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07/12/2005 Ordinances 8986 I I I Ordinance No. 8986 AN ORDINANCE PROVIDING FOR THE PURCHASE AND LEASING OF AN ADDITION TO THE EXISTING LIBRARY FOR THE CITY OF GRAND ISLAND; AUTHORIZING EXECUTION AND DELIVERY OF A LEASE-PURCHASE AGREEMENT WITH GRAND ISLAND FACILITIES CORPORATION, RELATING TO THE CONSTRUCTION AND ACQUISITION OF SAID ADDITION FOR USE BY THE CITY OF GRAND ISLAND, NEBRASKA; APPROVING THE EXECUTION OF DOCUMENTS WITH RESPECT TO SAID LEASE-PURCHASE AGREEMENT; PROVIDING FOR THE ACCEPTANCE OF TITLE, FOR THE APPROVAL OF AN APPRAISAL AND FOR THE HOLDING OF A HEARING; APPROVING THE TERMS OF A TRUST INDENTURE AND SECURITY AGREEMENT; MAKING CERTAIN DETERMINATIONS WITH RESPECT TO BONDS TO BE ISSUED UNDER SUCH INDENTURE; AND PROVIDING FOR THE PUBLISHING OF THIS ORDINANCE. BE IT ORDAINED BY THE MAYOR AND COUNCIL OF THE CITY OF GRAND ISLAND, NEBRASKA (the "City") as follows: Section 1. The Mayor and Council hereby find and determine: that the City is in need of additions and improvements to its existing library facilities (the "Project"); that Grand Island Facilities Corporation (the "Corporation") has been formed under the Nebraska nonprofit corporation laws for the purposes of acquiring real and personal property and leasing the same to the City and has offered to enter into a Lease-Purchase Agreement with the City whereby the City may acquire the Project to be built in accordance with specifications approved by the Mayor and Council, all pursuant to the provisions of Section 19-2421, R.R.S. Neb. 1997; that the documents necessary for such purposes have been prepared and said documents should be approved and their execution authorized. Section 2. The City of Grand Island shall enter into the Lease-Purchase Agreement (to be dated as ofthe date of its execution and delivery) with the Corporation and whereby the Corporation will construct and acquire the Project in accordance with specifications approved or to be approved by the Mayor and Council of the City (with the schedule of basic rental payments relating to the leasing and acquisition of the Project to be set forth in an addendum to be approved by subsequent resolution of the Mayor and Coun~i1) and that the Lease-Purchase Agreement in the form presented at this meeting is hereby approved. Section 3. The Mayor and City Clerk of the City be and they are hereby authorized and directed to execute and deliver on behalf of the City the Lease-Purchase Agreement, including any necessary counterparts, in substantially the form and content as presented to this meeting, but with such changes or modifications therein as to them seem necessary, desirable or appropriate on behalf of the City; and said Mayor and City Clerk are further authorized and directed to execute and deliver any other documents or certificates and to do all other things necessary or appropriate in connection with the Lease-Purchase Agreement. I I I Section 4. The Mayor and Council hereby confirm approval of the formation of Grand Island Facilities Corporation, including the Articles of Incorporation and Bylaws thereof and the five directors thereof; and further approve the form of the Trust Indenture and Security Agreement (the "Indenture") from the Corporation in favor of a trustee to be designated by the Corporation, under which Building Bonds (Library Project), Series 2005, in the aggregate principal amount of not to exceed $7,000,000 (the "Building Bonds") are to be issued, and the City hereby approves the issuance of the Building Bonds, in such principal amount and bearing interest and maturing as shall be set forth in the Indenture, subject to the setting of such terms by the Corporation in connection with the sale of said bonds to Ameritas Investment Corp. (the "Underwriter") in accordance with the terms of a Bond Purchase Agreement to be entered into (the "Bond Purchase Agreement"), at the price to be determined by agreement between the Corporation and the Underwriter. The Mayor is hereby further authorized to sign the approval form on the Bond Purchase Agreement on behalf of the City and to approve at the time of closing of the purchase of the Building Bonds the final form ofthe Indenture. Section 5. In connection with the execution and delivery of the Lease-Purchase Agreement and the issuance by the Corporation of the Building Bonds, the following determinations and approvals are hereby made by the Mayor and Council: (a) The City hereby declares, as provided in the Agreement, that it will take title to the Project (including any subsequent additions) when the Building Bonds are discharged. (b) The designation in the Indenture of the City's Library Director (with the City Finance Director as Alternate) to act as Project Manager (as defined in the Indenture) is hereby approved. (c) Prior to the issuance of the Building Bonds and the delivery of any addendum committing the City to make set rental payments, there shall be placed on file with the City Clerk an appraisal report for the Project prepared by a certified appraiser in accordance with Section 13-403, RRS. Neb. 1997. (d) Prior to the issuance of the Building Bonds and the delivery of any addendum committing the City to make set rental payments, a public hearing shall be held in accordance with Section 18-1755, R.RS. Neb. 1997, and the City Clerk is hereby directed to set the time for such hearing and publish notice thereof. Section 6. The Mayor and Council hereby state that it is the intention of the City that interest on the Building Bonds issued by the Corporation shall be excludable from gross income under the federal income tax by virtue of Section 103 of the Code and Revenue Ruling 63-20 and Revenue Procedure 82-26 of the Internal Revenue Service and the Mayor and Council hereby authorize the Mayor, the City Clerk and the City Treasurer (Finance Director) (or anyone of more of them) to take all actions necessary or appropriate to carry out said intention and for obtaining 2 I I I such interest exclusion. The City hereby covenants with the Corporation for the benefit of the purchasers and holders of the Building Bonds that it will make no use of the proceeds of said issue, including monies held in any sinking fund for the payments to be set forth in the Lease-Purchase Agreement or for principal and interest on the Building Bonds, which would cause the Building Bonds to be arbitrage bonds within the meaning of Section 103 and 148 and other related sections of the Code and further covenants to comply with said Sections 103 and 148 and related sections and all applicable, regulations thereunder throughout the term of said issue, including all requirements with respect to reporting and payment of rebates, if applicable. The Building Bonds, as issued on behalf of the City, subject to issuance and delivery thereof by the Corporation, are hereby designated by the City as "qualified tax-exempt obligations" under Section 265(b )(3)(B)(i)(III) of the Code and the City in connection with entering into the Lease- Purchase Agreement hereby covenants and warrants that it does not anticipate issuance directly by it or on its behalf of tax-exempt bonds or other tax-exempt interest bearing obligations in an amount exceeding $10,000,000 in calendar 2005 (taking into consideration the exception for current refunding issues). Section 7. The Mayor and Council hereby authorize the Mayor to approve the preliminary and final Official Statement for the Building Bonds with appropriate changes to reflect the final terms for the Building Bonds as sold pursuant to the Bond Purchase Agreement. Section 8. This Ordinance shall be in force and take effect from and after its publication as provided by law. Passed and approved this 12th day of July, 2005. Qof\lLD <r~CQ~ City Clerk <:"'GRAND I ^" Q'l\" ef.j~OO"_~ &/ '\. "1 "'~ .waiIJ CJI(il." ~~ !:: / .,co?.f'Ohl/l(:; '0':. ~ 11 (.):: ~~ '() ~ 01 . . . ~ @ <\S" · w!t" , ~tf~~--~ : ~~ / . \l>(c.,' ,10 1't11'!., V.: . "'. f fI~ ~e ~o (;<1/ ~19 I\t ........ 'f. ~ . taR {l,S ,,~;;;:'.S>'" DOCS/679486.2 3