H-14 Agr IRB Request3 GEtIER L B TTER £ORPOR TIOH
December 20, 1973
Mr. Norris Olson
City Manager
City-County Building
Salina, Kansas 67401
Dear Mr. Olson:
As you know, we are planning to'build a plant in Salina
and have in discussion with Bob Whitworth indicated that we wish
Salina to issue revenue bonds to finance the project.
We would appreciate your having a Resolution passed by
your City Council to authorize ~hese revenue bonds. Our legal
department has drafted a proposed Resolution and a Memorandum of
Agreement which'they have advised me that we will require.
I would appreciate your expediting %he Resolution and
Agreement since we are very anxious to get star%ed on %he new
plant. Bob Whitworth recommended t/aah I write directly to you
in order to save some time.
Very ~trut!z~your s
(~'¥ice Pres±dent.
cc: Mr. H. J. Noznesky
Mr. W. Murdock
BOX IZ62 ' READING, PA. 19603 ' AREA CODE ;'1,5, 9~9-077l
RESOLUTION NO.
PRELIMINARY BOND RESOLUTION
City of Salina, KanSas
( the "City" )
WHEREAS, (the "Company" ) wishes
to acquire and construct or to complete the acquisition and construction of
certain industrial and pollution control facilities (the "Project"), and
wishes to have the City issue its revenue bonds to 'provide such facilities;
and
- WHEREAS, the acquisition and construction of the Project is in
accordance with and is authorized by Kansas Statutes Annotated, Sections
12-1740 to 12-1749, as amended and supplemented, and such acquisition and
construction of the Project will promote the economic stability of the State
of Kansas by providing greater employment opportunities and diversification
of industry, thus promoting the general welfare of the citizens of the State;
and
WHEREAS, a Memorandum of Agreement has been presented to the City
under the terms of which the City agrees, subject to the provisions of such
Agreement, qo issue its revenue bonds to provide the Project;
NOW, THEREFORE, Be It and It Is Hereby Resolved by the City Com-
mission of the City as follows:
1. That the Mayor-',of the City is hereby authorized to execute,
and the Clerk of the City is hereby authorized to attest, a Memoran-
dum~of Agreement with the Company in substantially the form of such
Agreement as was presented to this meeting or with such changes
therein as shall be approved by the officials executing the same.
2. That the officers and employees of the City are hereby
authorized to take such further action as is .necessary to c~mrry
out the intent and purposes of the Memorandum of Agreement as
executed and to issue revenue bonds in an amount not to exceed
$ upon the terms and conditions stated in such
Memorandum of Agreement.
Ayes:
Nays:
Present:
Absent:
Date:
MEMORANDUM OF AGREEMENT
THIS MEMORANDUM OF AGREEMENT is between the City of Salina, Kansas
(the "Issuer") and (the "Company").
1. Preliminary Statement. Among the matters of mutual inducement
which have resulted in this Agreement are the following:
(a) The Issuer is authorized and empowered by the provisions of
Kansas Statutes Annotated, Sections 12-1740 to 12-1749, inclusive, as
amended (the "Act"), to issue revenue bonds for the purpose of defraying
the costs of agricultural, commercial, hospital, industrial~ natural re-
sources, recreational development and manufacturing facilities and to lease
or sell such ~acilities to others, and proposes to acquire or construct, or
to complete the acquisition or construction of certain industrial and pollu-
tion control facilities as described in Exhibit A attached hereto (the Project")
located in the environs of the Issuer and'to lease or sell the Project to
the Company.
(b) The Company wishes to obtain satisfactory assurancefrom the
Issuer that the proceeds of the sale of the revenue bonds Of the [Issuer will
be made available to finance the costs of the Project.
(c) Subject to due compliance with all requirements of ]_aw, the
Issuer, by virtue of such statutory authority as may now or hereafter be
conferred by the Act, will issue and sell its revenue bonds in the amount not
to exceed ~. .9~0007000 (the "Bonds") to pay costs of the Project.
2. Undertakinqs on the Part of the Issuer. SubjeCt to the con-
ditions above stated, the Issuer agrees as follows:
(a) That it will auth~orize the issuance and sale of the Bonds,
pursuant to the terms of the Act as then in force.
(b) That it will acquire or construct, or complete the acquisition
or construction of, the Project'and lease or sell.it to the Company and the
aggregate basic rents or the sale price (i.e., the amounts to be paid by the
Company and used by the Issuer to pay the principal, interest and premium~
if any~ on the bonds) payable under the instrument whereby the Project shall
be leased or sold to the Company shall be such sums as shall be sufficient
to pay the principal of~ interest, and redemption premium~ if any, on the
Bonds as and when the same shall become due and payable, and the Company shall
be entitled to acquire from the Issuer its title to the Project for an aggre-
gate amount equal to the amount required to retire the outstanding bonds~
plus One Dollar.
3. Undertakinqs on the Part of the Company. Subject to the con-
ditions above stated~ the Company agrees as follows:
('a) That it will use all reasonable efforts to find one or more
purchasers'for the Bonds.
(b) That contemporaneously with the ~elivery of the Bonds it will
enter into an installment purchase agreement or lease with the Issuer under
the terms of which the Company will obligate itself to pay to the Issuer
sums sufficient in the-aggregate to pay the principal of, interest~ and re-
demption premium, if any, on the Bonds as ~nd when the same shall become due
and payable.
4. General Provisions.
(a) All commitments of the Issuer under paragraph 2 h~feof and of
the Company under paragraph 3 hereof are subject to the conditions that on
or before 360 days from the date hereof (or such other date as shall be
mutually satisfactory to the Issuer and the Company), the Issuer and the
Company shall have agreed to mutually acceptable terms and conditions of the
agreement or lease referred to 'in paragraph 3 and of the bonds and other
instruments or proceedings relating to the Bonds.
(b) The Issuer is aware of the exemption from property taxes
~ranted by the Kansas statutes for industrial projects such as this Project
--2--
and agrees that during the s~a%utory exemption period of ten years no taxes
or any payments in lieu thereof will be expected to be made by the Company.
(c) The Company at its option may cause a subsidiary of the Company
to enter into the proposed lease or installment purchase agreement and.to
perform its other obligations and duties hereunder.
IN WITNESS WHEREOF, the parties hereto have entered into this
Agreement by their officers thereunto duly authorized as of the day
of ,,~ 197,'
CITY OF SALINA~ KANSAS
By
Mayor
(SEAL)
Attest:
City Clerk
By
Its
(SEAL)
Attest:
Its
-3-
EXHIBIT A
DESCRIPTION OF INDUSTRIAL FACILITIES
DESCRIPTION OF POLLUTION CONTROL FACLLITIES