TC Res. No. 2002-05TOWN OF AVON, COLORADO
RESOLUTION NO. 02-05
SERIES OF 2002
RESOLUTION APPROVING THE ISSUANCE BY BUFFALO
RIDGE AFFORDABLE HOUSING CORPORATION OF
MULTIFAMILY HOUSING PROJECT REVENUE BONDS
(GNMA MORTGAGED-BACKED SECURITIES PROGRAM)
SERIES 2002, IN AN AGGREGATE PRINCIPAL AMOUNT OF
UP TO $10,500,000; AUTHORIZING A PROJECT
AGREEMENT, A INDENTURE, A FINANCING AGREEMENT,
A MORTGAGE AND A MORTGAGE NOTE; AND
AUTHORIZING INCIDENTAL ACTION.
WHEREAS, Buffalo Ridge Affordable Housing Corporation (the "Corporation")
has been duly organized under th'e, provisions of the, Colorado Nonprofit Corporation Act,
Articles 121 through 137 of Title 7, Colorado Revised Statutes, as amended, for the purpose of
acquiring interests in real property and to construct, 'install'and operate certain improvements in
the Town of Avon, Colorado (the "Town") and
WHEREAS, the, Corporation proposes. to acquire real and personal property and
construct improvements to provide dwelling accommodations at rentals within the means of
individuals or families of low or moderate income (the "Project"), known as the Buffalo Ridge I
Apartments; and
WHEREAS, in order to finance the Project, the Corporation intends to enter into a
Trust Indenture dated as of May 1, 2002 (the "Indenture") with Wells Fargo Bank West, National
Association, as Trustee under the Indenture (the "Trustee") and to issue its Multifamily .Housing
Project Revenue Bonds (GNMA Mortgage-Backed Securities Program - Buffalo Ridge I
Apartments Project), Series 2002, in an aggregate principal amount of up to $10,500,000
(collectively, the "Bonds"); and
WHEREAS, the Town and the Corporation propose to execute and deliver a
Project Agreement dated as of May 1, 2002 (the "Project Agreement' % under the terms of which
the Corporation is responsible for operating the Project, and title to the Project shall vest in the
Town upon the end of the term of the Project Agreement; and
WHEREAS, in order to provide funds for theProject, AMI Capital, Inc. (the
"Lender") will originate a mortgage loan to the Corporation, such mortgage loan to be insured by
the FHA; and
WHEREAS, in order to, evidence its obligations under the Mortgage Loan, the
Corporation intends to execute and deliver to the Lender a promissory note in the amount of up
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to $10,500,000 (the "Mortgage Note") and in order to secure it obligations under the Mortgage
Note the Corporation intends to execute and deliver to the Lender a deed of trust on the Project
(the "Mortgage") for the benefit of the Lender; and
WHEREAS, in order to provide security for the Bonds, the Corporation intends to
enter into a Financing Agreement dated as of May 1, 2002 (the "Financing Agreement") among
the Corporation, the Lender and the Trustee, pursuant to which the Corporation will direct the
Trustee to use proceeds of the Bonds to purchase from the Lender fully modified mortgage-
backed securities secured by the Government National Banking Association; and
WHEREAS, proposed forms of the Indenture (including the form of the Bonds
contained therein), the Financing Agreement, the Mortgage, the Mortgage Note, and the Project
Agreement have been presented before the Town Council at this meeting.
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE
TOWN OF AVON, COLORADO, AS FOLLOWS:
1. Approval of the Financing Documents. The terms of the proposed Project
Agreement and the Mortgage, in substantially the form presented at this meeting, and the
Corporation entering into the Financing Agreement, the Indenture and the Mortgage are hereby
approved. (The Project Agreement; the Mortgage Note, the Financing Agreement,. the Indenture
and the Mortgage are collectively referred to herein as the "Financing Documents.")
2. Issuance of the Bonds. The :Bonds shall be issued in an aggregate
principal amount not to exceed; $10,500,000. The Bonds and the issuance thereof by the
Corporation for the purpose of financing the Project are, in all: respects, hereby approved. The
Bonds shall 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 and times and will
mature in the' amounts and on the dates set forth in the Indenture, as finally executed; provided
that the maximum net effective interest rate on the Bonds shall not exceed 7% and the maximum
maturity shall be no later than January 20, 2044. 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
their execution, authentication, payment, registration, transfer,. exchange', redemption and number
shall be as set forth in the Indenture.: ,
3. Town Action. All actions taken by the members of the Town Council and
other officials of the Town toward organizing the . Corporation, acquiring the Project and
obtaining funds to finance the Project are hereby ratified and confirmed. The Mayor of the Town
and Mayor Pro Tern (the "Mayor") and the Town Clerk of the Town (the "Town Clerk") are
hereby authorized and directed to execute and deliver such documents and to take all action
necessary or reasonably required by the terms of the Financing Documents to carry out, give
effect to and consummate the transactions contemplated hereby and thereby, including the
execution and delivery of the Project Agreement in substantially the form presented at this
meeting, with such variations or revisions thereto deemed necessary by the Mayor. Execution of
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the Project Agreement by the Mayor shall be deemed to be final approval by the Town of the
issuance of the Bonds and all the provisions contained in the Financing Documents.
4. No Indebtedness of the Town. No provision of this Resolution or of
the Financing Documents, 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 or to pay the principal of
or interest on the Mortgage Note, nor as creating an indebtedness or financial obligation 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.
5. Title to Project. The Town hereby determines that it will accept title to the
Project, including any additions thereto, when all the Bonds are fully paid and discharged in
accordance with the Project Agreement and the Indenture.
6. Corporation's Board of Directors. The Town hereby confirms the
following as the current Board of Directors of the Corporation.
Gerald E. Flynn
Jeffrey Spanel
Larry Brooks
Allan Nottingham
James Telling
The Town also confirms the appointment of E.J. Olbright as a sixth director of the
Corporation effective on the date of issuance of the Bonds.
7. Severability. If any provision of this Resolution should be held invalid,
the invalidity of such provision shall not affect any of the other provisions of this Resolution, the
intention being that the various provisions hereof are severable.
8. Other Actions. The appropriate officers of the Town are hereby
authorized to execute and deliver for and on behalf of the Town, any or all additional certificates,
acknowledgments, documents and other papers and 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 in any resolution of the Corporation.
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9. Effective Date; Repealer. This Resolution shall take effect immediately
upon its passage, and all acts, orders, resolutions, or parts thereof, taken by the Town in conflict
with this Resolution are hereby repealed or modified to the extent of such conflict.
INTRODUCED, APPROVED AND ADOPTED the 23rd of April, 2002.
OF'A gam`
TOWN OF AVON, COLORADO
(TO S f By:
r
CAL 0 ~
AT
c
To i Cle k
4
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STATE OF COLORADO )
) ss.
COUNTY OF EAGLE )
The Town Council of the Town of Avon, Colorado, held a regular meeting open
to the public at the Town Council Chambers at 400 Benchmark Road, Avon, Colorado, on
Tuesday, the 23'd of April, 2002, at 5:30 p.m.
The following members of the Town Council, constituting 'a quorum thereof, were
present:
Council Members: Ze bite g~LY c Z
0
~(C K_VLj
C iv
IC ava~_
The following members of the Town Council were absent: 7M -r-K-40- L PaJv~_
The following persons were also present: A4
Council Member: moved that the Resolution be finally passed
and adopted and numbered D2-D5 ' cil.Member , . KC Z seconded, th e motion,
and the question being upon the fmal passage and adoption of a esolution, the roll was called
with the following results:
Council. Members voting "Yes":
4ZLC
Council Membe
The Mayor thereupon declared the Resolution fmally passed and adopted and
instructed the Town Clerk to number the same as moved.
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After consideration of other business to come before the Town Council, the
meeting was '
VFE;a 7
(TO E~L) By:
E A`. ~J Ma
C~
A T: k- a+
ten:
Town Clb
6
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STATE OF COLORADO )
) ss.
COUNTY OF EAGLE )
I, Patty Mckenny, Town Clerk of the Town of Avon, Colorado, do hereby certify
that the attached copy of Resolution No. 02-05, Series of 2002, is a true and correct copy; that
said Resolution was passed by the Town Council of the Town of Avon, Colorado, at its regular
meeting held at 400 Benchmark Road, Avon, Colorado, the regular meeting place thereof, on
Tuesday, the 23rd day of April, 2002; that a true copy of said Resolution has been authenticated
by the signatures of the Mayor of the Town of Avon and myself as Town Clerk thereof, sealed
with the seal of the Town, and numbered and recorded in a book kept for that purpose in my
office; that the foregoing pages 1 through 6, inclusive, constitute a true and correct copy of the
record of the proceedings of said Town Council at its regular meeting of April 23, 2002, insofar
as said proceedings relate to said Resolution; 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.
IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the Town
of Avon, Colorado this 23rd day of April, 2002.
;AL) 1
S,E
Town Clerk
Town Avo Colorado
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EIIFLNN~ Tan~rcfAar
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C O L O R A D O
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Office of the Assistant Town Manager
To Honorable Mayor and Town. Council
Fr: Lary Brooks, Assistant Town Manage
Via: Bill Efting, Town Manager/) .
Dt: 4119102
Re: Buffalo Ridge liousing Project
The Buffalo Ridge Housing project will consist of 244 rental units constructed within 15.
buildings. This project, which is being constructed as part of the affordable housing
obligation of the Village at Avon, is receiving funding and support from a variety of sources.
Resolutions 02-05 and 02-06 for the council's consideration will authorize project funding as
follows:
Resolution 02-05
This resolution approves the issuance of 63-20 bonds in an amount up to
$10,5001000. This is a parameters resolution, since the pricing has not yet occurred.
on these bonds. We have also enclosed the Pricing Agreement for these bonds with
the resolution. We wanted the council to specifically note this document since it is the
one document specified in this resolution that will require the Mayor's signature. The
remaining documents referenced in the heading will be presented by'Bond Council at
the meeting.
Resolution 02-06
This is the pricing resolution for the Private Activity Bonds (PAB). These
bonds were. previously approved by ordinance. Since the bonds have now been
priced, this resolution serves to approve the specific terms of the issuance.
These bonds do not result in any pecuniary liability for the Town of Avon.
Manager Comments: L.,,,
. Y %Y ~PS O~tMC OL ~ V COL ~ le
To mcfAmn
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PrCLBX975
400B3thyakFicad
AVO N AvaVG*rc bMW
910-74S400b
C O L D& A D O
Office of the Assistant Town Manager
To: Honorable Mayor and Town Council
Fr: Larry Brooks, Assistant Town Manage
Via: Bill Elting, Town Manage
Dt: 4119102
Re: Buffalo Ridge Housing Project
The Buffalo Ridge Housing project will consist of 244 rental units constructed within 15
buildings. This project, which is being constructed as part of the affordable housing
obligation of the Village at Avon, is receiving funding and support from a variety of sources.
Resolutions 02-05 and 02-06 for the council's consideration will authorize project funding as
follows:
Resolution 02-05
This resolution approves the issuance of 63-20 bonds in an amount up to
$10,500,000. This is a parameters resolution, since the pricing has not yet occurred
on these bonds. We have also enclosed the Pricing Agreement for these bonds with
the resolution. We wanted the council to specifically note this document since it is the
one document specified in this resolution that will require the Mayor's signature. The
remaining documents referenced in the heading will be presented by'Bond Council at
the meeting.
Resolution 02-06
This is the pricing resolution for the Private Activity Bonds (PAB). These
bonds were previously approved by ordinance. Since the bonds have now been
priced, this resolution serves to approve the specific terms of the issuance.
These bonds do not result in any pecuniary liability for the Town of Avon.
Manager Comments: L-L~v r/ has a(Wc- a- 5 V C4
j
TOWN OF AVON, COLORADO
RESOLUTION NO. 02-05
SERIES OF 2002
RESOLUTION APPROVING THE ISSUANCE BY BUFFALO
RIDGE AFFORDABLE HOUSING CORPORATION OF
MULTIFAMILY HOUSING PROJECT REVENUE BONDS
(GNMA MORTGAGED-BACKED SECURITIES PROGRAM)
SERIES 2002, IN AN AGGREGATE PRINCIPAL AMOUNT OF
UP TO $10,500,000; AUTHORIZING A PROJECT
AGREEMENT, A INDENTURE, A FINANCING AGREEMENT,
A MORTGAGE AND A MORTGAGE NOTE; AND
AUTHORIZING INCIDENTAL ACTION.
WHEREAS, Buffalo Ridge Affordable Housing Corporation (the "Corporation")
has been duly organized under the provisions of the Colorado Nonprofit Corporation Act,
Articles 121 through 137 of Title 7, Colorado Revised Statutes, as amended, for the purpose of
acquiring interests in real property and to construct, install and operate certain improvements in
the Town of Avon, Colorado (the "Town") and
WHEREAS, the Corporation proposes to acquire real and personal property and
construct improvements to provide dwelling accommodations at rentals within the means of
individuals or families of low or moderate income (the "Project"), known as the Buffalo Ridge I
Apartments; and
WHEREAS, in order to finance the Project, the Corporation intends to enter into a
Trust Indenture dated as of May 1, 2002 (the "Indenture") with Wells Fargo Bank West, National
Association, as Trustee under the Indenture (the "Trustee") and to issue its Multifamily Housing
Project Revenue Bonds (GNMA Mortgage-Backed Securities Program - Buffalo Ridge I
Apartments Project), Series 2002, in an aggregate principal amount of up to $10,500,000
(collectively, the 'Bonds"); and
WHEREAS, the Town and the Corporation propose to execute and deliver a
Project Agreement dated as of May 1, 2002 (the "Project Agreement"), under the terms of which
the Corporation is responsible for operating the Project, and title to the Project shall vest in the
Town upon the end of the term of the Project Agreement; and
WHEREAS, in order to provide funds for the Project, AMI Capital, Inc. (the
"Lender") will originate a mortgage loan to the Corporation, such mortgage loan to be insured by
the FHA; and
WHEREAS, in order to evidence its obligations under the Mortgage Loan, the
Corporation intends to execute and deliver to the Lender a promissory note in the amount of up
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