RESOLUTION NO.  131-11

 

FUNDING RECIPIENT - LOAN NUMBER 75257

RESOLUTION TO BORROW

 

A RESOLUTION OF THE WEST MIFFLIN SANITARY SEWER MUNICIPAL AUTHORITY AUTHORIZING THE SECURING OF FUNDING FROM THE PENNSYLVANIA INFRASTRUCTURE INVESTMENT AUTHORITY ("PENNVEST") IN the maximum principal amount of $1,237,000.00 FOR THE PURPOSE OF PROVIDING FUNDS TO FINANCE THE COST OF THE REHABILITATION OF THE SEWER SYSTEM OF THE FUNDING RECIPIENT, TO PAY COSTS AND EXPENSES OF SECURING SUCH FUNDING; AUTHORIZING THE EXECUTION AND DELIVERY OF GROSS  REVENUES AND RECEIPTS OF THE SEWER SYSTEM; APPROVING THE FORM, TERMS AND CONDITIONS OF THE FUNDING DOCUMENTS; AUTHORIZING THE EXECUTION OF THE FUNDING DOCUMENTS AND PROVIDING FOR THE AUTHENTICATION AND DELIVERY THEREOF; AND AUTHORIZING THE DISPOSITION OF THE FUNDING PROCEEDS RECEIVED OR TO BE RECEIVED FROM PENNVEST.

 

WHEREAS, West Mifflin Sanitary Sewer Municipal Authority, created and existing under the laws of the Commonwealth of Pennsylvania, has determined that it is necessary and in its best interests to rehabilitate (the "Project") that certain sanitary sewer  (the “System”); and

 

WHEREAS, in order to finance the cost of the Project, West Mifflin Sanitary Sewer Municipal Authority, intends to secure a loan in the maximum principal amount of $1,237,000.00, from PENNVEST to be evidenced by a debt obligation (the "Debt Obligation"), secured by the gross receipts and revenues of the Funding Recipient (the “Project Collateral”) and other agreements granting and creating security interests, all as more particularly set forth in the funding agreement between West Mifflin Sanitary Sewer Municipal Authority, and PENNVEST (the "Funding Agreement") and the funding offer from PENNVEST dated July 20, 2010 (the Debt Obligation, Project Collateral, other security agreements, funding offer, the Funding Agreement and all other agreements, documents, certificates and instruments described in or contemplated by the Funding Agreement are collectively referred to as the "Funding Documents"); and

 

WHEREAS, West Mifflin Sanitary Sewer Municipal Authority, desires and intends to take all necessary and proper actions and to execute all documents required by PENNVEST to be executed to obtain the PENNVEST Funding and assure its proper repayment.

 

NOW, THEREFORE, West Mifflin Sanitary Sewer Municipal Authority, hereby resolves as follows:

 

Section 1.  For the purpose of providing funds to finance the cost of the Project and to pay costs and expenses in connection with the PENNVEST Funding, West Mifflin Sanitary Sewer Municipal Authority, hereby authorizes the execution of all Funding Documents and the taking of all actions necessary and required by PENNVEST to obtain the PENNVEST Funding in the maximum principal amount of $1,237,000.00 pursuant to the provisions of the Pennsylvania Municipality Authorities Act of May 2, 1945, P.L. 382, as amended and the Funding Documents.

 

Section 2.  The PENNVEST Funding shall be secured by the Funding Documents from West Mifflin Sanitary Sewer Municipal Authority, to PENNVEST, and to the extent and in the manner therein set forth, the Project Collateral and other agreements granting and creating certain security interests in favor of PENNVEST, as well as a pledge of all other revenues and receipts of West Mifflin Sanitary Sewer Municipal Authority, for the payment of costs of West Mifflin Sanitary Sewer Municipal Authority, and for the payment of principal of, and interest on, the Debt Obligation. In addition, West Mifflin Sanitary Sewer Municipal Authority shall accept the Debt Obligation as a special revenue obligation and pledge its sanitary sewer revenues toward the repayment of the Debt Obligation.

 

West Mifflin Sanitary Sewer Municipal Authority: The Funding Documents shall not in any manner pledge the full faith and credit or taxing power of the Commonwealth of Pennsylvania, nor shall it be deemed to be an obligation of the Commonwealth of Pennsylvania, nor shall the Commonwealth be liable for the payment of the principal of, or interest on, such obligation, but it shall be secured upon and payable from the gross revenues and receipts of West Mifflin Sanitary Sewer Municipal Authority, derived from the System and from such other moneys as may be made available for the purpose of repaying the Debt Obligation.

 

Section 3.  The form, terms and conditions of the Funding Documents prepared by counsel for West Mifflin Sanitary Sewer Municipal Authority, and PENNVEST, to be substantially in the form as submitted to this meeting are hereby approved.  The Chairman of West Mifflin Sanitary Sewer Municipal Authority, is hereby authorized to execute the Funding Documents in such form on behalf of West Mifflin Sanitary Sewer Municipal Authority, subject to such changes and modifications, if any, as may be approved by such the Chairman, the execution of the Funding Documents to be conclusive evidence of such approval, and the Secretary is hereby authorized to cause the corporate seal of West Mifflin Sanitary Sewer Municipal Authority, to be affixed thereto and to attest the same.  The Chairman of West Mifflin Sanitary Sewer Municipal Authority is further authorized to acknowledge the same on behalf of West Mifflin Sanitary Sewer Municipal Authority, and to deliver said Funding Documents to PENNVEST.

 

Section 4.  The PENNVEST Funding shall be repaid in the amounts and on certain dates, all as set forth in the Funding Documents as submitted to this meeting. The PENNVEST Funding is also subject to early repayment as provided in the Funding Documents.

 

Section 5.  The application for the PENNVEST Funding ("Application") in the form submitted at this meeting is hereby approved with such subsequent, necessary and appropriate variations, omissions and insertions, if any, as may be approved by the Chairman of West Mifflin Sanitary Sewer Municipal Authority, and the Secretary are hereby authorized to sign said Application, amended as aforesaid, on behalf of West Mifflin Sanitary Sewer Municipal Authority, The review of the Application and any amendments by PENNVEST, as well as any investigation required by PENNVEST in connection with the PENNVEST Funding, are hereby authorized.

 

Section 6.  Upon receipt, the proceeds from the PENNVEST Funding authorized to be secured in this Resolution, shall be applied by West Mifflin Sanitary Sewer Municipal Authority, under the terms and conditions set forth in the Funding Documents.

 

Section 7.  The proper officers of West Mifflin Sanitary Sewer Municipal Authority, are hereby authorized, empowered and directed on behalf of West Mifflin Sanitary Sewer Municipal Authority, to execute any and all papers and documents to do and cause to be done any and all acts and things necessary or proper for the execution or carrying out of this Resolution, of the Funding Documents and in the Application and securing of the PENNVEST Funding.

 

Section 8.  All resolutions or parts of resolutions inconsistent herewith shall be, and the same are, hereby rescinded, cancelled and annulled.

 

RESOLVED AND ADOPTED, this 7th day of April, 2011.

 

ATTEST:                                   WEST MIFFLIN SANITARY SEWER

                                                                                    MUNICIPAL AUTHORITY

 

 

__________________________                                _______________________________

B. Frank Genes                                                           Albert J. Kopay, Jr.

Secretary                                                                     Chairman                                                        

 

(SEAL)