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HomeMy WebLinkAbout081-86 Ordinance COUNCIL OF THE VILLAGE OF DUBLIN, OHIO November 17 , 19~ Mr. Amorose introduced and moved the adoption of the following ordinance: ORDINANCE ~ - 86 ORDINANCE AGREEING TO ISSUE ECONOMIC DEVELOPMENT REVENUE BONDS OF THE VILLAGE FOR THE PURPOSE OF ASSISTING AVERY ROAD INVESTMENTS, INC. (THE -BORROWER-) TO ACQUIRE, BY PURCHASE AND CONSTRUCTION, REAL AND PERSONAL PROPERTY CONSTITUTING A COMMERCIAL FACILITY; MAKING AN ELECTION UNDER SECTION l44(a)(4)(A) OF THE INTERNAL REVENUE CODE OF 1986 (THE -CODE-) AS AMENDED; AND DECLARING AN EMERGENCY. WHEREAS, on November 6, 1986 the Dublin Area Community Improvement Corporation (the -Agent-), the designated agency for industrial, commercial, distribution and research development for the Village of Dublin, Ohio (the -Issuer-) did verify to the Issuer that the Project, as hereinafter described, is in accordance with the plan for industrial, commercial, distribution and research development of the Issuer prepared and approved by the Agent and confirmed by this Council; and WHEREAS, the Issuer by virtue of the laws of the State of Ohio, particularly Chapter 165, Ohio Revised Code, wishes to take the necessary actions for the issuance of Economic Development Revenue Bonds in the maximum aggregate amount of $2,000,000 for the purpose of assisting the Borrower to acquire, by purchase and construction, real and personal property constituting a commercial facility (the -Project-) located within the Issuer; and NOW, THEREFORE, BE IT ORDAINED by the Council of the Village of Dublin, Ohio: Section 1. That the Issuer will use its best efforts to authorize and issue, in one or more series, Industrial Development Revenue Bonds in the maximum aggregate amount of $2,000,000 and will take all further action which is necessary or desirable for that purpose and its officers shall take all actions necessary or desirable for such purpose. -" Section 2. That the Issuer, if appropriate, will accept interests in real estate and personal property required for the facility to be financed from the proceeds of the aforesaid bonds, provide for the use of such facilities by the Borrower and authorize execution of a financing agreement appropriate for the issuance and sale of the aforesaid bonds and the loan of the proceeds thereof to the Borrower. Section 3. That the City Manager of the Issuer is hereby authorized and directed to execute on behalf of the Issuer the Agreement attached hereto as Exhibit 1. I Section 4. That the Issuer hereby elects to have the I provisions of the $10 million limit in Section l44(a)(4)(A) of the Code, as amended, apply with respect to the above described bonds. Section 5. That it is found and determined that all formal actions of this Council concerning and relating to the adoption of this ordinance were adopted in an open meeting of this Council, and that all deliberations of this Council and of any of its committees that resulted in such formal action, were in meetings open to the public, in compliance with all legal requirements including Section 121.11 of the Ohio Revised Code. Section 6. That this Ordinance is hereby determined to be an emergency measure, the immediate passage of which is necessary for the preservation of the public peace, health, safety and welfare and for the further reason that this Ordinance must be immediately effective so that commencement of the acquisition and construction of the facility above-described can be begun as soon as possible in order that the Village and its residents may enjoy the benefits of the additional employment opportunities at the earliest time; wherefore, this ordinance shall be in full force and effect immediately after its passage. Mr. Rozanski seconded the motion and, the roll being called upon its adoption, the vote resulted as follows: Ayes 7 Nays 0 Attest:, J;Ulml<?o '7?J,~.J Signed: Clerk of Counc 1 Mayor ~~ ~ Director of Law I hereby ce~ify that copies of this Ordinllnrp/Pesolution were posted In the Vrlh.,p, rf n,,!', II' . 'cc with Secti 731 2' , < ~,., on .;) of the C;.,; ~2' .. I"' -2- ~._~-~ CIeQ of Council YlJ Zf - CERTIFICATE I, Frances M. Urban, Clerk of Council of the Village of Dublin, Ohio, do hereby certify the foregoing to be a true and exac~~7PY of the Ordinance No. ~-86 adopted by said Council on II I , 1986. '- ~/-#a Y7), Z~~ Cl rk of Council Village of Dublin, Ohio -3- - AGREEMENT TO ISSUE BONDS THIS AGREEMENT, entered into as of the 17th day of November, 1986 between the Village of Dublin, Ohio (herein called the "Issuer"), and Avery Road Investments, Inc. a corporation organized and existing under and by virtue of the laws of the State of Ohio (herein called the "Borrower"), for the purpose of carrying out the public purpose of the Issuer as set forth in Chapter 165, Ohio Revised Code, including preserving or creating jObs and employment opportunities and improving the economic welfare of the people of the State of Ohio; WHEREAS, the Borrower desires to have provided for its use property comprising a commercial facility consisting of a general purpose building, an office warehouse building and a mini-storage facility on the site thereof (herein called "Project") at property located in Dublin, Ohio; and WHEREAS, the Company has evidenced a desire to have the acquisition, construction and equipping of the Project financed in part from the proceeds of Economic Development Revenue Bonds of the Issuer (herein called the "Bonds") issued pursuant to Chapter 165, Ohio Revised Code, in an aggregate amount now estimated not to exceed $2,000,000; and -~ WHEREAS, it is the desire of the Issuer that such preservation or creation of jobs and employment opportunities be effected at the earliest possible moment and that the economic improvement produced by the acquisition, construction and equipping occur at the earliest possible time. f , WIT N E SSE T H: 1. The Borrower will promptly commence the acquisition, construction and equipping of the project which Project will be in furtherance of the public purposes of the Issuer as aforesaid, and the Borrower will provide, or cause to be provided at its own expense, the necessary interim financing to permit the acquisition, construction and equipping of the Project to promptly commence. Upon the issuance of the Bonds, the Issuer and the Borrower will enter into an agreement (herein called "Financing Agreement") with respect to the Project and the financing therefor. The Financing Agreement shall contain such terms and conditions as provided or permitted under said Chapter 165; provided, however, that the Financing Agreement shall require payments sufficient to pay the principal of and premium, if any, and interest on the Bonds. In order to secure the payment of the principal of and premium, if any, and interest on the Bonds, the Issuer shall, -2- if requested, also enter into a trust agreement, bond issuing agreement or mortgage which shall have such terms and conditions as may be provided or permitted under said Chapter 165. Upon request of the purchaser or purchasers of the Bonds, the Borrower shall give and the Issuer or the trustee or mortgagee designated under such trust agreement of mortgage shall, on behalf and for the protection of the holders of the Bonds, accept such other security as may be provided or permitted under said Chapter 165. The Issuer shall not have any financial responsibility with respect to the Bonds or the Project except from "revenues" (as defined in Section 165.01, Ohio Revised Code) derived by the Issuer with respect to the Bonds and the Project. 2. Upon receipt of a request from the Borrower, the issuer will promptly issue the Bonds, maturing in such amounts and terms, bearing interest at such rate or rates, payable on such dates and containing such optional and mandatory redemption features and prices as are requested by the Borrower and will deliver the Bonds to the purchaser or purchasers thereof and cooperate to its fullest extent in consummating the transaction. . -3- - 3. All wages paid to laborers and mechanics employed on the Project shall be paid at the prevailing rates of wages of laborers and mechanics for the class of work called for by the Project, which wages shall be determined in accordance with the requirements of Chapter 4115, Ohio Revised Code, for determination of the prevailing wage rates; provided that if the Company or any other nonpublic user beneficiary of the Project undertakes, as part of the Project, construction to be performed by its regular bargaining unit employees who are covered under a collective bargaining agreement which was in existence prior to the date of this Agreement, then, in that . event, the rate of pay provided under the applicable collective bargaining agreement may be paid to such employees. To the extent required by Section 4115.032, Ohio Revised Code, the Borrower shall comply, and shall require compliance by all contractors and subcontractors working on the Project, with all applicable requirements of Sections 4115.03 through 4115.16, inclusive, Ohio Revised Code, including, without limitation, obtaining from the Ohio Department of Industrial Relations (i) its determination of the prevailing rates of wages to be paid for the class of work called for by the Project and (ii), to the extent applicable, its designation of a Prevailing Wage Coordinator for the Project, pursuant to Section 4115.032, Ohio Revised Code. Prior to the issuance of the Bonds, the Company shall be required to provide the Issuer with evidence, satisfactory to the Issuer, that it has complied with the foregoing agreements. -4- 4. The payment of the principal of and any premium and interest on the Bonds shall be made solely from money realized from the Financing Agreement or the sale, lease, or other use or disposition of the Project or portions thereof, acquired, constructed and equipped from the proceeds of the Bonds. 1 I 5. In order to induce the Issuer to execute and deliver this Agreement and ultimately to issue the Bonds, the Borrower hereby agrees to defend, indemnify and hold the Issuer and any and all officers thereof harmless against any and all loss, cost, expense, claims or actions arising out of or connected with the execution of this Agreement and the preparation of proceedings for, and the issuance, sale or delivery of, the Bonds. -5- IN WITNESS WHEREOF, the Village of Dublin, Ohio, pursuant to an ordinance of the Village Council adopted on November 17, 1986, has executed this Agreement and the Borrower has caused its name to be subscribed hereto by a duly authorized agent as of the year and date first above written. -, VILLAGE OF DUBLIN, Ogt By: ~ j.-.J , Ci ty Manager AVERY ROAD INVESTMENTS, INC. By: /Ad &. U)4~ C~a;~Mt1Al . (Title) The form of the foregoing agreement is hereby approved by the Director of Law of the Vill~~' Oh"o. ;J-S:JT Director of -6-