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CCR1982172CITY OF MUSKEGO, WISCONSIN INDUSTRIAL DEVELOPMENT REVENUE BONDS INITIAL RESOLUTION REGARDING RESOLUTION #172-82 authorized by Section 66.521, Wisconsin Statutes, as amended (the WHEREAS, the City of Muskego, Wisconsin (the "City"), is acquire by gift, lease or purchase, install, reconstruct, re- "Act"), to, among other powers, (i) construct, equip, re-equip, build, rehabilitate, improve, supplement, replace, maintain, repair, enlarge, extend or remodel industrial projects, (ii) enter into revenue producing agreements for the same in order to promote the right to gainful employment, business opportunities and general welfare of its inhabitants and to preserve and enhance its tax base, (iii) borrow money and issue bonds to finance costs related to such industrial projects, which bonds are to be payable solely out of the revenues derived pursuant to the revenue agree- ment pertaining to the project to be financed by the bonds so issued and, in the event of default of such agreement, as may be may be secured by a mortgage and/or security interest in the authorized by this Council and permitted by law, and which bonds project or other security; and WHEREAS, it has been represented to the City that Jansen Development, Inc., a Wisconsin corporation, Lanson Industries, Inc., a Wisconsin corporation, Lanson Realty, Ltd., a Florida partnership, Lance A. Wikkerink, David Gecht and/or James 0. Gilliam (any of the above individually or in any combination, joint venture or partnership hereinafter referred to as the ing land in the City and constructing and equipping thereon a "Participant") desire to finance certain of the costs of acquir- business of manufacturing automatic entrance systems and related facility to be used in connection with Lanson Industries, Inc.'s products or for other activities permissible under the Act; and equipping and related improvements (herein called the "Project") will be for an estimated cost not to exceed $1,500,000 and negotia- undertaking the Project in the City or elsewhere and as to the tions have taken place with the City as to the feasibility of financing of part or all of the costs of the Project through the issuance by the City of its industrial development revenue bonds pursuant to the Act. WHEREAS, it is expected that such acquisition, construction, NOW, THEREFORE, BE IT RESOLVED by this Common Council of the City of Muskego: the City from the development of the Project in the City, and to induce and encourage the Participant to undertake the Project in the City, the City, intends to consummate a project financing agreement pursuant to which the City shall (1) In view of the considerable benefits to be derived by a e (a) issue, sell and deliver to purchasers procured by the Participant industrial development revenue bonds in an aggregate amount not to exceed $1,500,000 in order to finance costs related to the Project, which bonds shall be payable solely from the revenues derived from a revenue agreement with respect to the Project and in the event of default of such agreement, as may be authorized by this Council and permitted by law; (b) enter into a revenue agreement with the Participant with respect to at least that part of the Project financed by industrial revenue bonds, providing revenues sufficient to pay principal of, and interest on, the bonds when due and providing for completion of part or all of the Project by the Participant; (c) assign the revenue producing agreement and pledge the revenues and other amounts therefrom to the bondholders or to a trustee under an indenture of trust and enter into such other appropriate arrangements which may be deemed necessary, if any, including but not limited to, the grant- ing of a mortgage and/or security interest in part or all of the Project, in order to further secure payment of principal of, premium, if any, and interest on the bonds. (2) The bonds issued to finance costs of the Project shall never constitute an indebtedness of the City within the meaning of any state constitutional provision or statutory limitation and City or its officers or a charge against its general credit or shall not constitute or give rise to a pecuniary liability of the taxing powers. ized to negotiate the terms of the project financing agreement, other documents required to properly complete the financing revenue producing agreement, indenture of trust, if any, and any provided that all such terms, documents and procedures shall be of the Act and shall not be binding unless and until: subject to the conditions of this Resolution and the provisions (3) The appropriate officials of the City are hereby author- (a) the details of the project financing agreement and all documents pertinent thereto are reviewed, authorized and approved by resolution of this Council; opportunity to petition for a referendum on the matter of the aforesaid bond issue as required by the Act; (b) the electors of the City shall have been given the (c) either no such petition shall be timely filed or such petition shall have been so filed and said referendum shall have approved the bond issue; and (d) all documents required in connection with the thereto and delivered to the extent required. financing shall have been duly executed by the parties -2- under are subject to the condition that on or before two (2) (4) All commitments of the City and of the Participant here- years from the date hereof (or such other date as shall be mutually Participant shall have agreed to mutually acceptable terms and satisfactory to the City and the Participant, the City and the conditions of the revenue producing agreement referred to in paragraph 3 and of the Bonds and other instruments or proceedings relating to the Bonds. (5) The City Clerk is hereby directed to publish notice of adoption of this Resolution as a Class 1 notice under Chapter 985, Wis. Stats., (relating to publication of official notices) pursuant to such chapter, in substantially the form attached to in the newspaper in which the City's official notices are published this Resolution. DATED THIS Jf DAY OF , 1982 City Clerk Approved , 1982 Mayor SER71 R -3- -7 I NOTICE TO ELECTORS OF THE CITY OF MUSKEGO, WAUKESHA COUNTY, WISCONSIN e e e TAKE NOTICE that the Common Council of the City of Muskego, Waukesha County, Wisconsin at a lawful meeting held on the - day of , 1982, adopted an initial resolution, pursuant to Section 66.521 of the Wisconsin Statutes, as amended (the industrial development revenue bonds in an amount not to exceed "Act"), setting forth the intent of the City: (1) to issue $1,500,000 for the purpose of financing costs related to the acquisition of land in the City and construction and equipping thereon of a facility to be used in connection with Lanson Industries, Inc.'s business of manufacturing automatic entrance systems and Act; and (2) to enter into a revenue agreement with Jansen Develop- related products or for other activities permissible under the ment, Inc., a Wisconsin corporation, Lanson Industries, Inc., a Wisconsin corporation, Lanson Realty, Ltd., a Florida partnership, Lance A. Wikkerink, David Gecht and/or James 0. Gilliam (any of the above individually or in any combination, joint venture or partnership) with respect to such financing. OTHER AMOUNTS DERIVED OR RESULTING FROM A REVENUE AGREEMENT WITH RESPECT TO THE FINANCED PROJECT OR, IN THE EVENT OF DEFAULT OF AND PERMITTED BY LAW. THE BONDS SHALL NOT CONSTITUTE AN INDEBTED- SUCH AGREEMENT, AS OTHERWISE AUTHORIZED BY THE CITY OF MVSKEGO NESS OF THE CITY OF MUSKEG0 WITHIN THE MEANING OF ANY STATE CONSTITUTIONAL PROVISION OR STATUTORY LIMITATION, AND SHALL NOT CONSTITUTE OR GIVE RISE TO A PECUNIARY LIABILITY OF THE CITY OR POWERS. ITS OFFICERS OR A CHARGE AGAINST ITS GENERAL CREDIT OR TAXING THE BONDS SHALL BE PAYABLE SOLELY FROM THE REVENUES AND at the office of the City Clerk, City Hall, W182 Sa200 Racine Avenue, Muskego, Wisconsin during business hours. The resolution may be inspected by any elector of the City Section 66.521(10)(d) of the Wisconsin Statutes reads as follows with respect to the opportunity to petition for a referen- dum upon the question of the issuance of the Bonds: section without submitting the proposition to the electors "(d) The governing body may issue bonds under this of the municipality for approval unless within 30 days from the date of publication of notice of adoption of the initial resolution for such bonds, a petition, signed by not less than 5% of the registered electors of the municipality, or, if there is no registration of electors in the municipality, by 10% of the number of electors of the municipality voting for the office of governor at the last general election as determined under s.115.01(13), is filed with the clerk of the municipality requesting a referendum upon the question of the issuance of the bonds. If such a petition is filed, the bonds shall not be issued until approved by a majority City Clerk - of the electors of the municipality voting thereon at a general or special election. " .'e Dated , 1982 SER71: 0 -2-