The URL can be used to link to this page

Home My WebLink About2004 05_OPWA_Lowan OWRB_2004.05.18 THE OW ASSO PUBLIC WORKS AUTHORITY RESOLUTION NO. 2004-05 A RESOLUTION OF THE OW ASSO PUBLIC WORKS AUTHORITY AUTHORIZING A LOAN FROM THE OKLAHOMA WATER RESOURCES BOARD IN THE TOTAL AGGREGATE PRINCIPAL AMOUNT OF $2,350,000; APPROVING THE ISSUANCE OF A PROMISSORY NOTE IN THE TOTAL AGGREGATE PRINCIPAL AMOUNT Of $2,350,000, SECURED BY A PLEDGE OF REVENUES AND AUTHORIZING ITS EXECUTION; DESIGNATING THE LOCAL TRUSTEE; APPROVING AND AUTHORIZING THE EXECUTION OF A LOAN AGREEMENT; APPROVING AND AUTHORIZING THE EXECUTION OF A SERIES 2004 SUPPLEMENTAL NOTE INDENTURE; RATIFYING A LEASE, AS AMENDED BY AN AMENDMENT TO LEASE; APPROVING VARIOUS COVENANTS; APPROVING AND AUTHORIZING PAYMENT OF FEES AND EXPENSES; AUTHORIZING DOCUMENTS PERTAINING TO A YEAR-TO-YEAR PLEDGE OF CERTAIN SALES TAX REVENUE; AND CONTAINING OTHER PROVISIONS RELATING THERETO. WHEREAS The Owasso Public Works Authority, Tulsa County, Oklahoma (the "Borrower"), was organized under Title 60, Oklahoma Statutes 2001, Sections 176-180.4, as amended, for the purpose of furthering the public functions of the City of Owasso, Oklahoma (the "City"); and 1993A Promissory Note to amount of $3,630,000 (the "1993A WHEREAS, the Borrower heretofore issued its Series Oklahoma Water Resources Board in the original principal Note"); and and water certain for WHEREAS, the 1993A Note provided long term financing wastewater system improvements constructed by the Borrower; and WHEREAS, the Board has approved a loan application of the Borrower and the Borrower has determined to borrow money from the Board for the purpose of refinancing the outstanding principal amount of the 1993A Note and to evidence such loan by the issuance of the Borrower's Series 2004 Promissory Note to Oklahoma Water Resources Board in the original principal amount of $2,350,000 (the "2004 Note"), said Note being secured by a pledge of revenue derived from Borrower's water, sanitary sewer, garbage and trash collection systems and the Bailey Ranch Golf Club (hereinafter collectively the "System") and the revenue generated pursuant to a two percent (2%) sales tax received by the Borrower from the City, which sales tax is levied pursuant to Ordinance No. 103 of the City, as amended by Ordinance No. 153 of said City (the "Limited Sales Tax Revenue"). 2 NOW, THEREFORE, BE RESOLVED BY THE TRUSTEES OF THE OW ASSO PUBLIC WORKS AUTHORITY, TULSA COUNTY, OKLAHOMA: Section 1 Issuance of Note. The Borrower is hereby authorized to accept said loan and issue its 2004 Note payable to the Board. The principal amount of the Note shall be $2,350,000 and the interest rate on the 2004 Note shall be a fixed average rate of interest of 4.005% per annum. The 2004 Note will be secured by a lien on the revenues of the System and a year-to-year pledge of the Limited Sales Tax Revenue. The officers ofthe Borrower are hereby authorized and directed to execute the 2004 Note and to do any and all lawful things to effect said loan and secure said loan from the Board. nation of Local Trustee. The Borrower hereby designates J.P. Morgan to serve as the Local Trustee of certain funds in relation to the 2004 Note. Section 2 Desi Company, N.A. Trust Section 3 Execution of Loan Agreement. The Loan Agreement, by and between the Borrower and the Board (the "Loan Agreement") is hereby approved and the Chairperson or Vice Chairperson and Secretary or Assistant Secretary are hereby authorized to execute same for and on behalf of the Borrower, and to do all other lawful things to carry out the terms and conditions of said Loan Agreement. Section 4. Execution of Series 2004 Su lemental The Series 2004 Supplemental Note Indenture, by and between the Borrower Local Trustee (which supplements and amends the General Bond Indenture dated as of December 1, 1997 between said parties and as heretofore supplemented and amended), pertaining to the 2004 Note is hereby approved and the Chairperson or Vice Chairperson and Secretary or Assistant Secretary are hereby authorized to execute same for and on behalf of the Borrower, and to do all other lawful things to carry out the terms and conditions of said Series 2004 Supplemental Note Indenture. The General Bond Indenture as heretofore supplemented and amended and as supplemented pursuant to the terms of the Series 2004 Supplemental Note Indenture shall be referred to herein collectively as the "Indenture' Note Indenture. and the Section 5 Covenants of Borrower. Until payment in full of the 2004 Note and performance of all obligations owing to the Board under the Loan Agreement and the instruments executed pursuant hereto, unless the Board shall otherwise consent in writing, the Borrower hereby represents its intent to abide by and carry out the covenants contained in the Indenture and the Loan Agreement, which covenants are incorporated herein in their entirety. Section 7. Lease. The Lease dated July 31, 1973, as amended by an Amendment to Lease dated as of July 1, 1996, between the City of Owasso, Oklahoma, and the Borrower, whereby the City leased its water, sanitary sewer, garbage and trash collection systems and the Bailey Ranch Golf Club to the Borrower, is hereby ratified and confirmed and the term of said Lease, as amended, shall extend until the 2004 Note is paid. '" " .J of the of the enses Upon closing of the referenced loan, the officers to disburse (from loan proceeds or other available funds as set forth on Exhibit "A" hereto Section 8 Fees and Ex are hereby authorized certain fees and expenses all Borrower Borrower) Section 9 Sales Tax Pledge. That the Chairperson or Vice Chairperson and Secretary or Assistant Secretary of the Borrower be and are hereby authorized to execute and deliver any and all documentation on behalf ofthe Borrower pertaining to the year-to-year pledge of the Limited Sales Tax Revenue for purposes of securing the 2004 Note. Section 11 Necessa Action. The Chairperson or Vice Chairperson and Secretary or Assistant Secretary of the Borrower are hereby further authorized on behalf of the Borrower to approve the disbursement of the proceeds of the 2004 Note and other funds of the Borrower in connection with the issuance of the 2004 Note and the accomplishment of the transaction contemplated herein, and further, to accept, receive, execute, attest, seal and deliver the above mentioned documents and all additional documentation, certifications and instruments and to take such further actions as may be required in connection with the transaction contemplated hereby, and are further authorized to approve and make any changes to the documents approved by this Resolution, for and on behalf of the Borrower, the execution and delivery of such documents being conclusive as to the approval of any terms contained therein. [Remainder of Page Intentionally Left Blank] 4 2004 THE OW ASSO PUBLIC WORKS AUTHORITY , } (~i\~ 'v<y~\_k).CLLt Chairperson 10TH DAY OF MAY APPROVED AND ADOPTED THIS (SEAL) ATTEST 5 AS TO FORM: ) )SS ) ST ATE OF OKLAHOMA COUNTY OF TULSA I, the undersigned, Secretary of The Owasso Public Works Authority, Tulsa County, Oklahoma, an Oklahoma public trust, do hereby certify that the above and foregoing is a true, full and correct copy of an excerpt from the minutes of a meeting of the Board of Trustees of said public trust held on the date above stated, all as recorded in the official minutes of such meeting. I further certify that the "Open Meeting Law" was complied with for such meeting. 10TH DAY OF MAY, 2004. .. 6 GIVEN UNDER MY HAND THIS (SEAL) EXHIBIT "A' Fees and Expenses Paid at Closing $1,000.00 $31,375.00 $30,375.00 $10,000.00 J.P. Morgan Trust Company, N.A. Acceptance Fee Fagin, Brown, Bush, Tinney & Kiser Legal Fee and Reimbursement For Out-of-Pocket Expenses Nelson & Associates, LLC Financial Advisory Fee and Reimbursement For Out-of-Pocket Expenses Wells '" 7 Hawkins Delafield & Wood LLP Legal Fee and Reimbursement For Out-of-Pocket Expenses