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13075803v4
<br />
<br />Draft (02/09/2021)
<br />
<br />JOINT POWERS AGREEMENT
<br />PROVIDING FOR THE ISSUANCE OF REVENUE NOTES AND BONDS TO
<br />FINANCE SENIOR HOUSING AND HEALTHCARE FACILITIES
<br />(NEW HARMONY CARE CENTER PROJECT)
<br />This Agreement is entered into as of [_________], 2021, by and between the City of
<br />Hampton, Minnesota (“Hampton”), the City of Landfall Village, Minnesota (“Landfall Village”),
<br />the City of Falcon Heights, Minnesota (“Falcon Heights” and, together with Hampton and
<br />Landfall Village, the “Note Issuers”), the City of Little Canada, Minnesota (“Little Canada” or
<br />the “Subordinate Bonds Issuer” and, together with the Note Issuers, the “Issuers”), and the City
<br />of Maplewood, Minnesota (“Maplewood” or the “Host City” and, together with the Issuers, the
<br />“Cities”). Each of the Cities is a municipal corporation duly organized under the laws of the
<br />State of Minnesota.
<br />WHEREAS, the Issuers propose to adopt a housing program (the “Housing Program”) in
<br />accordance with Minnesota Statutes, Chapter 462C; and
<br />WHEREAS, it has been proposed by New Harmony Care Center, Inc. (the "Borrower"),
<br />a Minnesota nonprofit corporation and an organization described in Section 501(c)(3) of the
<br />Internal Revenue Code of 1986, as amended (the “Code”), the sole member of which is Elim
<br />Care, Inc., a Minnesota nonprofit corporation and an organization described in Section 501(c)(3)
<br />of the Code, whose sole member is Cassia, a Minnesota nonprofit corporation and an
<br />organization described in Section 501(c)(3) of the Code, that the Issuers undertake a program to
<br />assist in financing the Project (defined below) through the issuance by the Note Issuers of
<br />revenue notes or other obligations in an aggregate principal amount not to exceed $28,000,000
<br />(the “Notes”) and through the issuance by the Subordinate Bonds Issuer of subordinate revenue
<br />bonds or other obligations in an aggregate principal amount not to exceed $8,000,000 (the
<br />“Subordinate Bonds” and, together with the Notes, the “Obligations”); and
<br />WHEREAS, the Cities desire to assist the Borrower pursuant to this Agreement;
<br />NOW, THEREFORE, for and in consideration of the mutual covenants and
<br />representations hereinafter contained, the parties hereto agree as follows:
<br />1. Minnesota Statutes, Section 471.59 (the “Joint Powers Act”) provides that two or
<br />more governmental units, by agreement entered into through action of their governing bodies,
<br />may jointly or cooperatively exercise any power common to the contracting parties, and may
<br />provide for the exercise of such power by one of the participating governmental units.
<br />2. In connection with revenue bonds issued under Minnesota Statutes, Chapter 462C
<br />(the “Housing Programs Act”), Section 462C.14, Subdivision 3 provides for joint action between
<br />cities pursuant to the Joint Powers Act.
<br />3. The Borrower has proposed, and the Cities hereby agree, to enter into this
<br />Agreement pursuant to the Housing Programs Act. Under the Housing Programs Act, the Issuers
<br />(who may be joined by other municipalities) will issue the Obligations and loan the proceeds
<br />thereof to the Borrower pursuant to agreements with the Borrower that obligate the Borrower to
<br />use the proceeds of the Obligations to finance the Project (defined below). The Cities expect that
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