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HomeMy WebLinkAboutNo. 1180 approving the execution of an addendum to the lease dated 8/1/90 between the SBRC and the SBRA for certain land and public improvements located thereonRESOLUTION NO. 1180 RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION APPROVING THE EXECUTION OF AN ADDENDUM TO THE LEASE DATED AS OF AUGUST 1, 1990, BETWEEN THE SOUTH BEND REDEVELOPMENT ;Y COMMISSION AND THE SOUTH BEND REDEVELOPMENT AUTHORITY FOR CERTAIN LAND AND PUBLIC IMPROVEMENTS LOCATED THEREON WHEREAS, the South Bend Redevelopment Authority (the "Authority ") has been created pursuant to IC 36 -7 -14.5 as a separate body, corporate and politic, and as an instrumentality of the City of South Bend to finance local public improvements for lease to the South Bend Redevelopment Commission (the "Commission "); and WHEREAS, the Authority intends to issue bonds in an aggregate principal amount not to exceed of Four Million Nine Hundred Fifty Thousand and 00 /100 Dollars ($4,950,000) pursuant to IC 36- 7- 14.5 -19 to be known as the "South Bend Redevelopment s Authority Lease Rental Acquisition and Refunding Revenue Bonds of 1993 (Airport Economic Development Area Public Improvement Project)" (the "Bonds "), the proceeds of which are to be used to: (i) refund the South Bend Redevelopment Authority Lease Rental Revenue Bonds (Airport Economic Development Area Public Improvement Project) issued by the Authority in 1991, (ii) pay the cost of additional land acquisition and the construction of certain public k improvements, and (iii) pay the costs of issuance of the Bonds; and WHEREAS, the Authority previously entered into a lease between the Authority and the Commission dated as of August 1, 1990, which Lease was amended by the Addendum to Lease entered into between the Authority and the Commission and dated as of January 29, 1991 (collectively, the "Lease ") , which Lease was heretofore approved by this Commission, and pursuant to which the Authority leases to the Commission certain land and public improvements located thereon (the "Taxable Project "); and WHEREAS, the Commission desires to approve and execute an Addendum to Lease (the "Addendum "), a copy of which is attached hereto as Exhibit A and incorporated herein, to reflect lower rental payments under the Lease. NOW, THEREFORE, BE IT RESOLVED, by this South Bend Redevelopment Commission as follows: Section 1. The Addendum attached hereto as Exhibit A is hereby approved and the President or Vice President and Secretary of the Commission are hereby authorized to execute said Addendum in substantially the form presented at this meeting with such changes in form or substance as the President or Secretary of this Commission shall approve, such approval to be conclusively evidenced by the execution thereof. The Addendum shall be effective and the Lease shall be amended as of the date (the "Deposit Date ") when the Authority deposits or causes to be deposited proceeds derived from the sale of the Bonds into an escrow fund to be established by that certain Irrevocable Escrow Deposit Agreement between the Authority and Norwest Bank Indiana, -2- N.A., dated as of July 1, 1993, to reduce the annual rental s 3 payments payable in semi - annual installments. The Deposit Date shall be recorded as an endorsement to the Addendum. Section 2. This Resolution shall be in full force and effect after its adoption by the Commission. ADOPTED at a meeting of the South Bend Redevelopment Commission held on July 16, 1993, at 1308 County -City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. AW ATTEST: Theo F. Sharp, ecreta :1 SOUTH BEND REDEVELOPMENT C7:,- /J By: /`J . Li ,, Paula N. Auburn, President \rrrompol \sthbend \airpttax .ref \lurcappr.add;07 /07/93; -3- EXHIBIT A ADDENDUM TO LEASE Addendum to Lease Between South Bend Redevelopment Authority, as Lessor, and South Bend Redevelopment Commission, as Lessee (Airport Economic Development Area Public Improvement Project) THIS ADDENDUM, entered into as of the 9th day of July, 1993 (the "Addendum ") , between the South Bend Redevelopment Authority, a body corporate and politic organized and existing under IC 36 -7 -14.5 (the "Authority "), and the South Bend Redevelopment Commission (the "Lessee "), WITNESSETH• In consideration of the mutual covenants herein contained, it is agreed that the lease previously entered into between the Authority and the Lessee dated as of August 1, 1990, and as amended by the Addendum to Lease entered into between the Authority and Lessee dated as of January 29, 1991, both of which were recorded in the office of the Recorder of St. Joseph County, Indiana, (recording numbers 9102772 and 9102773 respectively) (hereinafter collectively referred to as the "Lease ") , shall be amended as follows: 1. Section 4(b) of the Lease is amended to read as follows: (b) Taxable Project. The first semiannual rental installment in the amount of One Hundred Forty -Two Thousand and 00/100 Dollars ($142,000) shall be due on January 28, 1994. Thereafter such rentals shall be payable in advance in semiannual installments on January 28 and July 28 of each year as provided for in the lease payment schedule attached hereto as Exhibit E. In the case of the Tax - Exempt Project, the Lessee will not take any action or fail to take any action that would result in the loss of the exclusion from gross income for federal tax purposes of interest on the Bonds pursuant to Section 103(a) of the Internal Revenue Code of 1986, as amended (the "Code ") , as in effect on the date of delivery of the Bonds, nor will the Lessee act in any manner which would adversely affect such exclusion. The Lessee further covenants that it will not make any investment or do any other act or thing during the period that any Bond is outstanding hereunder which would cause any Bond to be an "arbitrage bond" within the meaning of Section 148 of the Code and the regulations thereunder as in effect on the date of delivery of the Bonds. All officers, members, employees and agents of the Lessee are authorized and directed to provide certifications of facts and estimates that are material to the reasonable expectations of the Lessee as of the date the Bonds are issued and to enter into covenants on behalf of the Lessee evidencing the Lessee's commitments made herein. 2. The Lease is amended to replace Exhibit E with the following: EXHIBIT E LEASE PAYMENT SCHEDULE FOR TAXABLE PROJECT Payment Date Amount 01/28/94 $142,000 07/28/94 $192,000 01/28/95 $190,500 07/28/95 $190,500 01/28/96 $214,000 07/28/96 $214,000 01/28/97 $217,000 07/28/97 $217,000 01/28/98 $234,000 07/28/98 $234,000 01/28/99 $247,000 07/28/99 $247,000 01/28/00 $251,500 07/28/00 $251,500 01/28/01 $255,500 07/28/01 $255,500 01/28/02 $258,500 07/28/02 $258,500 01/28/03 $260,500 07/28/03 $260,500 01/28/04 $261,500 07/28/04 $261,500 01/28/05 $262,000 07/28/05 $262,000 01/28/06 $264,000 07/28/06 $264,000 01/28/07 $265,000 07/28/07 $265,000 01/28/08 $264,500 07/28/08 $264,500 01/28/09 $268,000 07/28/09 $268,000 01/28/10 $270,000 07/28/10 $270,000 01/28/11 $271,000 07/28/11 $271,000 01/28/12 $273,000 07/28/12 $273,000 -2- 3. The parties hereto acknowledge that all remaining terms, covenants and conditions as set forth in the Lease between ✓ the parties hereto shall remain in full force and effect. r� 4. This Addendum shall take effect as of the date (the "Deposit Date ") when the Authority deposits or causes to be deposited proceeds derived from the sale of its South Bend Redevelopment Authority Taxable Lease Rental Acquisition and Refunding Revenue Bonds of 1993 (Airport Economic Development Area Public Improvement Project) into an escrow fund established pursuant to an Irrevocable Escrow Deposit Agreement, such Agreement to be dated as of July 1, 1993, between the Authority and Society National Bank, Indiana, for the purpose of refunding the South Bend Redevelopment Authority Taxable Lease Rental Revenue Bonds (Airport Economic Development Area Public Improvement Project), dated January 1, 1991. Such Deposit Date shall be endorsed on this Addendum at the end hereof by the parties hereto as soon as the same can be done after the deposit into the Escrow Fund and the Addendum shall be recorded as so endorsed. IN WITNESS WHEREOF, the undersigned have caused this Addendum to be executed for and on their behalf on the day and year first hereinabove written. ATTEST: Donald K. Fewell, Secretary- Treasurer ATTEST: Theo F. Sharp, Secretary SOUTH BEND REDEVELOPMENT AUTHORITY, as Lessor By: Joseph W. Wroblewski, President SOUTH BEND REDEVELOPMENT COMMISSION, as Lessee By: Paula N. Auburn, President -3- STATE OF INDIANA ) { ) SS: t COUNTY OF ST. JOSEPH ) Before me, the undersigned, a Notary Public in and for said State, personally appeared Joseph W. Wroblewski and Donald K. Fewell personally known by me to be the President and Secretary, respectively, of the South Bend Redevelopment Authority and acknowledged the execution of the foregoing Addendum to Lease for and on behalf of said Redevelopment Authority. WITNESS my hand and Notarial Seal this day of July, 1993. , Notary Public Residing in (SEAL) County, Indiana My Commission Expires: r� Kn -4- STATE OF INDIANA ) SS: COUNTY OF ST. JOSEPH ) i Before me, the undersigned, a Notary Public in and for said State, personally appeared Paula N. Auburn and Theo F. Sharp personally known by me to be the President and Secretary, respectively, of the South Bend Redevelopment Commission and acknowledged the execution of the foregoing Addendum to Lease for and on behalf of such Redevelopment Commission. WITNESS my hand and Notarial Seal this day of July, 1993. Notary Public Residing in (SEAL) County, Indiana My Commission Expires: This instrument was prepared by Randolph R. Rompola, BAKER & DANIELS, 205 West Jefferson Boulevard, South Bend, Indiana 46601. rwrrrompola \sthbend \airpttax .ref \addendum.lea ;gle;7 -13 -93 -5- ADDENDUM TO LEASE Addendum to Lease Between South Bend Redevelopment Authority, as Lessor, and South Bend Redevelopment Commission, as Lessee (Airport Economic Development Area Public Improvement Project) THIS ADDENDUM, entered into as of the 9th day of July, 1993 (the "Addendum ") , between the South Bend Redevelopment Authority, a body corporate and politic organized and existing under IC 36 -7 -14.5 (the "Authority "), and the South Bend Redevelopment Commission (the "Lessee "), WITNESSETH• In consideration of the mutual covenants herein contained, it is agreed that the lease previously entered into between the Authority and the Lessee dated as of August 1, 1990, and as amended by the Addendum to Lease entered into between the Authority and Lessee dated as of January 29, 1991, both of which were recorded in the office of the Recorder of St. Joseph County, Indiana, (recording numbers 9102772 and 9102773 respectively) (hereinafter collectively referred to as the "Lease ") , shall be amended as follows: 1. Section 4(b) of the Lease is amended to read as follows: (b) Taxable Project. The first semiannual rental installment in the amount of One Hundred Forty -Two Thousand and 00/100 Dollars ($142,000) shall be due on January 28, 1994. Thereafter such rentals shall be payable in advance in semiannual installments on January 28 and July 28 of each year as provided for in the lease payment schedule attached hereto as Exhibit E. In the case of the Tax - Exempt Project, the Lessee will not take any action or fail to take any action that would result in the loss of the exclusion from gross income for federal tax purposes of interest on the Bonds pursuant to Section 103(a) of the Internal Revenue Code of 1986, as amended (the "Code ") , as in effect on the date of delivery of the Bonds, nor will the Lessee act in any manner which would adversely affect such exclusion. The Lessee further covenants that it will not make any investment or do any other act or thing during the period that any Bond is outstanding hereunder which would cause any Bond to be an "arbitrage bond" within the meaning of Section 148 of the Code and the regulations thereunder as in effect on the date of delivery of the Bonds. All officers, members, employees and agents of the Lessee are authorized and directed to provide certifications of facts and estimates that are material to the reasonable expectations of the Lessee as of the date the Bonds are issued and 0 to enter into covenants on behalf of the Lessee evidencing the Lessee's commitments made herein. 2. The Lease is amended to replace Exhibit E with the following: EXHIBIT E LEASE PAYMENT SCHEDULE FOR TAXABLE PROJECT Payment Date Amount 01/28/94 $142,000 07/28/94 $192,000 01/28/95 $190,500 07/28/95 $190,500 01/28/96 $214,000 07/28/96 $214,000 01/28/97 $217,000 07/28/97 $217,000 01/28/98 $234,000 07/28/98 $2341000 01/28/99 $247,000 07/28/99 $247,000 01/28/00 $251,500 07/28/00 $251,500 01/28/01 $255,500 07/28/01 $255,500 01/28/02 $258,500 07/28/02 $258,500 01/28/03 $260,500 07/28/03 $260,500 01/28/04 $261,500 07/28/04 $261,500 01/28/05 $262,000 07/28/05 $2621000 01/28/06 $264,000 07/28/06 $264,000 01/28/07 $265,000 07/28/07 $265,000 01/28/08 $264,500 07/28/08 $264,500 01/28/09 $268,000 07/28/09 $268,000 01/28/10 $270,000 07/28/10 $270,000 01/28/11 $271,000 07/28/11 $271,000 01/28/12 $273,000 07/28/12 $273,000 -2- 3. The parties hereto acknowledge that all remaining terms, covenants and conditions as set forth in the Lease between the parties hereto shall remain in full force and effect. 4. This Addendum shall take effect as of the date (the "Deposit Date ") when the Authority deposits or causes to be deposited proceeds derived from the sale of its South Bend Redevelopment Authority Taxable Lease Rental Acquisition and Refunding Revenue Bonds of 1993 (Airport Economic Development Area Public Improvement Project) into an escrow fund established pursuant to an Irrevocable Escrow Deposit Agreement, such Agreement to be dated as of July 1, 1993, between the Authority and Society National Bank, Indiana, for the purpose of refunding the South Bend Redevelopment Authority Taxable Lease Rental Revenue Bonds (Airport Economic Development Area Public Improvement Project), dated January 1, 1991. Such Deposit Date shall be endorsed on this Addendum at the end hereof by the parties hereto as soon as the same can be done after the deposit into the Escrow Fund and the Addendum shall be recorded as so endorsed. IN WITNESS WHEREOF, the undersigned have caused this Addendum to be executed for and on their behalf on the day and year first hereinabove written. SOUTH BEND REDEVELOPMENT AUTHORITY, as Lessor By: W. K1 Xf taz Vi_e_ph]W. Wroblewski, President TTEST: Donald K. Fewell, Secretary- Treasurer ATTEST: -fKe6 F. Sh r , Secretary` SOUTH BEND REDEVELOPMENT COMMISSION, as Le see By Paula N. Auburn, President -3- STATE OF INDIANA ) ) SS: COUNTY OF ST. JOSEPH ) Before me, the undersigned, a Notary Public in and for said State, personally appeared Joseph W. Wroblewski and Donald K. Fewell personally known by me to be the President and Secretary, respectively, of the South Bend Redevelopment Authority and acknowledged the execution of the foregoing Addendum to Lease for and on behalf of said Redevelopment Authority. WITNESS my hand and Notarial Seal this /�-*- day of July, 1993. (SEAL) My C 'ission Expires: 8 C 66�-y It ,' /-')f/�/�jS , tary Public Residing in _ P� County, Indiana -4- STATE OF INDIANA ) ) SS: COUNTY OF ST. JOSEPH ) Before me, the undersigned, a Notary Public in and for said State, personally appeared Paula N. Auburn and Theo F. Sharp personally known by me to be the President and Secretary, respectively, of the South Bend Redevelopment Commission and acknowledged the execution of the foregoing Addendum to Lease for and on behalf of such Redevelopment Commission. 1993. (SEAL) WITNESS my hand and Notarial Seal this / �f�day of July, W 9 Notary Public Residing in s l L.4 -'1 County, Indiana This instrument was prepared by Randolph R. Rompola, BAKER & DANIELS, 205 West Jefferson Boulevard, South Bend, Indiana 46601. rrrompola \sthbend \airpttax .ref \addendum.lea;drf;7 -14 -93 -5- My Commission Expires: W 9 Notary Public Residing in s l L.4 -'1 County, Indiana This instrument was prepared by Randolph R. Rompola, BAKER & DANIELS, 205 West Jefferson Boulevard, South Bend, Indiana 46601. rrrompola \sthbend \airpttax .ref \addendum.lea;drf;7 -14 -93 -5-