MAYOR AND TOWN COUNCIL

TOWN OF FOREST HEIGHTS

RESOLUTION NO. 10-04

INTRODUCED BY: Mayor Paula R. Noble

ENACTED: September 15, 2004

A RESOLUTION OF THE TOWN OF FOREST HEIGHTS, MARYLAND, AUTHORIZING THE NEGOTIATION OF A LOAN IN AN AGGREGATE AMOUNT NOT TO EXCEED FIFTY THOUSAND DOLLARS ($50,000.00) FROM THE BANK OF AMERICA.

WHEREAS, the Town of Forest Heights anticipates receipt of a Department of Housing and Community Development (DHCD) Grant administered through Prince George's County, MD (the County) in the amount of One-hundred thousand Dollars (100,000.00); and

WHEREAS, as a condition of the Grant, the Borrower must obtain a loan to defray a portion of the project costs; and

WHEREAS, the Borrower is a municipal corporation is ' duly created and existing pursuant to the Constitution and laws of the State of Maryland (State); and

WHEREAS, the Borrower finds and declares that there is a substantial need for financing of the qualifying public project to wit, accessibility of town hall for persons with physical disabilities, permitted by Maryland Statutes, the Charter of the Town of Forest Heights (the Charter) and the State Constitution; and

WHEREAS, the Borrower possesses the ability to finance such projects on its own, but has determined that the aforementioned DHCD Grant would provide more efficient supporting and cost effective financing for the projects through economics of scale, administrative support and access to expertise in accessing the capital markets; and

WHEREAS, the Borrower, in accordance with Section 33-59 of the Charter possesses the power to borrow money for any proper public purpose and may in its discretion determine whether such notes or evidences of indebtedness shall be negotiated at private sale without solicitation or competitive bids; and

WHEREAS, the Borrower finds and declares that Bank of America (The Bank) is willing and able to provide the requisite loan amount; and

WHEREAS, the Borrower has determined that a need exists to borrow funds to finance the initial cost of the construction of the aforementioned public project (the "Project"); and

WHEREAS, it is determined to be in the best interest of the Borrower to borrow funds from Bank of America to finance the cost of the Project (the "loan")

NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF FOREST HEIGHTS, MARYLAND, as follows:

SECTION 1. AUTHORITY. , This resolution is adopted pursuant to Sections 33-59 and 33-90 of the Charter, and other applicable provisions of law.

SECTION 2. PROJECT. The financing of the acquisition and construction of the Project is hereby approved.

SECTION 3. SOLE SOURCE LOAN. It is hereby determined that it is in the best interest of the Borrower that the Loan to the Borrower be made from Bank of America, through private sale negotiation.

SECTION 4. LOAN AMOUNT. The amount of the Loan of the Borrower evidenced by the Loan Agreement (Exhibit A) shall not exceed Fifty Thousand Dollars ($ 50,000.00). Such Loan shall include administrative fees and other ongoing costs, and shall bear interest and shall be repayable according to the terms and conditions set forth in the Loan Agreement authorized pursuant to Section 5 hereof with such changes, insertions, and omissions as may be approved by the Mayor. The redemption provision, if any, relating to such a Loan shall be as provided in the Loan Agreement.

SECTION 5. AUTHORIZED OFFICERS. The Mayor, Town Treasurer and the Town Clerk are hereby authorized and directed to execute and deliver a Loan Agreement to evidence the Loan, to be entered into by and between the Borrower and the Bank in substantially the form attached as (Exhibit A).

SECTION 6. RATES. The Mayor is authorized to approve the final rates of interest on the Loan, and the redemption provision thereof, if any, on behalf of the Borrower. The Mayor any other appropriate officers of the Borrowers are authorized and directed to execute and deliver a Promissory Note (Exhibit B), to be entered into by and between the Borrower and the Bank.

SECTION 7. OTHER INSTRUMENTS. The Mayor, the Town Attorney, the Town Treasurer, the Town Clerk or any other appropriate officers of the Borrowers are authorized and directed to execute any and all certifications or other instruments or documents required by this Resolution, the Loan Agreement, the Promissory Note or any other document required by the Bank or the County as a prerequisite or precondition to making the Loan ( including but not limited to the execution of all tax documents relating to the tax exempt status of the Loan), and any such representations and agreements made therein shall be deemed to be made on behalf of the Borrower. All action taken to date by the officers of the Borrower in furtherance of the issuance of the Loan and the making of the Loan are hereby approved, confirmed and ratified.

SECTION 8. RECITALS. The recitals are adopted by reference and incorporated herein.

SECTION 9. EFFECTIVE DATE. This resolution shall take effect immediately upon its adoption.

RESOLVED, APPROVED AND passed by the Mayor and Town Council of Forest Heights, Maryland on this 15 day of September 2004, by:

________________ Paula Noble, Mayor

________________ Approved as to form: Kevin J. Best, Town Attorney

________________ Attest: Bonita Anderson, Town Clerk