Economic Development Revenue Bond - Series 1986 (Cole Associates, Inc. Project)

Home Browse Search

RESOLUTION NO. a 0 7,f- IVS RESOLUTION OF THE SOUTH BEND COMMON COUNCIL ECONOMIC DEVELOPMENT REVENUE BOND -- SERIES 1986. (COLE ASSOCIATES, INC. PROJECT) The City of South Bend ( "City ") Issued Its Economic Development Revenue Bond, Series 1986 ( "Cole Associates, Inc. Project ") ( "Bond ") in the aggregate principal amount of One Million Five Hundred Thousand Dollars ($1,500,000) pursuant to a Trust Indenture dated as of May 16, 1986 from the City to St. Joseph Bank and Trust Company n /k /a Society National Bank, Indiana ( "Trustee "). The City sold the Bond to St. Joseph Bank and Trust Company n /k /a Society National Bank, Indiana ( "Bondholder "). The City loaned the proceeds from the sale of the Bond to Cole Associates, Inc. ( "Company ") pursuant to the provisions of a Loan Agreement, Mortgage and Security Agreement ( "Loan Agreement ") dated as of May 16, 1986. To document and secure the loan from the City, the Company executed and delivered to the City the Series 1986 Note, the Loan Agreement and a Collateral Assignment of Leases and Rents (collectively, the "Bond Loan Documents "). The City assigned the Bond Loan Documents to the Trustee. The Company entered Into an Agreement of Purchase and Sale of Assets dated October 1, 1992 ( "Asset Purchase Agreement "). Under the terms of the Asset Purchase Agreement, the purchaser ( "Purchaser ") purchased, among other things, the right to use the name Cole Associates, Inc. and has adopted that name. The Company formally changed Its name to CAI Development Corporation. Pursuant to the Asset Purchase Agreement, Purchaser is to assume all the obligations of the Company under the Bond Loan Documents and the Company is to be released from all liability thereunder. The Company, the Purchaser, the Trustee and the Bondholder have entered Into an Agreement ( "Agreement ") providing for the assignment of the Bond Loan Documents to the Purchaser and the release of all liability of the Company thereunder. The consent of the South Bend Common Council to the Trustee's permitting the Purchaser to assume the Company's obligations under the Bond Loan Documents will be beneficial to all parties Including the City. It Is therefore voted to adopt the following resolution: "RESOLVED, the South Bend Common Council hereby agrees that the Purchaser may assume the obligations of the Company under the Bond Loan Documents and that Filed in Clerk's Office the Company may be released from all liability