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RESOLUTION
RE: INDUCEMENT RESOLUTION FOR DAVIS WALKER CORPORATION
WHEREAS, Weld County, Colorado (the County) , acting
through its Board of County Commissioners (the Board) , is
authorized by the provisions of part 1 of article 3 of
title 29, Colorado Revised Statutes, as amended (the Act) ,
to finance, acquire, own, lease, improve and dispose of
properties for the purpose of promoting the public health,
welfare, safety, convenience and prosperity, promoting and
developing trade or other economic activity, inducing com-
mercial, manufacturing and business enterprises to locate,
expand, or remain in the County and the State of Colorado in
order to mitigate the serious threat of extensive unemploy-
ment, and to secure and maintain a balanced and stable
economy for the County and the State of Colorado; and the
County is further authorized thereby to issue revenue bonds
for the purpose of defraying the costs of financing, acquir-
ing, improving and equipping such facilities; and
WHEREAS, Davis Walker Corporation, a California
corporation (the Company) has proposed to acquire and
operate a facility for steel fabrication, together with all
necessary and appurtenant real and personal properties (the
Project) , located within the County; and
WHEREAS, the Company and Bond Counsel have repre-
sented to the County that the Project will be designed to
qualify as a "project" within the meaning of the Act; and
WHEREAS, the County considers: that the financing
of the Project will induce the Company to acquire, operate
and maintain the Project in the County, thereby adding to
the trade and economic activity and commercial and business
development in the County and helping secure and maintain a
balanced and stable economy in the County; that the Project
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will provide increased manufacturing, business and commer-
cial facilities in the County; and that the Project will
provide increased employment opportunities within the County;
all of which will promote the public health, welfare and
safety of the County and its citizens; and
WHEREAS, a Notice of Public Hearing concerning the
proposed Bonds and the location and nature of the Project
has been published in La Salle Leader , a newspaper of
general circulation in the County, in its issue dated 7/5 ,
1984, and such public hearing was held 7/2 , 1984; and
WHEREAS, prior to the issuance of the Bonds the
County will consider and approve by ordinance the final
details of all Bonds to be issued and will authorize and
approve, subject to the conditions of this Resolution, all
acts and the execution of all documents and instruments
necessary or desirable in connection with the issuance
thereof; and
WHEREAS, no public official of the County who has
exercised or will exercise any discretionary function on
behalf of the County with respect to the financing of the
Project is a director, president, general manager or similar
executive officer or owns or controls directly or indirectly
a substantial interest in the Company or has other conflicts
of interest relating to the financing of the Project.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
COUNTY COMMISSIONERS OR WELD COUNTY, COLORADO THAT:
1 . The Board hereby finds, intends and declares
that this Resolution shall constitute its official binding
commitment to issue the Bonds, subject to the terms hereof
and thereof, and that the adoption of this Resolution is and
constitutes the taking of affirmative official action by the
County, acting by and through the Board, toward the issuance
of the Bonds.
2 . In order to insure the completion of the Pro-
ject and the public benefit which is expected from the
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operation thereof, the County will from time to time issue
the Bonds in one or more series pursuant to the provisions
of the Act in a principal amount necessary to pay the cost
of financing the Project, together with the costs incident
to the authorization, issuance and sale of the Bonds, which
Bonds will not exceed in aggregate principal amount the sum
of $8,000,000
3 . The Bonds shall bear such interest rates, be
in such denominations, bear such dates, mature at such dates,
be in such form, carry such registration privileges, be exe-
cuted in such manner, be payable at such place and be sub-
ject to such terms of redemption consistent with the Act as
shall be authorized and approved by subsequent ordinance of
the Board adopted prior to the issuance of the Bonds.
4. Any mortgage, trust indenture, deed of trust,
lease, sublease, installment purchase agreement, loan agree-
ment, security agreement, rental agreement, option to pur-
chase, or other agreement or security device, or any combin-
ation thereof, entered into in connection with the financing
of the Project (the Financing Agreements) and any other
documents relating to the Project and the Bonds shall also
be authorized and approved prior to the issuance of the
Bonds.
5 . For purposes of the authorization, issuance
and sale of the Bonds, "the Company" shall include any com-
pany which is affiliated with, related to or a subsidiary of
Davis Walker Corporation.
6. The entire cost of financing the Project will
be paid from the proceeds of the sale of the Bonds or from
other Company funds. The Bonds, notes or other obligations
and interest thereon will not be general obligations of the
County. Neither shall the Bonds, notes or other obligations
and interest thereon, if any, constitute the debt or indebt-
edness of the County within the meaning of any provision or
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limitation of the Constitution or statutes of the State of
Colorado or the Home Rule Charter of the County, nor give
rise to a pecuniary liability of the County, or a charge
against its general credit or taxing powers. The Bonds,
notes or other obligations and interest thereon shall be
payable solely from and secured by a pledge of the revenues
derived from and payable pursuant to the Financing Agree-
ments.
7 . Nothing contained in this Resolution shall
constitute a debt or indebtedness of the County within the
meaning of the Constitution or statutes of the State of
Colorado or the Home Rule Charter of the County, nor give
the rise to a pecuniary liability of the County or a charge
against its general credit or taxing powers. No costs are
to be borne by the County in connection with the issuance of
the Bonds.
8. Nothing contained herein shall be deemed to be
approval of subsequent or further documents submitted to the
Board for review. Separate approval of those documents by
the Board is necessary to complete this Bond issue.
9 . This Resolution is subject to the provisions
of any legislation relating to the allocation of proceeds of
Industrial Development Bonds, as that term is defined in
Section 103 of the Internal Revenue Code of 1954, as amended.
The County can provide no assurances that, if such legisla-
tion is enacted, such allocation will permit issuance of the
Bonds.
The above and foregoing Resolution was, on motion
duly made and seconded, adopted by the following vote on
the cal k) day of A. D. , 1984.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
EXCTJSRT1
Gene R. Brantner
Chairman, Norman Con
Chuck Carls n
4'-4 -' /2749 5CAe
ue ,Na h s o Ter
hn T. Martin
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STATE OF COLORADO
COUNTY OF WELD
I Mary Ann Feuerstein, County Clerk and Recorder of
Weld County, Colorado (the County) , do hereby certify that
the attached constitutes a full, true and correct copy of
the record of proceedings of the Board of County Commis-
sioners (the Board) of the County taken at a regular meeting
thereof, held at the County Courthouse, Greeley, Colorado,
the regular meeting place thereof, on Monday , the 2nd
day of July , 1984, insofar as said minutes relate to
the attached Resolution, a copy of which is therein set
forth, ; that said Resolution is a full, true and correct
copy of the original of said resolution as adopted by the
Board at said meeting; that the original of said Resolution
has been duly executed and approved by the Chairman of the
Board and myself, as County Clerk and Recorder, sealed with
the seal of the County, and recorded in the official records
of the County kept in my office; and that said Resolution
was adopted following a hearing concerning the proposed bond
issue and the location of the Project therein described held
July 2 , 1984, after Notice of Public hearing published
in the La Salle Leader . La Salle , Colorado, on
July 5 , 1984, as evidenced by the Affidavit of Publica-
tion attached hereto as page A.
I further certify that 4 members of the Board,
constituting a quorum thereof, were present at the meeting
and that the members thereof voted for the passage and adop-
tion of said Resolution, as in the minutes set forth.
IN WITNESS WHEREOF, I have hereunto set my hand and
the seal of the County this 2nd day of July , 1984.
(COUNTY) aw
(SEAL) Coun Clerk and Recorder
B; .._
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or„ ,,,
, .) .,,„, OFFICE OF BOARD OF CO NTY COMMISSIONERS
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COLORADO
November 20, 1984
Ms. Julia Dole
State of Colorado
Department of Local Affairs
1313 Sherman St. , Room 518
Denver, CO 80203
Dear Ms. Dole:
As Don Warden discussed with you on the phone on November 16, 1984,
this is to advise you that the Davis Walker Corporation has decided
to not issue IRB' s in 1984. Therefore, Weld County is returning the
IRB allocation of $8 million to the State.
Consider this authority from Weld County to cancel the attached
certification issued by you on October 3, 1984 pursuant to Section
103(N) 12(A) of the Internal Revenue Code.
Very truly yours, 9
Norman Carlson, Chairman
Weld County Commissioners
NC/ac
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