenture, Letter of Credit, Letter of Credit Agreement, Mortgage, Bank Mortgage, Guaranty, Bank Guaranty, Note, Assignment, Bank Assignment, Security Agreements, Bond Purchase Agreement and Official Statement referred to above are approved. The Loan Agreement, Letter of Credit Agreement, Bond Purchase Agreement and Indenture shall be executed in the name and on behalf of the City by the. Mayor and the City Manager in substantially the form on file, but with all such changes therein, not inconsistent with the Act or other law, as may be approved by the officers executing the same, which approval shall be conclusively evidenced by the execution thereof. The Letter'of;Credit, Bank Mortgage, Mortgage, Guaranty, Bank Guaranty, Note, Assignment, Bank Assignment and Security Agreements may contain such revisions as may be approved by the Bank and the Obligor. 2. Approval of Terms and Sale of Bonds The City shall proceed forthwith to issue its City of Brooklyn Center Commercial Development Revenue Bonds "(BROOKDALE OFFICE PARK PARTNERSHIP PROJECT), Series 1982, in the authorized principal amount of $8,200,000, of which $4,240,000 in principal amount shall mature on January 1, 1985 and bear interest at the rate of ten' & one - fourth percent ( 10� %)' per annum and $3,960,000 in principal amount shall mature on January 1, 1987 and bear interest at the rate of eleven percent ( 11 %) per annum and which shall be substantially in the form, payable in the installments and otherwise containing the provisions set forth in the form of Bond contained in the Indenture, which terms and provisions are hereby approved and incorporated in this Bond Resolution and made a part hereof. The Bonds, numbered 1 to 1,640 in order of maturity, RESOLUTION NO. shall be issued and delivered to the Underwriter in the authorized principal amount of $8,200,000 and as authorized by the Act, principal of and interest on the Bonds shall be payable at the main office of the Trustee or its successor as paying agent under the Indenture in lawful money of the United States of America. The proposal of the Underwriter to purchase such Bonds at -a price of is hereby found and determined to be reasonable and is hereby accepted. 3. Execution, Delivery and Endorsement of Bonds The coupon Bonds shall be executed by the facsimile signatures of the Mayor and City Manager' and a facsimile of the official seal of the City shall be imprinted thereon, and the appurtenant coupons shall be executed by the facsimile signatures of the Mayor and City Manager. When so prepared and executed, the Bonds shall be delivered to the Underwriter upon payment of the purchase price therefore, and upon receipt of the signed legal f opinion of Kutak Rock & Huie, bond counsel, pursuant to the Bond } Purchase Agreement. Each of the Bonds shall contain a recital that it is issued pursuant to the Act, and such recital shall be conclusive evidence of the validity and regularity of the issuance thereof. 4. Registration Records The City Clerk and City Manager are authorized and directed to deliver a certified copy of this Bond Resolution to the County Auditor of Hennepin County, together with such other information as the County Auditor may require, and obtain the certificate ! of the County Auditor as to entry of the Bonds on his bond register as required by the Act and Section 475.63, Minnesota Statutes. 5. $10 Million Election The City hereby elects that the $10 million limitation of capital expenditures set forth in Section 103 (b) (6) (D) of the Internal Revenue Code of 1954, as amended, shall be applicable to the Project and the Bonds, and the Mayor or City Manager shall execute and file on behalf of the City the form of election required by said Section and the regulations thereunder. 6. Amendments, Changes and Modifications to Loan Agreement, Indenture and Bond.Resolution The City shall not enter into or make any change, modification, alteration or termination of the Loan Agreement, the Indenture or this Bond Resolution without the written consent of the Trustee. 7. Pledge to Holder Pursuant to the Indenture, the City, shall pledge and assign to the Trustee all interest of the City in the revenues of the Project and the Project Facilities, including all loan re- payments to be made by the Obligor under the Loan Agreement (except for certain rights to indemnification and the payment of fees and expenses). All collections of moneys by the City in any proceeding for enforcement of the obligations of the Obligor under the Loan Agreement shall be received, held and applied by the City for the benefit of the Holders of the Bonds RESOLUTION NO. s , 8. Covenants with Holders; Enforceability All provisions of the Bonds and of this Bond Resolution and all representations and undertakings by the City in the Loan Agreement are hereby declared to be covenants between the City and the Holders of the Bonds and shall be enforceable by the Holder in a proceeding brought for than purpose; provided that no such covenant, representation or undertaking shall ever give rise to any pecuniary liability of the City, its employees, officers or agents or constitute a charge against its general credit or taxing powers. 9. Definitions and Interpretation Terms not otherwise defined in this Bond Resolution but defined in the Loan Agreement shall have the same meanings in this Bond Resolution and shall be interpreted herein as provided therein. Notices may be given as provided in Section 11.1 of the Loan Agreement. In case any provision of this Bond Resolution is for any reason illegal or invalid or inoperable, such illegality or invalidity or inoperability shall not affect the remaining provisions of this Bond Resolution, which shall be construed or enforced as if such illegal or invalid or inoperable provision were not contained herein. 10. Authorized Representative The City Manager is hereby designated as an authorized representative of the City for purposes of signing any Issuer Request, Issuer Order or Issuer Consent (as defined in the Loan Agreement). 11. Certifications The Mayor, City Manager, City Clerk and other officers of the City are authorized and directed to prepare and furnish to Kutak Rock & Huie, bond counsel, to the Obligor, to the Trustee, to the Bank and to counsel for the Obligor and the Bank, certified copies of all proceedings and records of the City relating to the Project and the Bonds, and such other affidavits and certificates as may be required to show the facts appearing from the books and records in the officers' custody and control or as otherwise known to them; and all such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the City as to the truth of all statements contained therein. 12. Official Statement The City hereby approves and consents to the use by the Underwriter in the marketing of the Bonds of the Official Statement. Date Mayor f ATTEST: Clerk The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in .favor thereof and the following voted against the same: whereupon said resolution was declared duly passed and adopted. Member introduced the following resolution and moved for its adoption: RESOLUTION NO. k. PROVIDING FOR THE ISSUANCE AND SALE OF COMMERCIAL DEVELOPMENT REVENUE BONDS PURSUANT TO CHAPTER 474, MINNESOTA STATUTES, TO PROVIDE FUNDS TO BE LOANED TO`BROOKDALE OFFICE PARTNERSHIP FOR COMMERCIAL DEVELOPMENT PROJECT WHEREAS, the City is, by the - Constitution and Laws of the State of Minnesota, including Chapter 474, Minnesota Statutes, as amended (the "Act "), authorized to issue and sell its revenue bonds for the purpose of undertaking • an authorized project, and to enter into contracts necessary or convenient in the exercise of the powers granted by the Act and to pledge revenues of the project and otherwise secure such bonds; and WHEREAS, the City Council hereby determines that it is desirable and ` expedient to authorize, and the City Council does hereby authorize, the issuance` and sale of Commercial Development Revenue Bonds (BROOKDALE OFFICE PARK PARTNERSHIP PROJECT), Series 1982 (the "Bonds ") of the City in the aggregate principal amount of Eight Million Two Hundred Thousand Dollars ($8, 200,000) pursuant to the Act to provide money to be loaned to Brookdale Office Partnership, a Minnesota general partnership (the "Obligor "), to finance costs of acquiring, constructing, improving and equipping commercial buildings in the City (the "Project Buildings ") to be owned by the Partnership and leased to various tenants, together with necessary equipment (the "Project Equipment ") to be located permanently in and become a part of the Project Buildings or the site thereof (the "Project Site ") and necessary site �» " defined in the Loan the Project as more full d improvements (collectively, e � y Agreement p hereinafter mentioned); and WHEREAS, forms of the following documents relating to the Bonds and the Project have been submitted to and examined by the City Council and are now on file in the office of the City Clerk: (a) Loan Agreement (the "Loan Agreement ") dated as of January 1, 1982 by and between the City and the Obligor whereby, among other things, the City agrees to sell the Bonds to make a loan to the Obligor of the proceeds of the sale of the Bonds and the Obligor covenants- to complete the Project and to pay amounts sufficient to provide for the prompt payment of the principal of and interest and premium, if any, on the Bonds; and (b) Indenture of Trust (the "Indenture ") dated as of January 1, 1982 from the City to First Trust Company of Saint Paul, in St. Paul, Minnesota as trustee (the "Trustee "), whereby the City assigns its interests in the hereinafter mentioned Loan Agreement and loan repayments to be made by the Obligor thereunder to the Trustee; and y RESOLUTION NO. (c) Irrevocable Letter of Credit (the "Letter of,Credit ") dated January 1, 1982 from The First National Bank of Minneapolis (the "Bank ") to the Trustee securing the . repayment of the principal of the 'Bonds (this document not to be executed by the City); and (d) Letter of Credit Agreement (the "Letter of Credit Agreement ") dated as of January 1, 1982 by and among the Obligor, the City, , the Trustee and the Bank providing for reimbursement by the Obligor of amounts paid.under the Letter of Credit and certain other covenants; and (e) Combination Mortgage, Security Agreement and Fixture Financing Statement (the "Mortgage ") dated as of Janauary 1, 1982 from the Obligor to the Trustee ranting the Trustee a mortgage lien g e Tru granting on and security interest in the Project Site and the Project Building (the "Project Facilities ") as security for the Bonds (this document not to be executed by the City); and (f) Combination Mortgage, Security Agreement and Fixture Financing Statement (the "Bank Mortgage ") dated as of January 1, 1982 from the Obligor to the Bank, whereby the Obligor grants a mortgage lien on and security interest in the Project Facilities to the Bank as security for the Letter of Credit Agreement (this docu- ment not to be executed by the City); and (g) Guaranty (the "Guaranty ") dated as of January 1, 1982 from Harold Roitenberg, C. E. Sheehy and Gary S. Holmes (the "Guarantors ") to the City whereby the Guarantors unconditionally, jointly and severally guaranty the payment of all amounts payable by the Obligor pursuant to, and the performance by the Obligor of its other duties under, the Loan Agreement to the extent provided therein (this document not to be executed by the City); and (h) Guaranty (the "Bank Guaranty ") dated as of January 1, 1982 from the Guarantors to the Bank whereby the Guarantors unconditionally, jointly and severally guaranty the performance of the Obligor's obligations under the Bank Mortgage and the Letter of Credit Agree - ment and certain other documents (this document not to be executed by the City); and (i) Demand Promissory Note (the "Note ") from the Obligor to the Bank whereby the Obligor agrees to pay to the Bank the amount owing under the Letter of Credit Agreement (this document not to be executed by the City) and. (j) First Assisgnment of Rents and Leases (the "Assignment ") dated as of January 1, 1982 from the Obligor to the .Trustee ` whereby the Obligor assigns the Partnership's interest in leases of space in the Project Buildings and the rentals derived therefrom to the Trustee as security for the Bonds (this document not to be executed by the City); and RESOLUTION NO. (k) Second Assignment of Rents and Leases (the "Bank Assignment ") s dated as of January 1, 1982 from the Partnership to the Bank whereby the Partnership assigns the Partnership's interest in leases of space in the Project Buildings and the rentals derived therefrom to the Bank as security for payment of the indebtedness - represented by the Note and of the amounts required to be paid by the Letter of Credit Agreement (this document not to be executed by the City); and (1) Security Agreement (the "Security Agreement ") from one of the Guarantors to the Trustee and the Bank whereby the Guarantor pledges certain property as security for the payment by the Obligor to the Bank and the Trustee of the amounts owing under the Letter of Credit Agreement, the Bank Mortgage, the Bank Guaranty, the Loan Agreement, the Mortgage and the Guaranty (this document not to be executed by the City); and (m) Bond Purchase Agreement (the "Bond Purchase Agreement ") dated as of January 19,'1982 from Miller & Schroeder Municipals, Inc. (the "Underwriter ") to the City and the Obligor, providing for the purchase of the Bonds by the Underwriter; and (n) Preliminary Official Statement dated January 4, 1982 and Official Statement dated January 11, 1982 (collectively, the "Official Statement ") describing the offer of the Bonds, certain terms and provisions of the foregoing documents and certain information con- cerning the Bank and the Obligor as deemed material by the Bank and the Obligor; and WHEREAS, it is hereby found, determined and declared that: (a) The Project, as described herein and in the Loan Agreement, based upon the representations of the Obligor, constitutes a revenue- producing enterprise and is a project authorized by and described in Section 474.02, Subd. la, of the Act. (b). The purpose of the Project is and the effect thereof will be to promote the public welfare by: preventing the emergence of blighted and marginal lands and areas of chronic unemployment; preventing economic deterioration; the development of sound industry and commerce to use the available resources of the community, in order to retain the benefit of the community's existing investment in educational and public - service facilities; halting the movement of talented, educated personnel to other areas and thus preserving the economic and human resouces needed as a base for providing governmental services and facilities; adding to the tax base of the City and the county and school district in which the Project Facilities will be located. - RESOLUTION NO. (c) The Project has been approved by preliminary resolution of the Council duly adopted March 23, 1981, after a public hearing thereon, duly called and held and has been approved by the Commissioner of Securities of the State of Minnesota as tending to 'further the purposes and policies of the Act. (d} The issuance and sale of the Bonds, the execution and delivery of the Loan Agreement, the Letter of Credit Agreement, the Bond Puchase Agreement and the Indenture and the performance of all covenants and agreements of the City contained in the Bonds, the Loan Agreement, the Letter of Credit Agreement, the Bond Purchase Agreement and the Indenture and all other acts and things required under the Charter of the City and the Constitution and laws of the State of Minnesota to make the Bonds, the Loan Agreement, the Letter of Credit Agreement and the Indenture valid and binding obligations of the City in accordance with their terms, are permitted by the Act. (e) There is no litigation pending or, to the best of its knowledge threatened, against the City relating to the Project or to the Bonds, the Loan Agreement, the Letter of Credit Agreement or the Indenture, or questioning the organization of the City or its power or authority to issue the Bonds or execute and deliver the Loan Agreement, the Letter of Credit Agreement, the Bond Purchase Agreement and the Indenture. (f) The execution and delivery of and the performance of the City's obligations under the Bonds, the Loan Agreement, the Letter of Credit Agreement, the Bond Purchase Agreement and the Indenture have been fully authorized by all requisite action and do not and will not violate any law, any provision of the City Charter, any order of any court or other agency of government, or any indenture, agreement or other instrument to which the City is a party or by which it or any of its property is bound, or be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under any such indenture, agreement or other instrument. (g) The Loan Agreement provides for payments by the Obligor to the Trustee for the account of the City of such amounts as will be sufficient to pay the principal of, interest and premium, if any, on the Bonds when due. The Loan Agreement obligates the Obligor to provide for the operation and maintenance of the Project Facilities, including adequate insurance, taxes and special assessments. (h) As required by the provisions of Section 474.10 of the Act, the Bonds shall recite that the Bonds are not to be payable from nor L charged upon any funds other than amounts payable, by the Obligor pursuant to the Loan Agreement which are pledged to the payment thereof, and, in event of default, moneys derived from the Letter RESOLUTION NO. 4 o£ the Guara nt of Credit or foreclosure or other enforcement Y. the Security Agreements, the assignment or the Mortgage; the City, is not subject to any liability thereon; no Holder of the Bonds shall ever have the right to compel the exercise of the taxing power of the City to pay the Bonds or the interest thereon, nor to enforce payment thereof against any property of the City; the Bonds shall not constitute a charge, lien or encumbrance legal or equitable, upon any property of the City; and such Bonds do not constitute an indebtedness of the City within the meaning of any constitutional, statutory or charter limitation. # (i)- Nothing has come to the attention of the City Council to indicate that any member of the City Council'(i) has a direct or indirect ` interest in the Project, the Loan Agreement, the Mortgage, the Guaranty, the Security Agreements, the Assignment or the Bonds, (ii) owns any capital stock of or other interest in the Project, t (iii) will be involved in supervising the completion of the Project on behalf of the Obligor, or (iv) will receive any commission, bonus or other remuneration for or in respect of the Project, the Loan Agreement or the Bonds. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center: f 1. Approval and Execution of Documents The forms of Loan Agreement, Indenture, Letter of Credit, Letter of Credit Agreement, Mortgage, Bank Mortgage, Guaranty, Bank Guaranty, Note, Assignment, Bank Assignment, Security Agreements, Bond Purchase Agreement and gn Y g g i Official Statement referred to above are approved. The Loan Agreement, Letter of Credit Agreement, Bond Purchase Agreement and Indenture shall be executed in the name and on behalf of the City by the Mayor and the City Manager in substantially the form on file, but with all such changes therein, not inconsistent with the Act or other law, as may be approved by the officers executing the same, which approval shall be conclusively evidenced by the execution thereof. The Letter "of` credit, Bank Mortgage, Mortgage, Guaranty, Bank Guaranty, Note, Assignment, Bank Assignment and Security Agreements may contain such revisions as may be approved by the Bank and the Obligor. 2. Approval of Terms and Sale of Bonds The City shall proceed forthwith to issue its City of Brooklyn Center Commercial Development Revenue Bonds (BROOKDALE OFFICE PARK PARTNERSHIP PROJECT), Series 1982, in the authorized principal amount of $8,200,000, of which $4,240,000 _. in principal amount shall mature on January 1, 1985 and bear interest at the rate of ten & one- fourth percent ( 10;4 %) per annum and $3,960,000 in principal amount shall mature.on January 1, 1987 and bear interest at the rate of eleven percent { 11 %) per annum and which shall be substantially in the form, payable in the installments and otherwise containing the provisions set forth in the :form 'of Bond contained in the Indenture, which terms and provisions are hereby approved and incorporated in this Bond Resolution and made a part hereof. The Bonds, numbered 1 to 1,640 in order of maturity, r RESOLUTION NO. shall be issued and delivered to the Underwriter in the authorized principal amount of $8,200,000 and as authorized by the Act, principal, of and interest on the Bonds shall be payable at the maim office of the Trustee or its successor as paying agent under the Indenture in lawful money of the United States of America. The proposal of the Underwriter to purchase such Bonds at a price of is hereby found and determined to be reasonable and is hereby accepted. 3. Execution, Delivery and Endorsement of Bonds The coupon Bonds shall be executed by the facsimile signatures of the Mayor and City Manager and a facsimile of the official seal of the City shall be imprinted thereon, and the appurtenant coupons shall be executed by the facsimile signatures of the Mayor and City Manager. When so prepared and executed, the Bonds shall be delivered to the Underwriter upon payment of the purchase price therefore, and upon receipt of the signed legal opinion of Kutak Rock & Huie, bond counsel, pursuant to the Bond, Purchase Agreement. Each of the Bonds shall contain a recital that it is issued pursuant to the Act, and such recital shall be conclusive evidence of the validity and regularity of the issuance thereof. 4. Registration Records The City Clerk and City Manager are authorized and directed to deliver a certified copy of this Bond Resolution to the County Auditor of Hennepin County, together with such other information as the County Auditor may require, and obtain the certificate t of the County Auditor as to entry of the Bonds on his bond register as required by the Act and Section 475.63, Minnesota Statutes. 5. $10 Million Election The City hereby elects that the $10 million ! limitation of capital expenditures set forth in Section 103 (b) (6) (D) of the Internal Revenue Code of 1954, as amended, shall be applicable to the Project and the Bonds, and the Mayor or City Manager shall execute and file on behalf of the City the form of election required by said Section and the regulations thereunder. 6. Amendments, Changes and Modifications to Loan Agreement, Indenture and Bond Resolution The City shall not enter into or make any change, modification, alteration or termination of the Loan Agreement, the Indenture or this Bond Resolution without the written consent of the Trustee. 7. Pledge to Holder Pursuant to the Indenture, the City shall pledge and assign to the Trustee all interest of the City in the revenues of the Project and the Project Facilities, including all loan re- payments to be made by the Obligor under the Loan Agreement (except for certain rights to indemnification and the payment of fees and expenses). All collections of moneys by the City in any proceeding for enforcement of the obligations of the Obligor under the Loan Agreement shall be received, held and applied by the City for the # benefit of the Holders of the Bonds. s RESOLUTION NO. 8. Covenants with Holders; Enforceability All provisions of the Bonds and of this Bond Resolution and all representations and undertakings by the City in the Loan Agreement are hereby declared to be covenants between the City and the Holders; of the Bonds and shall be enforceable by the Holder in a proceeding brought for that purpose; provided that no such covenant, representation or undertaking shall ever give rise to any pecuniary liability of the City, its employees, officers or agents or constitute a charge against its general credit or taxing powers. 9. Definitions and Interpretation Terms not otherwise defined in this a Bond Resolution but defined in the Loan Agreement shall have the same meanings in this Bond Resolution and shall be interpreted herein as provided therein. Notices may be given as provided in Section 11.1 of the Loan Agreement. In case any provision of this Bond Resolution is for any reason illegal or invalid or inoperable, such illegality or invalidity or inoperability shall not affect the remaining provisions of this Bond Resolution, which shall be construed or enforced as if such illegal or invalid or inoperable provision were not contained ` herein. 10. Authorized Representative The City Manager is hereby designated as an authorized representative of the City for purposes of signing any Issuer Request, Issuer Order or Issuer Consent (as defined in the Loan Agreement). 11. Certifications The Mayor, City Manager, City Clerk and other officers of the City are authorized and directed to prepare and furnish to Kutak Rock & Huie, bond counsel, to the Obligor, to the Trustee, to the Bank and to counsel for the Obligor: and the Bank, certified copies of all proceedings and records of the City relating to the Project and the Bonds, and such other affidavits and certificates as may be required to show the facts appearing from the books and records in the officers' custody and control or as otherwise known to them; and all such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the City as to the truth of all statements contained therein. 12. Official Statement The City hereby approves and consents to the use by the Underwriter in the marketing of the Bonds of the Official Statement. Date Mayor ATTEST: Clerk The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in favor thereof; and the following voted against the same: whereupon said resolution was declared duly passed and adopted. Member introduced the following resolution and moved its adoption: RESOLUTION NO. RESOLUTION ACCEPTING BID FOR FOUR (4) COMPACT POLICE PATROL SEDANS WHEREAS, the City Clerk has reported that on January 11, 1982 at ` 11:00 a.m., he opened and tabulated bids received for the four (4) compact police patrol sedans, and that said bids were as follows: BIDDER PER UNIT TOTAL PRICE 1. Iten Chevrolet Co. $9,124.99 $36,499.96 8 weeks (approx.) 2. Polar Chevrolet & Mazda $9,249.00 $36,996.00 45 -65 days NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Brooklyn Center that the bid of Iten Chevrolet Co. for the four (4) compact police patrol sedans in the amount of $36,499.96 is deemed to be the best bid submitted by a responsible bidder and said bid is hereby accepted. Date Mayor r ATTEST: Clerk The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. Member introduced the following resolution and moved its adoption: RESOLUTION NO. RESOLUTION ACCEPTING BID FOR FOUR (4) COMPACT POLICE PATROL SEDANS WHEREAS, the City Clerk has reported that on January 11, 1982 at 11:00 a.m., he opened and tabulated bids received for the four (4) compact police patrol sedans, and that said bids were as follows: BIDDER PER UNIT TOTAL PRICE 1. Iten`Chevrolet Co. $9,124.99 $36,499.96 8 weeks (approx.) • 2. Polar Chevrolet & Mazda $9,249.00 $36,996.00 45 -65 days NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City; of Brooklyn Center that the bid of Iten Chevrolet Co. for the four (4) compact police patrol sedans in the amount of $36,499.96 is deemed to be the best bid submitted by a responsible bidder and said bid is hereby accepted. Date Mayor ATTEST: Clerk The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. Member introduced the following resolution k and moved its adoption; RESOLUTION NO. a , RESOLUTION ACCEPTING BID FOR FOUR (4) COMPACT POLICE PATROL SEDANS WHEREAS, the City Clerk has reported that on January 11, 1982 at 11:00 a.m., he opened and tabulated bids received for the four (4) compact police patrol sedans, and that said bids were as follows: BIDDER PER UNIT TOTAL PRICE 1. Iten Chevrolet Co. $9,124.99 $36,499.96 8 weeks (approx.) 2. Polar Chevrolet & Mazda $9,249.00 $36,996.00 45 -65 days NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Brooklyn Center that the bid of`Iten Chevrolet Co._ for the four (4) compact police patrol sedans in the amount of $36,499.96 is deemed to be the best bid submitted by a responsible bidder and said bid is hereby accepted. Date Mayor ATTEST: W Clerk The motion for the adoption of the foregoing resolution was duly seconded by member , and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. , Member introduced the following resolution and moved its adoption: RESOLUTION NO. C RESOLUTION ACCEPTING BID FOR 1500 GPM FIRE PUMPER WHEREAS, the City Clerk has reported that on January 8, 1982 at 11:00 a.m., he opened and .tabulated bids received for the 1500 GPM Fire Pumper, and that said bids were as follows: BIDDER BID 1. FMC $129,798.00 170 days delivery 6 2. Peter Pirsch 124,293.00 200 days delivery 3. MidCentral 126,150.00 220 -240 days delivery 4. American LaFrance 126,477.00 120 -160 days delivery Alternative I 117,715.00 60 80 days delivery Alternative LI 119,302.00 60- 80 days delivery NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Brooklyn Center that the Alternate No. 1 bid of American LaFrance for the 1500 GPM Fire Pumper in the amount of $117,715.00 is deemed to be the best bid submitted by a responsible bidder and said bid is hereby accepted. r ,ry Date Mayor ATTEST: Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the ,following voted against the same: whereupon said resolution was declared duly passed and adopted. Cam•' 'r Member introduced the following resolution x and moved its adoption: RESOLUTION NO. RESOLUTION ACCEPTING BID FOR 1500 GPM FIRE PUMPER WHEREAS, the City Clerk has reported that on January 8, 1982 at 11 :00 a.m., he opened and tabulated bids received for the 1500 GPM Fire Pumper, and that said bids were as follows: BIDDER BID 1. FMC $129,798.00 170 days delivery 2. Peter Pirsch 124,293.00 200 days delivery 3. MidCentral 126,150.00 220 -240 days delivery 4. American LaFrance 126,477.00 120 -160 days delivery Alternative I 117,715.00 60- 80 days delivery Alternative II 119,302.00 60 -_80 days delivery NOW, < THEREFORE, BE IT RESOLVED, by the City Council of the City of Brooklyn Center that the Alternate No. 1 bid of American LaFrance for the 1500 GPM Fire Pumper in the amount of $117,715.00 is deemed to be the best bid submitted by a responsible bidder and said bid is hereby accepted. Date Mayor ATTEST: Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. Member introduced the following resolution and moved its adoption: RESOLUTION NO. RESOLUTION ACCEPTING BID FOR 1500 GPM FIRE PUMPER WHEREAS, the City Clerk has reported that on January 8, 1982 at 11:00 a.m., he opened and.tabulated bids received for the 1500 GPM Fire Pumper, and that said bids were as follows:` BIDDER BID 1. FMC $129,798.00 170 days delivery a 2. Peter Pirsch 124,293.00 200 days delivery 3. MidCentral 126,150.00 220 -240 days delivery 4. American LaFrance 126,477.00 120 -160 days delivery Alternative I 117,715.00 60- 80 days delivery Alternative II 119,302.00 60- 80 days delivery NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Brooklyn Center that the Alternate No. 1 bid of American LaFrance for the 1500 GPM Fire Pumper in the amount of $117,715.00 is deemed to be the best bid submitted by a responsible bidder and said bid is hereby accepted. C' Date Mayor ATTEST: Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted.