TC Res. No. 1990-41OF THE TOWN OF AVON, COLORADO
SERIZA 1990A-2, AND
$ RMMM BOND
SERIES 1990A-_3
B G COREPOMION
O W 4
A RESOLUTION OF THE TOWN COUNCIL OF THE
TOWN OF AVON, COLORADO, APPROVING THE
ISSUANCE'OF $ REVENUE BONDS,
SERIES 1990A-1, REVENUE BONDS,
SERIES 1990A-2, AN~-+ REVENUE -
BONDS,. SERIES, 1990A-3 BY THE EAGLEBEND
AFFORDABLE HousING CORPORATION; AND
AUTHORIZING THE EXECUTION AND DELIVERY OF
AN opERAT=oNS_AGREEMENT IN CONNECTION
WITH THE EAGLEBEND AFFORDABLE HOUSING
PROJECT. ,
WHEREAS, Town of Avon, Colorado (the "Town") is a
duly organized and validly existing political subdivision.
under the constitution and laws of the State of Colorado; and
wHEREAS, EagleBend Affordable Housing Corporation
(the mcorporation") has been organized under the provisions of
the Colorado.Nonprofit Corporation Act for the purposes of
acquiring interests in real property in order to construct or
install thereon certain improvements in the Town; and
WHEREAS, the corporation proposes to acquire or
construct real and personal property, buildings and
improvements, including all other work in connection
therewith, to provide dwelling accommodations at rentals
within the means of individuals or families of low or moderate
income (the "Project"'), as determined by the Board of
Directors of the Corporation, to be known as the EagleBend
Affordable Housing project; and
WHEREAS, the Corporation proposes to issue three
series of bonds under an Indenture of Trust, dated as of
October It 1990 (the v1ndentur*0)1 between the Corporation and
Central Bank Denver, National Association (the NTrusteeg), to
be designated the EagleBend Affordable Housing Corporation
Revenue Bonds Series 1990A-1, in the principal amount of
$ , Series 1990A-2, in the principal amount of
$ , and Series 1990A-3, in the principal amount of
$ (the "BOndsa); and
WHEREAS, in order to assure the intended use by the
Town of the project, and to assure that responsibility for
operation of the Project is vested in the Corporation, the
Town and the Corporation shall execute and deliver an
Operations Agreement, dated as of October it 1990 (the
"operations Agreement"), whereby the Corporation will be
responsible to operate the Project, and title to the Project
shall vest in the Town upon the and of the term thereof,
without cost; and
WHEREAS, it is proposed that the Corporation will
execute a Bond Purchase Agreement (the 'Bond Purchase
Agreement"') between the Corporation and United Bank of Denver
National Association (the "Underwriter') providing for the
sale of the Bonds by the Corporation and the purchase of the
Bonds by the Underwriter; and
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WHEREAS, proposed forms of the Operations Agreement
and the indenture (including the forms of the Bonds contained
therein) have been presented before the Town Council (the
"Council"') at this meeting; and
WHEREAS, the Council desires at this time to
authorize the execution by the Town of the operations
Agreement in substantially the form presented at this meeting,
with such revision thereto as may be approved by the Mayor of
the Town prior to the execution thereof; and
WHEREAS, the Council is desirous of authorizing the
execution by the corporation of the indenture all in
substantially the form presented to this meeting, and is
further desirous of authorizing the issuance of the Bonds by
the Corporation, and approving the participation by the
Corporation in such other transactions as are contemplated
thereby, all in accordance with provisions hereof and thereof.
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF
THE TOWN OF AVON, COLORADO AS FOLLOWS:
1. Auuroval of Prior Action. All action heretofore
taken (not inconsistent with the provisions of this
Resolution) by the Council toward the creation and
establishment of the Corporation and the accomplishment of the
transactions herein authorized are hereby ratified, approved
and confirmed.
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2. Ap1Drov 1 of CornaratiQn. The activities and
purposes of the Corporation, as specified in the articles of
incorporation and bylaws thereof, are hereby approved by the
Town.
3. 8nuroval of Operations AUe ement. The proposed
Operations Agreement in substantially the form presented at
this meeting is, in all respects, approved on behalf of the
Town. The appropriate officials of the Town and the
Corporation are authorized to executa,.deliver and perform the
operations Agreement in accordance with its terms.
4. ADDroval of Indenture. The proposed Indenture
in'substantially the form presented at this meeting is, in ail
respects, approved on behalf of the Town.,
5. Issuance-of the_Bonda. The Bonds and issuance
thereof by.the Corporation are, in all respects, hereby
approved by the Town. The Bonds shell be issued solely as
fully registered bonds without coupons in the denominations as
provided in the Indenture. The Bonds shall bear interest,
payable at the rates times and will.mature in the amounts and
on the dates set forth in the Indentura, as finally executed.
The Bonds shall be issued and secured as set forth in
the Indenture, and the forms, terms and provisions of the
Bonds and the provisions for the signatures, authentication,
payment, registration, transfer, exchange, redemption,'and
number shall be set forth in the Indenture in the form,to'be
executed.by the Corporation.
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S. own Action. The Mayor of the Town and the Town
Clerk are hereby authorized to take all action necessary or
reasonably required by the terms of the Operations Agreement'
to carry out,, give effect to and consummate the transactions
contemplated hereby and thereby, including the execution.and
delivery of the-Operations Agreement in substantially the form
presented at this meeting, with such variations or revisions
thereto deemed necessary by the mayor. Execution by the Mayor
shall be deemed to'be final approval.by the Town of all the
provisions therein contained.
7. ag Indebtedness of the Town. No provision of
this Resolution or-of the Operations Agreement, the Indenture;
the Bonds or=any other instrument executed in connection
therewith, shall be construed as creating-'an obligation on the
part of the Town to pay the principal of, premium, if any, or
interest on the Bonds. No provision of this Resolution or of
the Operations Agreement, the Bonds or any other instrument
executed in connection therewith shall be construed as
creating an indebtedness or debt on the part of the Town
within the provisions or limitations of any statutory or
constitutional provision of the laws-of the state of Colorado
or any provision of the home rule carter of the Town.
8. Title to Property. The Town hereby states that
it-will accept title to the Project financed by the Bonds,
including any additions to the project, when the Bonds are
discharged.
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`SENT BY:HOLME,ROBERTS & OWEN X10-19=90 ;.16:54 3038660200-0 303 94991884 9
0 0
9. -'AkXjjrability. If the provision of this
Resolution should,be held invalid, the invalidity of such
provision shall not affect any of the other provisions of this
Resolution.
10. Other Aotions by the_ aeration. The
appropriate officers of the Corporation and the-Town, and each
of them, are hereby authorized to execute and deliver for and
on behalf of the Town, any or all additional certificates,,
documents and other papers to perform all other acts they may
deem necessary or appropriate in order to implement and carry
out the matters authorized in this Resolution and any
Resolution of the Corporation.
11. Date Effect. This Resolution shall take
effect immediately upon its passage.
RESOLUTION ADOPTED AND APPROVED this 23rd day of
October , 1990.
[SEAL]
TOWN 0? AVON, COLORADO
f Ror
Attest:
5~
T wn .Clerk
-6-
FROM 3038660200 10-19-90 04:58 PM P09
9. everability. If the provision of this
Resolution.should be held invalid, the invalidity of such
provision shall not affect any of the other provisions of this
Resolution.
10. Other . The
appropriate officers of the Corporation-and the Town, and each
of them, are hereby authorized to execute and deliver for and
on behalf of the Town, any or all additional certificates,
documents and other papers to perform all other acts they may
deem necessary or Appropriate in order to 'implement and carry
out the matters authorized in this Resolution and any
Resolution of the Corporation.
11. Immediate Effect. This Resolution shall take
affect immediately upon its passage.
RESOLUTION ADOPTED AND APPROVED this 23r day of
October , 1990.
[SEAL]
TOWN Or AVON, COLORADO
l5%
'Ma or
Attest:
s
Tdwn Clerk
SENT BY:HOLME,ROBERTS & OWEN ;10-19-90 ; 16:54 ; 3038660200-4 303 9499139;#10
The action to adopt the foregoing Resolution was duly
seconded by Council Member Reynolds , put to a vote and
carried upon the following vote:
Those voting YES:
Those voting NO:
Those absent:
Thereupon the mayor declared the motion had carried
and the Resolution duly passed and adoptad. After
consideration of other business to Conte before the Council,
the meeting was adjourned.
[SEAL]
ATTEST: Mayor
)5l
To vn Clerk
-7-
FROM 3038660200 10-19-90 04:58 PM P10
The motion to adopt the foregoing Resolution was duly
seconded by Council Member Reynolds , put to a vote and
carried upon the following vote:
Those voting YES:
Those voting NO:
Those absent:
Thereupon the mayor declared the motion had carried
and the Resolution duly passed and adopted. After
consideration of other business to Come before the Council,
the meeting was adjourned.
[SEAL]
/sI
ATTEST: a or
l S/
To m Clerk
C-A I
SENT BY:HOLME,ROBERTS & OWEN ;10-19-90 ; 16:54 ; 3038680200-* 303 9499139411
STATE OF COLORADO )
}
COUNTY OF EAGLE ) ss.
}
TOWN OF AVON )
1, Patricia Doyle, the duly appointed, qualified and
acting Town Clerk of the Town of Avon, Colorado, do hereby
certify that the foregoing pages regular meeting place thereof
constitute a true and correct copy of the Record of
Proceedings of the Town Council of Avon, Colorado, adopted at
the regular meeting of the Council, held at the regular
meeting place thereof in Avon, Colorado, On Tuesday , the
23rd day of October 1990, commencing at the hour of
_.m. , as recorded in the official Record -of the
Proceedings of the Town kept in my office, insofar as said
proceedings relate to the resolution contained therein; that
said proceedings were duly had and taken;.that the meeting was
duly held; and that the persons were present at said meeting
as therein shown.
WITNESS my hand and seal as of this 23rd day of
October , 1990.
[SEAL]
er
Avon, Colorado
49oll,
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AD IRMS/AVOR
FROM 3038660200 10-19-90 04:58 PM P11
STATE OF COLORADO )
)
COUNTY OF EAGLE ) ss.
)
TOWN OF AVON )
I, Patricia Doyle, the duly appointed, qualified and
acting Town Clerk of the Town of Avon, Colorado, do hereby
certify that the foregoing pages regular meeting place thereof
constitute a true and correct copy of the Record of
Proceedings of the Town Council of Avon, Colorado, adopted at
the regular meeting of the Council, held at the regular
meeting place thereof in Avon, Colorado, on Tuesday the
23rd day of October 1990, commencing at the hour of
as recorded in the official Record of the
Proceedings of the Town kept in my office, insofar as said
proceedings relate to the resolution contained therein: that
said proceedings were duly had and taken; that the meeting was
duly held; and that the persons were present at said meeting
as therein shown.
WITNESS my hand and seal as of this 23rd day of
Oct;nber , 1990.
[SEAL)
dam er
Tbwn- of Avon, Colorado
a
AD21smcsIAvaN Cj~ p~
STATE OF COLORADO
COUNTY OF EAGLE } ss•
}
TOWN OF AVON }
The Town Council of the Town of Avon, Colorado, met
in session at the Town Hall in AvOnatColerado on
Tuesdav , the 23rd day Of October-hour of
7:30 p.m.
The following members of the council were present:
Mayor
mayor Pro Tem
Council Member
council member
council Member
council member
council Member
Allan R. Nottingham
Gloria McRory
Mike Bennett
.Terry Davis
David Garton
Albert Reynolds, Sr.
,diiab 1AK4X'AV /1
The following members were absent:
Jim Stovall
The following persons were also present:
Town Attorney John Dunn
Town Manager Bill Names
Town Clerk Patricia J. Doyle
Thereupon Council Member McRor
introduced and moved the adoption of the following Resolution,
which was read by title, copies thereof having been made
available to the Council and the public prior thereto: