HomeMy WebLinkAboutResolutions - 1988.08.04 - 17354Miscellaneous Resolution # 88191 Aug. 4, 1988
BY: PLANNING & BUILDING COMMITTEE, Anne M. Hobart, Chairperson
DRAIN COMMISSIONER--
IN RE: RESOLUTION TO AUTHORIZE THE ISSUANCE OF
OAKLAND COUNTY SEWAGE DISPOSAL BONDS
(WIXOM SYSTEM EXTENSION NO. 2)
TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS
Mr. Chairperson, Ladies and Gentlemen:
WHEREAS, this Board of Commissioners has
established, under and pursuant to the provisions of Act
342, Public Acts of Michigan, 1939, as amended (Act 342), a
system of sewage disposal facilities designated as the Wixom
Sewage Disposal System Extension No. 2 and has approved the
Wixom Sewage Disposal System Extension No. 2 Contract dated
as of February 1, 1988 (the "Contract") between the County
of Oakland (the "County"), by and through the County Drain
Commissioner, and the City of Wixom (the "City"); and
WHEREAS, the Contract provides for the issuance of
bonds by the County to defray part of the cost of acquiring
and constructing the Wixom Sewage Disposal System Extension
No. 2, said bonds to be secured by the contractual
obligation of the City to pay to the County amounts
sufficient to pay the principal of and interest on the
hereinafter authorized bonds and to pay such paying agent
fees and other expenses as may be incurred on account of
said bonds.
THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMIS-
SIGNERS OF OAKLAND COUNTY, MICHIGAN, as follows:
1. AUTHORIZATION OF BONDS - PURPOSE. Subsequent
to execution of the Contract by the parties thereto, bonds
of the County, aggregating the principal sum of Six Million
Dollars ($6,000,000) shall be issued and sold pursuant to
the provisions of Act 342, and other applicable statutory
provisions, for the purpose of defraying part of the cost of
acquiring and constructing the Wixom Sewage Disposal System
Extension No. 2.
2. BOND DETAILS. The bonds shall be designated
"Oakland County Sewage Disposal Bonds (Wixom System
Extension No 2) shall be dated October 1, 1988; shall be
numbered from 1 upwards; shall be fully registered; shall be
in the denomination of $5,000 each or any integral multiple
thereof not exceeding the aggregate principal amount for
each maturity at the option of the purchaser thereof; shall
bear interest at a rate or rates not exceeding 12% per annum
to be determined upon the sale thereof payable on May 1,
1989 and semiannually thereafter on the first days of May
and November in each year; and shall mature on November 1 in
each year as follows:
1991 $ 150,000
1992 150,000
1993 150,000
1994 200,000
1995 200,000
1996 200,000
1997 300,000
1998 300,000
1999 350,000
2000 $ 350,000
2001 400,000
2002 400,000
2003 450,000
2004 450,000
2005 450,000
2006 500,000
2007 500,000
2008 500,000
3. PAYMENT OF PRINCIPAL AND INTEREST. The prin-
cipal of and interest on the bonds shall be payable in law-
ful money of the United States. Principal shall be payable
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upon presentation and surrender of the bonds to the bond
registrar and paying agent as they severally mature. Inter-
est shall be paid to the registered owner of each bond as
shown on the registration books at the close of business on
the 15th day of the calendar month preceding the month in
which the interest payment is due. Interest shall be paid
when due by check or draft drawn upon and mailed by the bond
registrar and paying agent to the registered owner at the
registered address.
4. PRIOR REDEMPTION. Bonds maturing prior to
November 1, 1996 shall not be subject to redemption prior to
maturity. Bonds maturing on and after November 1, 1995,
shall be subject to redemption prior to maturity upon the
terms and conditions set forth in the form of bond contained
in Section 8 hereof.
5. BOND REGISTRAR AND PAYING AGENT. The County
Drain Commissioner shall designate, and may enter into an
agreement with, a bond registrar and paying agent for the
bonds which shall be a bank or trust company located in the
State of Michigan which is qualified to act in such capacity
under the laws of the United States of America or the State
of Michigan. The County Drain Commissioner may from time to
time as required designate a similarly qualified successor
bond registrar and paying agent.
6. EXECUTION, AUTHENTICATION AND DELIVERY OF
BONDS. The bonds shall be executed in the name of the
County by the facsimile signatures of the Chairman of the
Board of Commissioners and the County Clerk and authenti-
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cated by the manual signature of an authorized representa-
tive of the bond registrar and paying agent, and the seal of
the County (or a facsimile thereof) shall be impressed or
imprinted on the bonds. After the bonds have been executed
and authenticated for delivery to the original purchaser
thereof, they shall be delivered by the County Drain commis-
sioner or the County Treasurer to the purchaser upon receipt
of the purchase price. Additional bonds bearing the facsi-
mile signatures of the Chairman of the Board of Commis-
sioners and the County Clerk and upon which the seal of the
County (or a facsimile thereof) is impressed or imprinted
may be delivered to the bond registrar and paying agent for
authentication and delivery in connection with the exchange
or transfer of bonds. The bond registrar and paying agent
shall indicate on each bond the date of its authentication.
7. EXCHANGE AND TRANSFER OF BONDS. Any bond,
upon surrender thereof to the bond registrar and paying
agent with a written instrument of transfer satisfactory to
the bond registrar and paying agent duly executed by the
registered owner or his duly authorized attorney, at the
option of the registered owner thereof, may be exchanged for
bonds of any other authorized denominations of the same
aggregate principal amount and maturity date and bearing the
same rate of interest as the surrendered bond.
Each bond shall be transferable only upon the books
of the County, which shall be kept for that purpose by the
bond registrar and paying agent, upon surrender of such bond
together with a written instrument of transfer satisfactory
to the bond registrar and paying agent duly executed by the
registered owner or his duly authorized attorney.
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Upon the exchange or transfer of any bond, the bond
registrar and paying agent on behalf of the County shall
cancel the surrendered bond and shall authenticate and
deliver to the transferee a new bond or bonds of any author-
ized denomination of the same aggregate principal amount and
maturity date and bearing the same rate of interest as the
surrendered bond. If, at the time the bond registrar and
paying agent authenticates and delivers a new bond pursuant
to this section, payment of interest on the bonds is in
default, the bond registrar and paying agent shall endorse
upon the new bond the following: "Payment of interest on
this bond is in default. The last date to which interest
has been paid is
The County and the bond registrar and paying agent
may deem and treat the person in whose name any bond shall
be registered upon the books of the County as the absolute
owner of such bond, whether such bond shall be overdue or
not, for the purpose of receiving payment of the principal
of and interest on such bond and for all other purposes, and
all payments made to any such registered owner, or upon his
order, in accordance with the provisions of Section 3 of
this resolution shall be valid and effectual to satisfy and
discharge the liability upon such bond to the extent of the
sum or sums so paid, and neither the County nor the bond
registrar and paying agent shall be affected by any notice
to the contrary. The County agrees to indemnify and save
the bond registrar and paying agent harmless from and
against any and all loss, cost, charge, expense, judgment or
liability incurred by it, acting in good faith and without
negligence hereunder, in so treating such registered owner.
It
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For every exchange or transfer of bonds, the County
or the bond registrar and paying agent may make a charge
sufficient to reimburse it for any tax, fee or other govern-
mental charge required to be paid with respect to such
exchange or transfer, which sum or sums shall be paid by the
person requesting such exchange or transfer as a condition
precedent to the exercise of the privilege of making such
exchange or transfer.
The bond registrar and paying agent shall not be
required to transfer or exchange bonds or portions of bonds
which have been selected for redemption.
8. FORM OF BONDS. The bonds shall be in substan-
tially the following form;
UNITED STATES OF AMERICA
STATE OF MICHIGAN
COUNTY OF OAKLAND
OAKLAND COUNTY SEWAGE DISPOSAL BOND
(Wixom System Extension No. 2)
INTEREST RATE MATURITY DATE DATE OF ORIGINAL ISSUE CUSIP
October 1, 1988
Registered Owner
Principal Amount
The County of Oakland, State of Michigan, (the
"County), acknowledges itself indebted to, and for value
received, hereby promises to pay to the Registered Owner
identified above, or registered assigns, the Principal
Amount set forth above on the Maturity Date specified above,
unless redeemed prior thereto as hereinafter provided, upon
presentation and surrender of this bond at
in the City of , Michigan,
the bond registrar and paying agent, and to pay to the
Registered Owner, as shown on the registration books at the
close of business on the 15th day of the calendar month
preceding the month in which an interest payment is due, by
check or draft drawn upon and mailed by the bond registrar
and paying agent by first class mail postage prepaid to the
Registered Owner at the registered address, interest on such
Principal Amount from the Date of Original Issue or such
later date through which interest shall have been paid until
the County's obligation with respect to the payment of such
Principal Amount is discharged at the rate per annum
specified above. Interest is payable on the first days of
May and November in each year, commencing on May 1, 1989.
Principal and interest are payable in lawful money of the
United States of America.
This bond is one of a series of bonds aggregating
the principal sum of Six Million Dollars ($6,000,000) issued
by the County under and pursuant to and in full conformity
with the Constitution and Statutes of Michigan (especially
Act No. 342, Public Acts of 1939, as amended) and a bond
authorizing resolution adopted by the Board of Commissioners
of the County (the "Resolution") for the purpose of
defraying part of the cost of acquiring and constructing the
Wixom Sewage Disposal System Extension No. 2. The bonds of
this series are issued in anticipation of payments to be
made by the City of Wixom in the aggregate principal amount
of Six Million Dollars ($6,000,000) pursuant to a contract
between the County and the City of Wixom dated as of
February 1, 1988. The full faith and credit of the City of
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Wixom have been pledged to the prompt payment of the
foregoing amount and the interest thereon as the same become
due. As additional security the full faith and credit of
the County are hereby pledged for the prompt payment of the
principal of and interest on the bonds of this series.
Taxes levied by the City and the County to pay the principal
of and interest on the bonds of this series are subject to
constitutional tax limitations.
This bond is transferable, as provided in the
Resolution, only upon the books of the County kept for that
purpose by the bond registrar and paying agent, upon the
surrender of this bond together with a written instrument of
transfer satisfactory to the bond registrar and paying agent
duly executed by the registered owner or his attorney duly
authorized in writing. Upon the exchange or transfer of
this bond a new bond or bonds of any authorized denomina-
tion, in the same aggregate principal amount and of the same
interest rate and maturity, shall be authenticated and
delivered to the transferee in exchange therefor as provided
in the Resolution, and upon payment of the charges, if any,
therein provided. Bonds so authenticated and delivered
shall be in the denomination of $5,000 or any integral
multiple thereof not exceeding the aggregate principal
amount for each maturity.
The bond registrar and paying agent shall not be
required to transfer or exchange bonds or portions of bonds
which have been selected for redemption.
Bonds maturing prior to November 1, 1996, are not
subject to redemption prior to maturity. Bonds maturing on
and after November 1, 1996, are subject to redemption prior
to maturity at the option of the County, in such order as
shall be determined by the County, on any one or more inter-
est payment dates on and after November 1, 1995. Bonds of a
denomination greater than $5,000 may be partially redeemed
in the amount of $5,000 or any integral multiple thereof.
If less than all of the bonds maturing in any year are to be
redeemed, the bonds or portions of bonds to be redeemed
shall be selected by lot. The redemption price shall be the
par value of the bond or portion of the bond called to be
redeemed plus interest to the date fixed for redemption and
a premium as follows:
of the par value if called for redemption
on or after November 1, 1995, but prior
to November 1, 1998;
1/2% of the par value if called for redemption
on or after November 1, 1998, but prior
to November 1, 2003;
No premium if called for redemption on or
after November 1, 2003.
Not less than thirty days notice of redemption
shall be given to the holders of bonds called to be redeemed
by mail to the registered holder at the registered address.
Bonds or portions of bonds called for redemption shall not
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bear interest after the date fixed for redemption, provided
funds are on hand with the bond registrar and paying agent
to redeem the same.
It is hereby certified, recited and declared that
all acts, conditions and things required to exist, happen
and be performed precedent to and in the issuance of the
bonds of this series, existed, have happened and have been
performed in due time, form and manner as required by law,
and that the total indebtedness of said County, including
the series of bonds of which this bond is one, does not
exceed any constitutional or statutory limitation.
IN WITNESS WHEREOF, the County of Oakland,
Michigan, by its Board of Commissioners, has caused this
bond to be executed in its name by facsimile signatures of
the Chairman of the Board of Commissioners and the County
Clerk and its corporate seal (or a facsimile thereof) to be
impressed or imprinted hereon. This bond shall not be valid
unless the Certificate of Authentication has been manually
executed by an authorized representative of the bond regis-
trar and paying agent.
COUNTY OF OAKLAND
(SEAL)
By: By:
County Clerk Chairman,
Board of Commissioners
CERTIFICATE OF AUTHENTICATION
This bond is one of the bonds described in the
within mentioned Resolution.
Bond Registrar and Paying Agent
Authorized Representative
By:
AUTHENTICATION DATE:
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ASSIGNMENT
For value received, the undersigned hereby sells, assigns
and transfers unto
(please print or type name, address and taxpayer identifica-
tion number of transferee) the within bond and all rights
thereunder and does hereby irrevocably constitute and
appoint
attorney to transfer the within
bond on the books kept for registration thereof, with full
power of substitution in the premises.
Dated:
Signature Guaranteed
The signature must be guaranteed by a commercial bank, a
trust company or a brokerage firm which is a member of a
major stock exchange.
9. SECURITY. The bonds shall be issued in
anticipation of payments to be made by the City pursuant to
the aforesaid Contract dated as of February I, 1988. The
bonds shall be secured primarily by the full faith and
credit pledge made by the City in the Contract with the
County pursuant to the authorization contained in Act 342.
As additional and secondary security the full faith and
credit of the County are pledged for the prompt payment of
the principal of and interest on the bonds as the same shall
become due. If the City shall fail to make payments to the
County which are sufficient to pay the principal of and
interest on the bonds as the same shall become due, an
amount sufficient to pay the deficiency shall be advanced
from the general fund of the County.
10. PRINCIPAL AND INTEREST FUND. There shall be
established for the bonds a Principal and Interest Fund
which shall be kept in a separate bank account. From the
proceeds of the sale of the bonds there shall be set aside
in the Principal and Interest Fund any premium and accrued
interest received from the purchaser of the bonds at the
time of delivery of the same. All payments received from
the City pursuant to the Contract are pledged for payment of
the principal of and interest on the bonds and expenses
incidental thereto and as received shall be placed in the
Principal and Interest Fund.
11. CONSTRUCTION FUND. The remainder of the
proceeds of the sale of the bonds shall be set aside in a
construction fund and used to acquire and construct the
Wixom Sewage Disposal System Extension No. 2 in accordance
with the provisions of the Contract dated February I, 1988.
12. APPROVAL OF MICHIGAN DEPARTMENT OF TREASURY -
EXCEPTION FROM PRIOR APPROVAL. The issuance and sale of the
bonds shall be subject to peLmission being granted therefor
by the Department of Treasury of the State of Michigan or an
exception from prior approval being granted by the Depart-
ment of Treasury and the County Drain Commissioner or County
Treasurer are hereby authorized to file with the Department
of Treasury a Notice of Intent to Issue an Obligation with
respect to the bonds and to pay, upon the filing of said
notice, the filing fee of $400. If an exception from prior
approval is not granted the County Drain Commissioner shall
make application to the Department of Treasury for permis-
sion to issue and sell the bonds as provided by the terms of
this resolution and for approval of the form of Notice of
Sale.
13. REDUCTION OF PRINCIPAL AMOUNT OF BOND ISSUE.
If the County Drain Commissioner, after the receipt of bonds
for the construction of the Wixom Sewage Disposal System
Extension No. 2, shall determine that it is not necessary to
sell bonds in the principal amount of Six Million Dollars
($6,000,000), he may by order reduce the principal amount of
bonds to be sold to that amount deemed necessary. In the
event the principal amount of the bond issue is reduced
pursuant to this section, the County Drain Commissioner
shall reduce the amount of bonds maturing in any one or more
years as necessary.
14. SALE, ISSUANCE, DELIVERY, TRANSFER AND
EXCHANGE OF BONDS. The County Drain Commissioner is hereby
authorized to prescribe the form of notice of sale for the
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145R.MY APPROVE THE FOREGOING RESOLUTION
,
Nmel T. Murphy, te6vily
bonds, to sell the bonds at not less than 98% of par plus
accrued interest in accordance with the laws of this state
and to do all things necessary to effectuate the sale, issu-
ance, delivery, transfer and exchange of the bonds in
accordance with the provisions of •this resolution.
15. TAX COVENANT. The County covenants to comply
with all requirements of the Internal Revenue Code of 1986,
as amended, necessary to assure that the interest on the
bonds will be and will remain excludable from gross income
for federal income tax purposes. The County Drain
Commissioner and other appropriate County officials are
authorized to do all things necessary (including the making
of covenants of the County) to assure that the interest on
the bonds will be and will remain excludable from gross
income for federal income tax purposes.
16. CONFLICTING RESOLUTIONS. All resolutions and
parts of resolutions insofar as they may be in conflict
herewith are rescinded.
Mr. Chairperson, on behalf of the Planning and
Building Committee, I move the adoption of the foregoing Reso-
lution.
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Planning & Building Committee
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Moved by Hobart supported by Skarritt
the resolution be adopted.
AYES: Page. Pernick„ Price, Rewold, Rowland, Skarritt, Wilcox, Caddell,
Calandra, Crake, Doyan, Gosling, Hobart, R. Kuhn, Lanni, Luxon, McConnell,
A. McPherson, R. McPherson, Oaks. (20)
NAYS: None. (0)
ABSENT: Aaron, Bishop, Jensen, Susan Kuhn, Law, McDonald, Moffitt. (7)
A sufficient majority having voted therefor, the resolution
was adopted.
STATE OF MICHIGAN )
) SS.
COUNTY OF OAKLAND )
I hereby certify that the foregoing is a true
and complete copy of a resolution duly adopted by the Board
of Commissioners of said County at a regular meeting held
on August 4 , 1988, the original of which
resolution is on file in my office. I further certify
that notice of said meeting was given in accordance with
the provisions of the open meetings act.
Couity Clerk
Calk -by of Oakland
JAE/09007/0202/ARI/3
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