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HomeMy WebLinkAboutD-367 Carmel Dr. Off. Bldg ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL COMMON COUNCIL ORDINANCE NO. C3477 1983 A SPECIAL ORDINANCE authorizing the City of Carmel to issue its "City of Carmel Economic Development Mortgage Revenue Bond (Carmel Drive Office Building, A Limited Partnership, Project)" in the principal amount of Two Million Dollars ($2,000,000) and approving and authorizing other actions in respect thereto. WHEREAS, the Carmel Economic Development Commission has rendered a Report of the Carmel Economic Development Commission concerning the proposed financing of certain economic development facilities for Carmel Drive Office Building, A Limited Partnership, and the City of Carmel Area Plan Commission has been given an opportunity to comment thereon; WHEREAS, Carmel Drive Office Building, A Limited Partnership, is now prepared to proceed with the proposed economic development facilities described in said Report; WHEREAS, the Carmel Economic Development Commission after a public hearing conducted on March 3, 1983, adopted a resolution, which resolution has been previously transmitted hereto, finding that the financing of the economic development facilities of Carmel Drive Office Building, A Limited Partnership, complies with the purposes and provisions of IC 36 -7 -12 and that such financing will be of benefit to the health, prosperity, economic stability and general welfare of the City of Carmel and its citizens; the issuance and sale of economic development mortgage revenue bond, the loan of the net proceeds thereof to Carmel Drive Office Building, A Limited Partnership, for the acquisition, construction, installation and equipping of said facilities and the repayment of said loan by Carmel Drive Office Building, A Limited Partnership, to be evidenced and secured by a promissory note of Carmel Drive Office Building, A Limited Partnership, will be of benefit WHEREAS, the Carmel Economic Development Commission has by resolution adopted March 3, 1983, approved the final forms of the Loan Agreement, including the Note attached thereto, the Mortgage, Security Agreement and Trust Indenture and the Bond Purchase Agreement, which resolution has been transmitted hereto; and WHEREAS, no member of the Common Council of the City of Carmel has any pecuniary interest in any employment, financing agreement or other contract made under the provi- sions of IC 36 -7 -12 and related to the economic development facilities of Carmel Drive Office Building, A Limited Partnership, or to the issuance of the economic development mortgage revenue bond authorized herein; now, therefore: BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF CARMEL: SECTION 1. It is hereby found that the financing of the economic development facilities referred to in the Loan Agreement, previously approved by the Carmel Economic Development Commission and presented to this Common Council, -2- to the health, prosperity, economic stability and general welfare of the City of Carmel and its citizens and complies with the purposes and provisions of IC 36 -7 -12. SECTION 2. The forms of the Loan Agreement, including the Note attached thereto, the Mortgage, Security Agreement and Trust Indenture, and the Bond Purchase Agreement, approved by the Carmel Economic Development Commission are hereby approved, and all such documents shall be incorporated herein by reference and shall be inserted in the minutes of the Common Council and kept on file by the Clerk Treasurer. SECTION 3. The City of Carmel shall issue its Economic Development Mortgage Revenue Bond (Carmel Drive Office Building, A Limited Partnership, Project) in the aggregate principal amount of Two Million Dollars ($2,000,000) for the purpose of p rocuring funds to loan to Carmel Drive Office Building, A Limited Partnership, in order to pay the costs of the acquisition, construction, installation and equipping of the economic development facilities, as more particularly set out in the Loan Agreement and the Mortgage, Security Agreement and Trust Indenture incorporated herein by reference, which Bond will be payable as to principal and interest solely from the payments made by Carmel Drive Office Building, A Limited Partnership, on its promissory note that will be executed and delivered by Carmel Drive Office Building, A Limited Partnership, to evidence and secure said loan and from other -3- sources under the Loan Agreement, or as otherwise provided in the above described Mortgage, Security Agreement and Trust Indenture. The bond shall never constitute a general obligation of, an indebtedness of, or a charge against the general credit of the City of Carmel. SECTION 4. The Mayor and the Clerk- Treasurer are authorized and directed to sell such bond to the purchaser set forth in the Bond Purchase Agreement at a price of the principal amount thereof plus accrued interest, if any, and at the per annum rates of interest on the bond set forth in the Mortgage, Security Agreement and Trust Indenture and incorporated herein by reference. SECTION 5. The Mayor and Clerk- Treasurer are authorized and directed to execute the Loan Agreement, the Mortgage, Security Agreement and Trust Indenture, the Bond Purchase Agreement and the bond approved herein on behalf of the City of Carmel and any other documents that may be necessary or desirable to consummate the transaction and, by their execution of such documents, may approve such further changes therein without further approval of the Economic Development Commission excepting, however, such changes as must be approved by the Common Council and the Economic Development Commission pursuant to IC 36- 7- 12 -27. The signatures of the Mayor and the Clerk- Treasurer on the bond shall be manual signatures. The Clerk- Treasurer is authorized to arrange for the delivery of such Bond to the purchaser thereof, payment for which will be made to the Trustee as provided in the Mortgage, Security Agreement and Trust Indenture. -4 SECTION 6. The provisions of this Ordinance and the Mortgage, Security Agreement and Trust Indenture shall constitute a contract binding between the City of Carmel and the holders of the City of Carmel, Indiana Economic Development Mortgage Revenue Bond (Carmel Drive Office Building, A Limited Partnership, Project), and after the issuance of said bond, this Ordinance shall not be repealed or amended in any respect which would adversely affect the rights of such holders so long as any of said bond or the interest thereon remains unpaid. The obligation of the City of Carmel and the Carmel Economic Development Commission shall be limited solely to the good faith effort to consummate said proceedings and issue the said bond, and neither the City of Carmel nor the Carmel Economic Development Commission, or their officers or members shall incur any liability whatsoever if for any reason the proposed issuance of bond or the undertakings, as described herein, are not consummated. SECTION 7. This Ordinance shall be in full force and effect from and after compliance with the procedures required by law. ADOPTED this 7th day of March, 1983. F_ Pretiding Officer Dorothy J. 'a cock, Clerk- Treasurer -5- Presented by me to the Mayor of the City of Carmel, Indiana, on the 7th day rf March, 1983. 1983. Do •thy J. Clerk- Treas "rer -6- Approved and signed by me this 7th day of March, Reiman, Mayor 5 -9 -fl CERTIFICATE OF MEMBERS OF CARMEL ECONOMIC DEVELOPMENT COMMISSION The undersigned certify that they are the duly appointed, qualified and acting members of the Carmel Economic Development Commission; that attached are true and correct copies of all pertinent portions of pro- ceedings had by the Carmel Economic Development Commission in connection with the issuance by the City of Carmel of its $2,000,000 Economic Development Mortgage Revenue Bond (Carmel Drive Office Building, A Limited Partnership, Project) (the "Bond that such proceedings complied with all applicable laws, including the Indiana Open Door Law and that the resolution of the Carmel Economic Development Commission adopted on March 3, 1983, was adopted after a public hearing of the Carmel Economic Development Commission with respect to the Bond, which hearing was held after and pursuant to reasonable notice; that such proceedings and the documents referred to therein have not been amended, modified or revoked and are now in full force and effect; that there is no litigation pending or threatened in any way questioning or relating to the validity of said proceedings or the existence of the Commission; and that no member of the Commission now has or has had in the past any pecuniary interest in any employment, financing agreement or other contract made under the provisions of IC 36 -7 -12 and related to the Project or to the issuance of the Bond. IN WITNESS WHEREOF, we have hereunto set our hands and affixed the seal of the Commission this../ day of Pima., 1983. Alvin L. Kuehn, President Max A. 'Loudenback, Secretary Vaugh Story, Member R. W. Badger, Member H. Tuck Schulhof, ember RESOLUTION WHEREAS, the City of Carmel, Indiana (the "City was authorized by the Indiana General Assembly, pursuant to I.C. 18 -6 -4.5 (the "Act to create a Department of Economic Development and an Economic Development Commission to issue revenue bonds for the financing of industrial, commercial, or recreational facilities; and WHEREAS, on November 13, 1973, the Board of Trustees of the Town of Carmel adopted Ordinance No. B -37 creating a Department of Economic Development and an Economic Development Commission (EDC) was created; and WHEREAS, Carmel Drive Office Building, A Limited Partnership (C.D.O.B.L.P.) now has its corporate headquarters in Hamilton County, Indiana, and WHEREAS, C.D.O.B.L.P. filed its application for bonding authority with the EDC on July 2, 1980 and said Commission, after statutory notices, held public hearings on said applications. WHEREAS, C.D.O.B.L.P. has requested the City to issue up to Two Million Two Hundred Fifty Thousand Dollars ($2,250,000) of its revenue bonds under the Act to help finance the acquisition and construction of the facilities and that, if preliminary approval of its application is granted, such preliminary approval will constitute a substantial inducement to C.D.O.B.L.P. to proceed with the acquisition and construction of the Facilities. BE IT RESOLVED by the Economic Development Commission of the City of Carmel: 1. The Commission finds and determines that the issuance and sale of revenue bonds of the City under the Act and the use of the proceeds derived therefrom to finance the acquisition and construction of the Facilities, and the expenses incidental thereto, will serve the public purposes described in the Act. 4 2. In order to induce C.D.O.B.L.P. to proceed with the acquisition and construction of the Facilities, the Commission hereby determines that, (a) it will authorize and approve the issuance of revenue bonds of the City pursuant to the Act in an amount not to exceed Two Million Two Hundred Fifty Thousand Dollars ($2,250,000) to help finance the cost of acquisition and construction of the Facilities including reimbursement or repayment to C.D.O.B.L.P. of any monies expended by C.D.O.B.L.P. for planning and engineering and any monies expended by C.D.O.B.L.P. for acquisition and construction, (b) enter into such contractual arrangements with C.D.O.B.L.P. as are required to apply the proceeds derived from the issuance and sale of such revenue bonds to the financing of the acquisition and construction of the Facilities and the expenses incidental thereto, and made whereby payments to be made by C.D.O.B.L.P. shall become due and payable, (c) adopt such ordinances and resolutions and authorize the execution and delivery of such instruments and the taking of such actions as may be necessary or advisable for the authorization, issuance, and sale of said bonds, and (d) it will take or cause to be taken such other actions as may be required to implement the aforesaid, or as it may deem appropriate in pursuance thereof; provided that all of the foregoing shall be as authorized by law and as mutually acceptable to C.D.O.B.L.P. and the City. 3. It is hereby recognized that the issuance and sale of revenue bonds by the City under the Act for the purposes set forth herein shall be subject to the City obtaining all approvals as may be required under the Act. 4. The Commission shall exert its best efforts to consummate said proceedings toward the issuance of said bonds provided, however, that neither the Commission, the City, its officers or members shall incur any liability whatsoever if for any reason the proposed issuance of the bonds is not consummated. Passed and adopted by Economic Development Commission of the City of Carmel, Indiana, on the 30th day of January, 1981. H. T. Schulhof, Presiden (11 i"_r, t1O:l 07 fort will be treated as confident-I Use .;.0 "_tional s;icr''_ to complete answers as necessary, idcntifyi. c0ntf:li'i.t s by question number. The Commission will schedule a meeting to consider this application cn1y after all information and supporting documents required by the application have been received by the Commission.) 1. NAME OF APPLICANT: Cannel Drive Office Building, A Limited Partnership 2, ADDRESS- 11550 N. Meridian Street, Suite 150, Carmel, IN 46032 3. DATE ORGANIZED (OR INCORPORATED) April 1, 1980 4. PRINCIPAL OFFICE ADDRESS: 11550 N. Meridian St., Carmel, IN 46032 5. NAME OF PARENT COMPANY (IF AN'?): N/A 6. ADDRESS OF PARENT COMPANY (IF ANY) N/A 7. SERVICE TO BE PERFORMED: See attached S. WILL THE PROPOSED PROJECT RESULT IN ANY POLLUTION: AIR PLEASE EXPLAIN BRIEFLY: Construction of an office building does not cause pollution 9. EQUIPMENT IN LOCAL EXISTING PLANT (IF ANY): None 10. PRESENT ANNUAL LOCAL PAYROLL (IF ANY): 11. ASSESSED EVALUATION OF LOCAL PLANT AND EQUIPMENT (IF ANY) Land $350,000.00 12. NEW EITLOYMENT FROM THIS PROJECT: CITY OF CAPi EL: Upon initial relocation At end of one year At end of three years At end of five years TRELIMINARY LOAN APPLICATION SUMMARY WATER NOISE None None EST. ADDITIONAL EMPLOYMENT Total 8 30 68 108 r. u: irl� Li:;1 r41c tiCF'. er.G of one vo L: cn of thr Le years A. end of five years additional 13. ADDITIONAL ANNUAL PAYROLL FROM THIS PROJECT: Upon initial relocation At end of one year At end Of three years At end of five years Skilled Semi- Skilled Unskilled Total 148,000 838,000 L.160.000 1,812,600 4 1, 20 36 14. SIZE (SQUARE FEET) OF FACILITIES TO BE CONSTRUCTED: Approximately 36,000 squar feet to be occupied by 198 15. SIZE OF SITE (ACRES) REOUIRED: New Construction: 1.406 acres f 16. PROPOSED LOCATION OF SITE: New Construction: 650 E. Carmel Drive Carmel, Indiana 46032 17. PURPOSE OF PROJECT: (Please Check) To construct new building To expand existing building To acquire existing building To relocate existing headquarters from Indianapolis To expand in a new location within Indiana To acquire computer machinery, equipment or other fixtures 18. PRELIMINARY ESTIMATE OF COST OF PROJECT: Land Building improvements Other equipment Total 2 r 10 30 6 48 108 X 350,000 2,250,000 2,600,000 19. PROPOSED AMOUNT OF FINANCING: $1,000,0 00 20. DESIRED DATE OF START OF CONSTRUCTION: September 1, 1980 21. DESIRED DATE FOR START OF OPERATIONS: February 1, 1981 22. PLEASE GIVE A BRIEF DESCRIPTION AND HISTORY OF YOUR COMPANY. ALSO INCLUDE YOUR COMPANY'S CERTIFIED OR SIGNED BALANCE SHEET AND PROFIT 6, LOSS STATEMENTS FOR AT LEAST FIVE YEARS. OR THE LIFE OF THE COMPANY, WHICHEVER IS LESS: Absen MINUTES OF A MEETING OF THE CARMEL ECONOMIC DEVELOPMENT COMMISSION HELD ON MARCH 3, 1983 The Carmel Economic Development Commission held a meeting on March 3, 1983, at 7:30 p.m., at the Office of the Mayor, City Hall, 40 East Main Street, in Carmel, Indiana. Commissione-rs were present or absent as indicated: Present: f. f�,��e�w 7714 1Q. oZ'0LE J. .a s cLL The President called the meeting to order. The first order of business concerned an economic development revenue bond financing for Carmel Drive Office Building, A Limited Partnership (the "Company"). The President presented a proof of publication of notice of public hearing on the financing of economic development facilities for the Company, which notice was published on February 17, 1983, in the Noblesville Ledger and the Noblesville Times. Each of the members of the Commission stated that he has no pecuniary interest in any employment, financing agreement or other contract made under the provisions of IC 36 -7 -12 and related to the economic development facilities project of the Company or to the issuance of the economic development revenue bond to be issued by the City of Carmel with respect to that project. The President then announced that the Commission would hear all persons desiring to be heard with respect to the financing of economic development facilities for the Company. After hearing all persons who desired to be heard, the final forms of the Loan Agreement, the Mortgage, Security Agreement and Trust Indenture, the Bond Purchase Agreement, a Conditional Master Lease of the facilities dated 'fl4K J /?91, between Carmel Drive Office Building, A Limited Partnership, as lessor, and Fidelity Corp., as lessee, and a proposed special ordinance relating to the issuance and sale of Two Million Dollars ($2,000, of City of Carmel, Indiana Economic Development Mortgage Revenue Bond (Carmel Drive Office Building, A Limited Partnership, Project) were presented to the Commission for approval. Upon motion duly made by Commissioner and seconded by Commissioner 4 ov'"BA c k and carried by the following vote: Ayes: 3 Nays: 0 the Commission adopted the following Resolution: BE IT RESOLVED, that the proposed financing of economic development facilities referred to in the form of the Loan Agreement presented to this meeting complies with the purposes and provisions of IC 36-7-12, as amended, and will be of benefit to the health, prosperity, economic stability and general welfare of the City of Carmel and its citizens; BE IT FURTHER RESOLVED, that the Loan Agreement, including the Note attached thereto, the Mortgage, Security Agreement and Trust Indenture and the Bond Purchase Agreement relating to the issuance and sale of Two Million Dollars ($2,000,000) of City of Carmel, Indiana Economic Development Mortgage Revenue Bond (Carmel Drive Office Building, A Limited Partnership, Project), are hereby approved in their final forms as presented to this meeting; BE IT FURTHER RESOLVED, that Carmel Drive Office Building, A Limited Partnership, has advised the Commission that the economic development facilities may be leased to Fidelity Corp. pursuant to the terms of a Conditional Master Lease presented to this meeting and that such leasing of the economic development facilities pursuant to the lease is hereby approved. BE IT FURTHER RESOLVED, that the Commission has considered and determined that such proposed economic development facilities will not !gave~ an "adverse competitive effect on similar facilities already constructed or operating in the City of Carmel; BE IT FURTHER RESOLVED, that a copy of this Resolution and the Loan Agreement, including the Note attached thereto, the Mortgage, Security Agreement and Trust Indenture and the Bond Purchase Agreement in their final forms, be transmitted to the Clerk for pre sentation to the Common Council of the City of Carmel with the recommendation that the Common Council, pursuant to the proposed form of ordinance hereby recommended to the Common 'Council, approve such docu- ments in final form. The obligation of the City of Carmel and the Carmel Economic Development Commission shall be limited solely to the good faith effort to consummate said proceedings and issue the said bond, and neither the City of Carmel nor the Carmel Economic Development Commission, or their officers or members shall incur any liability whatsoever if for any reason the proposed issuance of bond or the undertakings, as described herein, are not consummated. There being no further business to come before the meeting, the meeting was thereupon adjourned. Secretary Member Member REPORT OF THE CARMEL ECONOMIC DEVELOPMENT COMMISSION CONCERNING THE PROPOSED FINANCING OF ECONOMIC DEVELOPMENT FACILITIES FOR CARMEL DRIVE OFFICE BUILDING, A LIMITED PARTNERSHIP The Carmel Economic Development Commission has recommended to the Common Council of the City of Carmel, k Indiana, that it finance a portion of the cost of a project (the "Project for the acquisition, construction, installa- tion and equipping of certain economic development facilities for Carmel Drive Office Building, a Limited Partnership (the "Company through the issuance of its economic development mortgage revenue bond, and the Common Council of the City of Carmel has undertaken to finance the Project subject to the City's obtaining such approvals as may be required under IC 36 -7 12. The Project, which is described on Exhibit A attached hereto, involves the acquisition, construction, installation and equipping of a new four -story office building of approximately 37,000 square feet, to be located at 650 East Carmel Drive, Carmel, Indiana, including various furnishings and equipment. The Project also involves related landscaping and the acquisition and construction of parking and other facilities. The total cost for the Project, including incidental expenses relating to the issuance of the economic development mortgage revenue bond, is presently estimated to be approximately $2,600,000. Upon completion, the Project will be leased to various tenants, including the Fidelity Corp. (or an affiliated corporation). It is anticipated that no additional public services will be made necessary or desirable on account of the Project, and the Project will not have an adverse competitive effect on any similar facilities already constructed or operating in Carmel, Indiana. The Project will ultimately result in the employ- ment of approximately 95 persons, with an annual payroll of approximately $1,800,000. ATTEST: Adopted this 3rd day of r Mel, 1983. Secretary President EXHIBIT A PART I. The Project. The Project is to be constructed on the real estate described in Part II below, which real estate is not being acquired with proceeds of the Bonds and is located in Carmel, Indiana. The Project consists of the con- struction of a new four story office building of approximately 37,000 square feet, and the acquisition and installation of various fixtures, equipment and furnishings. The Project also involves related landscaping and the construction of parking and other facilities on the Project Site. The Project Site is presently being purchased by the Company from Fidelity Corp., an Indiana corporation, under a Land Contract. The Project, upon completion, will be leased to Fidelity Corp. (or an affiliated banking corporation) and other tenants. PART II. The Project Site. The Project will be constructed on real estate Located at 650 East Carmel Drive, Carmel, Hamilton County, Indiana, more particularly described as follows: (Insert Legal Description) MINUTES Carmel Economic Development Commission May 13, 1981 The meeting was called to order at 8:20 P.M. by President H. T. Schulhof. Commissioners present were: John Kirby, Alvin Kuehn, H.T. Schulhof and Vaughn Story. Absent was Robert Badger. The minutes of the meeting of November 10, 1980 were approved by consent of all present. The minutes of the meeting of January 28, 1981 were approved with the record be- ing added to: "January 29, 1981 a conference call made to all members of the Commission which noted receipt of the partnership agreement form for Carmel Drive Office Building as had been requested at the January 28, 1981 meeting." Action was approved by consent of four members present. The election of officers was deferred until all five members are present. Notice of publication was noted, and financing of a general office building to be located at 255 East Carmel Drive was considered. The general partnership of Coots, Henke Wheeler had presented requested financial statements and Mr. David Coots, presented de- tailed information regarding the project, for which bonding in the amount of $550,000 was requested. Following discussion, a motion to approve the application of Coots, Henke Wheeler was seconded and unanimously passed. Copies of the documents become an official part of the record of the Commission. An inducement resolution on behalf of Carmel Care Center, Inc., 118 Medical Drive, Carmel for an- addition to the existing facility in the amount of $1,350,000 for 35,000 square feet to expand to a 99 bed skilled care facility was discussed. It was determined that the necessary health system approval and other licensing had been cleared by the petitioners. Cn motion by A. Kuehn, seconded by J. Kirby the resolution for bonding of $1,350,000 for Carmel Care Center was passed unanimously. A copy of the documents are attached for the official minutes. The President noted that the resolutions for Coots, Henke Wheeler and Carmel Care Center would be forwarded to the Carmel City Council. There being no other business, the meeting was adjo rned. Approved• President Secr MINUTES Carmel Economic Development Commission January 28, 1981 The meeting was called to order at 8:05 P.M. by President H.T. Schulhof. Commissioners present were: Robert Badger, John Kirby, Alvin Kuehn and Vaughn Story. A review of the initial petition for Carmel Drive Office Building, previously discussed at the September 8, 1980 meeting, was undertaken by the Commissioners. Mr. Browning, partner CDOB, responded to questions regarding the limited partnership. Further, he said a copy of the partnership agree- ment would be delivered to Commissional President Schulhof January 29. On motion and seconded the petition of Carmel Drive Office Building was approved subject to receipt of the agreement and a Commission telephone conference call to be made at 2:30 P.M. The vote in favor of the motion to approve was unanimous. The meeting was adjourned on motion,' seconded and passed at 9:30 P.M. Approved: Presi e t