HomeMy Public PortalAbout1994_11_22 (2) TOWN COUNCIL MEETING MINUTES OF NOVEMBER 2:Z, 1994
A regular meeting of the Leesburg Town Council was held on November 22, 1994, at 7:30 p.m. in the
Council Chambers, 25 West Market Street, Leesburg, Virginia. The meetingwas called to order by the Mayor.
INVOCATION was given by the Councilmember Trocino
SALUTE TO THE FLAG was led by Councilmember Buttery
ROLL CALL
Councilmembers present
George F. Atwell
Frank J. Buttery, Jr.
Jewell M. Emswiller
Joseph R. Trocino
Kristen C. Umstattd
William F. Webb
Mayor James E. Clem
Staff members present
Town Manager Steve Brown
Director of Engineering and Public Works Thomas Mason
Director of Planning, Zoning, and Development Michael Tompkins
Director of Finance Paul York
Public Information Officer Susan Farmer
Town Attorney George Martin
Deputy Town Attorney Deborah Welsh
Town Clerk Barbara Messinger
APPROVAL OF MINUTES
MOTION
On motion of Mr. Trocino, seconded by Mr. Buttery, the special meeting minutes of November 1, 1994 were
approved as corrected by Mr. Trocino and Ms. Umstattd. The regular meeting minutes of November 9, 1994
and special meeting minutes of November 15, 1994 were approved as written.
VOTE
Aye: Councilrnembers Atwell, Buttery, Em_swiller, Trocino, Umstattd, Webb, and Mayor Clem
Nay: None
PETITIONERS
Hubbard Turner, a resident of Leesburg, requested that special meetings be identified on the agenda.
PUBLIC HEARING: #BLV.94-01 Fairview Subdivisions, Lots 11 and 12 Vacation of Lot Lines\
Mr. Brown provided a brief report.
Paul Reimers, representing PR Construction and Development Co., was present. He was amazed at the
amount of bureaucracy it has taken to reach this point in the process. He understood it is state law.
Mr. Trocino commented it is a public process.
There was no public comment. The public hearing was closed.
10.(a)
MOTION
On motion of Mr. Webb, seconded by Ms. Umstattd, the following ordinance was proposed and unanimously
adopted.
94-0-35 - AN ORDINANCE: APPROVING#94-01 VACATION OF BOUNDARY LINE BETWEEN LOTS
11 AND 12, TAX MAP 48C-1-G, PR CONSTRUCTION AND DEVELOPMENT
COMPANY
WHEREAS, this property is comprised of two separate lots; and
WHEREAS, the Leesburg Zoning Ordinance requires structures to be located on a single lot and
within the required setbacks; and
WHEREAS, the owner of these lots desires that the boundary line separating Lots 11 and 12 be
vacated to create a single building lot that conforms with the Leesburg Zoning Ordinance; and
WHEREAS,the Town Council held a public hearing on this application on November 22, 1994.
THEREFORE, ORDAINED by the Council of the Town of Leesburg in Virginia as follows:
Boundary Line Vacation Application #94-01, alsthorizing the vacation of the boundary line
separating Lots 11 and 12, Loudoun County Tax Map 48C-1-G is hereby approved as shown on the Plat
of Vacation prepared by Chamberlin, Wolford & Chen, PC dated September 28, 1994.
VOTE
Aye: Councilmembers Atwell, Buttery, Em_swiller, Trocino, Umstattd, Webb, and Mayor Clem
Nay: None
PUBLIC HEARING: To consider bond financing by the Town of Leesburg to financ~ the costs of the
acquisition of a site for a police and fire station and to fund the town's contribution to the Loudoun County
Governmental Center
Mr. Brown provided a brief synopsis of the proposed bond financing.
Paul York added the notes were priced today and the interest rate will be 5% over the 18 month period.
Mr. Turner asked if the Letter of Intent has been signed by the Mayor and if there is anything left to
negotiate.
Mayor Clem responded he has signed the Letter of Intent.
Mr. Turner requested the town not contribute any more then $3.45 million. He noted a profit expected by
Gilbane of 14% to 17%. Mr. Turner supported the Council on this action, stating it is the only way to save
the downtown. He asked that a cap be placed on the square footage cost.
The public hearing was closed.
COUNCILMEMBER COMMENTS
Mr. Webb wished everyone a Happy Thanksgiving.
He stated citizens have contacted him regarding utility companies staying within easements. He advised Mr.
Brown he would be speaking with the utility companies and requested that Mr. Brown have the town
inspectors keep a close watch on the situation.
Mr. Butte~ spoke in reference to the bond notes. He commented that Council cannot talk too much about
being mindful of the monies it has been put in charge of and protecting the interest of the town's citizens.
He stated there will be many serious choices to be made in the next 6 months.
Ms. Umstattd echoed Mr. Buttery's comments regarding the county complex. She commended Mr. Webb for
his comments regarding being thankful for what we have.
She thanked everyone involved in the Veteran's Day Ceremony at Loudoun County High School.
Ms. Umstattd addressed the area code issue. She is concerned that Loudoun County is split into two phone
books for business advertising purposes. She asked if the Leesburg Economic Development Commission
would be interested in talking with businesses to encourage unity in order to press the phone company into
consolidating the county into one phone book for advertising purposes.
Mr. Trocino commended Officer T.F. Butler for graduating #1 in his class, Forensics Science Academy in
Richmond.
Mr. Atwell made no comment.
Ms. Emswiller stated she would bring Ms. Umstattd's comments to the Leesburg Economic Development
Commission.
She referenced the county complex issue stating she tries to treat the town's dollars just as if it were her own
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business. She assured the citizens she would continue to do her best.
Ms. Emswiller also gave thanks for everything we have.
MAYOR'S REPORT
Mayor Clem echoed Ms. Emswiller's comments.
Mr. Atwell reported that on November 13, 1994 the Balch Library presented awards to 4 Loudoun County
citizens for contributions to historical documentation, authorship, and other contributions in the area of
preserving history in Loudoun County.
Mayor Clem requested that Mr. Brown check with the Department of Utilities to see if repairs have been
made on the meter at the George Cliff residence in Prospect Hills.
He also asked that Mr. Brown contact the Animal Control Board to report that approximately 35 cats are
running loose on Wilson Avenue, and in the area of the Sammy Jones' Texaco.
He attended the Tae Kwan Do Cancer Research Benefit Event on Saturday, November 19, 1994. He
considered it an excellent event reporting $1,700 was raised. He stated it will eventually become an olympic
sport.
Mayor Clem encouraged parents and the public to be aware of a man exposing himself dressed in pantyhose
in the northeast quadrant of town.
MANAGER'S REPORT
Mr. Brown highlighted the Activity Report.
He appreciated Mr. Trocino's comments about Officer T.F. Butler. He commended Officer Butler as an
outstanding officer graduating 1st in his class at the Forensics Science Academy in Richmond. He stated the
town will have to work hard to keep him.
Mr. Brown announced the Town of Leesburg now has an 800 number at the Loudoun County Conference and
Visitor Bureau. The new number is 1-800-777-1758.
Mr. Brown spoke about the TCC Government Strike Force. He stated the force will report its results at the
next TCC meeting on December 8, 1994 at NVCC. He advised that if actions by the strike force appear to
threaten the town's resources Council action will be needed.
Mr. Webb asked if any pressure could be put on the state to accept bids before the funds are lost.
Mr. Brown stated letters have been sent in hopes of receiving results.
Mayor Clem requested the issue be added to the Administration and Public Works Committee meeting of
December 6, 1994.
Ms. Ems'wilier commented the LEDC is making progress on the FAA project.
LEGISLATION
10.(b), (c), (d),(e), (f), (it), (h), (i), (i), (k)
MOTION
On motion of Mr. Webb, seconded by Ms. Umstattd, the following resolutions were proposed as consent and
adopted.
94-243 - A RESOLUTION: RECEIVING AND REFERRING #ZM-143 A PROFFER/CONCEPT PLAN
AMENDMENTAND REZONING APPLICATION BY THE ALLMAN FAMILY
LIMITED PARTNERSHIP TO THE PLANNING COMMISSION FOR A PUBLIC
HEARING PURSUANT TO CHAPTER 11, TITLE 15.1 OF THE CODE OF
VIRGINIA, AS AMENDED
RESOLVED, by the Council of the Town of Leesburg in Virginia as follows:
A proffer/concept plan amendment and rezoning application by The Allman Family Limited
Partnership is received and referred to the Planning Commission for public hearing and recommendation
under Chapter 11, Title 15.1 of the Code of Virginia, as amended.
94-244 - A RESOLUTION: MAKING AN APPROPRIATION TO FUND A PLANNER II POSITION
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WHEREAS, development applications decreased significantly from 1990 to mid 1993; and
WHEREAS, the Department of Planning, Zoning and Development responded to the decreased
development activity by reducing staff from 15.25 full-time positions to 10 full-time positions between fiscal
year 1991 to the present; and
WHEREAS, development activity has increased dramatically over the past year and a half and special
projects such as the county government center, the public safety center site and other expedited development
plan review has exceeded staffs ability to review plans in a timely manner; and
WHEREAS, a Planner II position presently exists but is unappropriated in the adopted FY 1994-
1995 budget:
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
Section 1. An appropriation of $22,000 is hereby made from the unappropriated General Fund
balance to General Fund Accounts as follows: $16,200 into General .Fund Account #200,8101.100.101,
Planning, Zoning and Community Development Salaries & Wages, Regular; and $5,800 into General Fund
Account #200,8101.100, Personal Services.
94-245 - A RESOLUTION: APPOINTING A MEMBER OF THE TOWN COUNCIL TO THE
SELECTION COMMrlTEEFOR ENGINEERING CONSULTANT REVIEW OF
CONSTRUCTION DRAWINGS
WHEREAS, a Request for Proposals (RFP) has been issued for proposals from qualified civil
engineering firms to perform review of construction drawings which are submitted to the town for review and
approval in accordance with the town's Subdivision and Land Development Ordinance.
WHEREAS, the cost of the engineering services for review of construction drawings is expected to
exceed $100,000.00 per year and Section 8.2-5 of the town's Purchasing Policy requires that the selection
committee include a Town Council member for contracts which exceed $100,000.00.
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
Councilmember Jewel Emswiller is appointed to the selection committee for choosing an engineering
consultant to perform review of construction drawings for development plans and subdivisions.
94-246 - A RESOLUTION: APPOINTING A MEMBER OF THE TOWN COUNCIL TO THE
SELECYION COMMITrEE FOR AN ENGINEERING CONSULTANT FOR THE
CATOCTIN CIRCLE WIDENING PROJECT
WHEREAS, a Request for Proposals (RFP) has been issued for proposals from qualified civil
engineering firms to design and prepare construction drawings and specifications for the widening of Catoctin
Circle from Parker Court to South King Street.
WHEREAS, the cost of the engineering services for widening of Catoctin Circle will exceed
$100,000.00 and Section 8.2-5 of the town's Purchasing Policy requires that the selection committee include
a Town Council member for contracts which exceed $100,000.00.
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
Councilmember Frank Buttery, Jr. is appointed to the selection committee for choosing an engineering
consultant to perform the design and other engineering work for the widening of Catoctin Circle between
Parker Court and South King Street.
94-247 - A RESOLUTION: AUTHORIZING AN AGREEMENT AND APPROVING WATER AND
SEWER EXTENSION PERMITS FOR THE TOWNES OF VANDERBILT
SUBDIVISION
WHEREAS, the construction drawings and final plat for the Townes of Vanderbilt Subdivision have
been approved; and
WHEREAS, the developer, Double T Corporation, wishes to proceed with installation of the public
improvements without providing a performance guarantee; and
WHEREAS, the final subdivision plat for the Townes of Vanderbilt cannot be recorded until all the
public improvements are completed and accepted by the Town Council or a performance guarantee acceptable
to the Town Council is provided by the developer.
RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
SECTION I. The Manager shall execute the contract for public improvements with Double T
Corporation for the improvements shown on the plans approved by the Director of Engineering and Public
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Works for the Townes of Vanderbilt Subdivision.
SECTION II. The extension of water and sewer for the Townes of Vanderbilt is approved in
accordance with Section 15-9 and 19-18 of the Town Code.
94-248 - A RESOLUTION: AUTHORIZING A TIME EXTENSION FOR COMPLETION OF PUBLIC
IMPROVEMENTS AND APPROVING A PERFORMANCE GUARANTEE FOR
THE PATOWMACK POWER PLANT
WHEREAS, Patowmack Power Partners, Inc., the developer of the Patowmack Power Plant, has not
completed all the required public improvements in accordance with the approved construction drawings and
town standards within the two-year period agreed to in the contract for public improvements; and
WHEREAS, the developer has requested a one (1) year time extension to complete the public
improvements; and
WHEREAS, a cash bond in the amount of $25,000.00 was provided by the developer to guarantee
the installation of a waterline extension for the Patowmack Power Plant.
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
SECTION I. The cash bond in the amount of $25,000.00 is approved to guarantee the installation
of public improvements at the Patowmack Power Plant.
SECTION II. A time extension to November 18, 1995 for completion of the public improvements
is approved.
94-249 - A RESOLUTION: AUTHORIZING AN AGREEMENTAND APPROVING A PERFORMANCE
GUARANTEE AND WATER AND SEWER EXTENSION PERMITS FOR
WOODLEA MANOR SECTION 3
RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
SECTION I. The Manager shall execute the contract for public improvements for the
improvements shown on the plans approved by the Director of Engineering and Public Works for Woodlea
Manor Section 3.
SECTION II. The extension of municipal water and sewer for Woodlea Manor Section 3 is
approved in accordance with Section 15-9 and 19-18 of the Town Code.
SECTION III. A corporate surety bond in a form approved by the town attorney from The Safeco
Insurance Company in the amount of $827,121.00 is approved to guarantee the installation of public
improvements shown on plans approved by the Director of Engineering and Public Works for Woodlea Manor
Section 3.
94-250 - A RESOLUTION: MAKING A REDUCTION OF THE PERFORMANCE GUARANTEE FOR
PUBLIC IMPROVEMENTS INSTALLED IN GREENWAY FARM SECTION 3
WHEREAS, the town's Director of Engineering and Public Works has reviewed the public
improvements installed to date in Greenway Farm Section 3 and certified that the value of the work
performed is $742,400.00; and
WHEREAS, a corporate surety bond in the amount of $928,000.00 from the American Motorists
Insurance Company was provided by the developer and approved by the Council to guarantee installation of
public improvements for Greenway Farm Section 3.
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
SECTION I. The corporate surety bond from the American Motorists Insurance Company in the
amount of $928,000.00 is reduced to $185,600.00.
SECTION II. The Town Manager shall notify the developer that liability for the corporate surety
bond has been reduced as outlined in Section I of this resolution and that this reduction does not constitute
acceptance of public improvements by the town or relieve the developer of responsibilities outlined in the
contract for public improvements for Greenway Farm Section 3.
94-251 - AUTHORIZING THE TOWN MANAGER TO EXECUTE A CONTRACT FOR SNOW
REMOVAL SERVICE AT THE LEESBURG MUNICIPAL AIRPORT FOR THE 1994-
1995 WINTER SEASON
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WHEREAS, increasing street snow removal demands make it difficult for the Department of Public
works to provide priority snow removal service to the airport; and
WHEREAS, increasing corporate and flight school aircraft activity at the airport require the timely
removal of snow; and
WHEREAS, the timely and efficient removal of snow at the airport will enhance public safety and
reduce public liability; and
WHEREAS, the Leesburg Airport Commission has recommended that a private contract be awarded
for snow removal this year to address the above needs and competing demands; and
WHEREAS, the Town Council Finance Committee, on November 14, 1994 unanimously
recommended the award of a private contract for airport snow removal:
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
SECTION I. The town manager is hereby authorized to negotiate a unit-price contract for snow
removal services at the Leesburg Municipal Airport for the 1994-1995 winter season. This snow removal
contract shall be reviewed and approved by the Town Council Finance Committee prior to its execution.
SECTION II. The Town Council shall be kept informed of airport snow removal costs on a monthly
basis. An appropriation from the unappropriated General Fund balance will be made into the Airport Fund
contractual services account at the end of the winter season for all contract cost incurred.
SECTION III. The privatization of snow removal service at the airport shall be reviewed by the
Airport Commission and the Town Council at the end of the winter season to determine whether this service
should be continued in the future and to estimate funds needed for future budget years.
94-252 - A RESOLUTION: AWARDING A PURCHASE CONTRACT FOR A SKID LOADER
WHEREAS, sealed bids were received for a skid loader; and
WHEREAS, the lowest responsive and responsible bidder was Vernon E. Stup Equipment; and
WHEREAS, the Department of Engineering and Public Works recommends award of the contract
to the lowest responsive and responsible bidder.
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
The Town Manager is authorized to execute a purchase contract for a skid loader with Vernon E.
Stup Equipment in accordance with the bid documents and specifications in the amount of $30,815.00.
VOTE
Aye: Councilmembers Atwell, Buttery, Emswiller, Trocino, Umstattd, Webb, and Mayor Clem
Nay: None
Abstain: Councilmember Trocino 10.(i)
10.(I)
MOTION
On motion of Mr. Atwell, seconded by Mr. Trocino, the following resolution was proposed and adopted by
a role call vote of 6-1.
94-253 - A RESOLUTION: AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION BOND
ANTICIPATION NOTES, SERIES 1994
WHEREAS, Town Council has determined that it is advisable to issue its $4,800,000 general
obligation bonds (the "Bonds") and bond anticipation notes in anticipation of the issuance and sale of the
Bonds ("Notes") to finance the cost of acquiring a site for and the construction and equipping of a police and
fire station (the "Police/Fire Project") and to fund the town's contribution to the Loudoun County
Governmental Center, including a portion of the costs of certain improvements necessary for the Loudoun
County Governmental Center (the "County Facilities Project") (collectively the "Projects"). The town has held
a public hearing on the issuance of the bonds and the notes on November 22, 1994.
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
1. Authorization of Bonds and Notes and Use of Proceeds. The Town Council hereby
determines that it is advisable to contract a debt and to issue and sell the bonds in the principal amount of
$4,800,000 and the notes in anticipation of the issuance and sale of the bonds in the aggregate principal
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amount of $4,800,000. The issuance and sale of the bonds and the notes are hereby authorized. The proceeds
from the issuance and sale of the notes shall be used to pay the costs of the projects. The Town Council
anticipates that approximately $1,000,000 of the proceeds of the notes will be used for the Police/Fire Project
and approximately $3,800,000 of the proceeds of the notes will be used for the County Facilities Project;
provided, however that the Town Council may reallocate proceeds not necessary for a project to the other
project.
2. Pledge of Full Faith and Credit. The full faith and credit of the town are hereby irrevocably
pledged for the payment of the principal of, premium, if any, and interest on the bonds and the notes as the
same become due and payable. The Town Council shah levy an annual ad valorem tax upon all property in
the town, subject to local taxation, sufficient to pay the principal of, premium, if any, and interest on the bonds
and the notes as the same shall become due for payment unless other funds are lawfully available and
appropriated for the timely payment thereof.
3. Details and Sale of Notes. The notes shall be issued upon the terms established pursuant to
this Resolution and upon such other terms as may be determined in the manner set forth in this Resolution.
The notes shah be issued in fully registered form, shah be dated as of November 15, 1994, or such other date
as the town manager may approve, shall be in the denominations of $100,000 each or whole multiples thereof
and shall be numbered from N-1 upwards consecutively. The town managerand the Mayor, or either of them,
is authorized and directed to enter into a Note Purchase Agreement with Scott & Stringfellow, Inc., as
underwriter agent, providing for the sale of the notes. The town manager and the Mayor, or either of them,
is authorized to determine and approve the final details of the notes, including, without limitation, the interest
rate on the notes, the maturity date of the notes and the sale price of the notes to the purchasers thereof,
provided that (i) the net interest cost of the notes shah not exceed 8.0%, (ii) the final maturity of the notes
shall not exceed two years from their date and (iii) the sale price of the notes shall not be less than 97% of
the aggregate principal amount thereof. The approval of the town manager or the Mayor shall be evidenced
conclusively by the execution and delivery of the Note Purchase Agreement.
4. Form of Notes. The notes shall be in substantially the form attached to this Resolution as
Exhibit A, with such appropriate variations, omissions and insertions as are permitted or required by this
Resolution. There may be endorsed on the notes such legend or text as may be necessary or appropriate to
conform to any applicable rules and regulations of any governmental authority or any usage or requirement
of law with respect thereto.
5. Book-Entry-Only Form. The notes shah be issued in book-entry-only form. The notes shall
be issued in fully registered form and registered in the name of Cede & Co., a nominee of The Depository
Trust Company, New York, New York ("DTC~) as registered owner of the notes, and immobilized in the
custody of DTC. One fully-registered note in typewritten or printed form for the principal amount of the
notes shall be registered to Cede & Co. Beneficial owners of the notes shall not receive physical delivery of
the notes. Principal and interest payments on the notes shah be made to DTC or its nominee as registered
owner of the notes on the applicable payment date.
Transfer of ownership interest in the notes shall be made by DTC and its participants (the
"Participants"), acting as nominees of the beneficial owners of the notes in accordance with rules specified by
DTC and its participants. The town shah notify DTC of any notice required to be given pursuant to this
Resolution or the notes not less than fifteen (15) calendar days prior to the date upon which such notice is
required to be given. The town shall also comply with the agreements set forth in the town's Letter of
Representations to DTC.
Replacement Notes (the "Replacement Notes") shah be issued directly to beneficial owners of the
notes rather than to DTC or its nominee but only in the event that:
(i) DTC determines not to continue to act as securities depository for the notes; or
(ii) The town has advised DTC of its determination that DTC is incapable of discharging its
duties; or
(iii) The town has determined that it is in the best interest of the beneficial owners of the notes
or the town not to continue the book-entry system of transfer.
Upon occurrence of the event described in (i) or (ii) above, the town shah attempt to locate another
qualified securities depository. If the town fails to locate another qualified securities
depository to replace DTC, the Town Council shall execute and deliver Replacement Notes
substantially in the form set forth in Exhibit A attached hereto to the Participants. In the event the Town
Council, in its discretion, makes the determination notes in (i) or (iii) above and has made provisions to notify
the beneficial owners of the notes by mailing an appropriate notice to DTC, the appropriate officers and
agents of the town shall execute and deliver Replacement Notes substantially in the form set forth in Exhibit
A attached hereto to any Participants requesting such Replacement Notes. Principal of an interest on the
Replacement Notes shall be payable as provided in this Resolution and in the notes and such Replacement
Notes will be transferable in accordance with the provisions of Paragraph 9 and 10 of this Resolution and the
notes.
6. Appointment of Note Registrar and Paying Agent. The town manager is appointed as Note
Registrar and Paying Agent for the notes.
The Town Council may appoint a subsequent registrar and/or one or more paying agents for the notes
by subsequent Resolution and upon giving written notice to the owners of the notes specifying the name and
location of the principal office of any such registrar or payment agent.
7. Execution of Notes. The Mayor and Clerk of the town are authorized and directed to execute
appropriate negotiable notes and to affix the seal of the town thereto and to deliver the notes to the
purchasers thereof upon payment of the purchase price. The manner of execution and affixation of the seal
may be by facsimile, provided, however, that if the signatures of the Mayor and the Clerk are both by
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facsimile, the notes shall not be valid until signed at the foot thereof by the manual signature of the Note
Registrar.
8. CUSIP Numbers. The notes shall have CUSIP identification numbers printed thereon. No
such manner shall constitute a part of the contract evidenced by the note on which it is imprinted and no
liability shall attach to the town, or any of its officers or agents by reason of such numbers or any use made
of such numbers, including any use by the town and any officer or
agent of the town, by reason of any inaccuracy, error or omission with respect to such numbers.
9. Registration, Transfer and Exchange. Upon surrender for transfer or exchange of any note
at the principal office of the Note Registrar, the town shall execute and deliver and the Note Registrar shall
authenticate in the name of the transferee or transferees a new note or notes or any authorized denomination
in an aggregate principal amount equal to the note surrendered and of the same form and maturity and
bearing interest at the same rates the note surrendered, subject in each case to such reasonable regulations
as the town and the Note Registrar may prescribe. All notes presented for transfer or exchange shall be
accompanied by a written instrument or instruments of transfer or authorization for exchange, in form and
substance reasonably satisfactory to the town and the Note Registrar, duly executed by the registered owner
or by his or her duly authorized attorney-in-fact or legal representative. No note may be registered to bearer.
New notes delivered upon any transfer or exchange shall be valid obligations of the town, evidencing
the same debt as the notes surrendered, shall be secured by this Resolution and entitled to all of the security
and benefits hereof to the same extent as the notes surrendered.
10. Charges for Exchange or Transfer. No charge shall be made for any exchange or transfer of
notes, but the town may require payment by the registered owner of any note of a sum sufficient to cover any
tax or other governmental charge which may be imposed with respect to the transfer or exchange of such note.
11. Non-Arbitrage Certificate and Tax Covenants. The Town Manager and such officers and
agents of the town as he may designate are authorized and directed to execute a Non-Arbitrage Certificate
and Tax Covenants setting forth the expected use and investment of the proceeds of the notes and containing
such covenants as may be necessary in order to comply with the provisions of the Internal Revenue Code of
1986, as amended, ("Code"), including the provisions of Section 148 of the Code and applicable regulations
regulating to "arbitrage bonds." The Town Council covenants
on behalf of the town that the proceeds from the issuance and sale of the notes will be invested and expended
as set forth in the town's Non-Arbitrage Certificate and Tax Covenants, to be delivered simultaneously with
the issuance and delivery of the notes an
d that the town shall comply with the other covenants and representations contained therein.
12. Disclosure Documents. The Mayor and Town Manager, or either of them, and such officers
and agents of the town as either of them may designate are hereby authorized and directed to prepare,
execute, if required, and deliver an appropriate offering memorandum or such other offering or disclosure
documents as may be necessary to expedite the sale of the notes. The offering memorandum or other
documents shall be published in such publications and distributed in such manner and at such times as the
town Manager shall determine. The offering memorandum with respect to the notes is approved in the form
on file with the Town Manager.
13. Further Actions. The Mayor and the Town Manager and such officers and agents of the town
as either of them may designate are authorized and directed to take such further action as they deem
necessary regarding the issuance and sale of the notes and all actions taken by such officers and agents in
connection with the issuance and sale of the notes are ratified and confirmed.
14. Designation for Bank Qualification. The Town Council designates the notes as "qualified tax-
exempt obligations" eligible for the exception from the disallowance of the deduction of interest by financial
institutions allocable to the cost of carrying tax-exempt obligations in accordance with the provisions of Section
265(b)(3) of the Code. The town and any of its "subordinate entities" do not reasonably anticipate issuing
more than $10,000,000 in qualified tax-exempt obligations during calendar year 1994 and the town will not
designate more than $10,000,000 of qualified tax-exempt obligations pursuant to such Section 265Co)(3).
15. Effective Date; Applicable Law. In accordance with Section 15.1-227.2 of the Public Finance
Act of 1991, Chapter 5.1, Title 15.1, 1950 Code of Virginia as amended, the Town Council
elects to issue the notes pursuant to the provisions of the Public Finance Act of 1991. This Resolution shall
take effect immediately.
DISCUSSION
Ms. Umstattd stated she would vote against this because she opposed the county complex subsidy.
ROLE CALL VOTE
Nay:
Councilmembers Atwell, Buttery, Emswiller, Trocino, Webb, and Mayor Clem
Councilmember Umstattd
lO.(m)
MOTION
On motion of Ms. Umstattd, seconded by Ms. Emswiller, the following resolution was proposed and adopted.
94-254 - A RESOLUTION: MAKING AN APPOINTMENT TO THE LI~ESBURG PLANNING
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COMMISSION
WHEREAS, a vacancy currently exists due to the resignation of Robert Altland:
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
Susan Rutherford is appointed to the Leesburg Planning Commission to fill the unexpired term
of Robert Altland whose term of office will expire on December 31, 1996.
VOTE
Nay:
Councilmembers Atwell, Buttery, Emswiller, Trocino, Umstattd, Webb, and Mayor Clem
None
MOTION
On motion of, and duly seconded, the meeting was adjourned at 8:30 p.m.
Clerk of Council
E. Clem, Mayor
Co 11/22/94 -9-