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HomeMy WebLinkAboutD-1944-09 Legacy/ Econ. Dev. BondWHEREAS, the Carmel Economic Development Commission (the EDC) heretofore conducted a public hearing in accordance with Indiana Code 36 7 I2 -24(a) regarding the financing of the costs of the acquisition construction and installation of certain infrastructure improvements (the "Project') for economic development facilities of Cast Cannel LLC (the 'Borrower'), notice of which was published in accordance with Indiana Code 5 3 1 at which time the public was informed of an opportunity to express their views for or against the Project and the issuance of bonds therefor and WHEREAS, following such public hearing the EDC (i) considered whether the Project will have an adverse competitive effect on siinilar facilities already constructed or operating in the City of Carmel Indiana (the "City and rendered an evaluative report (the 'Report together with related hndings of fact (the "Findings regarding the PI oject and (n) adopted an authorizing resolution, which resolution has been transmitted hereto, finding among other things that (a) the proposed financing will be of benefit to the health prosperity, economic stability and general welfare of the City and Its citizens, (b) the proposed financing complies with the provisions of Indiana Code 36 7 -11 9 and -I2 as amended (collectively the "Act and (c) further approving the form and terms of the Trust Indenture (including the form of the Bonds Version A 6/1/09 ORDINANCt NO D 1944 -09 (AMENDED) SPONSOR(S) Councilor Snyder AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, AUTHORIZING THE CITY TO ISSUE ITS ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 2009 (LEGACY PRO LECT), AND APPROVING OTHER ACTIONS IN RESPECT THERETO contained therein) and the financing Agreement (including the form of the Notes Of any) as an exhibit thereto) (as such capitalized terms are hereinafter defined) and recommending this form of Ordinance (the "Ordinance for approval by the Common Council of the City (the "Council and WHEREAS, in compliance with Indiana Code 36 7 12 23(b) the EDC submitted the Report and the Findings to the President of the Carmel Plan Commission and the Supenntendent of Carmel Clay Schools for their review, and the EDC has not received any written comments from such officials concerning the Report and the Findings within five (5) days from their respective receipt thereof and WHEREAS, pursuant to a Trust Indenture (the "Trust Indenture") between the City and a financial institution in its capacity as a corporate trustee (the "Trustee the City proposes to issue its economic development revenue bonds to provide funds for the Project and lending such funds to the Borrower, pursuant to a financing Agreement (the "Financing Agreement between the City and the Borrower which prescnbes the terms and conditions under which the Borrower shall finance such Project and pursuant to which the Borrower will execute and deliver to the City a promissory note evidencing the Borrower's repayment obligation if any (the "Notes in the principal amount equal to the aggregate pnncipal amount of the Bonds and WIIEREAS based upon the Report the Findings and the resolution adopted by the EDC pertaining to the Project the City hereby finds and determines that the financing approved by the EDC for the Project will be of benefit to the health and general welfare of the City and its citizens complies with the provisions of the Act and the amount necessary to finance the costs of the Project will require the issuance, sale and delivery of one or more series of economic development revenue bonds in an aggi egate pnncipal amount not to exceed $8 500 000, Version A 6/1/09 2- NOW THEREFORE BE IT ORDAINED BY 1HE COMMON COUNCIL OF THE CITY 01' CARMEL INDIANA TIIA 1 SECTION 1 it is hereby found that the financing of the Project for the economic development facilities referred to in the Financing Agreement approved by the EDC and presented to this Council the issuance and sale of revenue bonds in one or more senes and designated as the City of Carmel Indiana Economic Development Revenue Bonds Series 2009 (Legacy Project)" (the "Bonds the transfer of the proceeds of the Bonds to the Borrowei for the financing of a portion of the costs of' the Project, the payment of the Bonds from TIF Revenues (as defined in the Trust Indenture) and note payments of the Borrower under the Financing Agreement (if any) and the Notes Of any) and the securing of said Bonds under the Trust Indenture complies with the purposes and provisions of the Act and will be of benefit to the health, prospenty, economic stability and general welfare of the City and its citizens SECTION 2 The proceeds of the Bonds will be used for financing the costs of the Project fin the economic development facilities of the Borrower to be located within the portion of the Legacy Project Economic Development Area in the area on the west side of River Road at 146th Street on the far northeast side of Carmel SECTION 3 At the public hearing held before the CDC the EDC considered whether the Project would have an adverse competitive effect on any similar facilities already constructed or operating within the City and subsequently found, based on the Findings approved in connection with the Report, that the Project would not have an adverse competitive effect This Council hereby confirms the findings set forth in the EDC's resolution and concludes that the Project will not have an adverse competitive effect on any other similar Version A 6/1/09 3 facilities already constructed or operating within the City, and the facilities will be of benefit to the health, prosperity, economic stability and general welfare of the City and its citizens SECTION 4 The City shall issue its Bonds in a total maximum principal amount not to exceed Eight Million Five Hundred Thousand Dollars ($8,500,000) The Bonds shall mature no later than nineteen (19) years from the date of the first interest payment thereon The Bonds shall bear interest at a rate or rates not exceeding ten percent (10 per annum The Bonds are to be issued for the purpose of procuring funds to pay the costs of the Project, capitalized interest and costs of issuance of the Bonds, as more particularly set forth in the Trust Indenture and the Financing Agreement incorporated herein by reference The Bonds will be payable as to principal premium, if any, and interest from TIT Revenues and the note payments made by the Borrower, if any, under the financing Agreement and the Note or as otherwise provided in the above descnbed Trust indenture The Bonds shall be issued in fully registered form in denominations of One Hundred Thousand Dollars ($100 000) and integral multiples of Five Thousand Dollars ($5,000) in excess thereof or as otherwise provided in the Trust Indenture, and shall be redeemable as provided in the Trust Indenture Payments of principal and interest are payable in lawful money of the United States of America by check mailed or delivered to the registered owners thereof as provided in the Trust Indenture Pursuant to Indiana Code 36 -7 12 25(b), the Bonds shall never constitute a general obligation of, an indebtedness of, or a charge against the general credit of the City nor are the Bonds payable in any manner from revenues raised by taxation except for the pledged TIF Revenues SECTION 5 The Mayor of the City (the 'Mayor and the Clerk Treasurer of the City (the "Clerk Treasurer are authonzed and directed to sell the Bonds to the onginal purchasers thereof pursuant to a purchase or placement agreement (the "Sale Agreement' Version A 6/1/09 4 among the City, the Borrower and a designated purchaser, underwriter or placement agent (the 'Sale Agent (as determined by the Mayor and /or the Cleik Treasurer) at the purchase pnces set forth therein, and on the terms and conditions described therein The Bonds may be offered and sold pursuant to an offenng document (the Offenng Document in form and substance satisfactory to the Mayor or the Clerk treasurer and consistent with the parameters of this Ordinance and such Offenng Document ma) be made available and distributed in such manner at such times, for such penods and in such number of copies as such officers may determine in consultation with the City's financial advisor The Mayor or the Clerk Treasurer is authonzed to (i) deem a preliminary Offenng Document as "nearly final" if required under Rule 15c2 -12 under the Secunties Exchange Act of 1934 (ti) provide the Offenng Document to the Sale Agent, prior to the time the Sale Agent purchases, offers or places the Bonds, for purposes of marketing such Bonds, and (iii) finalize the Offenng Document with such changes in form or substance as are necessary and appropriate SECTION 6 The substantially final forms of the Financing Agreement the Notes (if any), the Trust Indenture and the Bonds approved by the EDC are hereby approved (such documents, together with the Sale Agreement and the Offering Document are herein collectively referred to as the Financing Documents The Mayor and the Clerk- Treasurer are, and each of them is, authorized and directed to execute, attest and affix or imprint by any means the corporate seal of the City acknowledge and deliver, in the name and on behalf of the City the Financing Documents and all other matenal instnunents, agreements closing papers certificates, assignments or other documents to be executed or accepted by it in substantially the forms submitted to the City or its counsel and not inconsistent with the Financing Documents with such changes therein not inconsistent with this Ordinance and not substantially adverse to the Version A 6/1/09 5 City as may be permitted by the Act and approved by the officers executing the same on behalf of the City without further approval of the Council or of the EDC provided however that no such modification or addition shall change the maximum pnncipal amount of interest rate on or terms of the Bonds described in Indiana Code 36 7 12 27(a) as set forth in this Ordinance without further consideration by the Council fhe approval of such changes by such officers, to the extent such are not substantially adverse to the City, shall be conclusively evidenced by the execution and attestation or acceptance of receipt of any of the foregoing documents by such officers The signatures of the Mayor and the Clerk -7 reasurer on the Bonds may be either manual or facsimile signatures A copy of each of the Financing Documents will be available from the Clerk Treasurer upon request The Clerk Treasurer is authorized to arrange for delivery of such Bonds to the Trustee named in the Trust indenture, and payment for the Bonds will be made to the Trustee named in the Trust Indenture and after such payment the Bonds will be delivered by the Trustee to the purchasers thereof The Bonds shall be onginally dated the date of issuance and delivery thereof SECTION 7 The provisions of this Ordinance and the Trust Indenture secunng the Bonds shall constitute a contract binding between the City and the holders of the Bonds, and after the issuance of said Bonds this Ordinance shall not be repealed or amended in any respect which would adversely affect the rights of such holders so long as said Bonds or the interest thereon remains unpaid SECTION 8 This Ordinance shall be effective upon its passage by the Council and approval by the Mayor of the City, in accordance with Indiana Code 36 4 6 et sec PASSED AND ADOPTED by the Common Council of the City of Carmel Indiana this t'p 4 day of Version A 6/1/09 2009, by a vote of eo ayes and 6 nays 6 COMMON COUNCIL FOR THE CITY OF CA P Wing Officer Ace ro Enc Seidenstrlrker, P Ronald E Carter empore KITE Diana L Cordray, !AMC, Clerk asurer Presented by me to the Mayor C)5i01t Diana L Cordray, IAMC, Clerk ,j urcr Approved by me Mayor of the City of Carmel, Indiana this (Dit" day of �W 2009 at 1 4D M /J e s Brainard, Mayor ATTEST Diana L Cordray, IAMC Clerk -Tr BDDI301 5305618v3 Version A 6/1/09 e City of Carmel, Indiana this co of 2009 at 1 40 M urer Prepared by David A Arrensen Baker Daniels LLP 300 North Mendian Street Suite 2700 Indianapolis Indiana 46204 Richard L Sharp NOT PRESENT 7& j i l-102 a ��r REPORT OF THE ECONOMIC DEVELOPMENT COMMISSION OF THE CITY OF CARMEL, INDIANA, CONCERNING THE PROPOSED FINANCING OF ECONOMIC DEVELOPMENT FACILITIES FOR EAST CARMEL, LLC The Economic Development Commission (the "Commission of the City of Carmel, Indiana (the "City"), proposes to recommend to the Common Council of the City, that it loan proceeds in the amount not to exceed Eight Million Five Hundred Thousand Dollars ($8,500,000) of an economic development revenue bond financing to East Carmel, LLC (the "Borrower"), to be applied to a portion of the costs of the acquisition, construction, installation and equipping of certain infrastructure improvements for economic development facilities of the Borrower to be located in a portion of the Legacy Project Economic Development Area in the area on the west side of River Road south of 146th Street in the northeast portion of the City together with all authonzed costs incurred in connection therewith (collectively, the "Project A portion of the bond proceeds will be applied to the costs of issuance of the revenue bonds The total cost of the Project, which will be financed by the proceeds of such bonds, is presently estimated not to exceed Eight Million Five Hundred Thousand Dollars ($8,500,000) Except for the infrastructure improvements being financed from the proceeds of the bonds, no additional public works or services will be necessary or desirable on account of the Project As set out m the attached "Findings of Fact Regarding the Competitive Impact of the Legacy Project," which findings of fact are incorporated herein, the Commission has concluded that the proposed Project will not have an adverse competitive effect on similar facilities already constructed or operating in or near the City It is further estimated that upon the completion of the acquisition, construction, installation and equipping of the Project, the Project will result in the creation of approximately 400 fobs with an estimated total annual payroll of $13,000,000 and provide continued future opportumtles for employment (it being understood, however, that the exact number of fobs and total annual payroll will depend upon the future tenants and owners of the property being developed by the Borrower and their employment needs) BDDBOI 5709137v1 -2- BDDBOI 5709137v1 BDDBOI 5709137v1 Adopted this 15th day of June, 2009, by the Economic Development Commission of the City of Carmel, Indiana, ECONOMIC DEVELOPMENT COMMISSION OF THE CITY OF CARMEL, INDIANA Vice President -3- 1" it 4 FINDINGS OF FACT REGARDING THE COMPETITIVE IMPACT OF THE LEGACY PROJECT Based on a careful consideration of evidence and testimony submitted to the Economic Development Commission (the "Commission of the City of Carmel, Indiana (the "City"), the Commission hereby makes the following findings of fact with respect to the competitive impact on similar facilities already constructed or operating in the City, as a result of a proposed economic development facilities project of East Carmel LLC (the "Borrower 1 The economic development facilities project to be financed consists of' a portion of the costs of the acquisition, construction, installation and equipping of certain infrastructure improvements, including, without limitation, road and street improvements, utility improvements and related site improvements, which are being constructed in order to provide infrastructure to support a multi purpose commercial and residential real estate development (collectively, the "Project to be constructed in the area within the City heretofore designated as the "Legacy Project Allocation Area" located within the Legacy Project Economic Development Area (the "Area 2 The total cost of the Project is estimated to range from One Hundred Million Dollars ($100,000,000) to Five Hundred Million Dollars (5500,000,000) (it being understood, however, that the exact cost of the Project will depend on the future tenants and owners of the property being developed by the Borrower) The cost of the portion of the Project to be financed with the proposed economic development revenue bonds of the City, including costs in connection with the issuance of such bonds, will not exceed Eight Million Five Hundred Thousand Dollars (58 500,000) 3 It is presently estimated that upon completion of the acquisition, construction, installation and equipping of the Project, the Project will result in the BDDeoI 5709473v1 creation of approximately 400 jobs with an estimated total annual payroll of Thirteen Million Dollars ($13,000,000) and will provide continued future opportunities for employment (it being understood, however, that the exact number of jobs and total annual payroll will depend upon the future tenants and owners of the property being developed by the Borrower and their employment needs) 4 The Project will be of benefit to the health prosperity, economic stability and general welfare of the City and its citizens and complies with the purposes and provisions of Indiana Code 36 7 11 9 and Indiana Code 36 7 -12, each as amended 5 The Project will not have an adverse competitive effect on similar facilities already constructed or operating in the City 2- i .v City of Cannel, Indiana, BDDBOI 5709473v1 BDDBOI 5709473v1 Adopted this 15th day of June, 2009, by the Economic Development Commission of the ECONOMIC DEVELOPMENT COMMISSION OF THE CITY OF CARMEL, INDIANA Vice President 3- r RESOLUTION NO 1-- 09 A FINAL RESOLUTION OF THE ECONOMIC DEVELOPMENT COMMISSION OF THE CITY OF CARMEL, INDIANA, REGARDING FINANCING FOR EAST CARMEL, LLC, AND ALL MATTERS RELATED THERETO WHEREAS, the Economic Development Commission (the "Commission of the City of Carmel, Indiana (the "City"), is a commission operating and existing under and pursuant to the authority of Indiana Code 36 7 -11 9 and Indiana Code 36 7 -12, each as amended (collectively, the "Act and WHEREAS, the Commission is authorized by the Act to investigate, study and survey the need for job opportunities, mdustnal diversification, water services and pollution control facilities in the City, and to recommend action to improve or promote job opportunities, rdustnal diversification, water services and the availability of pollution control facilities in the City, and WHEREAS, East Cannel, LLC (the "Borrower has requested that the Commission and the City consider a proposal to finance under the Act a project for the purpose of financing the costs of the acquisition, construction, and installation of certain infrastructure improvements for economic development facilities of the Borrower to be located in a portion of the Legacy Project Economic Development Area in the area on the west side of River Road south of 146th Street in the northeast portion of the City together with all authorized costs incurred in connection therewith including the costs of issuance of the Bonds (as hereinafter defined) therefor (collectively, the "Project and WHEREAS, the Commission has studied the Project and the proposed financing of a portion of the Project and the effect thereof on the health, prosperity, economic stability and general welfare of the City and its citizens and WHEREAS, the creation of employment opportunities and additional payroll in the City to be achieved by the Project will be of benefit to the health, prospenty economic stability and general welfare of the City and its citizens, and WHEREAS, the Commission has held a public hearing for itself and on behalf of the Common Council of the City (the "Common Council duly noticed, in connection with the financing of a portion of the Project, NOW, THEREFORE, BE IT RESOLVED, by the Economic Development Commission of the City of Cannel, Indiana, as follows SECTION 1 The Commission finds that the proposed financing of the Project referred to in the forms of (i) the Financing Agreement, by and between the Borrower and the City (the "Financing Agreement and (iii) the Trust Indenture, by and between the City and a corporate trustee to be selected by the City with the approval of the Borrower, which approval shall not be unreasonably withheld (the "Trust indenture" and, together with the Financing Agreement, the "Financing Documents presented to this meeting complies with the purposes and provisions of the Act and will be of benefit to the health, prospenty, economic stability and general welfare of the City and its citizens SECTION 2 The proposed financing of a portion of the Project for the Borrower and the substantially final forms of the Financing Documents relating to the issuance and sale of an aggregate pnncipal amount of not to exceed Eight Million Five Hundred Thousand Dollars ($8 500,000) of economic development revenue bonds of' the City for such financing, along with the form of Ordinance to be adopted by the Common Council, as presented to this meeting, are hereby approved SECTION 3 The Mayor and Clerk- Treasurer of the City are authonzed to make such changes in the Financing Documents without the subsequent approval of this Commission or of -2 the Common Council as are necessary or appropnate to effect the intent of this Resolution and as are permissible under the Act, all to be evidenced by the execution of the Financing Documents by the Mayor of the City and the attestation thereof by the Clerk- Treasurer of the City SECTION 4 The Commission has held a hearing open to the public and has subsequently considered whether the Project will have an adverse competitive effect on any similar facilities already constructed and operating in or about the City and makes the following special findings of fact based upon the evidence presented a No member of the public or competitor has presented any evidence of any kind establishing that the Project would have any adverse competitive effect in any respect b In the absence of any evidence of any adverse competitive effect, the benefits to the public clearly indicate that the Project should be supported by the issuance of the City's economic development revenue bonds SECTION 5 The Report of the Commission relating to the financing of the Project, and the Findings of Fact attached thereto, are hereby approved SECTION 6 The Commission hereby approves and ratifies the pnor publication of the notice of public heanng regarding the Project required by Section 24(a) of the Act SECTION 7 The Secretary of the Commission shall initial and then insert a copy of the forms of Financing Documents approved by this Resolution in the Minute Book of this Commission A copy of this Resolution and the other documents approved by this Resolution and the form of Ordinance shall be presented in their substantially final forms by the Secretary of this Commission to the Clerk Treasurer of the City for presentation to the Common Council 3- Adopted this 15th day of June, 2009, by the Economic Development Commission of the City of Carmel, Indiana, BDDB0I 5708258vI ECONOMIC DEVELOPMENT COMMISSION OF THE CITY OF CARME a INDIANA Vice President -4- NOTE: The Trust Indenture and the Loan Agreement documents referenced in Ordinance D- 1944 -09 As Amended are available for review in the Clerk- Treasurer's office. Please call 571 -2413. RESOLUTION NO. RESOLUTION OF THE CARMEL REDEVELOPMENT COMMISSION IRREVOCABLY PLEDGING TAX INCREMENT FROM THE LEGACY PROJECT ALLOCATION AREA TO THE PAYMENT OF THE CITY OF CARMEL, INDIANA, ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 2009 (LEGACY PROJECT) WHEREAS, the Carmel Redevelopment Commission (the "Commission has previously created the Legacy Project Redevelopment Area (the "Area and an allocation area that is located within the Area known as the "Legacy Project Allocation Area" (the "Allocation Area and adopted an economic development plan (the "Plan for the Area; and WHEREAS, the City of Carmel, Indiana (the "City is considering the issuance of its Economic Development Revenue Bonds, Series 2009 (Legacy Project) (the "Bonds pursuant to a Trust Indenture (the "Trust Indenture between the City and The Bank of New York Mellon Trust Company, N.A., a portion of the proceeds of which will be loaned to East Carmel, LLC (the "Company to be applied to a portion of the costs of the acquisition, construction, installation and equipping of certain improvements to economic development facilities consisting primarily of infrastructure improvements supporting economic development to be located within and serving the Allocation Area (the "Project and the proceeds to be applied to a portion of the Project will be loaned to the Company pursuant to a Financing Agreement (the "Financing Agreement between the Company and the City; and WHEREAS, in order to help offset the payments of the Company due under the Financing Agreement and assist in financing a portion of the Project, the Commission has determined that it is in the best interests of the Area, the City and the residents thereof to pledge the tax increment revenues generated in the Allocation Area (the "TIF Revenues to the payment of the principal of and interest on the Bonds and the Annual Fees (as defined in the Trust Indenture); and WHEREAS, the Commission believes that pledging the TIF Revenues will help further the accomplishment of the Plan, as supplemented and amended; NOW, THEREFORE, BE IT RESOLVED by the Carmel Redevelopment Commission as follows: 1. The Commission hereby finds that the pledge of TIF Revenues in an amount sufficient for payment of the principal of and interest on the Bonds to offset the payment obligations of the Company due under the Financing Agreement will help accomplish the Plan, as supplemented and amended, and will promote the redevelopment and economic development of the City and the Area. 2. The Commission hereby irrevocably pledges the TT Revenues to the payment of the Bonds to offset the payment obligations of the Company due under the Financing Agreement for a term of years not less than and not greater than the tern of the Bonds. There are no prior liens, encumbrances or other restrictions on the Commission's ability to pledge the TIF Revenues. 3. The Commission agrees that TIF Revenues in an amount which, together with any amounts already on deposit in the Series 2009 Bond Fund (as defined in the Trust Indenture) for the Bonds, is sufficient to pay the maximum debt service corning due on the Bonds and Annual Fees during the following six -month period, plus any debt service on the Bonds and Annual Fees which were not previously paid when due as a result of any insufficiency in TIF Revenues in a prior year or years and accrued interest on such past due payments on the Bonds, shall be transferred to the Trustee for the Bonds for deposit in the Series 2009 Bond Fund under the Trust Indenture. Any TIF Revenues remaining in the allocation fund for the Allocation Area after making the required transfers set forth above, shall be transferred by the Commission to the Trustee for the Bonds for deposit in the appropriate fund under the Trust Indenture for use by the Trustee for the Bonds only to pay debt service on or redeem the Bonds in accordance with the Trust Indenture. 4. The Commission reserves the right to issue bonds or enter into other obligations or leases payable from TIF Revenues, in whole or in part, and to pledge the TIF Revenues on a parity with the pledge of the TIF Revenues to the payment of the Bonds, in accordance with the following requirements for the purpose of raising money for future local public improvements in or serving the Allocation Area (collectively, "Parity Obligations The authorization and issuance of such Parity Obligations shall be subject to the following conditions precedent: (a) All payments due with respect to the pledge of TIF Revenues herein made and any subsequently made with respect to outstanding Parity Obligations, if any, shall be current to date in accordance with the terms thereof, with no payment in arrears. (b) The Commission shall have received a Certificate or Report prepared by an independent certified public accountant or an independent financial consultant (the "Certifier certifying the amount of the TIF Revenues estimated to be received in each succeeding year, adjusted as provided below, which estimated amount shall be at least equal to one hundred fifty percent (150 (or such lesser percentage to which all of the holders of all outstanding Bonds and Parity Obligations provide their written consent) of the lease rental and debt service requirements with respect to the then outstanding Bonds, outstanding Parity Obligations, and the proposed Parity Obligations, for each respective year during the term of the then outstanding Bonds and Parity Obligations. In estimating the TIF Revenues to be received in any future year, the Certifier shall base the calculation on assessed valuation actually assessed or estimated to be assessed as of the assessment date immediately preceding the issuance of the Parity Obligations; provided, however, the Certifier shall adjust such assessed values for the current and future reductions of real and personal property tax abatements granted to property owners in the Allocation Area and the Certifier may take into account the effect of reassessment on TIF Revenues to the extent it can be reasonably estimated. (c) Principal of and interest on any Parity Obligations or junior obligations and lease rental on Parity Obligations or junior obligations which are leases shall be payable semiannually in approximately equal installments on January 15 and July 15. -2- The Commission shall approve and confirm the findings and estimates set forth in the above described certificate or report in any resolution authorizing the Parity Obligations. Except as provided in this Resolution, the terms and conditions of any Parity Obligations shall be set forth in the resolution authorizing such Parity Obligations. 5. The Commission reserves the right to enter into obligations payable from TIF Revenues or to otherwise make pledges of TIF Revenues that are junior and subordinate to the pledge of the TIF Revenues to the payment of principal of and interest on the Bonds, subject to the compliance with the condition set forth in Section 4(c) hereof. 6. This Resolution shall be effective upon passage. ADOPTED AND APPROVED at a meeting of the Carmel Redevelopment Commission held on the day of 2009. BDD130i 5646911v1 CITY OF CARMEL REDEVELOPMENT COMMISSION President Vice President Secretary Commissioner Commissioner -4-