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Home My Public Portal Aboutr 09:151 ~ezolution of flre ~ornufl4 of QIarferd, ~. 3J. 09-151 Dote of Adopt;o" July 9, 2frfJ No. I RESOLUTION DETERl\DNING TIlE FORl\1 AND OTilER DETAiLS OF NOT EXCEEDiNG $8,100,000 GENERAL IMPROVEMENT BONDS, SERIES 2009, OF TilE BOROUGH OF CARTERET, IN TilE COUNTY OF MIDDLESEX, NEW JERSEY AND PROVIDiNG FOR TilElR SALE TO TilE NEW JERSEY ENVlRONl\lliNTAL INFRASTRUCTURE TRUST AND THE STATE OF NEW JERSEY PURSUANT TO TilE 2009 NEW JERSEY ENVlRONl\lliNTAL iNFRASTRUCTURE TRUST FiNANCiNG PROGRAM, WHEREAS the Borough of Carteret (the "BorougbU), in the County of Middlesex, New Jersey, has determined that there exists a need within the Borough to provide for sewer infrastructure improvements to Roosevelt Avenue Pump Station an~ the Turnpike Sanit~ Sewer Crossings in t~,e Borough (the "Project") as defined in each of that certam Loan Agreement (the 'Trust Loan Agreement) to be entered into by and between the Borough and the New Jersey Environmental Infrast~cture Trust (the "Truse') and that certain Loan Agreement (the "Fund Loan Agreement", and together WJth the Trust Loan Agreement the "Loan Agreements") to be entered into by and between tbe Borough and the State of New Jersey, acti~g by and through the New Jersey Department of Environmental ~rot~tion (the lIStatel1), all pursuant to the 2009 New Jersey Environmental Infrastructure Trust Fmancmg Program (the "Program!!); WHEREAS the Borough has determined to finance the Project with the proceeds of a loan to be made by each of the Trust (the "Trust Loanll) and the State (the "Fund Loan", and together with ~he Trust Loan, the "Loans") pursuant to the Trust Loan Agreement and the Fund Loan Agreement, respechvely; WHEREAS to evidence the Loans, each of the Trust and the State require the Borough to authorize execute ~ttest and deliver the Borough's General Improvement Bonds, Series 2009, in an aggregat~ principai amount not to exceed $8,100,000, a portion of which will be to the Trust (the :'Trust Loan Bond") and a portion of which will be to the State (the "Fund Loan Bond" and, together wIth the Trust Loan Bond, the "Borough Bonds") pursuant to the tenus of the Local Bond Law of the State ~~New Jersey, constituting Chapter 2 of Title 40A of the Revised Statutes of the State of New Jersey (the Loca Bond Law"), other applicable law and the Loan Agreements; i WHEREAS, N.J.S.A. 40A:2-27(a)(2) of the Local Bond Law allows for the sale of the Trust Loan Bond and the Fund Loan Bond to the Trust and the State, respectively, without any public offering, md N.J.S.A. 58:l1B-9(a) allows for the sale of the Trust Loan Bond to the Trust without any public offering, all under the tenns and conditions set forth herein; and WHEREAS, in connection with the issuance of the Borough Bonds to the Program,- the governing body of the Borough wishes to authorize the execution of certain certificates and opinions as may be required by the Program or Bond Counsel to the Borough (collectively, the "Escrowed Documents") by the Mayor, Chief Financial Officer, Borough Clerk, Counsel to the Borough, Project Engineer or Appraiser andlor Bond Counsel to the Borough (collectively, the "Borough Representatives") on or before the date when the Borough is scheduled to close the loans in escrow with the Program (the "Escrow Closing Date"), such documents to be delivered to Bond Counsel and held by Bond Counsel until such time as the Borough authorizes release of the same, NOW, THEREFORE, BE IT RESOLVED by a 213 vote of the full membership of the governing body of the Borough as follows: Section 1. In accordance with N.l.S.A. 40A:2-27(a)(2) ofthe Local Bond Law and N,J.S,A, 58:llB-9(a), the Borough hereby sells and awards its Borough Bonds in an aggregate principal amount not to exceed $8,100.000 in accordance with the provisions hereof, The Borough Bonds have been referred to and are described in a bond ordinance of the Borough, which bond ordinance is entitled, "BOND ORDINANCE PROVIDING FOR SEWER INFRASTRUCTURE IMPROVEMENTS TO ROOSEVELT AVENUE PUMP STATION AND THE TURNPIKE SANITARY SEWER CROSSINGS IN AND BY THE BOROUGH OF CARTERET, IN THE COUNTY OF MIDDLESEX, NEW JERSEY, APPROPRIATING $8,100,000 THEREFOR AND AUTHORIZING THE ISSUANCE OF $8,100,000 BONDS OR NOTES OF THE BOROUGH TO FINANCE PART OF THE COST THEREOF" finall adopted by the Borough at a meeting duly called and held on July 9. 2009, at which time a quorum present and acted throughout, all pursuant to the terms of the Local Bond Law and other applicable law. PAGE 2 (b) The maturity and annual principal installments of the Borough Bonds, which maturity shall not exceed 20 years; (c) The date of the Borough Bonds; (d) The interest rates ofthe Borough Bonds; (e) The purchase price for the Borough Bonds; and (f) The terms and conditions under which the Borough Bonds shall qe subject to redemption prio:~_~eir stat~_maturities. Section 3. Any determination made by the Chief Financial Officer pursuant to the terms hereof shall be conclusively evidenced by the execution and attestation of the aorough, Bonds by the parties authorized under Section 4(c) hereof. Section 4. as follows: The Borough hereby determines that certain teans of the Borough Bonds shall be (a) The Trust Loan Bond shall be issued in a single denomination and shall be numbered R- 1. The Fund Loan Bond shall be issued in a single denomination and shall be numbered R~2; (b) The Borough Bonds shall be issued in fully registered form and shall be payable to the registered owners thereof as to both principal and interest in lawful money of the United States of America; and - (c) The Borough- Bonds shall be executed by the manual or facsimile signatures of the Mayor and the Chief Financial Officer under official seal or facsimile thereof affixed, printed, engraved or reprodw:ed thereon and attested by the manual signature of the Borough Clerk. . Section 5. The Trust Loan Bond and the Fund Loan Bond shall be substantially in the form set forth in the Trust Loan Agreement and the Fund Loan Agreement, respectively. Section 6. The law fIrm ofMcManimon & Scotland, L.L.C. is hereby authorized to arrange for the printing of the Borough Bonds, which law firm may authorize McCarter & English, LLP, bon counsel to the Trust and the State for the Program. to arrange for same. The Borough auditor is hereb authorized to prepare the flOancial information necessary in connection with the issuance of the Borough Bonds. The Mayor, the Chief Financial Officer and the Borough Clerk are hereby authorized to execute any certificates necessary or desirable in connection with the financial and other information. Bond Counsel to the Borough is hereby authorized to accept and hold the Escrowed Documents on or before the [crow Closing Date and to release same upon the direction of the Borough. - - Section 7. The Borough hereby designates the Chief Financial Officer to award the Bonds . accordance with Section 2 hereof and such financial officer shall report in writing the results of the sale to this Council as required by law. NO. 09-151 PAGE 1 Section 8. The Mayor and the Chief Financial Officer are hereby severally authorized to execute any certificates or documents necessary or desirable in connection with the sale of the Borough Bonds, and are further authorized to deliver same to the Trust and the State upon delivery of the Borough Bonds and the receipt of payment therefor in accordance with the Loan Agreements. Section 9. This resolution shall take effect immediately. Section 10. Upon the adoption hereof, the Borough Clerk shall forward certified copies of this resolution to McManimon & Scotland, L.L.C., bond counsel to the Borough, and Richard T. Nolan.; ES9-', McCarter & English, LLP, bond counsel to the Trust. Ac:bpte:l this 9th day of July, 2frfJ arrl certifie:l as a true cqy of tlE orig:imJ. 00 July 10, 2frfJ. KiTIHU'EN M. PARNEY, M1:: M..lli.cip3l Clerk RECORD OF COUNCIL VOTE COUNCILMAN YES NO NY A.B. COUNCILMAN YES NO NV A.B. BEILINJ X KRlM X illJ)\j X f:IWllS X DIAZ X STThRZ X X.IndicateVole AB-Absent NY. Not Voting XOR ~ Indicates Vote to Overrule Veto Adopted at a meeting of the Municipal Council ~ 9, 2frfJ I ~... _e_~~A-4 f(J