Resolution - Agreement for Credit EnhancementSTATE OF INDIANA
SS:
COUNTY OF HAMILTON )
CLAY TOWNSHIP REGIONAL WASTE
DISTRICT
RESOLUTION
WHEREAS, on September 4, 1985, the Clay Township
Regional Waste District entered into an "Agreement for Credit
Enhancement for Revenue Bonds Issued by the Clay Township
Regional Waste District" (the "Credit Enhancement Agreement ")
with Carmel Science & Technology Park, an Indiana general
partnership, Ed Tutwiler Cadillac, Inc., an Indiana corpora-
tion, Falender Sales Corp., an Indiana corporation, Indiana
Farmers Mutual Insurance Company, an Indiana corporation,
Meridian One Company, an Indiana general partnership, North
Meridian Properties, an Indiana limited partnership, John N.
Pittman, an Indiana resident, R. V. Welch Investments, Inc.,
an Indiana corporation, Springmill Properties, an Indiana
general partnership and Stenz & Associates, Inc., an Indiana
corporation (the "Guarantors "); and
WHEREAS, subsequent to September 4, 1985, the name
of Guarantor R. V. Welch Investments, Inc. was changed to
Browning Investments, Inc.; and
WHEREAS, paragraph 12.10 of the Credit Enhancement
Agreement provides:
"In the event the City of Carmel transfers to
the District, at any time, at no cost to the
District (including circumstances under which a
Guarantor elects to pay the costs associated with
the transfer of sewage treatment capacity at the
Carmel Treatment Plant from City of Carmel to the
District under the terms of the Municipal Service
Agreement), sewage treatment capacity at the Carmel
Treatment Plant sufficient to serve all or a portion
of the requirements of the buildings or premises -
owned-by a Guarantor or its affiliates within the
Meridian Corridor Service Area and being provided
sewage disposal service by the City of Carmel
immediately prior to the District commencing to
provide sewage disposal service within the Meridian
Corridor Service Area (such Guarantor or its
affiliates being hereafter referred to as "Prior
Carmel customer "), the District shall reserve the
sewage treatment capacity transferred to the
District for the Prior Carmel Customer, which
sewage treatment capacity shall be in addition to
that reserved for such Prior Carmel Customer under
paragraph 12.3 of this Agreement. The M.C.
Availability Charges to be paid by such Prior
Carmel ustomer to the District with respect to
the utilization of such transferred sewage treat-
ment capacity shall be reduced by the amount of
availability and /or connection charges, but not
rates, previously paid by such Prior Carmel Customer
to the City of Carmel related to the sewage treat-
ment capacity transferred to the District, as
documented by such Prior Carmel Customer."
and
WHEREAS, Guarantor Browning Investments, Inc. or
its affiliates owns buildings or premises within the Meridian
Corridor Service Area which are currently being provided
sewage disposal service by the City of Carmel and which will
be provided sewage disposal service by the Clay Township
Regional Waste District when the Clay Township Regional Waste
District is capable of providing such service; and
WHEREAS, the City of Carmel has temporarily
allocated to Browning Investments, Inc. 100,000 gallons per
day of sewage treatment capacity at the Carmel Treatment
Plant to serve the requirements of the buildings or premises
owned by Browning Investments, Inc. or its affiliates within
the Meridian Corridor Service Area and Browning Investments,
Inc. previously has paid to the City of Carmel the sum of
$106,276.60 in availability and /or connection charges related
to said sewage treatment capacity and has provided to the
Clay Township Regional Waste District documentation evidencing
such payment; and
WHEREAS, on August 19, 1987, the Board of Public
Works of the City of Carmel unanimously adopted the following
motion:
"That the 100,000 gallons per day of wastewater
treatment capacity temporarily allocated to Browning
Investments, Inc. be allocated permanently to the
Clay Township Regional Waste District for the sole
benefit of Browning Investments, Inc. and its
affiliates. This transfer to be premised on the
additional payment of $82,411 to the City of Carmel,
Indiana within 30 days prior to connection to the
Clay Township Regional Waste District by Browning
Investments, Inc. and cancellation of any prior
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commitments for refunds of any sewer availability
and /or connection fees paid by either Browning
Investments, Inc. or R. V. Welch Investments, Inc.
or their affiliates. This would increase the Clay
Township Regional Waste District allocated capacity
to 2.08 m.g.d."
and
WHEREAS, Browning Investments, Inc. has agreed to
pay to the City of Carmel the $82,411 called for in the motion
unanimously adopted by the Board of Public Works of the City
of Carmel on August 19, 1987, and to cancel any prior commit-
ments of the City of Carmel for refunds of any sewer
availability and /or connection fees paid by either Browning
Investments, Inc., R. V. Welch Investments, Inc. or their
affiliates;
NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF
TRUSTEES OF THE CLAY TOWNSHIP REGIONAL WASTE DISTRICT that
the Clay Township Regional Waste District agrees to, and
hereby does, accept from the City of Carmel the permanent
transfer of 100,000 gallons per day of sewage treatment
capacity at the Carmel Treatment Plant, which sewage treat-
ment capacity shall be reserved for Guarantor Browning
Investments, Inc. pursuant to paragraph 12.10 of the Credit
Enhancement Agreement and shall be in addition to that
reserved for Guarantor Browning Investments, Inc. under
paragraph 12.3 of the Credit Enhancement Agreement.
BE IT FURTHER RESOLVED that the M.C. Availability
Charges to be paid by Guarantor Browning Investments, Inc.
to the Clay Township Regional Waste District with respect to
the utilization of the 100,000 gallons pex day of sewage
treatment capacity transferred by the City of Carmel to the
Clay Township Regional Waste District and reserved for
Guarantor Browning Investments, Inc. shall be reduced by the
amount of $188,687, the total amount of availability and /or
connection charges, but not rates, paid by Guarantor Browning
Investments, Inc. to the City of Carmel related to said 100,000
-3-
gallons per day of sewage treatment capacity, and the amount
actually paid by Guarantor Browning Investments, Inc. to the
Clay Township Regional Waste District as M.C. Availability
Charges with respect to the utilization of said 100,000 gallons
per day of sewage treatment capacity shall be "Reimbursable
Availability Charges ", as defined in paragraph 7.2 of the
Credit Enhancement Agreement.
BE IT FURTHER RESOLVED that the President and
Secretary of the Board of Trustees of the Clay Township
Regional Waste District be, and hereby are, authorized to
take any and all necessary actions and to execute any and
all documents required to consummate the permanent transfer
of the 100,000 gallons per day of sewage treatment capacity
at the Carmel Treatment Plant from the City of Carmel to the
Clay Township Regional Waste District at no additional cost
to the Clay Township Regional Waste District.
BE IT FURTHER RESOLVED, that a copy of this
Resolution be kept and maintained as a permanent part of the
official records of the Clay Township Regional Waste District
and that copies of this Resolution be sent to the Board of
Public Works of the City of Carmel and to Guarantor Browning
Investments, Inc.
Passed and adopted by the Board of Trustees of the
Clay Township Regional Waste District this /4 day of
2 c1p7le416er , 1987.
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CAMPBELL KYLE PROFFITT
ATTORNEYS AT LAW
FRANK W. CAMPBELL
JOHN M. KYLE
JOHN D. PROFFITT
ROBERT F. CAMPBELL
DOUGLAS B. FLOYD
JEFFREY S. NICKLOY
WILLIAM J. HUGHES
CHRISTINE CRULL ALTMAN
DEBORAH L. FARMER
J. BRADLEY COOK
WILLIAM E. WENDLING, JR.
Board of Public Works
City of Carmel
130 1st Avenue S.W.
Carmel, Indiana 46032
Dear Sir or Madam:
September 21, 1987
SEP 2 21987
OFFICE OF THE MAYO
CARMEL.1N
198 South 9th Street
P.O. Box E
Noblesville, Indiana 46060
(317) 773 -2090
650 East Carmel Drive
Suite 400
Carmel, Indiana 46032
(317) 846 -6514
Please reply to Carmel office
Enclosed please find a copy of the Resolution which was signed September
14, 1987 relative to the Clay Township Regional Waste District.
Very truly yours,
CAMPBELL KYLE PROFFITT
Robert F. Campbell
pa
enc.
cc: Don Silvey
Steve Andrews