8326 IRB Wyatt Manufacturing14
ORDINANCE NO. 8326 (Published in The Salina Journal 1 U 1973)
WHEREAS, the City of Salina, Kansas, a city of the first
class, hereinafter sometimes referred to as "City", desires to
promote, stimulate and develop the general economic welfare and
prosperity of the City of Salina, Kansas, and its environs and
thereby to further promote, stimulate and develop the general
economic welfare and prosperity of the State of Kansas.
WHEREAS, pursuant to the provisions of K.S.A. 12-1740 to
12-1749, as amended, the City is authorized to issue industrial
revenue bonds of the City, and it is hereby found and
determined to be advisable and in the interest and for the
welfare of the City and its inhabitants that industrial revenue
bonds of the City in the principal amount of $500,000 be
authorized and issued, for the purpose of providing funds to
pay the cost of purchasing and acquiring a building and a site
therefor to be used as an industrial and manufacturing facility
to be leased to The Wyatt Manufacturing Co., Inc., a Kansas
corporation, hereinafter sometimes referred to as "Company", the
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AN ORDINANCE AUTHORIZING THE CITY OF SALINA, KANSAS,
TO PURCHASE AND ACQUIRE A BUILDING AND A SITE
THEREFOR, TO BE USED FOR INDUSTRIAL AND
MANUFACTURING FACILITIES; AUTHORIZING AND DIRECTING
THE ISSUANCE OF $500,000 PRINCIPAL AMOUNT OF
SALINA, KANSAS, THE WYATT MANUFACTURING CO.,
INC. INDUSTRIAL REVENUE BONDS OF 1973, OF SAID
CITY FOR THE PURPOSE OF PURCHASING AND
ACQUIRING A BUILDING AND A SITE THEREFOR TO BE
USED FOR INDUSTRIAL AND MANUFACTURING FACILITIES
TO BE LEASED TO THE WYATT MANUFACTURING CO.,
INC., PRESCRIBING THE FORM AND AUTHORIZING THE
EXECUTION OF A LEASE BY AND BETWEEN SAID CITY
AND THE WYATT MANUFACTURING CO., INC.
WHEREAS, the City of Salina, Kansas, a city of the first
class, hereinafter sometimes referred to as "City", desires to
promote, stimulate and develop the general economic welfare and
prosperity of the City of Salina, Kansas, and its environs and
thereby to further promote, stimulate and develop the general
economic welfare and prosperity of the State of Kansas.
WHEREAS, pursuant to the provisions of K.S.A. 12-1740 to
12-1749, as amended, the City is authorized to issue industrial
revenue bonds of the City, and it is hereby found and
determined to be advisable and in the interest and for the
welfare of the City and its inhabitants that industrial revenue
bonds of the City in the principal amount of $500,000 be
authorized and issued, for the purpose of providing funds to
pay the cost of purchasing and acquiring a building and a site
therefor to be used as an industrial and manufacturing facility
to be leased to The Wyatt Manufacturing Co., Inc., a Kansas
corporation, hereinafter sometimes referred to as "Company", the
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t
proceeds of said bonds to be used for said purpose and in
conjunction with funds otherwise made available for said
purpose.
NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF
THE CITY OF SALINA, KANSAS:
SECTION 1. That the City of Salina, Kansas, is hereby
authorized to purchase and acquire a building and site therefor,
to be used as an industrial and manufacturing facility,
consisting of the following described real estate, to wit:
Lot Eleven (11) in White Acres Addition, a sub -division
of Tracts Three (3) and Five (5) of Thomas White Farm,
an addition to the City of Salina, Saline County, Kansas,
subject to an easement granted to the City of Salina,
Kansas for the construction, installation, repair,
replacement and maintenance of a pump station to be
located within the South Twenty -Five (25) Feet of the
East Twenty -Five (25) Feet of said Lot Eleven (11), and
subject to pipeline rights-of-way, utility easements and
other easements, rights-of-way and restrictions of record;
together with the building, improvements and fixtures located
thereon and appurtenances relating thereto and all buildings
and improvements to be constructed thereon and the improvements
to be constructed on a certain leasehold estate located
adjacent thereto, hereinafter sometimes referred to as "project",
in accordance with the provisions of a Lease dated October 1,
1973, between the City and The Wyatt Manufacturing Co., Inc.,
hereinafter sometimes referred to as "Lease", said Lease being
authorized by Section 16 of this Ordinance. The cost of
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purchasing, acquiring and constructing the project shall not
exceed the sum of $500,000 to the City.
SECTION 2. That for the purpose of purchasing and
acquiring the project to be leased to The Wyatt Manufacturing
Co., Inc., a Kansas corporation, there shall be issued and
hereby are authorized and directed to be issued a series of
Salina, Kansas, The Wyatt Manufacturing Co., Inc. Industrial
Revenue Bonds of 1973, of the City of Salina, Kansas, in the
aggregate principal amount of $500,000, hereinafter sometimes
referred to as "bonds" or "revenue bonds". The bonds and interest
thereon shall be paid solely and only from the money and
revenues received from the fees charged and rental received
for the use of the project and not from any other fund or
source. The City hereby pledges the project and the net
earnings therefrom to the payment of the bonds and the interest
thereon, so that payment thereof is secured by a first lien on
the project (consisting of a single parcel of real estate upon
which is located commercial buildings).
SECTION 3. The Salina, Kansas, The Wyatt Manufacturing
Co., Inc. Industrial Revenue Bonds of 1973, of the City of Salina,
Kansas, shall consist of 100 bonds, numbered from 1 to 100,
inclusive. Each of the bonds shall be in the denomination of
$5,000.00. All of the bonds shall be dated October 1, 1973, and
shall be due April 1, 1994, subject to prior redemption as
hereinafter set forth. The bonds shall bear interest at the
rate of 6 1/4% per annum from October 1, 1973, until fully paid,
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with interest payable April 1, 1974, and thereafter semiannually
on April lst and October 1st of each year.
The bonds shall be subject to redemption and payment in
numerical order, as hereinafter set forth, from moneys available
for such purpose, on April 1, 1974, or on any interest payment
date thereafter, at the par value thereof, plus accrued interest
thereon to the date fixed for redemption and payment.
Notice of any redemption provided for by this'Ordinance at
any time other than the time such bond is to be paid and
redeemed from the funds to be deposited in the Principal and
Income Account in the time and manner specified in Section 9
shall be given by certified or registered United States Mail or
Iby delivery in person to the paying agent herein designated,
such notice to be mailed or delivered in person at least 10 days
prior to the date fixed for redemption and payment and specify
the numbers of the bonds to be redeemed and paid. Interest
shall cease on the bonds so called for redemption and payment as
of the redemption date, provided funds are available to pay the
same according to their terms.
The bonds and the interest coupons to be attached thereto
as hereinafter provided shall be payable in lawful money of the
United States of America at The National Bank of America at
Salina, in the City of Salina, Kansas, hereinafter sometimes
referred to as the "Paying Agent".
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SECTION 4. The bonds and each of them shall be executed
for and on behalf of the City by the facsimile signature of its
Mayor and attested by the facsimile signature of the City Clerk
on the face of each bond, with the seal of the City affixed.
Interest coupons shall be attached to the bonds representing the
interest to mature thereon, and the interest coupons shall bear
the facsimile signatures of the Mayor and City Clerk of said
City. Said bonds and each of them shall be registered in the
office of the City Clerk of said City, which registration shall
be evidenced by a certificate on the reverse side thereof bearing
the manual signature of the City Clerk.
SECTION 5. Each of the bonds and interest coupons and
the certificates attached thereto shall be in substantially the
_ following form:
No.
$5,000.00
UNITED STATES OF AMERICA
STATE OF KANSAS
COUNTY OF SALINE
CITY OF SALINA
SALINA, KANSAS, THE WYATT MANUFACTURING
CO., INC. INDUSTRIAL REVENUE BOND OF 1973
KNOW ALL MEN BY THESE PRESENTS: That the City of Salina,
in the County of Saline, State of Kansas, for value received,
hereby promises to pay to the bearer, solely and only from the
revenues hereinafter specified, the sum of
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FIVE THOUSAND DOLLARS
In lawful money of the United States of America, on April 1,
1994, together with interest thereon at the rate of six and one
quarter per cent (6 1/4q) per annum from October 1, 1973
(likewise payable out of the revenues hereinafter specified),
payable April 1, 1974, and thereafter semiannually on April lst
and October 1st of each year after the date hereof until said
principal sum shall have been paid, upon presentation and
surrender of the interest coupons hereto attached, bearing the
facsimile signatures of the Mayor and City Clerk of said City
as said coupons severally become due, both principal of and
interest on this bond being payable at The National Bank of
America at Salina, in the City of Salina, Kansas.
THIS BOND is one of an authorized issue of 100 bonds of
like date and tenor, except as to number, in the aggregate
principal amount of $500,000, numbered from 1 to 100, inclusive,
each in the denomination of $5,000, authorized by ordinance of
said City, issued for the purpose of providing funds to pay the
cost of purchasing and acquiring buildings and a site therefor
to be used as an industrial and manufacturing project
(hereinafter sometimes referred to as the "project") to be
leased to The Wyatt Manufacturing Co., Inc., a Kansas corporation
authorized to do
business in the State
of Kansas, by
the
authority of and
in conformity with the
provisions,
restrictions
and limitations of the Constitution and Statutes of the State of
Kansas, including K.S.A. 12-1740 to 12-1749, and all amendments
thereof and acts supplemental thereto, and all other provisions
of the laws of the State of Kansas applicable thereto. This
bond and all interest thereon shall be payable by the City of
Salina, Kansas, solely and only from the money and revenue
received from the fees charged and rental received for the use
of the project and not from any other fund or source. Pursuant
to the provisions of said statute, the governing body of the
City does hereby pledge the project and the net earnings
therefrom to the payment of the series of bonds of which this
bond is a part and the interest thereon. Reference is hereby
made to said Lease for a description of the covenants of the
City with respect to the collection, segregation and application
of the revenues derived from the project, the nature and extent
of the security for the bonds, the rights, duties and
obligations of the City and of the Fiscal Agent with respect
thereto, and the rights of the holders thereof.
Each of the bonds of the series of which this bond is one
may be called for redemption and payment prior to maturity, in
numerical order, in the manner specified in the ordinance of
the City authorizing the issuance of the bonds, on April 1,
1974, or on any interest payment date thereafter, at the par
value thereof and accrued interest to date of redemption.
Notice
of the City's intention
to redeem
and pay
any of
the bonds at
any time other than the
time such
bonds
are to be
paid and redeemed from the funds to be deposited in the Principal
and Income Account in the time and manner specified in Section 9
of the Ordinance providing for the issuance of the bonds, pursuant
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to any of the redemption provisions aforesaid, specifying the
numbers of the bonds to be redeemed and paid, shall be given
by
certified
or registered United States Mail
or by
delivery
in
person to
the Paying Agent herein named not
less
than 10 days
prior to the date fixed for such redemption and payment.
AND IT IS HEREBY DECLARED AND CERTIFIED that all acts,
conditions and things required to be done and to exist precedent
to and in the issuance of this bond have been properly done and
performed and do exist in due and regular form and manner as
required by the Constitution and laws of the State of Kansas.
IN WITNESS WHEREOF, the City of Salina, Kansas, by its
governing
body,
has caused
this bond to
be
signed by
the facsimile
signature
of its
Mayor and
attested by
the
facsimile
signature of
its City Clerk, and its corporate seal to be hereto affixed and
the interest coupons hereto attached to be signed with the
facsimile signatures of said officers, and this bond to be
issued on this 1st day of October, 1973.
Attest:
(facsimile)
City Clerk
(facsimile)
Mayor
(FORM OF COUPON)
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C
1
_7
I
Coupon No.
Unless previously called for prior
redemption and payment thereof duly made or
April
provided for, on the First day of October,
19 the City of Salina, Kansas, will pay
bearer, solely and only from the money and
revenue received from the fees charged and
rental received for the use of the project
described in the bond to which this coupon
is attached, and not from any other fund or
source, One Hundred Fifty -Six and 25/100
Dollars in lawful money of the United
States of America, at The National Bank of
America at Salina, in the City of Salina,
Kansas, being six months' interest on its
Salina, Kansas, The Wyatt Manufacturing
Co., Inc. Industrial Revenue Bond of 1973,
dated October 1, 1973, No.
Attest:
(facsimile)
City Clerk
(facsimile)
Mayor
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April 1, 19
October 1, 19
City of Salina,
Kansas
Salina, Kansas,
The Wyatt
Manufacturing
Co., Inc.
Industrial
Revenue Bond
of 1973.
State of Kansas )
ss
County of Saline )
I, the undersigned, the City Clerk of the City of Salina,
Kansas, hereby certify that the within Bond, of the City of
Salina, Kansas, has been duly registered in my office according
to law.
WITNESS my hand and official seal this day of
19 .
City Clerk
SECTION 6. The Mayor and City Clerk are hereby authorized
and directed to prepare and execute in the manner hereinbefore
specified the Salina, Kansas, The Wyatt Manufacturing Co., Inc.
Industrial Revenue Bonds of 1973, of the City herein authorized
and to sell and deliver said bonds on or before January 31, 1974,
to the buyers thereof, and to pay the proceeds from the sale
thereof to the Fiscal Agent hereinafter designated to be deposited
in The Wyatt Manufacturing Co., Inc. Construction Fund
(Construction Fund) and disbursed by the Fiscal Agent for the
purposes set forth in Article III and Article IV of the Lease
dated October 1, 1973, for the acquisition of the land described
in Section 1 of this Ordinance, the construction of the facility
and the acquisition of equipment as fully set forth in the Lease
dated October 1, 1973.
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SECTION 7. The City hereby designates The National Bank
of America at Salina, in the City of Salina, Kansas, as the
City's fiscal agent, herein referred to as the "Fiscal Agent".
There is hereby authorized and ordered to be established in the
hands of the Fiscal Agent a sinking fund to be designated as
the "City of Salina, Kansas, Principal and Interest Account for
Salina, Kansas, The Wyatt Manufacturing Co., Inc. Industrial
Revenue Bonds of 1973, dated October 1, 1973" (hereinafter
referred to as "Principal and Interest Account"). In addition,
there is hereby authorized and ordered to be established in the
hands of the Fiscal Agent a separate account to be designated
as "The Wyatt Manufacturing Co., Inc. Industrial Revenue Account"
(hereinafter referred to as "Revenue Account".) Prior to receipt
of the proceeds from the issuance of the bonds as herein set
forth, the Fiscal Agent shall file with the City Clerk its
written acceptance of the duties specified in this Ordinance and
in the Lease and its agreement to act in said capacity. The
duties and responsibilities of the Fiscal Agent shall be limited
to those expressly set forth in this Ordinance and under the
Lease. All resolutions, opinions, certificates and other
instruments referred to or provided for herein or in the Lease
may be accepted by the Fiscal Agent as conclusive evidence of
the facts, opinions and conclusions stated therein and shall be
full warrant, protection and authority to the Fiscal Agent for
any action reasonably taken pursuant thereto. The Fiscal Agent
shall be under a duty to examine any such resolutions, opinions,
certificates and other instruments to determine whether or not
they conform to the requirements of this Ordinance and the
Lease. The Fiscal Agent shall not be liable with respect to any
action taken or omitted to be taken by it in good faith and, if
appropriate, upon advice of counsel who may be counsel for the
Fiscal Agent or the City or The Wyatt Manufacturing Co., Inc.
The Fiscal Agent shall not be liable for any error of judgment
made in good faith unless it shall be established that the Fiscal
Agent was negligent in ascertaining the pertinent facts. The
Fiscal Agent shall have the right to buy, sell, own, deal or
trade in the bonds or the coupons relating thereto for its own
account or for the account of others without giving notice thereof
to the City or any bondholder or The Wyatt Manufacturing Co., Inc.
and without incurring any liability whatsoever with respect
thereto; and the Fiscal Agent shall have the right to loan money
to the City or
any bondholder
or The
Wyatt
Manufacturing Co., Inc.,
upon such terms
and conditions
as it
deems
advisable, without
incurring any liability whatsoever with respect thereto on account
of its acting as Fiscal Agent hereunder. The Fiscal Agent may
resign by an instrument in writing delivered to the City and The
Wyatt Manufacturing Co., Inc. to take effect not sooner than
ninety days after the date of delivery of such written statement,
whereupon the City with the consent of The Wyatt Manufacturing
Co., Inc. shall immediately, in writing, designate a successor
fiscal agent. Such successor fiscal agent shall be a bank, trust
company or national banking association which is a member of the
Federal Reserve
System and
has a
capital
stock
and surplus
aggregating at
least that
of the
Fiscal
Agent
at the time of its
designation hereunder. Such successor fiscal agent shall be
subject to the same duties and obligations and shall have the
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same rights, privileges and immunities specified in this
Ordinance and in the Lease for the Fiscal Agent. Any such
successor fiscal agent shall file an acceptance in the form
referred to herein with the City Clerk within ten days of its
appointment. The Fiscal Agent shall be entitled to payment or
reimbursement for reasonable fees for its ordinary services and
all advances, counsel fees and other ordinary expenses reasonably
and necessarily made or incurred by it in connection with its
ordinary services, all such fees and expenses to be paid by The
Wyatt Manufacturing Co., Inc. as additional rent as specified
in Article II of the Lease.
SECTION 8. The City covenants and agrees that from and
after the delivery of the revenue bonds herein authorized and
so long as any of the bonds shall remain outstanding the City
will maintain or cause the Fiscal Agent to maintain the
Principal and Interest Account and the Revenue Account referred
to in Section 7. To the extent that such information shall be
made known to the City under the terms of this Section 8, it
will keep on file at the principal office of the Fiscal Agent a
list of names and addresses of the last known holders of all of
the bonds issued hereunder and believed to be held by each of
such last known holders. Any bondholder may request that his
name and address be placed on said list by filing a written
request with the City or with the Fiscal Agent, which request
shall include a statement of the principal amount of bonds held
by such holder and the number of such bonds. The Fiscal Agent
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shall be under no responsibility with regard to the accuracy of
said list. At reasonable times and under reasonable regulations
established by the Fiscal Agent said list may be inspected and
copied by The Wyatt Manufacturing Co., Inc. or its representatives
or by the holders of 25% or more in principal amount of the bonds
then outstanding, or their representatives, with any such
ownership and the authority of any designated representative to
be evidenced to the satisfaction of the Fiscal Agent.
SECTION 9. So long as any of the bonds herein authorized
remain outstanding and unpaid The Wyatt Manufacturing Co., Inc.
shall deposit in the Principal and Interest Account of the
Fiscal Agent, semiannually, on the 20th day of March and the
20th day of September of each year, commencing March 20, 1974,
the amount of the basic rent payable under the terms of the
Lease dated October 1, 1973, in an amount equal to (a) the
interest becoming due on the bonds on the next succeeding
interest payment date and (b) such additional amounts as may be
necessary to pay the principal of the bonds when the same become
due as set forth in Article II of the Lease dated October 1,
1973. All amounts credited to and deposited in the Principal
and Interest Account shall be expended and used for the sole
purpose of paying the principal of and interest on the bonds
herein authorized as the same become due.
SECTION 10. So long as any of the bonds herein authorized
remain outstanding and unpaid, The Wyatt Manufacturing Co., Inc.
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shall deposit in the Revenue Account of the Fiscal Agent, from
time to time as required, and upon demand of the Fiscal Agent,
such amount or amounts of money as may be necessary to pay when
due the fees, taxes, insurance premiums and other costs and
expenses required to be paid as additional rent under the
provisions of Article II of the Lease dated October 1, 1973.
The Fiscal Agent shall make disbursements from funds deposited
with it in the Construction Fund to the extent thereof or from
funds deposited with it in the Revenue Account for the payment
of any expenses incurred by the City in connection with the
issuance and sale of the bonds, including but not limited to
underwriting expenses, legal fees, expenses of counsel and
publication expenses, which expenses shall be paid by the Fiscal
Agent as directed by the City, and for the payment of all fees,
charges and expenses of the Fiscal Agent or the Paying Agent,
and for the payment of taxes, assessments, insurance premiums
and the like required to be paid from amounts received from the
Company as additional rent under the provisions of Article II
of the Lease dated October 1, 1973. If at any time the Fiscal
Agent determines that there are more than sufficient funds in
the Revenue Account to pay such fees, taxes, premiums and other
expenses for the succeeding six months, the amount of such
excess may be paid to the Company, provided that such excess
shall not be paid to the Company if at such time the Principal
and Interest Account is insufficient to fully pay interest and
principal to become due on the next succeeding payment date in
accordance with Section 9 of this Ordinance.
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SECTION 11. When moneys accumulated in the Principal and
Interest Account shall aggregate an amount sufficient to pay the
principal of any of the bonds then outstanding, and all interest
accrued to the date fixed for redemption and payment, and when
the bonds become subject to redemption, the City shall proceed
to give notice of such redemption in the manner herein specified,
if such notice is required hereunder, and the Fiscal Agent, as
Paying Agent, shall use moneys in said account for said purpose.
After full payment of the bonds and interest thereon, any balance
in the Principal and Interest Account shall be returned to the
Company.
SECTION 12.
Subject to the provisions of Section 21 of this
Ordinance, moneys credited to and deposited in the Construction
Fund and moneys credited to and deposited in the Principal and
Interest Account may be invested by the Fiscal Agent, upon
instructions from the Company, in direct obligations of the United
States Government becoming due not later than the date funds in
the Construction Fund are to be disbursed or not later than 10
days prior to the next interest payment date with respect to funds
in the Principal and Interest Account. No investment shall be
made hereunder for a longer period of time than the Fiscal Agent
determines that said funds are not required for the purpose for
which they are intended. All interest on any bonds or other
investments held
in the
Construction
Fund or
the Principal and
Interest Account
shall
accrue to and
become a
part of such
respective fund or account.
SECTION 13. So long as any of the principal of and
interest on the revenue bonds herein authorized remain
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outstanding and unpaid, the City covenants with each of the
purchasers and owners of the bonds as follows:
(a) The City will comply fully with all the terms,
provisions and conditions of the Lease to the extent it requires
performance by or imposes duties on the City and it will not
permit any default to occur on the part of the City; that it
will fully and promptly enforce, and permit the Fiscal Agent to
enforce on its behalf and on behalf of the bondholders, all of
the terms, provisions and conditions of the Lease to the extent
it requires performance by or imposes duties on the Company;
and, in the event of the occurrence of a default as defined in
the Lease, that it will exercise, and permit the Fiscal Agent
to exercise on its behalf and on behalf of the bondholders,
all rights and remedies conferred by the Lease for the full and
complete protection of the security and the rights of the
bondholders, and, to the extent permitted by the Lease, will
use its best efforts to procure a new tenant or tenants for the
leased property under lease provisions which will provide funds
sufficient in amount to make the rental payments and other
charges which the Company is required to make under the Lease
dated October 1, 1973. If the City is unable to procure a new
tenant who will enter into such a lease, the City may, with the
consent of the holders of not less than seventy-five per cent
(75%) of the bonds herein authorized at the time outstanding,
sell the project without any right of redemption at a price
which is not less than the amount of the then outstanding
revenue bonds plus interest then unpaid. If the City is
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unable to sell the project at such a price, the City shall
transfer and convey the project to the various bondholders
without any right of redemption in the same proportions that
the bonds are then owned and held by them.
(b) The City will enforce, and will permit the Fiscal
Agent to enforce on its behalf and on behalf of the bondholders,
collection of the rental payments and other charges in the
amounts and at the times set forth in the Lease dated October
1, 1973, and will not reduce or cause or permit to be reduced
the rental payments and other charges fixed, established and
required by the Lease nor change or alter the time or times
when the same are due and payable under said Lease. The City's
obligation to pay the expenses of such enforcement shall be
limited to funds made available to it for that purpose by the
bondholders or other interested parties.
(c) Until payment of all the bonds and interest thereon
has been duly made or provided for, the City will not consent
to any change, amendment, modification or termination of the
Lease, except as provided therein, which will in any manner
adversely affect the rights, remedies, security or interest of
the bondholders.
(d) Any purchase price of the leased property received
by the City pursuant to the termination of the Lease, any
proceeds of condemnation awards, any insurance proceeds and
any other funds received by the City and intended for the
payment of the bonds and the interest thereon will be used
solely and exclusively to pay the bonds herein authorized and
the interest thereon according to their terms or to redeem and
pay any of the bonds then outstanding and unpaid and then
subject to redemption and payment. Upon receipt of any such
funds, if the bonds are then subject to redemption and payment,
the City shall proceed promptly to call the revenue bonds for
redemption and payment according to their terms and shall give
notice thereof as required in this Ordinance. Such funds
shall be deposited in the Principal and Interest Account
maintained by the Fiscal Agent, and the same shall be used
solely for the payment of the revenue bonds herein authorized,
accrued interest thereon and the charges of the Fiscal Agent
for paying the same, and after full payment of such amounts,
the balance of such funds, if any, shall be allocated and
credited to the Revenue Account.
(e) The City will not issue any other obligations payable
from payments to be made by The Wyatt Manufacturing Co., Inc.
pursuant to the Lease, nor voluntarily create or cause to be
created any debt, lien, pledge, assignment, encumbrance, or any
other charge on said payments or on the property subject to the
Lease nor will it sell or otherwise dispose of the project or
any part thereof, unless required by law or required by the terms
of the Lease.
SECTION 14. The provisions of the bonds authorized by
this Ordinance and provisions of this Ordinance may be modified
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or amended at any time by the City with the written consent of
the holders of not less than seventy-five per cent (75%) in
aggregate principal amount of the bonds herein authorized at the
time outstanding; provided, that no such modification or
amendment shall permit or be construed as permitting: (a) the
extension of the maturity of the principal of any of the bonds
issued hereunder, or the extension of the maturity of any
interest on any bonds issued hereunder; (b) the reduction in the
principal amount of any bonds or the rate of interest thereon,
or (c) the reduction in the aggregate principal amount of bonds,
the consent of the holders of which is required for any such
amendment or modification. Any provision of the bonds or of
this Ordinance may, however, be modified or amended in any
respect with the written consent of the holders of all of the
bonds then outstanding. Every amendment or modification of a
provision of the bonds or of this Ordinance to which the written
consent of the bondholders is given as above provided shall be
expressed in an ordinance of the City amending or supplementing
the provisions of this Ordinance and shall be deemed to be a
part of this Ordinance. It shall not be necessary to note on
any of the outstanding bonds any reference to any such amendment
or modification. A certified copy of every such amendatory or
supplemental ordinance, and a certified copy of this Ordinance
shall always be kept on file in the office of the City Clerk
and shall be made available for inspection by the holder of any
bond or prospective purchaser or holder of any bond authorized
by this Ordinance, and upon payment of the reasonable cost of
preparing the same, a certified copy of any such amendatory or
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supplemental ordinance or of this Ordinance will be sent by the
City Clerk to any such bondholder or prospective bondholder.
SECTION 15. The provisions of this Ordinance shall
constitute a contract between the City of Salina, Kansas, and
the holders of the revenue bonds herein authorized, and the
holder of any one or more of said bonds may sue, in any action,
in mandamus, injunction, or other proceedings, either at law or
in equity, to enforce or compel performance of all duties and
obligations required by this Ordinance to be done or performed
by the City. Nothing contained in this Ordinance shall, however,
be construed to impose on the City any duty or obligation to
levy any taxes either to meet any obligation contained herein
or to pay the principal of or interest on the revenue bonds of
the City herein authorized.
SECTION 16. The tract of land herein referred to and the
buildings and improvements to be acquired and constructed thereon
pursuant to this Ordinance shall be leased to The Wyatt
Manufacturing Co., Inc. under and pursuant to a Lease dated
October 1, 1973, substantially in the form attached to this
Ordinance and marked Exhibit "A", which Lease the Mayor and City
Clerk are hereby authorized and directed to execute for and on
behalf of and as the act and deed of the City.
SECTION 17. The City of Salina, Kansas, shall have the
right, if it shall find it desirable, to refund any of the
revenue bonds herein authorized then subject to redemption or
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becoming due under the provisions of any law then available.
Said bonds or any part thereof may be refunded and the refunding
bonds so issued shall enjoy complete equality of pledge with
any of the revenue bonds issued hereunder, which are not
refunded, if any there be, upon the revenues of the project,
provided, however, that if only a portion of the revenue bonds
herein authorized be refunded and if said bonds are refunded in
such manner that the refunding bonds bear a higher rate of
interest or become due on a date earlier than that of any of
the bonds issued hereunder which are not refunded, then said
bonds may be refunded only by and with the written consent of
the holders of seventy-five per cent (75%) of the bonds herein
authorized not refunded.
SECTION 18. If any one or more of the covenants, agreements
or provisions of this Ordinance or of the Lease dated October 1,
1973, should be held contrary to any express provision of law
or contrary to the policy of express law, though not expressly
prohibited, or against public policy, or shall for any reason
whatsoever be held invalid, then such covenants, agreements or
provisions shall be null and void and shall be deemed separate
from the remaining covenants, agreements or provisions, and
shall in no way affect the validity of the other provisions of
this Ordinance or of the bonds or coupons issued hereunder, or
the Lease.
SECTION 19. The property purchased or constructed with
the proceeds of the bonds authorized hereunder shall be exempt
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from taxation in accordance with the provisions of K.S.A. 79-201
Sixth for a period of ten calendar years after 1973, or until
the prior redemption and payment of all of the revenue bonds
issued hereunder.
SECTION 20. Upon receipt by the City of the purchase price
of the property subject to said Lease title to said property
shall be transferred and conveyed to The Wyatt Manufacturing Co.,
Inc., or its successors and assigns, as provided in the Lease and
the Mayor and other appropriate officers of the City are hereby
authorized and directed to execute such deeds, bills of sale and
other instruments as may be necessary to effect such conveyance
and transfer.
SECTION 21. So long as any of the principal of and interest
on the bonds herein authorized remain outstanding and unpaid, or
until provisions are made for the payment thereof, the City
covenants with each of the holders and owners of the bonds that
the City shall use the proceeds of the bonds herein authorized
as soon as practicable and with all reasonable dispatch for the
purpose for which said bonds are issued as herein set forth.
Said proceeds will not be invested in any securities or
obligations except for the temporary period pending such use and
said proceeds will not be used, directly or indirectly, so as to
cause all or any part of the bonds herein authorized to be or
become "Arbitrage Bonds" within the meaning of Section 103(d) of
the Internal Revenue Code of 1954, as amended. The City further
covenants that the proceeds of the bonds herein authorized will
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not be used to acquire securities or obligations [other than
obligations described in Section 103(a)(1) of the Internal
Revenue Code of 1954, as amended] that will produce a yield
higher than the yield of the bonds herein authorized unless a
statute, regulation of the Treasury Department of the United
States, ruling by the Internal Revenue Service of the United
States or a decision by a Court of ultimate jurisdiction holds
that an acquisition of securities or obligations producing a
higher yield than the bonds herein authorized will not cause
such bonds to be Arbitrage Bonds as defined in Section 103(d)
of the Internal Revenue Code of 1954, as amended.
SECTION 22. This Ordinance shall take effect and be in
force from and after its passage and publication in the
official City paper.
PASSED by the Governing Body of the City of Salina, Kansas,
this 17th day of December, 1973.
Mayo
Attest:
City Clerk
APPROVED by the Mayor this 17th day of December, 1973.
Attest: M$yor
City Clerk
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