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HomeMy Public PortalAbout066-1986 - ORDINANCE OF THE CITY AUTHORIZING THE EXECUTION AND DELIVERY OF THE DEED OF CONVEYANCE OF ECONOMIC DEVELOPMENT FACILITY ON THE EXERCISE OF AN OPTION TO PURCHASE BY PRODUCTIVITY CORPORDINANCE NO. 66 - 1986 AN ORDINANCE OF THE CITY OF RICHMOND, INDIANA, AUTHORIZING THE EXECUTION AND DELIVERY OF THE DEED OF CONVEYANCE OF ECONOMIC DEVELOPMENT FACILITY ON THE EXERCISE OF AN OPTION TO PURCHASE BY PRODUCTIVITY CORPORATION. WHEREAS, on the 16th day of June, 1975, the Common Council of the City of Richmond, Indiana, executed Ordinance No. 3002-1975, "An Ordinance of the City of Richmond authorizing the acquisition and financing of industrial facilities, the issuance and sale of revenue bonds to pay the cost thereof, and the leasing of such facilities to K B Laminates, Inc. and other matters relating thereto". WHEREAS, the City of Richmond, Indiana, as assignee of K B Laminates, Inc., acquired title to the real estate, upon which said economic development facility was constructed, by Warranty Deed from Dunham Lehr, Inc., an Indiana Corporation dated June 30, 1975, and recorded June 30, 1975, in Deed Record 378, Page 486, in the office of the Recorder of Wayne County, Indiana. ("REAL ESTATE"). WHEREAS, the City of Richmond, Indiana, leased the Real Estate to K B Laminates, Inc. by a certain Lease dated June 30, 1975, and recorded on June 30, 1975, in Miscellaneous Record 122, Page 24 of the records of the Recorder of Wayne County, Indiana, ("LEASE"); that said Lease granted K B Laminates, Inc. an option to purchase the Project (Leased Land and Building theron) on payment of all outstanding bonds issued. WHEREAS, the City of Richmond, Indiana, executed and delivered to The First National Bank of Richmond, Trustee, a certain Mortgage and Indenture of Trust dated June 30, 1975, and recorded June 30, 1975, in Mortgage Book 448, page 465, of the records of the Recorder of Wayne County, Indiana, ("MORTGAGE AND INDENTURE OF TRUST") to secure the payment of principal, interest and other sums payable in accordance with the City of Richmond Economic Development First Mortgage Revenue Bonds, (K B Laminates, Inc.) of even date, in the amount of Two Hundred Twenty Thousand Dollars ($220,000.00) ("BONDS") issued by the City of Richmond pursuant to Ordinance No. 3002-1975. WHEREAS, pursuant to the Assignment of Lease, dated October 17, 1979, and recorded in Miscellaneous Record 161, Page of the records of the Recorder of Wayne County, Indiana, K B Laminates did assign the Lease to Productivity Corporation together with the right or option in Productivity Corporation to exercise the option to purchase the Real Estate under such Lease; and which assignment was consented to the City of Richmond, Indiana, The First National Bank of Richmond, as Trustee; and The First National Bank of Richmond and The Second National Bank of Richmond, the owners of all the issued and outstanding bonds. WHEREAS, pursuant to such Lease and in accordance with said Mortgage and Indenture of Trust, Productivity Corporation has exercised its option to purchase the Project and has deposited with the Trustee a sufficient sum to pay the owners and holders of the Bonds, the principal, interest and all sums due upon final payment and redemption of the Bonds, together with any amount of monies due and owing to the Trustee, together with the sum of $1.00 to the City of Richmond, Indiana, for the leased land and building. That the Trustee pursuant to such Mortgage and Indenture of Trust, has executed its release of the Mortgage and Indenture of Trust, canceling and discharging of the lien of the mortgage. NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF RICHMOND, INDIANA, that on the execution and delivery by The First National Bank of Richmond, Trustee, to the City of Richmond, its release of said Mortgage and Indenture of Trust, canceling and discharging the lien of the mortgage, the Mayor and Clerk, on behalf of the City of Richmond, are authorized and directed to execute and deliver a Warranty Deed from the City of Richmond to Productivity Corporation, an Indiana Corporation, conveying the same Real Estate heretofore conveyed to the City of Richmond by Dunham Lehr, Inc. being the same Real Estate, the subject of the Lease and the Mortgage and Indenture of Trust, and any other documents which may be necessary or desirable to complete the conveyance of Real Estate to Productivity Corporation and to extinguish the City's right, title or interest in and to such Real Estate. ADOPTED by the Common Council of the City of Richmond, Indiana, this 2�day of , 1986. President of. Common Council ATTEST: City C1 rk ee PRESENTED to the Mayor of the City of Richmond, Indiana, this /�' day Of 1986. City Cle c APPROVED by me, Frank Waltermann, Mayor of the City of Richmond, Indiana, this / i day of /L , 1986. yor ATTEST: City Cer erk RELEASE OF MORTGAGE AND INDENTURE OF TRUST KNOW ALL MEN BY THESE PRESENTS, the undersigned, The First National Bank of Richmond, Richmond, Indiana, Trustee under that certain Mortgage and Indenture of Trust dated June 30, 1975, executed by the City of Richmond, Indiana, to The First National Bank of Richmond, Richmond, Indiana, Trustee to secure the payment of the principal, interest and other sums payable in accordance with the City of Richmond Economic Development First Mortgage Revenue Bonds, (K B Lami— nates, Inc.) ("BONDS") of even date by the amount of Two Hundred Twenty Thousand Dollars ($220,000.00), and recorded in Mortgage Record 448, Page 465 to 540 of the records of the Recorder of Wayne County, Indiana, hereby certifies that all such bonds have been redeemed and that the holders and owners of bonds have been paid in accordance with said Mortgage and Indenture of Trust, and that such Mortgage and Indenture of Trust is, together with the obligations secured thereby, fully paid, satisfied, released, cancelled and discharged and that the real estate and property secured therby is released from the lien of such Mortgage and Indenture of Trust. This Release is made, executed and delivered pursuant to the authority given by the Board of Directors of The First National Bank of Richmond, Richmond, Indiana. THE FIRST NATIONAL BANK OF RICHMOND, Richmond, Indiana By: Robert J. Hei , Vice President 5 Senior Trust Officer STATE OF INDIANA, COUNTY OF WAYNE, SS: The undersigned, a Notary Public in and for the County and State aforesaid, does hereby certify that Robert J. Heindl, Vice President S Senior Trust Officer, of the First National Bank of Richmond, Richmond, Indiana, who is personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me in person and acknowledged that he signed, sealed and delivered said instrument as his free and voluntary act and as the free and voluntary act of said association under authority duly vested in him by the said association's Board of Directors for the purposes and uses herein set forth. Given under my hand and seal this " day of August, 1986. _.�I- a�i Notary Public residing in Wayne County, Indiana My Commission expires: /d'3/--,F This instrument prepared by Andrew C. Cecere, Attorney at Law. DISPOSITION OF ORDINANCE NO. G 6-198(6 RESOLUTIDN NO. -198 by Common Council RDINANCE'NO.6 G - k!e RESOLUTION NO. ELSTRO O LLIAMS RROOKOANK HANKINSON WHITfSELL PARKER BUTTON MORRIS B001KER DATE l_ Susp.rules 1st read Title only Seconded- ;Proof of Publication :Seconded � move to 2nd reading \ LG�L�x�.rNarta!L4a rG. v Second U-A-6r— Engrossment Seconded "-Alto_ v Susp. rules 3rd Reading LIGN.C(A**"�~.L40u<a.6.. .................... .. U Seconded cur tc Passage OR........9. Rejection D DATE PASSED: F - /-V - F(o COMMITTEE ASSIGNMENTS: Committee Date Committee Nearing Date Reassigned to Council Agenda PUBLICATION DATES: AMENDMENTS: COPAIEMS UNITED STATES OF AMERICA STATE OF INDIANA COUNTY OF WAYNE�, F CITY OF RICHMOND ECONOMIC DEVELOPMENT FIRST MORTGAGE REVENUE BOND JJJ (K B LAMINATES INC. No. 2 $110,000.00 The City of Richmond, County of Wayne, State of Indiana (hereinafter called the "City"), for value received, promises to pay, solely from the special funds as hereinafter provided, to The Second National Bank of Richmond, Richmond, Indiana, solely from the sources set out below, the principal sum of One Hundred Ten Thousand Dollars ($110,000.00), with interest at the rate of seven and one-half per cent (7-1/2%) per annum from the date of delivery of the Bond, as follows: Principal.and interest is pay- able in one hundred thirty-one (131) monthly installments of One Thousand Two Hundred Twenty -Six Dollars and Twenty -Nine Cents ($1,226.29), and the one hundred thirty-second (132) installment of One Thousand Two Hundred Twenty -Three Dollars and Thirty -Three Cents ($1,223.33), the first installment being payable on August 1, 1975, together with all interest accrued thereon from the date of delivery of the Bond to August 1, 1975, in lawful money of the United States of America, and thereafter on the.first days of each month of each year until the principal and interest has been paid; subject however, to the provisions hereinafter set forth with respect to redemption prior to maturity, both principal of and interest on this Bond being payable at The First National Bank of Richmond, Richmond, Indiana, as Trustee, (hereinafter called the "Trustee"), Payments of principal and interest shall be noted on the Payment Record maintained by the Trustee, and such payment shall fully discharge the obligation of City hereon to the extent of such payments so made. Upon final payment this Bond shall be delivered to Trustee for cancellation and surrender to City, This Bond is one of the Bonds issued under the hereinafter described Mortgage in the aggregate principal amount of Two Hundred Twenty Thousand Dollars ($220,000.00) (hereinaf.ter referred to as the "Bonds") for the purpose of providing funds to finance the cost of acquiring real estate, interests in real estate (such real estate and interests in real estate and building being hereinafter called the "Project") and paying expenses incidental thereto, sa as to increase employment and promote diversification of industry in and near the City of Richmond, Indiana. The project has been leased by the City to K B Laminates, Inc., an Indiana corporation (hereinafter called the "Lessee") under the terms of a Lease Agree- ment dated as of JU143 0 , 1975, (which agreement, as from time to time supplemented and amended, is hereinafter referred to as the "Lease Agreement"), and the obligations of the Lessee under the terms of the Lease Agreement have been unconditionally guaranteed by David L. Karn and Sharon Karn, husband and wife, and I. Victor Bartlemay and June Bartlemay, husband and wife, jointly and sever- ally, under terms of a Guaranty dated as of tUN 0 1975 (hereinafter called the "Guaranty"). The Bonds are all issued under and equally and ratably secured and entitled to the security of a Mortgage and Indenture of Trust dated as of 1UN 3 () ,'1975 (hereinafter referred to as the "Mortgage") duly executed and delivered by City to Trustee, which Mortgage is recorded in the office of the Recorder of Wayne County, Indiana. Reference is made to the Mortgage and to all indentures supplemental thereto for description of the property mortgaged, the provisions; among others, with respect to the nature and extent of the security, the rights, duties and obligations of the City and the Trustee, the rights of the owners of the Bonds, and to all the provisions of which the holder hereof by the acceptance of this Bond assents. This Bond is transferable by the registered owner hereof in person or by his attorney duly authorized in writing at the princi- pal office of the Trustee in Richmond, Indiana, but only in the manner, subject to the limitations and upon payment of the charges provided in the Mortgage, and upon presentation of this Bond. The City and the Trustee may deem and treat the registered owner hereof as the absolute owner hereof for the purpose of rem ceiving payment of or on account of principal hereof and interest due hereon for all other purposes, and neither the City nor the Trustee shall be affected by any notice to the contrary. The Bonds are callable for redemption at the option of the City, at a redemption price of one hundred per cent (100%) of the principal amount thereof then outstanding and unpaid plus accrued interest to the redemption date upon notice mailed to the regis- tered owner by registered or certified mail at least thirty (30) days prior to the date fixed for redemption, at the address shown on the registration books of the Trustee. In the event that there is a determination that interest on the Bonds is taxable under the federal income tax laws (as defined in the Lease Agreement) or in the event that the City defaults in the payment of principal or interest on the Bond, the redemption of Bonds shall be mandatory. All Bonds so called for redemption will cease to bear interest on the specified redemption date, provided funds for the redemption are on deposit with the Trustee at the time, and shall no longer be protected by the Mortgage and shall not be deemed to be outstanding under the provisions of the Mortgage. This Bond and such other Bonds of the issue of which it forms a part are issued pursuant to and in full compliance with the con- stitution and laws of the State of Indiana, particularly the Indiana Code of 1971, Title 18, Article 6, Chapter 4.5, and pursuant to an ordinance adopted by the Common Council of the City, which ordi- nance authorizes the execution and delivery of the Mortgage and the Lease Agreement. This Bond and the other Bonds of the issue are limited obligations of the City and are payable solely from the revenues and other amounts derived from the leasing or sale of the Project and otherwise as provided in the Mortgage and the Lease Agreement and the Guaranty. The Bonds do not now,and shall never constitute a general obligation of the City nor shall they be payable in any manner by taxation. Pursuant to the provisions of the Lease Agreement, rental payments sufficient for the prompt payment when due of the principal of and interest on the Bonds are to be paid by the Lessee to the Trustee for the account of the City and deposited in the special account created by the City and desig- nated "Richmond Economic Development Revenue Bond Fund--K B Laminates, Inc. Project," and such rental payments have been duly pledged for that purpose, the rights of the City under the Lease Agreement have been assigned to the Trustee and the project has been mortgaged under the Mortgage to secure payment of such principal and in- terest. The holder of this Bond shall have no right to enforce the provisions of the Mortgage or to institute action to enforce the covenants therein, or to take any action with respect to any event of default under the Mortgage, or to institute, appear in or defend any suit or other proceedings with respect thereto, except as provided in the Mortgage. In certain events, on the conditions, in the manner and with the effect set forth in the Mortgage, the principal of all the Bonds issued under the Mortgage and then outstanding may become or may be declared due and payable before the stated maturity thereof, together with interest accrued thereon. Modifications or alterations of the Mortgage, or of any supplements thereto, may be made only to the extent and in the circumstances permitted by the Mortgage. It is hereby certified, recited and declared that all acts, conditions and things required to exist, happen and be performed precedent to and in the execution and delivery of the Mortgage and the issuance of this Bond do exist, have happened and have been performed in due time, form and manner as required by law; and that the issuance of this Bond and the issue of which it forms a part, together with all other obligations of the City, does not exceed or violate any constitutional or statutory limitation. This Bond shall not be valid or become obligatory for any pur- pose or be entitled to any security or benefit under the Mortgage until the certificate of authentication hereon shall have been duly executed by the Trustee. IN WITNESS WHEREOF, the City of Richmond, Indiana, has caused this Bond, to be executed in its name by its Mayor and attested by the signature of its Clerk, and its corporate seal to be hereunto affixed, all as of the J&h day of CITY OF RICHMOND By: (Seal) Ma or Attest: Clerk Trustee's Certificate of Authentication This Bond is one of the Bonds described in the within men- tioned Mortgage and Indenture of Trust. THE FIRST NATIONAL BANK OF RICHMOND, RICHMOND INDIAN Trustee By: Authorized Officer UNITED STATES OF AMERICA STATE OF INDIANA COUNTY OF WAYNE ICI ^�JiJF' CITY OF RICHMOND ECONOMIC DEVELOPMENT FIRST MORTGAGE REVENUE BOND (K B LAMINATES, INC.) _> No. 2 $110,000.00 The City of Richmond, County of Wayne, State of Indiana (hereinafter called the "City"), for value received, promises to pay, solely from the special funds as hereinafter provided, to The Second National Bank of Richmond, Richmond, Indiana, solely from the sources set out below, the principal sum of One Hundred Ten Thousand Dollars ($110,000.00), with interest at the rate of seven and one-half per cent (7-1/2%) per annum from the date of delivery of the Bond, as follows: Principal and interest is pay- able in one hundred thirty-one (131) monthly installments of One Thousand Two Hundred Twenty -Six Dollars and Twenty -Nine Cents ($1,226.29), and the one hundred thirty-second (132) installment of One Thousand Two Hundred Twenty -Three Dollars and Thirty -Three Cents ($1,223.33), the first installment being payable on August 1, 1975, together with all interest accrued thereon from the date of delivery of the Bond to August 1, 1975, in lawful money of the United States of America, and thereafter on the first days of each month of each year until the principal and interest has been paid, subject however, to the provisions hereinafter set forth with respect to redemption prior to maturity, both principal of and interest on this Bond being payable at The First National Bank of Richmond, Richmond, Indiana, as Trustee, (hereinafter called the "Trustee"), Payments of principal and interest shall be noted on the Payment Record maintained by the Trustee, and such payment shall fully discharge the obligation of City hereon to the extent of such payments so made. Upon final payment this Bond shall be delivered to Trustee for cancellation and surrender to City. This Bond is one of the Bonds issued under the hereinafter described Mortgage in the aggregate principal amount of Two Hundred Twenty Thousand Dollars ($220,000.00) (hereinafter referred to as the "Bonds") for the purpose of providing funds to finance the cost of acquiring real estate, interests in real estate (such real estate and interests in real estate and building being hereinafter called the "Project") and paying expenses incidental thereto, so as to increase employment and promote diversification of industry in and near the City of Richmond, Indiana. The project has been leased by the City to K B Laminates, Inc., an Indiana corporation (hereinafter called the "Lessee") under the terms of a Lease Agree- ment dated as of JUN 3 0 , 1975, (which agreement, as from time to time supplemented and amended, is hereinafter referred to as the "Lease Agreement"), and the obligations of the Lessee under the terms of the Lease Agreement have been unconditionally guaranteed by David L. Karn and Sharon Karn, husband and wife, and I. Victor Bartlemay and June Bartlemay, husband and wife, jointly and sever- ally, under terms of a Guaranty dated as of 11IN 3 0 1975 (hereinafter called the "Guaranty"). The Bonds are all issued under and equally and ratably secured and entitled to the security of a Mortgage and Indenture of Trust dated as of !UN 30 ,'1975 (hereinafter referred to as the "Mortgage") duly executed and delivered by City to Trustee, which Mortgage is recorded in the office of the Recorder of Wayne County, Indiana. Reference is made to the Mortgage and to all indentures supplemental thereto for description of the property mortgaged, the provisions, among others, with respect to the nature and extent of the security, the rights, duties and obligations of the City and the Trustee, the rights of the owners of the Bonds, and to all the provisions of which the holder hereof by the acceptance of this Bond assents. This Bond is transferable by the registered owner hereof in person or by -his attorney duly authorized in writing at the princi- pal office of the Trustee in Richmond, Indiana, but only in the manner, subject to the limitations and upon payment of the charges provided in the Mortgage, and upon presentation of this Bond. The City and the Trustee may deem and treat the registered owner hereof as the absolute owner hereof for the purpose of re- ceiving payment of or on account of principal hereof and interest due hereon for all other purposes, and neither the City nor the Trustee shall be affected by any notice to the contrary. The Bonds are callable for redemption at the option of the City, at a redemption price of one hundred per cent (100%) of the principal amount thereof then outstanding and unpaid plus accrued interest to the redemption date upon notice mailed to the regis- tered owner by registered or certified mail at least thirty (30) days prior to the date fixed for redemption, at the address shown on the registration books of the Trustee. In the event that there is a determination that interest on the Bonds is taxable under the federal income tax laws (as defined in the Lease Agreement) or in the event that the City defaults in the payment of principal or interest on the Bond, the redemption of Bonds shall be mandatory. All Bonds so called for redemption will cease to bear interest on the specified redemption date, provided funds for the redemption are on deposit with the Trustee at the time, and shall no longer be protected by the Mortgage and shall not be deemed to be outstanding under the provisions of the Mortgage. This Bond and such other Bonds of the issue of which it forms a part are issued pursuant to and in full compliance with the con- stitution and laws of the State of Indiana, particularly the Indiana Code of 1971, Title 18, Article 6, Chapter 4.5, and pursuant to an ordinance adopted by the Common Council of the City, which ordi- nance authorizes the execution and delivery of the Mortgage and the Lease Agreement. This Bond and the other Bonds of the issue are limited obligations of the City and are payable solely from the revenues and other amounts derived from the leasing or sale of the Project and otherwise as provided in the Mortgage and the Lease Agreement and the Guaranty. The Bonds do not now,and shall never constitute a general obligation of the City nor shall they be payable in any manner by taxation. Pursuant to the provisions of the Lease Agreement, rental payments sufficient for the prompt payment when due of the principal of and interest on the Bonds are to be paid by the Lessee to the Trustee for the account of the City and deposited in the special account created by the City and desig- nated "Richmond Economic Development Revenue Bond Fund--K B Laminates, Inc. Project," and such rental payments have been duly pledged for that purpose, the rights of the City under the Lease Agreement have been assigned to the Trustee and the project has been mortgaged under the Mortgage to secure payment of such principal and in- terest. The holder of this Bond shall have no right to enforce the provisions of the Mortgage or to institute action to enforce the covenants therein, or to take any action with respect to any event of default under the Mortgage, or to institute, appear in or defend any suit or other proceedings with respect thereto, except as provided in the Mortgage. In certain events, on the conditions, in the manner and with the effect set forth in the Mortgage, the principal of all the Bonds issued under the Mortgage and then outstanding may become or may be declared due and payable before the stated maturity thereof, together with interest accrued thereon. Modifications or alterations of the Mortgage, or of any supplements thereto, may be made only to the extent and in the circumstances permitted by the Mortgage. It is hereby certified, recited and declared that all acts, conditions and things required to exist, happen and be performed precedent to and in the execution and delivery of the Mortgage and the issuance of this Bond do exist, have happened and have been performed in due time, form and manner as required by law; and that the issuance of.this Bond and the issue of which it forms a part, together with all other obligations of the City, does not exceed or violate any constitutional or statutory limitation. This Bond shall not be valid or become obligatory for any pur- pose or be entitled to any security or benefit under the Mortgage until the certificate of authentication hereon shall have been duly executed by the Trustee. IN WITNESS WHEREOF, the City of Richmond, Indiana, has caused this Bondtobe executed in its name by its Mayor and attested by the signature of its Clerk, and its corporate seal to be hereunto affixed, all as of the : &4 day of , 1975: CITY OF RICHMOND By � (Seal) Ma or Attest: Clerk Trustee's Certificate of Authentication This Bond is one of the Bonds described in the within men- tioned Mortgage and Indenture of Trust. THE FIRST NATIONAL BANK OF RICHMON➢, RICHMOND INDIAN Trustee By: Authorized Officer