HomeMy Public PortalAboutOctober 28 2019 Special Session Greencastle Board of Park Commissioners
Minutes of the Special Meeting
Monday, October 28, 2019
Present: President Tim Trigg, Vice President Dr. John Hennette, Secretary Cathy
Merrell,Joanna Muncie,
Absent: Greencastle Community School Corporation liaison Brittany Labhart,
City Council member and board liaison Steve Fields, and Putnam
County Public Library liaison David Taylor
Also Present: Mayor Bill Dory, Heidi Amspaugh and Harry Allen with Baker Tilly,
City Attorney Laurie Hardwick, and Parks and Recreation Director Rod
Weinschenk
Call to Order
The special meeting of the Greencastle Board of Park Commissioners was held in city
hall and called to order at 7:01 p.m. by park board president T.Trigg.
Public Input-None
Public Hearing: Consideration of Greencastle Aquatics Center Improvement Project
1. Public Hearing Opened - The public hearing was opened and called to order at 7:03
p.m. by park board president T.Trigg.
2. Public Hearing - Mayor B.Dory introduced both Heidi Amspaugh and Harry Allen
• with Baker Tilly who reviewed the three resolutions and bond documents with the
park board. This include a review of...
a. RESOLUTION NO. 2019-2. Confirmatory Resolution of the Board of Park
Commissioners of the City of Greencastle, Indiana
b. RESOLUTION 2019-3. A Resolution of the Park and Recreation District of
the City of Greencastle, Indiana Appropriating the Proceeds of the Park
District Bonds
c. RESOLUTON NO. 2019-4. Bond Resolution of the Greencastle Board of
Park Commissioners
3. Public Comments — Park board president asked the audience if there were any
comments or concerns. None were stated.
4. Public Hearing Closed—Following discussion and the request for public comments,
J.Hennette made the motion to close the public hearing. A second was received by
J.Muncie. On the vote of"All Ayes",the public hearing closed at 7:25 p.m.
New Business
1. Waive Reading(s) — In preparation for the three resolutions the park board approved
to "waive the reading(s)' on a motion from J.Hennette, second by J.Muncie. All
Ayes.
2. Meeting Posting Inquiry - Vice President J.Hennette made the inquiry about the
how public notification was posted announcing the public hearing. Director
R.Weinschenk stated it was sent via email to the Greencastle Board of Park
1
Comissioner's email list, which includes an email to the Banner Graphic and Hoosier
Topics. City Attorney L.Hardwick stated it was posted in additional sites, which
included Greencastle City Hall, Putnam County Courthouse, State of Indiana •
Gateway website and a federal website that gives notification for bond issues. It was
noted a three ring binder of bond issue information is available for review in city hall.
In short, she reassured the board that it was posted in many places in accordance to
State Statute.
3. Resolution No. 2019-2. Confirmatory Resolution of the Board of Park
Commissioners of the City of Greencastle, Indiana - Resolution No. 2019-2 was
approved on a motion from J.Hennette, second by J.Muncie. All Ayes.
4. Resolution No. 2019-3. A Resolution of the Park and Recreation District of the
City of Greencastle, Indiana Appropriating the Proceeds of the Park District
Bonds - Resolution No. 2019-3 was approved on a motion from C.Merrell, second by
J.Muncie. All Ayes.
5. Resolution No. 2019-4. Bond Resolution of the Greencastle Board of Park
Commissioners - Resolution No. 2019-4 was approved on a motion from J.Muncie,
second by J.Hennette. All Ayes.
6. Next Level Trails Application — Mayor B.Dory stated the draft copy of the Next
Level Trails Application is almost complete and requested a letter of support from the
park board to submit with the application. This application will be used to lengthen
the National Road Heritage Trail through Greencastle targeting the section from Zinc
Mill Road to Highway 231. On a motion from J.Hennette, second by J.Muncie the
park board authorized president T.Trigg to issue the letter. All Ayes. •
Next Meeting
The next regular meeting of the Greencastle Board of Park Commissioners will be held
on Thursday,November 7, 2019 at 7:30 p.m. in Greencastle City Hall.
Adjournment
On a motion from J.Hennette, second by J.Muncie,the park board meeting was adjourned
at 7:40 p.m. All Ayes.
Minutes respectfully submitted by:
Roderick M. Weinschenk, Director
Greencastle Parks &Recreation Department
Minutes approved by:
Tim Tri , resident Dr. Join Hennette, V e President
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f�, 2Kt� � 1/Lilt)
Cathy MerrelSecretary Jo a Muncie '
2
RESOLUTION NO. 2019-1
A DECLARATORY AND PRELIMINARY DETERMINATION
RESOLUTION OF THE PARK AND RECREATION DISTRICT
OF THE CITY OF GREENCASTLE, INDIANA
WHEREAS, the City of Greencastle, Indiana("City") has, by ordinance adopted pursuant
to IC 36-10-4 ("Act"), established the Board of Park Commissioners of the City("Board") and its
Department of Public Parks which has jurisdiction over the Greencastle Park and Recreation
District("District"); and
WHEREAS,the Board has caused an investigation to be made of areas within the District
and finds that it will be of public utility and benefit to complete the park improvements as more
fully described in Exhibit A attached hereto and incorporated herein by reference, together with
all necessary appurtenances, related improvements and equipment (collectively, "Projects"), to
serve the District; all components of the Projects constitute park improvements under the Act and
park purposes under IC 36-10-1; and
WHEREAS, preliminary plans, specifications, and cost estimates for the Projects have
been prepared and are on file with the Board and can be inspected at the office of the Board;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF PARK
COMMISSIONERS OF THE CITY OF GREENCASTLE, INDIANA:
Section 1. (a) The Board preliminarily finds that it is necessary and will be of public
utility and benefit to complete the Projects. The preliminary plans and specifications for the
Projects and cost estimates have been prepared and are on file and open to public inspection in
the office of the Board. The preliminary plans and specifications and cost estimates are made a
part of this resolution as fully and completely as if set out herein.
011164
1\14785983.1
(b) The estimated cost of the Projects, including incidental expenses in connection
with the Projects and the financing therefor, including capitalized interest, is an amount not to
exceed $1,800,000 to be funded by the issuance of bonds in an amount not to exceed $1,800,000.
(c) A public hearing shall be held on the question of the public utility and benefit of
the Projects commencing at the hour of 7:00 p.m. on October 28, 2019 in the City Hall, One
North Locust Street, Greencastle, Indiana, at which time the Board shall receive and hear
remonstrances from all persons interested in or affected by the Projects and proceedings and will
take final action to determine the public utility and benefit of the proposed Projects and will
confirm, modify or rescind this resolution.
Section 2. The Board preliminarily determines to issue bonds to apply on the cost of
the Projects in an aggregate principal amount not to exceed One Million Eight Hundred
Thousand Dollars ($1,800,000). The bonds shall be payable from the special benefits tax levied
in the manner provided by the Act and other applicable statutes. The bonds will mature
semiannually on January 1 and July 1 over a term ending no later than July 1, 2039 and will bear
interest at the rate or rates not to exceed 3.0% per annum, the actual rate or rates to he
determined by bidding. The bonds will be designated as "Park District Bonds of " (to be
completed with the year in which issued) and will constitute an indebtedness of the District, as a
special taxing district, payable out of the special benefits tax levied on all of the property of the
District. The exact terms of the bonds shall he set forth in a final bond resolution to be adopted
by the Board.
Section 3. Notice of the adoption of this resolution and the purport thereof, the
preliminary determination to issue bonds, the fact that such plans, specifications and estimates
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1\14785983.1
have been prepared and can be inspected, and setting out the date, time and place of the public
hearing shall be published and posted pursuant to applicable law.
Section 4. This resolution will be open to inspection by all persons interested in or
affected by the Project.
Adopted on this 3rd day of October, 2019.
BOARD OF PARK COMMISSIONERS
OF THE CITY OF GREENCASTI, , INDIANA
L7dalt -
Tim'I'ri„w,''r-si• nt
1/4Arzi
Dr. J hnf I lennette, 'ice President
;/476t7(
7/14MAL14,
Cathy Merrell, ecretary
Joanna Mun e, Member
ATTEST:
Cathy Merrell, cretary
- 3
I\14785983.I
EXHIBIT A
Description of Projects
The Projects consist of the following:
Projects at the Greencastle Aquatic Center
I. Bathhouse renovation.
Refurbishment of existing facility.
Expansion to include new family changing rooms.
Expansion to include new entry area.
2. Installation of new two flume water slide.
Includes removal of existing water slide.
Estimate includes cost of shipping and installation.
3. Installation of new drop type water slide in diving well.
Estimate includes cost of shipping and installation.
4. Installation of children's water play structure.
Estimate includes cost of shipping and installation.
5. Reserve for pool equipment replacement.
Reserve for upcoming pump and filter replacements (to be funded with EDIT
Allocation).
Projects within Robe Ann Park
1. Repair sidewalks and miscellaneous ADA improvements.
2. Road improvements and construction of a road link.
Includes construction of 80 feet of new road.
Includes curb installation and road resurfacing.
3. Develop event space near Shelter 1.
Includes reconstruction and/or realignment of existing road for parking and
use of area for special events.
4. Expand/Reconfigure pool/tennis court parking.
Includes expansion of the parking lot and landscaping.
I\14785983.1
RESOLUTION NO. 2019-2
• CONFIRMATORY RESOLUTION OF THE
BOARD OF PARK COMMISSIONERS
OF THE CITY OF GREENCASTLE, INDIANA
WHEREAS, the Board of Park Commissioners ("Board") of the City of Greencastle,
Indiana ("City") at a meeting of the Board held on October 3, 2019, did adopt a declaratory
resolution ("Declaratory Resolution") describing its purpose to complete the park projects as
described in Exhibit A attached hereto and incorporated herein by reference, together with all
necessary appurtenances, related improvements and equipment (collectively, "Projects"), and as
further described in the Declaratory Resolution of the Greencastle Park and Recreation District
("District");
WHEREAS, the Board gave notice by publication of a hearing to be held on October 28,
• 2019, which notice was published in the Banner Graphic and stated that a hearing would be held
by the Board on this date for the purpose of receiving and hearing remonstrances from persons
interested in or affected by these proceedings, including persons owning real or personal
property located within the District and persons owning land which may be injuriously affected
by these proceedings, and at which hearing the Board would take final action to determine the
public utility and benefit of the Projects;
WHEREAS, the Board on October 28, 2019, held such hearing and received and heard
remonstrances from persons interested in or affected by these proceedings and considered the
evidence presented at such hearing; and
WHEREAS, the cost of proceeding with the Projects of the District to be funded with
bond proceeds, including any payment to persons owning land which may be injuriously affected
1\14841628.1
by these proceedings and the incidental costs associated therewith is estimated not to exceed the
aggregate principal amount of$1,800,000;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF PARK
COMMISSIONERS OF THE CITY OF GREENCASTLE,INDIANA, THAT:
Section 1. The Board finds and determines that it will be of public utility and benefit
to undertake the proposed Projects as described in the Declaratory Resolution and confirmed by
this Confirmatory Resolution.
Section 2. The estimated cost of the Projects to be funded with bond proceeds will
not exceed $1,800,000. The estimated cost includes all necessary expenses to be incurred in
connection with the proceedings and the Projects, including capitalized interest, a premium for
municipal bond insurance, if necessary, a sum sufficient to pay the costs of supervision and
inspection during construction and completion, the costs of necessary records, engineering
expenses, contingencies, inspections, publication of notices, the issuance and sale of bonds to
provide funds for the Projects and expenses and fees incurred in connection therewith and other
necessary expenses to be incurred in connection with the letting of contracts with regard to the
Projects.
Section 3. The interest rate or rates on the bonds issued to apply on the cost of the
Projects shall not exceed 5.0% per annum pursuant to the notice of public hearing published in
the Banner Graphic at least 10 days prior to this meeting.
Section 4. In all respects the Declaratory Resolution is hereby confirmed.
•
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I\zas416zs.1
Adopted by the Board of Park Commissioners of the City of Greencastle, Indiana on this
n
28th day of October, 2019.
BOARD OF PARK COMMISSIONERS
OF THE CITY OF GREENCASTLE, INDIANA
Tun 7--
I r ,, Pr • en
Dr. oh Hennette, ice President
/ a -L- 71/11,41i-a-l'
Cathy Merrei Secretary
Vika itil 1./L ( )0 I e.,
Joa na uncie, Member
r''`s
ATTEST:
CA17/1/ 141{/INEZ -,
Cathy MerrelSecretary
r,
- 3 -
[\14841628.1
EXHIBIT A
Description of Projects
The Projects consist of the following:
Projects at the Greencastle Aquatic Center
1. Bathhouse renovation.
Refurbishment of existing facility.
Expansion to include new family changing rooms.
Expansion to include new entry area.
2. Installation of new two flume water slide.
Includes removal of existing water slide.
Estimate includes cost of shipping and installation.
3. Installation of new drop type water slide in diving well.
Estimate includes cost of shipping and installation.
4. Installation of children's water play structure.
Estimate includes cost of shipping and installation.
5. Reserve for pool equipment replacement.
Reserve for upcoming pump and filter replacements (to be funded with EDIT
Allocation).
Projects within Robe Ann Park
1. Repair sidewalks and miscellaneous ADA improvements.
2. Road improvements and construction of a road link.
Includes construction of 80 feet of new road.
Includes curb installation and road resurfacing.
3. Develop event space near Shelter 1.
Includes reconstruction and/or realignment of existing road for parking and
use of area for special events.
4. Expand/Reconfigure pool/tennis court parking.
Includes expansion of the parking lot and landscaping.
I\14841628.1
RESOLUTION NO. 2019-3
• A RESOLUTION OF THE PARK AND RECREATION DISTRICT OF
THE CITY OF GREENCASTLE, INDIANA, APPROPRIATING THE PROCEEDS
OF THE PARK DISTRICT BONDS
WHEREAS, the Board of Park Commissioners ("Board") of the City of Greencastle,
Indiana, has heretofore determined to provide for the cost of the projects as set forth on
Exhibit A which is attached hereto and made a part hereof, together with all necessary
appurtenances, related improvements and equipment (collectively, "Projects") and the incidental
expenses in connection therewith, including capitalized interest, if necessary, and on account of
the issuance of the Park District Bonds of (to be completed with the year in which
issued) ("Bonds"); and
WHEREAS, the Board has heretofore determined that the total cost of the Projects,
including the incidental expenses in connection therewith, capitalized interest, if necessary, and
on account of the issuance of the Bonds, shall not exceed the sum of One Million Eight Hundred
Thousand Dollars ($1,800,000); and
WHEREAS, the Board has heretofore authorized the issuance of the District's Bonds
under the provisions of IC 36-10-4, in an amount not exceeding One Million Eight Hundred
Thousand Dollars ($1,800,000) to provide funds to be applied on the cost of the Projects and the
incidental expenses incurred in connection therewith, including capitalized interest, if necessary,
410 and expenses incurred on account of the issuance of Bonds therefor; and
WHEREAS, the Board finds that under the provisions of governing statutes it is
necessary for the Board to make an appropriation in an amount equal to One Million Eight
Hundred Thousand Dollars ($1,800,000) and that the appropriation be made at this time.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF PARK
COMMISSIONERS OF THE CITY OF GREENCASTLE, INDIANA, THAT:
Section 1. An appropriation in the amount not to exceed One Million Eight Hundred
Thousand Dollars ($1,800,000) is hereby made to be applied on the costs of the Projects and the
incidental expenses incurred in connection therewith, including capitalized interest, if necessary,
and expenses incurred on account of the issuance of Bonds therefor, and that the funds to meet
this appropriation be provided out of the proceeds of the Bonds in the amount of One Million
Eight Hundred Thousand Dollars ($1,800,000) heretofore authorized; that said appropriation be
in addition to all other appropriations provided for in the existing budget and tax levy for the
current year.
Section 2. The Secretary of the Board is hereby authorized and directed to report and
certify the additional appropriation to the Department of Local Government Finance.
Section 3. This resolution shall be in full force and effect upon its passage.
1\14785990.1
Adopted this 28th day of October, 2019.
BOARD OF PARK COMMISSIONERS OF THE `✓
CITY OF GREENCASTLE, INDIANA
tr--(-1-11A --?-\
Tim Trig, ' dent
tag
et—'
Dr. Jol f�LiI-Jennette, 'j e President •
Cathy Merre- Secretary
Joan";Muncie, Member
Attest:
Cathy Mcrrely Secretary
2
1\14785990.1
EXHIBIT A
Description of Projects
The Projects consist of the following:
Projects at the Greencastle Aquatic Center
1. Bathhouse renovation.
Refurbishment of existing facility.
Expansion to include new family changing rooms.
Expansion to include new entry area.
2. Installation of new two flume water slide.
Includes removal of existing water slide.
Estimate includes cost of shipping and installation.
3. Installation of new drop type water slide in diving well.
Estimate includes cost of shipping and installation.
4. Installation of children's water play structure.
Estimate includes cost of shipping and installation.
Projects within Robe Ann Park
1. Repair sidewalks and miscellaneous ADA improvements.
2. Road improvements and construction of road link.
Includes construction of 80 feet of new road.
Includes curb installation and road resurfacing.
3. Develop event space near Shelter 1.
Includes reconstruction and/or realignment of existing road for parking and
use of area for special events.
4. Expand/Reconfigure pool/tennis court parking.
Includes expansion of the parking lot and landscaping.
1114785990.1
RESOLUTION 2019-4
•
BOND RESOLUTION OF THE
GREENCASTLE BOARD OF PARK COMMISSIONERS
WHEREAS, the Greencastle Board of Park Commissioners ("Board") and Park and
Recreation District("Park District ")have been created and operate pursuant to IC 36-10-4 ,as in
effect on the date of delivery of the bonds authorized herein("Act"); and
WHEREAS, on October 3, 2019, the Board of the Park District, the governing body of
the Park District, adopted a Declaratory and Preliminary Determination Resolution declaring that
it will be of public utility and benefit to complete certain park improvements as set forth in
Exhibit A attached hereto and incorporated herein by reference, together with all necessary
appurtenances, related improvements and equipment and the incidental expenses in connection
therewith and the issuance of bonds(collectively, "Projects"); and
WHEREAS, all components of the Projects constitute park improvements under the Act
and park purposes under IC 36-10-1; and
WHEREAS, on October 28, 2019, after notice and public hearing in accordance with the
Act and IC 5-3-1, the Board confirmed the Declaratory and Preliminary Determination
Resolution by the adoption of a Confirmatory Resolution; and
WHEREAS,the statutory notice required by 6-1.1-20-5 has been given; and
•
WHEREAS, the Board has been advised that the total cost of the Projects authorized
herein will not exceed the lesser of: (i) $5,170,000 times the assessed value growth quotient
determined under IC 6-1.1-18-5-2; or (ii) the greater of(a) one percent (1%) of the total gross
assessed value of property within the Park District on the last assessment date, or(b) $1,000,000,
and, therefore, the bonds will not be issued to fund a controlled project as defined in IC
6-1.1-20-1.1; and
WHEREAS, the Board has been advised that it may be cost efficient to purchase
municipal bond insurance for the bonds authorized herein; and
WHEREAS, the Board will publish notices, as required by law, requesting bids for the
Projects to be financed by the proceeds of the bonds, in accordance with the plans and
specifications prepared for the Projects; and
WHEREAS, the Board has obtained or will obtain prior to the sale of the bonds
authorized herein all necessary approvals required by law for the issuance of the bonds
authorized hereby, including the approval of the Common Council of the City of Greencastle,
Indiana("City");
NOW, THEREFORE, BE IT RESOLVED BY THE GREENCASTLE BOARD OF
PARK COMMISSIONERS THAT:
I\14839863.1
Section 1. Authorization of Projects. The Board shall proceed to undertake the Projects
• in accordance with the procedures set forth in the Act and other applicable laws.
Section 2. Authorization and Details of Bonds. (a) For the purpose of procuring funds
with which to pay the costs of the Projects and the issuance of bonds, including capitalized
interest and a premium for municipal bond insurance if necessary, on account thereof the City,
acting for and on behalf of the Board, shall borrow money in an amount not to exceed One
Million Eight Hundred Thousand Dollars ($1,800,000).
(b) In order to procure this loan the Clerk-Treasurer of the City is authorized and
directed to have prepared and to issue and sell bonds of the Park District in the name of the City,
payable out of a special benefits tax to be levied on all property within the Park District, to be
designated as "Park District Bonds of " (to be completed with the year in which
issued), in the aggregate principal amount not to exceed One Million Eight Hundred Thousand
Dollars ($1,800,000) ("Bonds") for the purpose of procuring funds to apply to the cost of the
Projects, capitalized interest and issuance costs of the Bonds.
(c) The Bonds shall be issued in fully registered form in the denomination of$5,000
or any integral multiple thereof, numbered consecutively from 1 up, and shall bear interest at a
rate or rates per annum not to exceed 5.0%per annum(the exact rate or rates to be determined by
bidding), which interest shall be payable semiannually on January 1 and July 1 of each year,
commencing on the first January 1 or the first July 1 after a property tax levy for the debt service
on the Bonds will be received. The Bonds shall be dated as of their date of delivery or the first
day of the month in which they are sold or delivered, as determined by the Clerk-Treasurer, with
00 the advice of the City's municipal advisor. The Bonds shall be sold at not less than 99% of their
par value plus accrued interest to the date of delivery, if any. Interest will be calculated on the
basis of twelve thirty-day months for a 360 day year. The Bonds shall mature or be subject to
mandatory sinking fund redemption semiannually on January 1 and July 1 over a period ending
no later than July 1, 2039 and in such amounts that will produce either (i) as level annual debt
service as practicable with $5,000 denominations or (ii) as level annual debt service as
practicable with $5,000 denominations taking into account the annual debt service on other
obligations of the Park District and the City which are payable from property taxes.
All or a portion of the Bonds may be issued as one or more term bonds, upon election of
the successful bidder. Such term bonds shall have a stated maturity or maturities of January 1 or
July 1 on the dates as determined by the successful bidder, but not later than the final maturity of
the Bonds as established in accordance with the above paragraph. The term bonds shall be
subject to mandatory sinking fund redemption and final payment(s) at maturity at 100% of the
principal amount thereof, plus accrued interest to the redemption date, on dates consistent with
the schedule to be set in accordance with the above paragraph.
(d) The Clerk-Treasurer is hereby authorized to request proposals from banking
institutions to serve as Registrar and Paying Agent ("Registrar" or "Paying Agent") and to select
a qualified banking institution to serve as registrar and paying agent for the Bonds and all such
actions are hereby ratified and approved. The Clerk-Treasurer is hereby authorized to enter into
such agreements or understandings with such institution as will enable the institution to perform
the services required of a Registrar and Paying Agent. The Clerk-Treasurer is further authorized
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1\14839863.1
to pay such fees as the institution may charge for the services it provides as Registrar and Paying •
Agent, and such fees may be paid from the Park District Bond Fund created to pay the principal
of and interest on the Bonds. Upon agreement between the City and the successful bidder for the
Bonds, the Clerk-Treasurer may be designated as the Registrar and Paying Agent, and, in that
case, shall be charged with all responsibilities of a Registrar and Paying Agent.
(e) The principal of and premium, if any, on the Bonds shall be payable at the
principal office of the Paying Agent. Interest on the Bonds shall be paid by check mailed one
business day prior to the payment date to the registered owner thereof at the address as it appears
on the registration books kept by the Registrar as of the fifteenth day of the month immediately
preceding the interest payment date or at such other address as is provided to the Paying Agent in
writing by such registered owner. If payment of principal or interest is made to a depository,
payment shall be made by wire transfer on the payment date in same-day funds. If the payment
date occurs on a date when financial institutions are not open for business, the wire transfer shall
be made on the next succeeding business day. The Paying Agent shall be instructed to wire
transfer payments by 1:00 p.m. (New York City time) so such payments are received at the
depository by 2:30 p.m. (New York City time). All payments on the Bonds shall be made in
lawful money of the United States of America, which on the date of such payment shall be legal
tender for the payment of public and private debts.
Each Bond shall be transferable or exchangeable only upon the books of the City kept for
that purpose at the principal office of the Registrar, by the registered owner or by its attorney
duly authorized in writing, upon surrender of such Bond together with a written instrument of
transfer or exchange satisfactory to the Registrar duly executed by the registered owner or its •
attorney duly authorized in writing, and thereupon a new fully registered Bond or Bonds in the
same aggregate principal amount and of the same maturity, shall be executed and delivered in the
name of the transferee or transferees or the registered owner, as the case may be, in exchange
therefor. The City and the Registrar and Paying Agent may treat and consider the person in
whose name such Bonds are registered as the absolute owner thereof for all purposes including
for the purpose of receiving payment of, or on account of, the principal thereof and interest due
thereon. The Bonds may be transferred or exchanged without cost to the owners of the Bonds
except for any tax or governmental charge required to be paid with respect to the transfer or
exchange, which taxes or governmental charges are payable by the person requesting such
transfer or exchange. The Registrar and Paying Agent will not be required to (i)register,transfer
or exchange any Bond during the period of 15 days next preceding mailing of a notice of
redemption of any Bonds, or (ii) to register, transfer or exchange any Bonds selected, called or
being called for redemption in whole or in part after mailing notice of such call.
The Bonds shall bear an original date, and each Bond shall also bear the date of its
authentication. Bonds authenticated on or before the fifteenth day of the month preceding the
first interest payment date shall be paid interest from the original date. Bonds authenticated
thereafter shall be paid interest from the interest payment date to which interest has been paid
next preceding the date of authentication of such Bonds unless the Bonds are authenticated
between the fifteenth day of the month preceding an interest payment date and the interest
payment date, in which case interest thereon shall be paid from such interest payment date.
411)
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I\14839863.1
The Bonds shall be signed in the name of the City by the manual or facsimile signature of
• the Mayor, and the seal of the City shall be affixed, imprinted, engraved or otherwise reproduced
thereon and attested by the manual or facsimile signature of the Clerk-Treasurer. The Bonds
shall be authenticated with the manual signature of the Registrar, and no Bond shall be valid or
become obligatory for any purpose until the certificate of authentication thereon shall have been
so executed. The Bonds shall, subject to the provisions hereof for registration, in the hands of
bona fide holders, be negotiable under the laws of the State of Indiana.
The City has determined that it may be beneficial to the City to have the Bonds held by a
central depository system pursuant to an agreement between the City and The Depository Trust
Company, New York,New York ("Depository Trust Company") and have transfers of the Bonds
effected by book-entry on the books of the central depository system ("Book Entry System").
The Bonds may be initially issued in the form of a separate single authenticated fully registered
Bond for the aggregate principal amount of each separate maturity of the Bonds. In such case,
upon initial issuance, the ownership of such Bonds shall be registered in the register kept by the
Registrar in the name of Cede& Co., as nominee of the Depository Trust Company.
With respect to the Bonds registered in the register kept by the Registrar in the name of
Cede & Co., as nominee of the Depository Trust Company, the City and the Paying Agent shall
have no responsibility or obligation to any other holders or owners (including any beneficial
owner ("Beneficial Owner")) of the Bonds with respect to (i) the accuracy of the records of the
Depository Trust Company, Cede & Co., or any Beneficial Owner with respect to ownership
questions, (ii) the delivery to any bondholder (including any Beneficial Owner) or any other
11) person, other than the Depository Trust Company, of any notice with respect to the Bonds
including any notice of redemption, or (iii) the payment to any bondholder (including any
Beneficial Owner) or any other person, other than the Depository Trust Company, of any amount
with respect to the principal of, or premium, if any,or interest on the Bonds except as otherwise
provided herein.
No person other than the Depository Trust Company shall receive an authenticated Bond
evidencing an obligation of the City to make payments of the principal of and premium, if any,
and interest on the Bonds pursuant to this resolution. The City and the Registrar and Paying
Agent may treat as and deem the Depository Trust Company or Cede & Co. to be the absolute
bondholder of each of the Bonds for the purpose of(i) payment of the principal of and premium,
if any, and interest on such Bonds; (ii) giving notices of redemption and other notices permitted
to be given to bondholders with respect to such Bonds; (iii) registering transfers with respect to
such Bonds; (iv) obtaining any consent or other action required or permitted to be taken of or by
bondholders; (v) voting; and (vi) for all other purposes whatsoever. The Paying Agent shall pay
all principal of and premium, if any, and interest on the Bonds only to or upon the order of the
Depository Trust Company, and all such payments shall be valid and effective fully to satisfy
and discharge the City's and the Paying Agent's obligations with respect to principal of and
premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. Upon
delivery by the Depository Trust Company to the City of written notice to the effect that the
Depository Trust Company has determined to substitute a new nominee in place of Cede & Co.,
and subject to the provisions herein with respect to consents, the words "Cede & Co." in this
AIN resolution shall refer to such new nominee of the Depository Trust Company. Notwithstanding
any other provision hereof to the contrary, so long as any Bond is registered in the name of Cede
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1\14839863.1
& Co., as nominee of the Depository Trust Company, all payments with respect to the principal
of and premium, if any, and interest on such Bonds and all notices with respect to such Bonds 40
shall be made and given, respectively, to the Depository Trust Company as provided in a
representation letter from the City to the Depository Trust Company.
Upon receipt by the City of written notice from the Depository Trust Company to the
effect that the Depository Trust Company is unable or unwilling to discharge its responsibilities
and no substitute depository willing to undertake the functions of the Depository Trust Company
hereunder can be found which is willing and able to undertake such functions upon reasonable
and customary terms, then the Bonds shall no longer be restricted to being registered in the
register of the City kept by the Registrar in the name of Cede & Co., as nominee of the
Depository Trust Company, but may be registered in whatever name or names the bondholders
transferring or exchanging the Bonds shall designate, in accordance with the provisions of this
resolution.
If the City determines that it is in the best interest of the bondholders that they be able to
obtain certificates for the fully registered Bonds, the City may notify the Depository Trust
Company and the Registrar, whereupon the Depository Trust Company will notify the Beneficial
Owners of the availability through the Depository Trust Company of certificates for the Bonds.
In such event, the Registrar shall prepare, authenticate, transfer and exchange certificates for the
Bonds as requested by the Depository Trust Company and any Beneficial Owners in appropriate
amounts, and whenever the Depository Trust Company requests the City and the Registrar to do
so, the Registrar and the City will cooperate with the Depository Trust Company by taking
appropriate action after reasonable notice (i) to make available one or more separate certificates40
evidencing the fully registered Bonds of any Beneficial Owner's Depository Trust Company
account or (ii) to arrange for another securities depository to maintain custody of certificates for
and evidencing the Bonds.
If the Bonds shall no longer be restricted to being registered in the name of the
Depository Trust Company, the Registrar shall cause the Bonds to be printed in blank in such
number as the Registrar shall determine to be necessary or customary; provided, however, that
the Registrar shall not be required to have such Bonds printed until it shall have received from
the City indemnification for all costs and expenses associated with such printing.
In connection with any notice or other communication to be provided to bondholders by
the City or the Registrar with respect to any consent or other action to be taken by bondholders,
the City or the Registrar, as the case may be, shall establish a record date for such consent or
other action and give the Depository Trust Company notice of such record date not less than
fifteen(15) calendar days in advance of such record date to the extent possible.
So long as the Bonds are registered in the name of the Depository Trust Company or
Cede & Co. or any substitute nominee, the City and the Registrar and Paying Agent shall be
entitled to request and to rely upon a certificate or other written representation from the
Beneficial Owners of the Bonds or from the Depository Trust Company on behalf of such
Beneficial Owners stating the amount of their respective beneficial ownership interests in the
Bonds and setting forth the consent, advice, direction, demand or vote of the Beneficial Owners
IIP
as of a record date selected by the Registrar and the Depository Trust Company, to the same
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I\14839863.1
extent as if such consent, advice, direction, demand or vote were made by the bondholders for
IROpurposes of this resolution and the City and the Registrar and Paying Agent shall for such
purposes treat the Beneficial Owners as the bondholders. Along with any such certificate or
representation, the Registrar may request the Depository Trust Company to deliver, or cause to
be delivered, to the Registrar a list of all Beneficial Owners of the Bonds, together with the
dollar amount of each Beneficial Owner's interest in the Bonds and the current addresses of such
Beneficial Owners.
Section 3. Redemption of Bonds. The Bonds are redeemable at the option of the City, on
any date beginning no earlier than January 1, 2030, on thirty days' notice, in whole or in part, in
the order of maturity as determined by the City and by lot within a maturity, at face value, plus
accrued interest to the date fixed for redemption, with no premium. The exact redemption dates
shall be determined by the Clerk-Treasurer, with the advice of the City's municipal advisor, prior
to the sale of the Bonds.
If any Bond is issued as a term bond, the Registrar shall credit against the mandatory
sinking fund requirement for the Bonds maturing as term bonds, and corresponding mandatory
redemption obligation, in the order determined by the City, any term bonds maturing on the same
date which have previously been redeemed (otherwise than as a result of a previous mandatory
redemption requirement) or delivered to the Registrar for cancellation or purchased for
cancellation by the City and not theretofore applied as a credit against any redemption
obligation. Each term bond so delivered or canceled shall be credited by the Registrar at 100%
of the principal amount thereof against the mandatory sinking fund obligation on such mandatory
redemption date for that term bond. Any excess of such amount shall be credited on future
redemption obligations, and the principal amount of that term bond to be redeemed by operation
of the mandatory sinking fund requirement shall be accordingly reduced.
If less than an entire maturity of the Bonds is called for redemption at one time, the
Bonds to be called shall be selected by lot by the Registrar. Each Five Thousand Dollars
($5,000) principal amount shall be considered a separate Bond for purposes of optional and
mandatory redemption. If some Bonds are to be redeemed by optional redemption and
mandatory sinking fund redemption on the same date, the Registrar shall select by lot the Bonds
for optional redemption before selecting the Bonds by lot for the mandatory sinking fund
redemption.
Notice of redemption shall be mailed to the address of the registered owner as shown on
the registration records of the Registrar, as of the date which is forty-five (45) days prior to the
date fixed for redemption, but not less than thirty (30) days prior to such redemption date, unless
notice is waived by the owner of the Bond or Bonds redeemed. The notice shall specify the date
and place of redemption and sufficient identification of the Bonds called for redemption. The
place of redemption may be determined by the City. Interest on the Bonds so called for
redemption shall cease and the Bonds will no longer be deemed outstanding under this resolution
on the redemption date fixed in such notice if sufficient funds are available at the place of
redemption to pay the redemption price, including accrued interest to the redemption date, on the
date so named. Failure to give such notice by mailing, or any defect in such notice,with respect
to any Bond shall not affect the validity of any proceedings for redemption of other Bonds.
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(\14839863.1
If the Bonds are not presented for payment or redemption on the date fixed therefor, the
City may deposit in trust with the Paying Agent, an amount sufficient to pay such Bond or the
redemption price, as the case may be, including accrued interest to the date of such payment and
thereafter the registered owner shall look only to the funds so deposited in trust with the Paying
Agent for payment, and the City shall have no further obligation or liability in respect thereto.
Section 4. Covenant to Levy Tax. The Bonds are not a corporate obligation or
indebtedness of the City, but are the obligation and indebtedness of the Park District, as a special
taxing district, and the Bonds, together with interest thereon, shall be payable solely out of the
special benefits tax levied on all property of the Park District. The City, acting through its Board
of Park Commissioners, covenants that it will cause a special tax for the payment of the principal
of and the interest on the Bonds to be levied, collected and applied for that purpose.
Section 5. Form of Bond. The form of the Bonds shall be substantially as follows:
[Unless this certificate is presented by an authorized representative of The Depository
Trust Company, a New York corporation ("DTC"),to the City of Greencastle, Indiana, or
its agent for registration of transfer, exchange, or payment, and any certificate issued is
registered in the name of Cede & Co. or in such other name as is requested by an
authorized representative of DTC (and any payment is made to Cede & Co. or to such
other entity as is requested by an authorized representative of DTC), ANY TRANSFER,
PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO
ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co.,
has an interest herein.]
IP
No.
UNITED STATES OF AMERICA
STATE OF INDIANA COUNTY OF PUTNAM
CITY OF GREENCASTLE
PARK DISTRICT BONDS OF
[INTEREST [MATURITY ORIGINAL AUTHENTICATION
RATE] DATE] DATE DATE [CUSIP]
REGISTERED OWNER:
PRINCIPAL SUM:
The City of Greencastle in Putnam County, Indiana ("City"), for and on behalf of the
Greencastle Park and Recreation District ("Park District"), acknowledges itself indebted, and for
value received hereby promises to pay, but only from the source and in the manner herein
provided,to the Registered Owner named above or registered assigns, the Principal Sum set forth
above on [the Maturity Date set forth above] OR [on January 1 and July 1 on the dates and in the
amounts set forth on Exhibit A attached hereto] (unless this Bond be subject to and be called for
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R14839863.1
redemption prior to maturity as hereinafter provided), and to pay interest hereon until the City's
® obligation with respect to the payment of the Principal Sum shall be discharged at the interest
rate[s] per annum specified [above] OR [as set forth in Exhibit A attached hereto and made a
part hereof] from the interest payment date immediately preceding the date of authentication of
this Bond unless this Bond is authenticated on or before 15, 20 in which
case interest shall be paid from the Original Date or unless this Bond is authenticated between
the fifteenth day of the month preceding an interest payment date and the interest payment date,
in which case interest shall be paid from such interest payment date. Interest shall be payable on
the first days of January and July of each year,commencing 1, 20
The principal of and premium, if any, on this Bond are payable at the office of the
, or any successor registrar and paying agent
("Paying Agent" or "Registrar"). Interest on this Bond shall be paid by check mailed one
business day prior to such payment date to the registered owner hereof at the address as it
appears on the registration books kept by the Registrar as of the fifteenth day of the month
immediately preceding the interest payment date or at such other address as is provided to the
Paying Agent in writing by the registered owner. If payment of principal or interest is made to a
depository, payment shall be made by wire transfer on the payment date in same-day funds.
[Notwithstanding anything to the contrary herein, this bond shall not be required to be presented
or surrendered to receive payment in connection with any mandatory sinking fund redemption
until the final maturity date of this bond or earlier payment in full of this bond. ]
If the payment date occurs on a date when financial institutions are not open for business,
• the wire transfer shall be made on the next succeeding business day. The Paying Agent shall
wire transfer payments by 1:00 p.m. (New York City time) so such payments are received at the
depository by 2:30 p.m. (New York City Time). All payments on this Bond shall be made in
lawful money of the United States of America,which on the dates of such payment shall be legal
tender for the payment of public and private debts.
[The Bonds shall be initially issued in a Book Entry System (as defined in the
Resolution). The provisions of this Bond and of the Resolution are subject in all respects to the
provisions of the Letter of Representations between the City and The Depository Trust
Company, or any substitute agreement, effecting such Book Entry System.]
This Bond is not a corporate obligation or indebtedness of the City, but is the obligation
and indebtedness of the Park District, as a special taxing district, and this Bond, together with
interest hereon, shall be payable solely out of the special benefits tax levied on all property of the
Park District. The City, acting through its Board of Park Commissioners, covenants that it will
cause a special tax for the payment of the principal of and the interest on this Bond to be levied,
collected and applied for that purpose. The Bonds are subject to IC 6-1.1-20.6 regarding certain
tax credits and the State of Indiana intercept of funds to pay debt service on the Bonds. This
Bond is negotiable pursuant to the laws of the State of Indiana.
This Bond is [the only] one of an authorized issue of Bonds of the Park and Recreation
District of the City of Greencastle, Indiana[, of like date, tenor and effect, except as to rates of
interest, series designation and dates of maturity]; designated "Park District Bonds of ,"
aggregating Dollars ($ ) ("Bonds"), issued for the purpose
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1\14839863.1
of procuring funds to be applied on the cost of constructing certain park improvement projects,
together with necessary appurtenances, related improvements and equipment and the incidental
expenses in connection therewith and with the issuance of the Bonds, including capitalized
interest [and a premium for municipal bond insurance,] all as more particularly described in a
Declaratory Resolution adopted on October 3, 2019, as confirmed by a resolution adopted
October 28, 2019 (collectively, "Projects"), which Bonds are issued pursuant to a Bond
Resolution adopted by the Board of Park Commissioners, on the 28th day of October, 2019
("Resolution"), authorizing the issuance and sale of the Bonds of the City for the purpose of
procuring funds for the Projects and in accordance with IC 36-10-4, as in effect on the date of
delivery of the Bonds.
[The Bonds have been designated as qualified tax-exempt obligations to qualify the
Bonds for the $10,000,000 exception from the provisions of Section 265(b) of the Internal
Revenue Code of 1986 relating to the disallowance of 100%of the deduction for interest expense
allocable to tax-exempt obligations.]
•
The Bonds maturing on and after , 20 are redeemable at the option of
the City, on , 20_or any date thereafter, on thirty days' notice, in whole or in part,
in the order of maturity as determined by the City and by lot within a maturity, at face value,
with no premium, plus accrued interest to the date fixed for redemption.
[The Bonds maturing on 1, 20_ are subject to mandatory sinking fund
redemption prior to maturity, at a redemption price equal to the principal amount thereof plus
accrued interest, on the dates and in the amounts set forth below:
20 Term Bond 20 Term Bond
Date Amount Date Amount
*Final Maturity]
Each Five Thousand Dollars ($5,000) principal amount shall be considered a separate
bond for purposes of optional [and mandatory] redemption. If less than an entire maturity is
called for redemption at one time, the Bonds to be redeemed shall be selected by lot by the
Registrar. [If some Bonds are to be redeemed by optional redemption and mandatory sinking
fund redemption on the same date, the Registrar shall select by lot the Bonds for optional
redemption before selecting the Bonds by lot for the mandatory sinking fund redemption.]
In either case, notice of redemption shall be mailed to the address of the registered owner
as shown on the registration record of the Registrar, as of the date which is forty-five (45) days
prior to the date fixed for redemption, not less than thirty (30) days prior to such redemption
date, unless said notice is waived by the registered owner of this Bond. Any notice shall specify
the date and place of redemption and sufficient identification of the Bonds called for redemption.
The place of redemption may be determined by the City. Interest on the Bonds so called for
redemption shall cease on the redemption date fixed in such notice, if sufficient funds are
available at the place of redemption to pay the redemption price, including interest accrued to the
redemption date, on the date so named. Failure to give such notice by mailing, or any defect in
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I\14839863.1
such notice, with respect to any Bond shall not affect the validity of any proceedings for
redemption of other Bonds.
If this Bond shall not be presented for payment or redemption on the date fixed therefor,
the City may deposit in trust with the Paying Agent, an amount sufficient to pay such Bond or
the redemption price, as the case may be, including accrued interest to the date of such payment
or redemption, and thereafter the registered owner shall look only to the funds so deposited in
trust with that bank for payment, and the City shall have no further obligation or liability in
respect thereto.
The Bonds are subject to defeasance prior to redemption or payment as provided in the
Resolution. THE OWNER OF THIS BOND, BY THE ACCEPTANCE HEREOF, HEREBY
AGREES TO ALL THE TERMS AND PROVISIONS CONTAINED IN THE RESOLUTION.
The Resolution may be amended without the consent of the owners of the Bonds as provided in
the Resolution if the Board of Park Commissioners determines, in its sole discretion, that the
amendment shall not adversely affect the rights of any of the owners of the Bonds.
This Bond is transferable or exchangeable only upon the books of the City kept for that
purpose at the office of the Registrar, by the registered owner hereof or by its attorney duly
authorized in writing, upon surrender of this Bond together with a written instrument of transfer
or exchange satisfactory to the Registrar duly executed by the registered owner or its attorney
duly authorized in writing, and thereupon a new fully registered Bond or Bonds in the same
aggregate principal amount and of the same maturity, shall be executed and delivered in the
name of the transferee or transferees or to the registered owner, as the case may be, in exchange
therefor. The City and the Registrar and Paying Agent may treat and consider the person in
whose name this Bond is registered as the absolute owner hereof for all purposes including for
the purpose of receiving payment of, or on account of, the principal hereof and interest due
hereon. The Bonds may be transferred or exchanged without cost to the owners of the Bonds
except for any tax or governmental charge required to be paid with respect to the transfer or
exchange, which taxes or governmental charges are payable by the person requesting such
transfer or exchange. The Registrar and Paying Agent will not be required to (i)register, transfer
or exchange any Bond during the period of 15 days next preceding mailing of a notice of
redemption of any Bonds, or (ii) to register, transfer or exchange any Bonds selected, called or
being called for redemption in whole or in part after mailing notice of such call.
The Bonds maturing in any one year are issuable only in fully registered form in the
denomination of $5,000 or any integral multiple thereof not exceeding the aggregate principal
amount of the bonds maturing in such year.
This Bond shall not be valid or become obligatory for any purpose until the certificate of
authentication hereon shall have been duly executed by the Registrar.
It is hereby certified, recited and declared that all acts, conditions and things required to
be done precedent to and in the execution, issuance and delivery of this Bond have been done
and performed in regular and due form as provided by law, and this Bond and the total issue of
the Bonds is within every limit of indebtedness as prescribed by the constitution and laws of the
State of Indiana.
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1\14839863.1
IN WITNESS WHEREOF, the Greencastle Board of Park Commissioners, has caused
this Bond to be executed in the name of the City of Greencastle, for and on behalf of the
Greencastle Park and Recreation District, by the manual or facsimile signature of the Mayor, the
seal of the City or a facsimile thereof to be affixed, imprinted, engraved or otherwise reproduced
hereon and attested by the manual or facsimile signature of the Clerk-Treasurer.
CITY OF GREENCASTLE, INDIANA
By:
Mayor
(Seal)
Attest:
Clerk-Treasurer
REGISTRAR'S CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds described in the within mentioned Resolution.
as Registrar
By:
Authorized Representative
[INSURANCE LEGEND]
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto
(Insert name and address)
[Please insert Social Security or Tax Identification Number
the within bond and all rights thereunder, and hereby irrevocably constitutes and appoints
attorney to transfer the within bond on the books kept for the registration
thereof with full power of substitution in the premises.
Dated:
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[\14839863.I
• Signature Guaranteed:
NOTICE: Signature(s) must be guaranteed NOTICE: The signature to this assignment
by an eligible guarantor institution must correspond with the name as it appears
participating in a Securities Transfer on the face of the within bond in every
Association recognized signature guarantee particular, without alteration or enlargement
program or any change whatsoever.
[EXHIBIT A]
[end of bond form]
Section 6. Defeasance. If, when the Bonds or any portion thereof, shall have become
due and payable in accordance with their terms or shall have been duly called for redemption or
irrevocable instructions to call the Bonds or any portion thereof for redemption shall have been
given, and the whole amount of the principal and the interest and the premium, if any, so due and
payable upon all of the Bonds or any portion thereof then outstanding shall be paid, or (i)
sufficient moneys, or (ii) direct obligations of, or obligations the principal of and interest on
which are unconditionally guaranteed by, the United States of America, the principal of and the
11111 interest on which when due will provide sufficient moneys, or(iii) any combination of(i) and(ii)
above which when due will provide sufficient moneys, shall be held in trust for such purpose,
and provision shall also be made for paying all fees and expenses for the redemption,then and in
that case the Bonds or any designated portion thereof shall no longer be deemed outstanding or
entitled to the pledge of special taxes to be levied upon all property in the Park District and the
bondholders shall be entitled to look only to the trust for payment of the Bonds.
Section 7. Legal Opinion. Prior to the delivery of the Bonds, the Clerk-Treasurer shall
obtain a legal opinion as to the validity of the Bonds from Ice Miller LLP, bond counsel of
Indianapolis, Indiana, and shall furnish such opinion to the purchaser of the Bonds. The cost of
the opinion shall be considered as part of the costs incidental to these proceedings and shall be
paid out of proceeds of the Bonds.
Section 8. Preparation and Execution of Bonds. The Clerk-Treasurer is hereby
authorized and directed to have Bonds prepared, and the Mayor and the Clerk-Treasurer are
hereby authorized and directed to execute and attest the Bonds in the form and manner herein
provided.
Section 9. Application of Bond Proceeds; Covenant to Levy Tax. (a) Any accrued
interest and any capitalized interest shall be deposited in the Bond Fund and shall be used to pay
interest on the Bonds on the first interest payment date. The Clerk-Treasurer is hereby
authorized and directed to deposit the proceeds of the Bonds in a separate fund ("Bond Proceeds
Fund") to pay for: (1) the cost of the Projects, (2) all costs and expenses incurred in connection
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1\14839863,1
with the Projects and (3) costs of issuance of the Bonds. The Bond Proceeds Fund may not be
used for any other purpose. 1.1100
(b) In order to provide for the payment of the principal of and interest on the Bonds,
there shall be levied in each year upon all taxable property in the Park District, real and personal,
and collected a tax in an amount and in such manner sufficient to pay the principal of and interest
on the Bonds. Such taxes shall be deposited into the Bond Fund.
(c) The Bond Proceeds Fund and the Bond Fund shall be deposited, at interest, with
the depository or depositories of other public funds of the City, and all interest collected on it
belongs to the fund to which it is attributable. Any surplus remaining from the proceeds of the
Bonds after all costs and expenses are fully paid, at the direction of the Board, shall be paid into
and become a part of the Bond Fund or used to reduce the rate of taxation in the Park District in
accordance with IC 5-1-13-2.
(d) Notwithstanding any other provision of this resolution, the City may enter into an
agreement with the Registrar and Paying Agent in which the Registrar agrees that upon any
default or insufficiency in the payment of principal of and interest on the Bonds as provided in
this resolution, the Registrar will immediately, without any direction, security or indemnity, file
a claim with the Treasurer of the State of Indiana for an amount equal to principal and interest in
default and consents to the filing of any such claim by a bondholder in the name of the Registrar
for deposit with the Registrar.
If the Clerk-Treasurer is designated as the Registrar and Paying Agent or if the Registrar
and Paying Agent declines to undertake the duties described in the preceding paragraph, the
Board covenants, under IC 6-1.1-20.6-10, to determine if the Bond Fund has sufficient funds to
pay the principal of and interest on the Bonds at least five (5) days before such payments are due.
If the Bond Fund is not sufficient because of the operation of the tax credits granted under the
provisions of IC 6-1.1-20.6,the City agrees to the following:
(1) The Clerk-Treasurer shall determine or cause to be determined the amount of the
deficiency in the Bond Fund("Deficiency"); and
(2) The Deficiency shall be immediately reported and a claim filed by the City with
the Treasurer of the State of Indiana for an amount equal to such Deficiency.
Section 10. Sale of Bonds; Official Statement; Continuing Disclosure; Bond Insurance.
(a) Prior to the sale of the Bonds at public sale, the Clerk-Treasurer shall cause to be published
either (i) a notice of such sale in the newspaper or newspapers which meet the requirements of
IC 5-3-1, two times, at least one week apart, the first publication made at least fifteen (15) days
before the date of the sale and the second publication being made at least three (3) days before
the date of the sale, or (ii) a notice of intent to sell in the newspaper or newspapers which meet
the requirements of IC 5-3-1 and the Court & Commercial Record, once each week for two
weeks all in accordance with IC 5-1-11 and IC 5-3-1. A notice or summary notice of sale may
also be published in The Bond Buyer or the Court & Commercial Record. The notice shall state
the character and amount of the Bonds, the maximum rates of interest thereon, the terms and
conditions upon which bids will be received and the sale made, and such other information as the
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I\14839863.I
Clerk-Treasurer and the attorneys employed by the City shall deem advisable, and any summary
• notice may contain any information deemed so advisable. The notice will also state that the
winning bidder will agree to assist the City in establishing the issue price of the Bonds under
Treas. Reg. Section 1.148-1(f) ("Issue Price Regulation"). The criteria for establishing the issue
price under the Issue Price Regulation shall be set forth in the preliminary Official Statement
and/or the bid form. The notice may provide, among other things, that electronic bidding will be
permitted and that the successful bidder shall be required to submit within twenty-four(24)hours
of the bond sale either a certified or cashier's check or a wire transfer of funds in an amount
equal to 1% of the principal amount of the Bonds described in the notice to guarantee
performance on the part of the bidder. If the successful bidder shall fail or refuse to accept
delivery of the Bonds and pay for the same in immediately available funds as soon as the Bonds
are ready for delivery, or at the time fixed in the notice of sale, then the check and the proceeds
thereof shall be the property of the City and shall be considered as its liquidated damages on
account of such default; that bidders for the Bonds will be required to name the rate or rates of
interest which the Bonds are to bear, not exceeding the maximum rate fixed above, that such
interest rate or rates shall be in multiples of one-eighth (1/8), one-twentieth (1/20) or one-
hundredth(1/100) of one percent (1%). No conditional bids or bids for less than 99% of the face
value of the Bonds will be considered.
The Bonds shall be awarded by the Clerk-Treasurer to the best bidder who has submitted
its bid in accordance with the terms of this resolution, IC 5-1-11 and the notice of sale or notice
of intent to sell, as the case may be. The best bidder will be the one who offers the lowest net
interest cost to the City to be determined by computing the total interest on all of the Bonds to
their maturities and deducting therefrom the premium bid, if any, and adding thereto the discount
bid, if any. The right to reject any and all bids is hereby reserved. If an acceptable bid is not
received on the date of sale, the sale may be continued from day to day thereafter without further
advertisement for a period of thirty (30) days, during which time no bid which provides a higher
net interest cost to the City than the best bid received at the time of the advertised sale will be
considered.
(b) Distribution of an Official Statement (preliminary and final) prepared by Baker
Tilly Municipal Advisors, LLC, on behalf of the City, is hereby authorized and approved and the
Mayor, the Clerk-Treasurer or the President of the Board are authorized and directed to execute
the final Official Statement on behalf of the City in a form consistent with this resolution. The
Mayor, the Clerk-Treasurer or the President of the Board is hereby authorized to designate the
preliminary Official Statement as "nearly final" for purposes of Rule 15c2-12 as promulgated by
the Securities and Exchange Commission("Rule").
(c) If the Bonds are subject to the Rule, the Mayor and the Clerk-Treasurer are
hereby authorized to execute and deliver a Continuing Disclosure Undertaking upon delivery of
the Bonds. Notwithstanding any other provision of this resolution, failure of the Board to
comply with the Continuing Disclosure Undertaking shall not be considered an event of default
under the Bonds or this resolution.
(d) In the event the municipal advisor certifies to the Board that it would be
economically advantageous for the Board to obtain a municipal bond insurance policy the Board
• hereby authorizes the purchase of such an insurance policy. The acquisition of a municipal bond
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I\14839863.1
insurance policy is hereby deemed economically advantageous in the event the difference
between the present value cost of (a) the total debt service on the Bonds if issued without
municipal bond insurance and (b) the total debt service on the Bonds if issued with municipal
bond insurance, is greater than the cost of the premium of the municipal bond insurance policy.
If such an insurance policy is purchased, the Mayor and the Clerk-Treasurer of the City are
hereby authorized to execute and deliver all agreements with the provider of the policy to the
extent necessary to comply with the terms of such insurance policy and the commitment to issue
such policy. Such agreement shall be deemed a part of this ordinance for all purposes and is
hereby incorporated herein by reference.
Section 11. Tax Covenants. In order to preserve the exclusion of interest on the Bonds
from gross income for federal income tax purposes under Section 103 of the Internal Revenue
Code of 1986, as in effect on the date of delivery of the Bonds ("Code") and as an inducement to
purchasers of the Bonds, the Board represents, covenants and agrees that:
(a) The Projects will be available for use by members of the general public. Use by a
member of the general public means use by natural persons not engaged in a trade or business.
No person or entity other than the City, the District or another state or local governmental unit
will use more than 10% of the proceeds of the Bonds or property financed by the Bond proceeds
other than as a member of the general public. No person or entity other than the City, the
District or another state or local governmental unit will own property financed by Bond proceeds
or will have any actual or beneficial use of such property pursuant to a lease, a management or
incentive payment contract, arrangements such as take-or-pay or output contracts or any other
type of arrangement that conveys other special legal entitlements and differentiates that person's •
or entity's use of such property from use by the general public, unless such uses in the aggregate
relate to no more than 10% of the proceeds of the Bonds. If the City enters into a management
contract for any of the Projects, the terms of the contract will comply with IRS Revenue
Procedure 2017-33, as it may be amended, supplemented or superseded for time to time, so that
the contract will not give rise to private business use under the Code and the Regulations, unless
such use in aggregate relates to no more than 10% of the proceeds of the Bonds.
(b) No more than 10% of the payment of the principal of or interest on the Bonds is
(under the terms of the Bonds, this resolution or any underlying arrangement), directly or
indirectly, secured by an interest in property used or to be used for any private business use or
payments in respect of any private business use or payments in respect of such property or to be
derived from payments (whether or not to the City or the District) in respect of such property or
borrowed money used or to be used for a private business use.
(c) No more than 5% of the Bond proceeds will be loaned to any person or entity
other than another state or local governmental unit. No more than 5% of the Bond proceeds will
be transferred, directly or indirectly, or deemed transferred to a nongovernmental person in any
manner that would in substance constitute a loan of the Bond proceeds.
(d) The Board reasonably expects, as of the date hereof, that the Bonds will not meet
either the private business use test described in paragraph (a) and (b) above or the private loan
test described in paragraph(c) above during the entire term of the Bonds.
4110
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(e) No more than 5% of the proceeds of the Bonds will be attributable to private
business use as described in (a) and private security or payments described in (b) attributable to
unrelated or disproportionate private business use. For this purpose, the private business use test
is applied by taking into account only use that is not related to any government use of proceeds
of the issue (Unrelated Use) and use that is related but disproportionate to any governmental use
of those proceeds (Disproportionate Use).
(f) The Board will not take any action nor fail to take any action with respect to the
Bonds that would result in the loss of the exclusion from gross income for federal tax purposes
on the Bonds pursuant to Section 103 of the Code, nor will the Board act in any other manner
which would adversely affect such exclusion. The Board covenants and agrees not to enter into
any contracts or arrangements which would cause the Bonds to be treated as private activity
bonds under Section 141 of the Code.
(g) It shall not be an event of default under this resolution if the interest on the Bonds
is not excludable from gross income for federal tax purposes or otherwise pursuant to any
provision of the Code which is not currently in effect and in existence on the date of issuance of
the Bonds.
(h) All officers, members, employees and agents of the Board and the City are
authorized and directed to provide certifications of facts and estimates that are material to the
reasonable expectations of the Board as of the date the Bonds are issued and to enter into
covenants on behalf of the Board evidencing the Board's commitments made herein. In
• particular, all or any members or officers of the Board or officers of the City are authorized to
certify and enter into covenants for the District regarding the facts and circumstances and
reasonable expectations of the Board on the date the Bonds are issued and the commitments
made by the Board herein regarding the amount and use of the proceeds of the Bonds.
(i) The Common Council of the City has authorized the Mayor and Clerk-Treasurer
to determine if(1) the City meets the requirements of Section 265(b)(3) of the Code to allow the
designation of the Bonds as qualified tax-exempt obligations and (2) tax-exempt obligations
issued by or on behalf of the City, including the Bonds, as well as bonds, tax-exempt leases and
temporary loan warrants (excluding private activity bonds), will not exceed $10,000,000 in
calendar year 2019. Such designations and representations will be set forth in the tax certificate
of the City executed in connection with delivery of the Bonds. Any designation of the Bonds
under Section 265(b)(3) of the Code shall also be described in the notice given for the sale of the
Bonds.
(j) Notwithstanding any other provisions of this resolution, the covenants and
authorizations contained in this resolution ("Tax Sections") which are designed to preserve the
exclusion of interest on the Bonds from gross income under federal law ("Tax Exemption") need
not be complied with if the Town receives an opinion of nationally recognized bond counsel that
compliance with any Tax Section is unnecessary to preserve the Tax Exemption.
(k) These covenants are based solely on current law in effect and in existence on the
date of delivery of such Bonds.
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Section 12. Amendments with Consent of Bondholders. Subject to the terms and
provisions contained in this section, and not otherwise, the owners of not less than sixty-six and 41.0
two-thirds percent (66 2/3%) in aggregate principal amount of the Bonds issued pursuant to this
resolution and then outstanding shall have the right from time to time, anything contained in this
resolution to the contrary notwithstanding, to consent to and approve the adoption by the Board
of such resolution or resolutions supplemental hereto or amendatory hereof, as shall be deemed
necessary or desirable by the Board for the purpose of modifying, altering, amending, adding to
or rescinding in any particular any of the terms or provisions contained in this resolution, or in
any supplemental resolution; provided, however, that nothing herein contained shall permit or be
construed as permitting:
(a) An extension of the maturity of the principal of or interest on, or any mandatory
sinking fund redemption date for, any Bond issued pursuant to this resolution; or
(b) A reduction in the principal amount of any Bond or the redemption premium or
the rate of interest thereon;or
(c) The creation of a lien upon or a pledge of the special benefits tax ranking prior to
the pledge thereof created by this resolution; or
(d) A preference or priority of any Bond or Bonds issued pursuant to this resolution
over any other Bond or Bonds issued pursuant to the provisions of this resolution; or
(e) A reduction in the aggregate principal amount of the Bonds required for consent
to such supplemental resolution. `✓
If the owners of not less than sixty-six and two-thirds percent (66 2/3%) in aggregate
principal amount of the Bonds outstanding at the time of adoption of such supplemental
resolution shall have consented to and approved the adoption thereof by written instrument to be
maintained on file in the office of the Clerk-Treasurer of the City, no owner of any Bond issued
pursuant to this resolution shall have any right to object to the adoption of such supplemental
resolution or to object to any of the terms and provisions contained therein or the operation
thereof, or in any manner to question the propriety of the adoption thereof, or to enjoin or
restrain the Board from adopting the same, or from taking any action pursuant to the provisions
thereof. Upon the adoption of any supplemental resolution pursuant to the provisions of this
section, this resolution shall be, and shall be deemed, modified and amended in accordance
therewith, and the respective rights, duties and obligations under this resolution of the Board and
all owners of Bonds then outstanding, shall thereafter be determined, exercised and enforced in
accordance with this resolution, subject in all respects to such modifications and amendments.
Notwithstanding anything contained in the foregoing provisions of this resolution, the rights and
obligations of the Board and of the owners of the Bonds authorized by this resolution, and the
terms and provisions of the Bonds and this resolution, or any supplemental or amendatory
resolution, may be modified or altered in any respect with the consent of the Board and the
consent of the owners of all the Bonds then outstanding.
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Excluding the changes set out in this Section 12(a)-(e), the Board may amend this
resolution without bondholder consent if the Board determines, in its sole discretion, that the
amendment shall not adversely affect the rights of any of the owners of the Bonds.
Section 13. Repeal of Conflicting Provisions. All resolutions, or parts thereof, in conflict
with the provisions of this resolution, are, to the extent of such conflict, hereby repealed or
amended, and this resolution shall be in immediate effect from and after its adoption.
Section 14. Severability. If any section, paragraph or provision of this resolution shall be
held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such
section, paragraph or provision shall not affect any of the remaining provisions of this resolution.
Section 15. Effective Date. This resolution shall be in full force and effect immediately
upon its passage and signing.
Adopted by the Greencastle Board of Park Commissioners, Greencastle, Indiana, on this
28th day of October, 2019.
BOARD OF PARK COMMISSIONERS
OF THE CITY OF GREENCASTLE, INDIANA
Tim T 7g, I r sldent -"rL '1
Dr. o n I-Iennet , Vice President
Cathy MerrelSecretary
OUWVA-
Joan a Muncie, Member
ATTEST:
Of
Ulf
Cathy M , Secretary
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1\l 4839863.1
EXHIBIT A
Description of Projects
The Projects consist of the following:
Projects at the Greencastle Aquatic Center
1. Bathhouse renovation.
Refurbishment of existing facility.
Expansion to include new family changing rooms.
Expansion to include new entry area.
2. Installation of new two flume water slide.
Includes removal of existing water slide.
Estimate includes cost of shipping and installation.
3. Installation of new drop type water slide in diving well.
Estimate includes cost of shipping and installation.
4. Installation of children's water play structure.
Estimate includes cost of shipping and installation.
5. Reserve for pool equipment replacement.
Reserve for upcoming pump and filter replacements (to be funded with EDIT
Allocation).
Projects within Robe Ann Park
l. Repair sidewalks and miscellaneous ADA improvements.
2. Road improvements and construction of a road link.
Includes construction of 80 feet of new road.
Includes curb installation and road resurfacing.
3. Develop event space near Shelter 1.
Includes reconstruction and/or realignment of existing road for parking and
use of area for special events.
4. Expand/Reconfigure pool/tennis court parking.
Includes expansion of the parking lot and landscaping.
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