HomeMy Public PortalAbout029-1983 - Authorizing the removal of certain machinery and equipment - Financing AgreementORDINANCE 99 — 1983
AN ORDINANCE OF THE CITY OF RICHMOND, INDIANA, AUTHORIZING THE CONSENT OF
THE CITY TO THE REMOVAL FROM THE PROJECT SITE OF CERTAIN MACHINERY AND
EQUIPMENT, A PART OF THE. FINANCING AGREEMENT UNDER WHICH RICHMOND ECONOMIC
DEVELOPMENT BONDS, SERIES A AND B (EIIPCO REALTY) WERE ISSUED AND SOLD.
WHEREAS, the City of Richmond, Indiana, a municipal corporation
organized under the Constitution and laws of the State of Indiana
("Issuer") and the EIIPCO Realty, a partnership duly organized and existing
under the laws of the State of Indiana ("Company") are parties to a certain
Loan Agreement, Mortgage and Security Agreement ("Loan Agreement") dated
December 5, 1980 and recorded December 5, 1980 in Mortgage Record 515, Page
492 of the records of the Recorder of Wayne County, Indiana, wherein the
Company, in consideration of the loan specified in said Loan Agreement, did
assign, mortgage and grant a security interest in and to certain mortgaged
property described in the Loan Agreement, including but not limited to the
real estate and building improvements located thereon ("Real Estate") and
certain furnishings, fixtures, equipment and other removable improvements
described in the Loan Agreement ("Equipment") which said Real Estate was
leased to Staco, Inc., a corporation duly organized and existing under the
laws or the State of Delaware, the principal office and place of business
which are located at 1139 Baker Street, Costa Mesa, California, 92626
("Staco") by a certain Indenture of Lease dated May 30, 1980 and which said
Equipment was leased to Staco by certain Machinery and Equipment Lease
Agreement dated September 30, 1980; and,
WHEREAS, the Issuer and The First National Bank of Richmond, Richmond,
Indiana, a national banking association with ints principal office located
at Richmond, Indiana ("Trustee") are parties to that certain Indenture of
Trust dated December 5, 1980 and recorded December 5, 1980 in Mortgage
Record 515, Page 547 of the records of the Recorder of Wayne County,
Indiana; ("Indenture") and,
WHEREAS, the Issuer did make a loan to the Company for the purpose of
financing the acquisition, construction, installation and equipping of
economic development facilities (the Real Estate and Machinery and Equip—
ment leased to Staco) described in the Loan Agreement and the Issuer did
provide funds for such loan by the issuance of two series of Revenue Bonds
under the Indenture, known as the City of Richmond, Indiana Economic De-
velopment Revenue Bonds, Series A ("EIIPCO Realty Project") and City of
Richmond, Indiana Economic Development Revenue Bonds, Series B ("EIIPCO
Realty Project") in the total amount of Eight Hundred Twenty Five Thousand
Dollars ($825,000.00) ("Bonds") which Bonds are secured in and entitled to
the security of the Indenture, and
WHEREAS, The First National Bank of Richmond, Indiana ("Bondholder")
is the sole and only owner of all of the issued and outstanding Bonds, and
WHEREAS, Staco is now occupying the Project Site, 401 Industrial Park-
way, Richmond, Indiana 47374, as Lessee of Company and has been leasing
said Project, including but not limited to land, building and machinery and
equipment for the conduct and operation of its business, and
WHEREAS, Staco is desirous of moving all of said machinery and equip-
ment subject to the Machinery and Equipment Lease which is located on or in
the Project Site to another location, to -wit:
STACO Facility
501 South Reed Street
Robinson, Illinois 62454
("Removal Site")
WHEREAS, Staco has requested consent of all the parties to the removal
of the Machinery and Equipment to the Removal Site in accordance with the
Amendment Agreement, all as is set forth in a copy of the Amendment to the
Loan Agreement, Mortgage and Security Agreement which is attached hereto,
made a part hereof and marked Exhibit "A".
NOW THEREFORE, BE IT OR➢AINED BY THE COMMON COUNCIL OF THE CITY
OF RICHMOND, INDIANA:
That the City of Richmond hereby consents with the Company, the
Trustee and the Bondholder to the removal of said Machinery and Equipment
from the Project Site to the Removal Site; it being understood and agreed
that this Amendment shall in no way relieve the Company from any of its
obligations under the Loan Agreement nor shall this Agreement in any way
derogate or relieve Staco from any of its obligations to the Company under
its Indenture of Lease or the Machinery and Equipment Lease.
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That the Mayor and Clerk are authorized and directed to execute and
deliver to EIIPCO Realty its consent to the Amendment to Loan Agreement,
Mortgage and Security Agreement in the form and manner set forth in Exhibit
"A"
That this Ordinance shall be in full force and effect from and after
its passage and signing by the Mayor.
PASSED AND ADOPTED by the Common Council of the City of Richmond,
Indiana, thisZDah day of June, 1983.
r .. President of Common Council
f'
Attest:
City Clerk
PRESENTED to the Mayor of the City of Richmond, Indiana day
of June, 1983.
City 'Clerk
APPROVED by me, Clifford J. Dickman, Mayor of the City of Richmond,
Indiana thi
Si7 /,plt day of June, 1983, at o'clock 4 M.
' May
Attest: p f Clerk
C'Yt�tyC`1~e"r
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^.".dENDNLN TO LOAN A nEF.M`NT
MGRTUNUE AND SECURITY AGREEMENT
THIS AM2NDMENT AGREVVEN entered into ny and Vrwa� n. the City of Rich-
mond, Indiana, a municipal corporation orgnw zcd r00L the COn9tltUt_7n and
laws of the State of Indiana ("Issuer"), TLP first National Panic of Rich-
mond, Richmond, Indiana, a national banking association with its principal
office located at Ricrmond, Indiana ("Trustee"), The First S-ir_ional Bank of
Richmond, Richmond, Indiana, a rational banking asnociation with its prin-
cipal office located at Richqnud, Indiana ("Boidnolder"), SLLPCO Realty, a
partnership duly organized and existing uni2r the laws of th,! Stets of
Indiana ("Compa;ay"), and St c'u, Inc. a corporation duly organized and
existing under the laws of the State of Delaware, the principal office and
place of business which are located at 1139 Baker Street, Costa Mesa, Cali-
fornia, 92626 ("Staco").
WHEREAS, the Issuer and the Company are parties to a certain Loan
Agreement, Mortgage and Security Agreement ("Loan Agreement") dated Decem-
ber 5, 1980 and recorded December 5, 1980 in Mortgage Record 515, Page 492
of the records of the Recorder of. Wayne County, Indiana, wherein this Com-
pany, in eonsideratinn of the loan specified in said Loan Agreement, did
assign, mortgage and grart a security interest in and to certain mortgagcd
property desc,ri_bed in the Loan Agreement., including but not limited to the
real estate and bui- Kng improvements located thereon ("Real E�atare") and
certain furnishings, fixtures, equipment and ether rpmAvable improvvmonts
described in the Loan Agreement ("Equitrnenr") which said Real Estate was
leased to Sta-o by a certain Indenture of Lease dated May 30, 1980 and
which said Equipment was leased to Staco by certain Machinery and Equipment
Lease Agreement dated Ceptember 10, 1980; and,
WHEREAS, the Issuer and the Trustee are parties to that certain Inden-
cure. of Trust data! Da ermber 5, 1980 and recordvi Decem5or 5, 1930 in Mort-
cagy Record 515, Page 547 or the records nt tht- of hayne Cormry,
Indiana; ("Iuden!-oi,") and,
WKERHAS, thr isAuar Aid ._ak, a to r1 Crop
th- tisjcisitici, censtrucK. n, in-:rAllati rn aid crluiopi^,
an )non!, d-eve lop"vnt fac i lit. i (thc Val Est no a d Nhchi.! wy and Equi,,-
EXHIBIT "A"
ment leased to Staco) described in the Loan Agreement and the Issuer did
provide funds for such loan by the issuance of two series of Revenue Bonds
under the Indenture, known as the City of Richmond, Indiana Economic De-
velopment Revenue Bonds, Series A ("EIIPCO Realty Project") and City of
Richmond, Indiana Economic Development Revenue Bonds, Series B ("EIIPCO
Realty Project") in the total amount of Eight Hundred Twenty Five Thousand
Dollars ($825,000.00) ("Bonds") which Bonds are secured in and entitled to
the security of the Indenture, and
WHEREAS, the Bondholder is the sole and only owner of all of the is-
sued and outstanding Bonds, ant
WHEREAS, Staco is now occupying the Project Site as Lessee of Company
and has been leasing said Project, including but not limited to land,
building and machinery and equipment for the conduct and operation of its
business, and
WHEREAS, Staco is desirous of moving all of said machinery and equip-
ment subject to the Machinery and Equipment Lease which is located on or in
the Project Site to another location, to -wit:
STACO Facility
501 South Reed Street
Robinson, Illinois 62454
("Removal Site")
WHEREAS, Staco has represented to the Issuer, Company, Trustee and
Bondholder that because of the economic conditions that have prevailed in
its industry for the past two years, Staco cannot maintain and keep opera-
tional two facilities; that with the machinery and equipment hereinabove
referred to, Staco can operate more cheaply and economically at a site
other than the Project Site. Its cost of doing business at the Removal
Site will be of economic benefit to tt.� Compan_:.
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NOW, THEREFORE, this Amendment to the Loan Agreement, WITNKSSUM :
1. The Issuer, Trustee and the Bondholder do hereby authorize and
empower and consent to the Company permitting Staco to remove that part of
the Project known as Machinery and Equipment from the Project Site in ac-
cordance with the following:
(i) All such Equipment will be moved at the sole cost and
expense of the Company and Staco, and
Q i) That all risk of loss in the transportation of the
Machinery and Equipment from the Project Site to the the Removal
Site shall be in the Company and Staco and further the said Com-
pany and Staco shall carry insurance in a sufficient amount to
cover the replacement cost of such Machinery and Equipment if
lost, destroyed or damaged in transit. Tn the event of any loss
in transit, the proceeds from said insurance shall be paid into
the Bond Fund provided for in the Indenture to be disposed of in
accordance with Section 5.04 of the Indenture. All insurance
policies issued pursuant to the above shall be so written or en-
dorsed as to make the loss, if any, payable to the Company, Issuer
and Trustee as their respective interest may appear.
G ii) The Company and Staco will, at their expense, take all
necessary action to maintain and preserve the first lien and
security interest of the Loan Agreement.
(iv) The Company and Staco will, prior to the removal of the
Machinery and Equipment from the Project Site to the Removal Site
provide appropriate certified UCC Information Request and Fi-
nancing statements with respect to said Machinery and Equipment
and file, register and record financing statement in such manner
and such places as may be required by the low of the state of the
Removal Site in order to publish notice of and fully to protect
the first lien and security interest of the Tssuer which has been
assigned to the Trustee K r the oL;e and ben.!fit of the Fond-
nolders, anJ the title of the Company to said Machinery and Equip-
ment: and _cum KMI to tLMO there&c, r will perform or ra"so to be
performed any act as provided by the lriw of `hate of th<'
Removal Sir, and will execute or esnsp to he exacuted any and all
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continuation statements and further instruments that are necessary
for such publication and protection. A file -marked copy of such
certified information request and financing statement shall be
delivered to the Issuer, the Trustee, the Bondholder and the
Company.
2. This consent to the removal of the Machinery and Equipment from
the Project Site to the Removal Site is subject to the foregoing conditions
and shall become effective only after the foregoing conditions have been
satisfied.
3. The Company and Staco will upon removal and filing of appropriate
financing statements execute and cause to be delivered to the Issuer,
Trustee and Bondholder a certificate to the effect that such Machinery and
Equipment has been removed from the Project Site to the Removal Site and
that the proper financing statements have been filed and recorded together
with a letter of opinion of an attorney at law, duly authorized to practice
in the jurisdiction of the Removal Site that the Issuer has a prior
perfected lien on the filing of UCC Financing Statements on said property
with respect to any other liens capable of being perfected thereon in the
jurisdiction of Removal Site.
4. It is the understanding and agreement of the parties hereto that
this Amendment shall in no way relieve the Company from any of its obliga-
tions under the Loan Agreement nor shall this Agreement in any way derogate
or relieve Staco from any of its obligations to the Company under its In-
denture of Lease or the Machinery and Equipment Lease.
IN WITNESS WEEREOF, the parties hereto have caused this kriendmc.nt
to Loan Agreement to be executed in their respective corporate names or
entities by their duly authorized officers or representatives on the dates
hereinafter set forth
Dated:
ATTEST:
City Clerk Y r�
CITY OF RICHMOND, INDIANA
/i
By
"ISSUER"
4
Dated:
Ro h e r t. 1ir i nd I Trust Officer
ATTEST:
"TRUSTEE
TIC." FIR3C NATIOvA, kANE OP -M(;11M0,ND
Date,!: By
A'TrEST.
Secretary
EIIPCO REALTY, A PARTNEI'SHIP
Dated: By
Properly Designated Representative
"COMPANY"
STACO, INC.
Dated: By
President
ATTEST:
STATE k-IN,-lAITA , I
COUNTY OF
Bt fa; E-- me
a ;lot, -Iry PLI , rlic ir. an,:
for the Mate and C"'ln!
y "Itor, s,- ' ili,
Appu�lre'd C1 ifEcrd J. Dickrrin
and Jo E ' !Iori
with �) )l-ll Of
I X�l
POrSOII.tl!V 3(7111-1�IiIIC�!d, ill,!
Oil" li"'11.11 ttaelr wlllls'
to t,,- the '13vor snd City
Cl.-k-,
of th=' CLt v or
;Jkchlfon'i'
Tndian Ona of the within
named n,-,,i
t h ho",
.; ';IjCh tlLi:.'or
and City Clerk, hero.,
jutho!-iz-1 so to do,
thu
for-'-goin;,
(11 Lht:, purp,s-:
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contained therein by subscribing thereto the nawa of said City and
attesting the official seal of said City by themselves as such Mayor and
City Clerk, respectively.
WITNESS my hand and notarial seal of office at Richmond, Indiana, this
day of 1983.
(Seal) Notary Pub
My Commission Expires:
STATE OF INDIANA )
SS:
COUNTY OF WAYNE )
Before me, , a Notary Public in and
for the State and County aforesaid, personally appeared Robert Feindl with
whom I an personally acquainted, and who, upon his oath, acknowledged him-
self to be the Trust Officer of The First National Bank of Richmond, being
authorized so to do, executed the foregoing instrument for the purposes
contained therein, by subscribing thereto the name of said corporation and
attesting by himself as such Trust Officer.
WITNESS my hand and notarial seal of office at Richmond, Indiana, this
day of , 1983.
(Seal) Notary Pub
My Commission Expires:
STATE OF ihDIANA )
SS:
COUNTY OF WAYNE )
Before me, , a Notary Public in and
foi the State and County aforesaid, personally appeared Robert M. Price and
James A. Rush with both of whom I am personally acquainted, and who, upon
their oaths, acknowledged themselves to be the President and Senior Vice
President respectively, of The First National Bank of Richmond, being
authorized so to do, executed the foregoing instrnr.ent for the purposes
contained therein, by subscribing, thereto the name of said corporation and
attesting by themselves as such President and Secretary, respectively.
WITNESS my hand and notarial seal of office at Richmond, Indiana, this
day of , 1933.
(Seal) Notary Public
My Commission Expires:
I
STATE 0 )
SS:
COUNTY OF )
Before me, , a Notary Public in and
for the State and County aforesaid, personalty aFpeared
and with both of whom
I am personally acquainted, and who, upon their oaths, acknowledged them-
selves to be the President and Secretary, respectively, of Staco, Inc.,
being authorized so to do, executed the foregoing instrument for the pur-
poses contained therein, by subscribing thereto the name of said corpora-
tion and attesting by themselves as such President and Secretary, respect-
ively.
WITNESS my hand and notarial seal of Office at
------ —�_._ _— ----' this -- d a y. of
(Seal) Not ar: Pub if c
My Commission Expires:
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