B.            For each taxpayer employed for any length of time after the effective date of this Ordinance, and on or before March 31 of the current tax year, each employer shall deduct the tax from compensation payable to the taxpayer, file a return on a form prescribed by the tax collector, and pay to said tax collector the full amount of taxes deducted on or before April 30 of the current tax year.  For each taxpayer for whom no prior deduction has been made, who is employed after the effective date of this Ordinance, and in any of the three (3) month periods ending June 30, September 30 and December 31 of the current tax year, each employer shall deduct the tax from compensation payable to the taxpayer, file a return on a form prescribed by the tax collector, and pay said collector the full amount of all tax deducted on or before July 31 or October 31 of the current tax year, or January 31 of the following year, respectively.

C.            Any employer who discontinues business or ceases operation before December 31 of any year during which this tax is in effect shall file the return hereinabove required and pay the tax to the Tax Collector, within fifteen (15) days after discontinuing business or ceasing operations.  The failure of an employer to deduct the tax shall not relieve the employee from the duty to file a return and pay the tax.  Any employer who fails to deduct the tax as required by this section, or who fails to pay such tax to the Tax Collector, shall be liable for such tax in full, as though the tax had originally been levied against such employer.

D.            As to employees who present official receipts evidencing prior full payment of the tax imposed hereby, either directly or by collection through employers, the employer shall not deduct the tax but shall maintain adequate records concerning such employees. 

SECTION 5 - DIRECT PAYMENT BY TAXPAYERS.  Each taxpayer who is self-employed or whose tax for any reason is not collected under Section 4 of this Ordinance, shall file a return on the form prescribed by the Tax Collector and shall pay the tax directly to said Tax Collector.  Each such taxpayer who first becomes subject to the tax after the effective date of this Ordinance and on or before March 31 of the current tax year, shall file the return and pay the tax on or before April 30 of the current tax year, and each such taxpayer who first becomes subject to the tax after March 31 of the current tax year, shall file the return and pay the tax on or before July 31 or October 31 of the current tax year, or January 31 of the following year, whichever of such payment dates first occurs at least thirty (30) days after the taxpayer becomes subject to the tax. 

SECTION 6 - NON-RESIDENT TAXPAYERS.  Both resident and non-resident taxpayers by virtue of engaging in an occupation within the Borough of Edinboro, shall be subject to the tax and the provisions of this Ordinance.

SECTION 7 - EXEMPTION.   Any individual with gross earned income of less than One Thousand Dollars ($1,000.00) shall be exempt from the payment of this Emergency and Municipal Service Tax.  If the exemption of those with less than One Thousand Dollars ($1,000.00) earned income shall be held unconstitutional, then it is the intent of Borough Council and this Ordinance that the same shall be adopted without said exemption.

SECTION 8 - ADMINISTRATION AND ENFORCEMENT OF TAX.  The Tax Collector shall collect and receive the taxes, interest, fines and penalties imposed by this Ordinance, and shall maintain records showing the amounts received and the dates such amounts were received.  The Tax Collector shall prescribe and issue all forms necessary for the administration of the tax and may adopt and enforce regulations relating to any matter pertaining to the administration of this Ordinance.  The Tax Collector and agents designated by him may examine the records of any employer and/or supposed employer or of any taxpayer in order to ascertain a tax due or verify the accuracy of any return.  Every employer or supposed employer and every taxpayer or supposed taxpayer shall give the Tax Collector and any agent designated by him all means, facilities, and opportunity for the examinations hereby authorized. 

SECTION 9 - COLLECTION.  The Tax Collector shall collect, by suit or otherwise, all taxes, interest, costs, fines and penalties due under this Ordinance and unpaid.  If, for any reason, any tax is not paid when due, interest at the rate of six percent (6%) per year on the amount of the unpaid taxes and an additional penalty of one-half of one percent (1/2 of 1%) of the amount of the unpaid tax, for each month or fraction of month during which the tax remains unpaid shall be added and collected.  Whenever suit is brought for the recovery of unpaid tax, the taxpayer shall, in addition, be liable for the costs of collection, as well as for interest and penalties.  The Tax Collector may accept payment under protest of the tax claimed by the Borough of Edinboro in any case where any person disputes the Borough of Edinboro’s claim for the tax.  If a court of competent jurisdiction thereafter decides that there has been overpayment to the Tax Collector, the Tax Collector shall refund the amount of the overpayment to the person who paid under protest.  Any action instituted for such judicial determination shall be instituted within two (2) years of the last day of the period for which the tax is disputed or claim made.  All refunds shall be made in conformity with the procedures prescribed by the Borough of Edinboro.

SECTION 10 - PENALTIES.  An employer or taxpayer who makes a false or untrue statement on any return required by this Ordinance, who refuses inspection of his records in his custody and control, setting forth his employees subject to this tax, who fails or refuses to file a return required by this Ordinance, or who violates any other provision of this Ordinance, shall, upon conviction thereof, be sentenced to pay a fine of not more than Five Hundred Dollars ($500.00) per occurrence and cost and in default of payment, shall be sentenced to imprisonment not to exceed thirty (30) days. 

SECTION 11 - ADMINISTRATION BY BOROUGH.

A.            It shall be the duty of the Tax Collector to accept and receive payment of this tax and to keep a record thereof showing the amount received by him from each employer or self-employed person, together with the date the tax was received.

B.            The Tax Collector is hereby charged with the administration and enforcement of this Ordinance.  The collection of delinquent Emergency and Municipal Service Taxes may be made and enforced in the manner provided by law for the collection and enforcement of other taxes, as well as from the employer of the taxpayer, as provided in Sections 18, 19, 20 and 21 of the Local Tax Enabling Act, as amended, which sections are incorporated by reference. 

SECTION 12 - AUTHORITY.  This tax is levied under the authority of the Tax Enabling Act, 53 P.S. § 6901, et seq., and Pennsylvania House Bill 197 of 2004. 

SECTION 13 - VALIDITY.  The provisions of this Ordinance are severable and if any of its provisions shall be held invalid or unconstitutional, the decision of the Court shall not affect or invalidate any of the remaining provisions.  It is hereby declared to be the legislative intent that this Ordinance would have been adopted if such illegal, invalid or unconstitutional provision had not been included herein. 

SECTION 14 - DURATION.  The tax imposed by this Ordinance shall continue in force on a calendar year basis without annual reenactment. 

SECTION 15 - EFFECTIVE DATE.  This Ordinance shall be effective immediately following the carrying out of publication or recording as required by law.

ENACTED INTO ORDINANCE this 29th day of December, 2004.

Robert Cogan moved to amend the motion to eliminate the sentence under Section 14 -Duration and replace it with “Except for provisions relating to collection of this tax for the year 2005, this ordinance expires December 31, 2005.”  Greg Lucas seconded the motion and discussion followed.  Mr. Cogan went on to explain that the current form is same rate for ever and self executing so this way before end of each year Council needs to reenact the ordinance again.  Jean Davis stated that the Council is at liberty every year to change rates and ordinance and it is not necessary to redo and enact ordinances every year.  Mary Ann Horne stated that each budget workshop they review and decide on changes of taxes.  The amendment passed by 5-2 voice vote with Mary Ann Horne and Jean Davis voting no. 

Clifford Allen asked about the larger amount being due quarterly and if the withholding must be out of the first check.  Also what was required if the employee makes less than $1,000 a year and they took the funds out of the first check.  Manager McFadden stated that the language states the amount is collected one time and the ordinance requires remittance quarterly.  Technically speaking the employee can withhold a smaller amount but it is responsibility of the individual and ultimately the employer to remit the full amount to the collector.

Bill Stafford, 104 Davis Drive:  He had a few employer questions.  What is the time period of paying the $52, is it one pay?  Secondly what if the minimum paid is less than $1,000 is there a form to fill out for exemption?  Manager McFadden stated that the Council has retained Berkheimer Associates to handle the collections and he has materials for employers similar to what is used with Earned Income Tax Collections.  It was a wise decision of Council to go with Berkheimer Associates and he will get good information out and cross reference EMST and EIT collections.  In answer to your question, you can take funds out of more than one pay but it must be remitted in that quarter returns.  Mr. Stafford asked if there was a deadline for collection.  Manager McFadden stated that quarterly is the issue and penalty would accrue after 30 days after the quarter if not remitted.  Mr. Stafford again asked if the OPT fee was $5 for the School and $5 for the Borough would stay for those making less than $1,000.  Manager McFadden stated that the same exemption existed in the OPT ordinance as in this one.  Mr. Stafford asked if the employer program takes out $10 and they make under $1000 he did not know of any forms for employees reimbursement.  Manager McFadden stated that first the Borough administration office was not the collector of the OPT but the elected real estate tax collector.  Secondly a claim by the tax payer can be made for refunding of the amount withheld if made under $1000.  Berkheimer Associates will have a regular packet for 2005 forward and it will be sent to employers.

The EMST Ordinance 519-2004 passed by 7-0 roll call vote:  Clifford Allen, yes; Robert Cogan, yes; Jean Davis, yes; Christopher Gillette, yes; Mary Ann Horne, yes; Gregory Lucas, yes; and Mayor H. Robert Cannell, yes.

Mary Ann Horne moved and Robert Cogan seconded the adoption of Ordinance 520 Real Estate Rate of 2.30 mills.  Jean Davis stated that this rate is with no tax increase and with 1.868 mills for General Purposes and 0.432 mills for special purpose- Pensions. 

HOME RULE BOROUGH OF EDINBORO

TAX LEVY ORDINANCE NO 520

AN ORDINANCE OF THE Home Rule Borough of Edinboro, County of Erie, Commonwealth of Pennsylvania, fixing the tax rate for the year 2005.

BE IT ORDAINED AND ENACTED, and it is hereby ordained and enacted by the Council of the Home Rule Borough of Edinboro that a tax be and the same is hereby levied on all real property within the Borough as follows:  Tax rate for general purposes, the sum of 1.868 mills on each dollar of assessed valuation and 0.432 mills for special purpose – pensions on each dollar of assessed valuation for a total of 2.30 mills. 

The same being summarized in tabular form as follows:

                                                                                                Mills on Each                       

                                                                                                Dollar of                

                                                                                                Assessed                             

                                                                                                Valuation                              

Tax Rate for General Purposes                           1.868 Mills                            

Tax Rate for Special Purpose-Pensions             0.432 Mills                           

TOTAL                                                                  2.30  Mills                             

That any ordinance, or part of ordinance, conflicting with this ordinance be and the same is hereby repealed insofar as the same affects this ordinance.

Adopted the 29^th of December, A.D. 2004.

The Ordinance passed unanimously by the following roll call vote:  Robert Cogan, yes; Jean Davis, yes; Christopher Gillette, yes; Gregory Lucas, yes; Mary Ann Horne, yes; Clifford Allen, yes; and Mayor H. Robert Cannell, yes.

Clifford Allen asked that Tax & Revenue Anticipation Note be voted on first since it is needed to operate the FY2005 Budget.  No one having any objection action on the Budget was moved to after action on the Tax & Revenue Anticipation Note.

Robert Cogan moved and Jean Davis seconded the adoption of Ordinance 521 Tax & Revenue Anticipation Note for $250,000 at 2.95% from PNC Bank.

HOME RULE BOROUGH OF EDINBORO

 (Erie County, Pennsylvania)

NOTE ORDINANCE 521

                AUTHORIZING THE ISSUANCE OF A TAX AND REVENUE ANTICIPATION NOTE, SERIES 2005 WITH THE TERMS SET FORTH IN THE FOREGOING AND ATTACHED CERTIFICATE AND TRANSMITTAL; APPROVING A FORM OF NOTE; AUTHORIZING DESIGNATED OFFICERS TO EXECUTE AND DELIVER THE NOTE; AUTHORIZING AND DIRECTING THE FILING OF PROCEEDINGS WITH THE DEPARTMENT OF COMMUNITY AND ECONOMIC DEVELOPMENT; PROVIDING FOR THE PAYMENT AND SECURITY OF THE NOTE; MAKING CERTAIN FEDERAL INCOME TAX COVENANTS IN RESPECT OF THE NOTE; ACCEPTING THE PROPOSAL OF PNC BANK, NATIONAL ASSOCIATION FOR THE PURCHASE OF THE NOTE; AND REPEALING INCONSISTENT ORDINANCES.

                WHEREAS, the above-named Municipality, duly organized and subsisting as a political subdivision of the Commonwealth of Pennsylvania (the "Local Government Unit") anticipates the receipt of both current taxes and current revenues during the fiscal year ending December 31, 2005; and

                WHEREAS, the Local Government Unit desires to borrow for the purpose of meeting current expenses by issuing a note, to be repaid from, inter alia, those taxes and revenues, all in accordance with the Local Government Unit Debt Act (the "Debt Act"), as codified by the Act of December 19, 1996, P.L. 1158, No. 177, as amended; and

                WHEREAS, as required by Section 8126 of the Debt Act, the Chief Legislative Officer (being, as appropriate, the Mayor) and/or the Chief Administrative Officer (being, as appropriate, the Secretary, Chief Clerk or Manager), or their duly elected and acting successors on the Governing Body (being, as appropriate, the Board of Commissioners, the Council or the Board of Supervisors), with properly delegated authority (the "Designated Officers") of the Local Government Unit have, not more than thirty (30) days before the date on which this Note Ordinance is being adopted and furthermore hereby confirm on this date, made an estimate, from taxes now levied and assessed and from other budgeted revenues, of the taxes and revenues to be received and the expenditures to be made during the period when such note or notes will be outstanding and have certified that estimate by a duly executed document (the "Certificate as to Collections and Expenditures"); and

                WHEREAS, PNC Bank, National Association (acting either as principal for its own account, or as agent for the investment account of an unnamed principal, as it may choose) (the "Purchaser"), has submitted an acceptable proposal (the "Proposal") for the purchase of the Local Government Unit's Note;

                NOW, THEREFORE, BE IT RESOLVED by the Governing Body as follows:

                Section 1 -- Authorization.  The Local Government Unit hereby authorizes the issuance of a tax and revenue anticipation note in the principal amount and with the specific Terms (the "Note") stated in the foregoing and attached Certificate and Transmittal to the Department of Community and Economic Development.

Section 2 -- Form.  The Note shall be designated "Tax and Revenue Anticipation Note, Series

2005."  The Note shall be in the form of a single instrument, in a denomination equal to the principal

amount of the series. The Note shall bear interest at the applicable interest rate stated in the Terms on the

principal amount thereof, payable at maturity.

                The Note may be subject to redemption prior to maturity, in accordance with the Terms and the Purchase Proposal as set forth by PNC Bank, National Association, (and may be subject to the receipt by the Purchaser of the Cost of Prepayment, if any, as defined in the Note) will be in registered form, without coupons, will be negotiable and dated the date of delivery, and will be payable as to principal and interest on December 31, 2005 (unless subject to earlier redemption or prepayment), upon presentation by the owner to the Local Government Unit, in the coin or currency of the United States of America that is legal tender for the payment of public and private debts at the time and place of payment.

                The exact form of the Note will contain an unconditional promise to pay the principal of and interest on the Note to the owner when due, will pledge, and grant a security interest in, the collateral identified in Section 5 of this Resolution, will recite the valid issuance of the Note under the Debt Act pursuant to proper corporate authority, will prohibit personal recourse against officials of the Local Government Unit, will certify proper achievement of all conditions precedent to the issuance of the Note and will designate the Note as a "qualified tax-exempt obligation" under Section 265(b)(3) of the Internal Revenue Code of 1986, as amended.

                Section 3 -- Execution and Delivery.  The Note will be executed by the Chief Legislative Officer of the Governing Body and will have the corporate seal (or a facsimile thereof) of the Local Government Unit affixed thereto or printed thereon, duly attested by the Chief Administrative Officer.  To the extent that any one signature on a Note is manual, the other signatures may be facsimile.  The Designated Officers are further authorized and directed to deliver the Note to the Purchaser, upon the terms and conditions hereinafter and in the Proposal provided, receive the proceeds therefore, execute and deliver such certificates and other closing documents and take such other action as may be necessary or appropriate in order to effectuate the proper issuance, sale and delivery of the Note.

                Section 4 -- Filing.  The Designated Officer is hereby authorized and directed to certify and transmit copies of this Note Ordinance, the Proposal and the Certificate as to Collections and Expenditures (which includes a calculation of the cumulative cash flow deficit calculated in accordance with the provisions of the Internal Revenue Code of 1986, as amended (the "Code") and United States Treasury Department Regulation §1.148-6(d)(3)(iii)(B)), the contents of which are hereby approved, with the Department of Community and Economic Development of the Commonwealth of Pennsylvania.

                Section 5 -- Security.  As security for payment of the Note, the Local Government Unit pledges and grants for the benefit of the owners, from time to time, of the Note, a first lien and charge on, and security interest in, all of the taxes, accounts and general intangibles, including “Total Revenues” (as defined in the Debt Act) to be received during the period that the Note will be outstanding, together with such amounts to be received during fiscal years subsequent to the year during which the Note is issued in the event that the Local Government Unit defaults on the payment of principal or interest on the Note.

                The Local Government Unit hereby authorizes and directs the Purchaser to file a financing statement pursuant to the Uniform Commercial Code to perfect the security interest hereby created.  All expenses of such filing shall be borne by the Local Government Unit.

                In the event of any default on the Note or hereunder, the Local Government Unit agrees to pay the reasonable expenses of the Purchaser (including court costs and attorney's fees) incurred in collecting the amounts due.

Section 6 -- General Obligation.  The Note issued pursuant to this Note Resolution shall be a general obligation of the Local Government Unit.  The Local Government Unit hereby covenants with the owners from time to time of the Note that if funds are not available for the full payment of the Note within the fiscal year in which issued, then the Local Government Unit will either (1) include the amounts necessary to pay the Note in its budget for the next fiscal year, pursuant to Section 8125 of the Debt Act, to the extent then permitted by applicable law; (2) fund such amounts within the next fiscal year in accordance with Sections 8129 and 8130 of the Debt Act; or (3) provide for payment of the Note by any combination of (1) and (2), in all events, upon notice to and with the consent and agreement of the Purchaser, and provided furthermore that in such an event of default, if the Local Government Unit shall have executed and delivered certain credit, collateral and/or security application(s) or agreement(s) pursuant to Section 10 hereof, the general obligation pledge of payment made by this Section 6 shall include and encompass all amounts in addition to stated principal and interest due in respect of the Note by the terms of such credit agreements and shall conform to the manner and procedures for payment, if any, set forth therein, or provided at the direction of the Purchaser, either as owner or subrogee of the Note.

                Section 7 -- Tax Covenants.  (a) The Local Government Unit hereby covenants with the owners from time to time of the Note that it will make no use of the proceeds of the Note which, if such use had been reasonably expected on the date of issue of the Note, would have caused the Note to be an "arbitrage bond" within the meaning of Section 148 of the Code and the Regulations there under and that it will comply with the requirements of the Code and the Regulations throughout the term of the Note.

                (b) If the principal amount of the Note, plus the principal amount of all other tax-exempt obligations issued and to be issued by the Local Government Unit, or by a subordinate governmental unit within its jurisdiction, during the calendar year in which the Note is to be issued, exceeds $5,000,000, and if the gross proceeds of the Note are invested at a yield greater than the yield on the Note and are not expended, or deemed to have been expended pursuant to in Section 148(f)(4)(B)(iii) of the Code, within six (6) months from the date of issuance, the Local Government Unit covenants that it will rebate to the U.S.  Treasury, within sixty (60) days after the maturity date of the Note, that amount of investment income on the Note proceeds which exceeds the amount which would have been earned had the Note proceeds been invested at a yield equal to the yield on the Note.

                (c) The Local Government Unit hereby designates the Note as a Qualified Tax-Exempt Obligation pursuant to Section 265(b)(3) of the Code and represents and covenants that the total amount of its obligations so designated and to be designated during the calendar year in which the Note is to be issued does not and will not exceed $10,000,000.

                Section 8 -- Award.  The Note is hereby awarded and sold at private sale by negotiation to PNC Bank, National Association, at par, in accordance with the Proposal and its Terms as set forth in the foregoing and attached Certificate and Transmittal, which, as presented at this meeting, is hereby accepted and directed to be executed by the Designated Officers.  The Local Government Unit shall pay the Origination Fee, if any, set forth in the Terms.

                Section 9 -- Costs.  All notice, filing and legal fees (except Note Counsel to the Purchaser, if any) properly incurred in connection with issuance of the Note will be paid by the Local Government Unit.  The Designated Officers are hereby authorized and directed to pay all such reasonable expenses at the time of Settlement on the Note.

                Section 10 -- Letters of Credit; Guaranty of Payment; Subrogation.  The Local Government Unit acknowledges the right of the Purchaser to negotiate some or all of the Note to subsequent third-party owners, from time to time, and at any time, during the term of the Note.  Moreover, the Local Government Unit recognizes that the Purchaser may choose, in its absolute discretion and at its own cost, to provide letters of credit, put agreements, collateral accounts and such other and similar guarantees of payment by the Purchaser to the third-party owner as may be necessary to facilitate the negotiation of the Note to the subsequent owners.  In consideration of the beneficial interest rate afforded the Local Government Unit by the increased and facilitated marketability of the Note, and in such event, the Local Government Unit agrees, and the Designated Officers are hereby directed, to execute and deliver any and all credit, collateral and security application(s) and agreement(s) as may be necessary in the reasonable discretion of the Purchaser and according to its standard business practices to provide further assurance to the Purchaser of its rights, either as owner or subrogee under a guaranty arrangement, to receive payment in full of the principal of and interest on the Note (and any other amounts due in respect thereof under the term of such credit agreement) when due.  In the event any payment of principal or interest or both is made to any owner of any Note by a draw on a letter of credit issued by, or other guaranty of payment made by, the Purchaser such payment will not extinguish the obligations of the Local Government Unit under such Note;  the Purchaser shall become the owner/subrogee of the Note with full rights to enforce payment of the amounts due in respect of the same.

                Section 11 -- Note Ordinance a Contract.  This Note Ordinance is a contract with the owners, from time to time, of the Note.

                Section 12 -- Inconsistent Actions.  All prior ordinances or parts thereof inconsistent herewith are hereby repealed.

DULY ADOPTED at, and recorded in the minutes of, a properly constituted meeting of the Governing Body of the Local Government Unit held on the date set forth in the Certificate and Transmittal.

HOME RULE BOROUGH OF EDINBORO

Erie County, Pennsylvania)

PROPOSAL

FOR PURCHASE OF

TAX AND REVENUE ANTICIPATION NOTE,

SERIES 2005

                                PNC Bank, National Association (the "Purchaser") hereby offers to purchase, and the above-named Municipality (the "Local Government Unit"), hereby agrees, by adoption of a proper awarding Note Resolution, to sell, its Tax and Revenue Anticipation Note, Series 2005 (the "Note"), dated, in the principal amount, bearing interest at the rate applicable, payable at maturity on December 31, 2005 and subject to early redemption or prepayment, as set forth in the Terms attached to the Transmittal and Certificate attached to the Note Resolution.  The Note will have the further terms and provisions as contained in the Note Resolution and in this Proposal.

                                In consideration of the Purchaser's obligation to purchase the Note, the Local Government Unit shall pay the Purchaser an Origination Fee at the rate stated in the Terms on the principal amount of the Note.  All notice, filing and legal fees incurred in connection with the issuance and sale of the Note, as provided in the Note Resolution or as contemplated by this Proposal, except for the fee of Note Counsel, if any, shall be paid by the Local Government Unit.

                                Upon at least five (5) business days prior written notice to the Purchaser, the Local Government Unit has the right to prepay all or part of the outstanding principal and interest on the Note.  Notwithstanding anything contained herein to the contrary, upon any prepayment by or on behalf of the Local Government Unit (whether voluntary, on default or otherwise), the Purchaser may require, if it so elects, the Local Government Unit to pay the Purchaser as compensation for the cost of being prepaid an amount equal to the Cost of Prepayment.  “Cost of Prepayment” means an amount equal to the present value, if positive, of the product of (a) the difference between (i) the yield, on the beginning date of the applicable interest period, of a U.S. Treasury obligation with a maturity similar to the applicable interest period minus (ii) the yield on the prepayment date, of a U.S. Treasury obligation with a maturity similar to the remaining maturity of the applicable interest period, and (b) the principal amount to be prepaid, and (c) the number of years, including fractional years, from the prepayment date to the end of the applicable interest period.  The yield on any U.S. Treasury obligation shall be determined by reference to Federal Reserve Statistical Release H.15(519) “Selected Interest Rates.”  For purposes of making present value calculations, the yield to maturity of a similar maturity U.S. Treasury obligation on the prepayment date shall be deemed the discount rate.  The Cost of Prepayment shall also apply to any payments made after acceleration of the maturity of the Note.

The Note is being purchased on the assumption that interest paid on the Note is excludable from the gross income of the registered owner for Federal income tax purposes.  If interest on the Note shall be declared by the Internal Revenue Service or an agent thereof to be, or shall otherwise be determined or required to be includable in the income of the Purchaser for purposes of Federal income taxation, including pursuant to any amendment to the Internal Revenue Code of 1986, as amended, the indebtedness evidenced thereby shall thereafter bear interest at an annual rate (the “Taxable Rate”) which shall be the Prime Rate of PNC Bank, National Association, such Taxable Rate to change as of the dates of changes in the Prime Rate without notice to the Local Government Unit; the Local Government Unit will pay to the Purchaser on demand the difference between the amount of interest which the Purchaser would have received in interest at the Taxable Rate if the indebtedness evidenced by the Note had borne interest at the Taxable Rate during the entire period that interest on the Note is so declared, determined or required to be taxable, together with such penalties and interest, if any, due and payable because of non-payment of Federal income taxation less interest paid at the rate stated in the Terms of Proposal notwithstanding that the indebtedness evidenced by the Note may have been paid in full prior to such declaration or determination.  In the event of any such declaration or determination, the Purchaser shall promptly give written notice of the same to the Local Government Unit who shall have the privilege of contesting such declaration or determination in the name of the Purchaser by any available administrative or judicial proceedings, provided that it does so at its own expense and pays all costs, interest and/or penalties resulting therefrom.  In the event that any such declaration or determination is reversed pursuant to the entry of a final determination, order, ruling or decree, all amounts theretofore paid to the Purchaser in excess of the rate stated in the Terms of Proposal shall be promptly refunded to the Local Government Unit and the rate of interest shall revert to the rate stated in the Terms of Proposal.

                                To enhance the creditworthiness and negotiability of the Note, the Purchaser may simultaneously upon any delivery of any Note to a third party investor, issue an irrevocable Letter of Credit (or execute and deliver some other similar put, collateral or guaranty agreement), in an amount equal to the principal amount of, plus interest on, the Note for the account of the Local Government Unit and to and for the benefit of the third party investor.  Such an event shall create a duty in the Local Government Unit to execute and deliver certain credit applications(s) or agreement(s) as provided in the Note Resolution.

                                As conditions precedent to the obligation of the Purchaser to purchase the Note, the Local Government Unit shall prepare and deliver, or cause to be prepared and delivered, the following documents, all in form and substance satisfactory to the Purchaser:

                                1.             A duplicate original of the Certificate and Transmittal containing authorization for the issuance of the Note, including the duly adopted Note Resolution of the Governing Body, this Proposal and the Certificate as to Collections and Expenditures, all as filed with the Department of Community and Economic Development of the Commonwealth of Pennsylvania, and accompanied by a Filing Receipt.

                                2.             The properly completed and executed Settlement Certificate and Receipt.

                                3.             An opinion of the Solicitor for the Local Government Unit dated the date of delivery of and payment for the Note to the effect that the proceedings for the authorization and issuance of the Note have been duly and properly taken; that the Note has been duly and properly executed; that the Note is a  valid and binding obligation of the Local Government Unit, enforceable in accordance with its terms; and that interest on the Note is exempt from federal and Pennsylvania state income taxation.

                                4.             An original Note, duly executed and delivered.

                                5.             A properly completed Financing Statement or other instrument of perfection and further security as the Purchaser may reasonably require.

                                6.             A properly completed and executed IRS Form 8038-G (or 8038-GC) with respect to the Note.

                                7.             If the Note is to be sold to a subsequent thirty-party owner, the approving opinion of the Note Counsel, satisfactory to the Purchaser and obtained at its expense, to the effect that interest on the Note is exempt from federal income taxation as to such other matters as the Purchaser may reasonably request.

                                DULY EXECUTED by an authorized officer of the Purchaser as of the date of adoption of the Note Ordinance by means of the signature set forth in the Terms of Proposal.

TERMS OF PROPOSAL

                I, a duly authorized officer of PNC Bank, National Association, do hereby certify in connection with the above-described Note that the attached Proposal was duly made and delivered to the Local Government Unit not later than the date of adoption of the Resolution and that its exact Terms are:

Issuer: Home Rule Borough of Edinboro

Interest Rate: 2.95%

Principal Amount:  $250,000.00

Price:  Par

Dated:  Date of Delivery *

Maturity Date:  December 30, 2005

            Early Redemption or Prepayment:    x                   Permitted in accordance with the Purchase Proposal

                                                                                            Not permitted  

Origination Fee:   $250.00

                                                                                                PNC BANK, NATIONAL ASSOCIATION

                                                                                                Richard L. Sherbondy

                                                                                                Authorized Officer

* This Proposal is conditioned on closing between January 3 and January 7, 2005 unless this condition is waived by the Purchaser.

Clifford Allen stated that they had received information on other rates and was satisfied with the PNC Bank quote and wanted to make sure that every year they receive at least three quotes.

The ordinance 521 passed unanimously by the following roll call vote:  Jean Davis, yes; Christopher Gillette, yes; Mary Ann Horne, yes; Gregory Lucas, yes; Clifford Allen, yes; Robert Cogan, yes; and Mayor H. Robert Cannell, yes.

Jean Davis moved and Clifford Allen seconded to adopt Resolution 20-2004 FY2005 Budget.  Robert Cogan moved that Council strike line item 01410740 Police Capital Expenditure of $23,500 and reduce revenue line item 01331120 District Justice Fine by the same $23,500.  H. Robert Cannell seconded the motion and discussion followed.  Mr. Cogan noted that this is reversing the recommendation of Manager McFadden.  Mr. Cogan saw the revenues going down and it was not realistic to increase them when we can eliminate the purchase of a new police vehicle.  Further this would change the resolution Total Revenue, Total Expenditures, and Total Appropriated & Unappropriated.  Jean Davis stated that they had discussed this in budget workshops and if you get rid of the capital purchase you will need to increase vehicle repairs by six to seven thousand and you should not take one away with out putting in the other.  She also stated the reason for the District Justice fines going down was that we went down to six officers.  Mr. Robert Cogan stated that there was an article in the Meadville Tribune showing the West Mead Township was cutting a police vehicle to keep it’s taxes down, this is the same thing.  Also there is places that are leasing which is usually more expensive than purchasing but some police departments are doing this also. 

The amendment to the General Fund Budget with eliminating line item 01410740 and reducing 01331120 by $23,500 passed by 5-2 voice vote with Mary Ann Horne and Jean Davis voting no.

Robert Cogan moved to amend Resolution 20-2004 to show the above change in Total Revenue, Total Expenditures, and Total Allocation & Unallocated as follows:

Home Rule Borough of Edinboro

RESOLUTION NO 20-2004

A RESOLUTION OF THE Home Rule Borough of Edinboro in the County of Erie, Commonwealth of Pennsylvania, appropriating sums estimated to be required for the purposes of the municipal government, hereinafter set forth, during the year 2005.

BE IT RESOLVED AND ENACTED, and it is hereby resolved by the Council of the Home Rule Borough of Edinboro, County of Erie, Commonwealth of Pennsylvania:

SECTION 1. That for the expenditures and expenses of the fiscal year 2005 the following amounts are hereby appropriated from the fund equities, revenues, and other financing sources available for the year 2005 for the purposes set forth on the following pages.

SECTION 2.  That any Resolution conflicting with this Resolution be and the same is hereby repealed insofar as the same affects this Resolution. 

All Funds Equity January 1, 2005                                      $4,959,660

                                Total Revenues                                                                      5,234,699

                                Total Available for Appropriations                                  10,217,860

                                Total Expenditures                                                                 5,300,560

                                Equity – December 31                                                           5,106,760

                                Assets - December 31                                                           5,635,467

                                Plus Accounts Receivables Dec 31                                       518,000

                                Less Liabilities - December 31                                              1,046,707

                                Less Reserves - December 31                                              4,153,898

                                Unappropriated Fund Equity                                                  739,901

Total Appropriated and Unappropriated                           5,971,985

BE IT RESOLVED AND ENACTED THIS 29^th  DAY OF DECEMBER, 2004

The Resolution passed by the following roll call vote:  Jean Davis, yes; Christopher Gillette, yes; Mary Ann Horne, yes; Gregory Lucas, yes; Clifford Allen, yes; Robert Cogan, yes; H. Robert Cannell, yes.

FINANCE:

            Robert Cogan moved and Mary Ann Horne seconded the approval of payroll ending December 18, 2004 to be paid December 24, 2004 totaling $50,605.48.  The motion passed by unanimous 7-0 voice vote.

SOLICITOR’S REPORT:

Mayor Cannell asked Council if they had no objections they would adjourn for executive session to discuss the BAN and Civil Penalty appeals after the new business.  Robert Cogan moved and Christopher Gillette second to have executive session following new business.  The motion passed by 7-0 voice vote.

New Business:

            Robert Cogan moved to acknowledge Washington Township’s selection of Alternative 2A or 2B based upon information reported to Council by other Council members and to state Edinboro will proceed on that basis with the remainder of the Act 537 Joint Plan Update Revision process. Discussion followed about the notice from Washington Township was not in writing but from Council members, Greg Lucas, Robert Cannell, and Jean Davis, present at the Washington Township Council meeting. Clifford Allen seconded the motion and it passed by 7-0 voice vote.     

Mayor H. Robert Cannell asked the Manager if he had any new business to come before the Council, being none Mayor Cannell moved on.

            Greg Lucas stated he was soliciting signatures for petition as a citizen and not as a Council member for forming a governmental study commission.

            Mr. Greg Lucas stated “as a member of this Council I must say it is both an honor and a privilege to serve the citizens of this community.”  

Jean Davis requested an executive session to discuss the statement Mr. Lucas was presenting.  Mary Ann Horne seconded the motion.  Jean Davis stated she was out of town and out of the loop and requested the courtesy to discuss this before action.  Robert Cogan stated he would vote against another executive session and Council needs to keep in touch with major trends. Jean Davis stated and this is a major move.  Mayor Cannell asked that all those in favor of executive session to discuss Mr. Lucas’s remarks, motion failed by 4-3 voice vote.

Mr. Greg Lucas continued with his statement, “Along with the responsibility of the office come an expectation we provide managerial leadership to over see the daily operations of our community.  From the annual review of our manager I believe as do other Council members, after detailed discussion, that we have lost faith in his ability to not only lead, but to communicate with the Council he works for.  There seems to be a lack of confidence in his ability to lead this community forward.  It is because of the review and the discussions we have had, that I refer to The Home Rule Charter of the Borough of Edinboro, Section 802 on page 18; Removal of manager.  “Council, by an affirmative vote of a majority of its members may remove the Manager at any time.” I now offer a motion, and look for a second, to terminate the services of Manager E. R. “Buck” McFadden by not renewing his employment agreement with the Borough of Edinboro for the 2005 Calendar year and any date forward.” 

Christopher Gillette seconded the motion. 

            Jean Davis reported that they had a fall review per our Home Rule Charter of the Manager and some things that needed to improve on was pointed out but nothing that merited this action and she was upset that this was happening .  She wanted everyone to know she had no part in this discussion or decision.  These gentlemen didn’t tell me.  They are discourtesies, ungentlemanly, and none of these men have the good of the Borough in mind.  They all have different opinions but should have diligence for the good of the community.  Mr. McFadden has helped us through tough jobs like Penn Union Law suit with his experience.  She felt that many of the Councilmen were inexperienced and did not know what they were doing.  She stated that Council people don’t come to meeting or even to budget workshops and Rob Kennerknecht, for one, is dependent on the Manager to do the writing needed.  The Manager has done what the Council directed him to do and she felt this was a underhanded thing they were doing.  The Manager has served for the betterment of the Borough and it is disappointing to hear what they are doing.

            Mary Ann Horne stated she had been to all meetings and nothing was discussed even in executive session about the possibility or reason for this action.  In the review of the Manager she stated she specifically asked if there was cause to fire and everyone agreed there was not.  She stated she wanted to know how it got to this point that they had reason without discussion as a Committee of the Whole and would not meet in executive session to discuss.  She stated she never seen discussion without a meeting before and it is public business and it should have been done without calling a meeting before something happened.  The Manager has not done anything we did not know at his annual review and he has done everything we asked him to do.  Authority and Council have had joint discussions and nothing has come up about this.  Budget meeting at our pleasure he has changed things and was willing to work hours to get through with the DEP issues.

Mayor called for a roll call vote Christopher Gillette, yes; Robert Cogan, yes; Jean Davis, no; Mayor Cannell, yes; Mary Ann Horne, no, Greg Lucas, yes; Clifford Allen, yes.  Motion passed by 5-2 roll call vote.

Mayor Cannell stated there would be a personnel meeting after this meeting with the Manager.

Meeting adjourned for executive session at 1:55p.m. to discuss legal issues regarding the Ban and Civil Penalties.

Discussion continued in Chambers and Mr. Stafford asked about the 537 Plan update and what they do since the Township is not joint with the Borough.  Mayor Cannell stated it would be in the paper.  Robert Cogan stated that he thought discussion was with the Solicitor and they didn’t need to go to executive session if he did not show up.  Question was asked if they were sure he was on his way.  Robert Cogan stated that they did not meet until after Rob Kennerknecht; Solicitor Marsh, and Chuck Wunz met with DEP since all the information was in their packets.  Clifford Allen agreed there was no need for executive session.

ADJOURNMENT:

Robert Cogan moved for adjournment, and with no objections, the meeting was adjourned at 1:58 P.M. 

ATTEST:

___________________________                                _____________________________

Manager                                                                               Mayor H. Robert Cannell

Home Rule Borough of Edinboro Council Meeting

HIGHLIGHTS

DECEMBER 20, 2004

COUNCIL APPROVED:

·        Payment of bills

·        Payment of payroll

·        Minutes

·        Authorize Solicitor, Engineer Wunz & Rob Kennerknecht to negotiate with DEP

·        Resolution 17-2004 –fee schedule.

·        Resolution 18-2004 appointing Berkheimer collector for EMST

·        Resolution 19-2004 designating E.R. McFadden and Marie Lander as liaisons with Berkheimer regarding EMST

POSTPONED

·        Indecency Ordinance 502 – Ordinance Review Committee- Hearing Jan 26^th – returned from Solicitor awaiting answer to a couple questions by Solicitor before 2^nd reading.

·        Delaying Ordinance 514 indefinitely being reviewed by Ordinance Review regarding dumpsters

·         

UPCOMING MEETINGS:

·        December 29^th 1 p.m. Council Meeting

MANAGER INSTRUCTED TO:

• Rework budget so there is no Real Estate tax increase
• Manager to report on computer skills
• Finish up Penns Valley administration section this week
• Up date DEP related expenses paid as of this date.
• Get quotes on Tax & Revenue Anticipation Notes from other local banks.
• Rob Kennerknecht to inform Mr. Cogan on why the drying bed roof was so expensive.

HOME RULE BOROUGH OF EDINBORO COUNCIL MEETING

December 29, 2004

1:00 P.M. Regular Council Meeting

I.                    Call to Order of Council Meeting by Mayor Cannell

II.                 Roll Call:     Clifford “Kip” Allen ___, Bob Cogan ____, Jean Davis ____,           Christopher Gillette ____, Mary Ann Horne ____, Greg Lucas ________,                                Mayor H. Robert Cannell _______, Manager McFadden ____,                                Solicitor Marsh _ _,  and Marie Lander, Assistant to the Manager ____.

III.       Approval of Minutes

·         Regularly Scheduled Meeting, December 20, 2004.                      

 Action: Motion to approve minutes

IV        Persons Requesting Time to Address Council regarding Ord. 519-2004 (EMST)

            Persons Requesting Time to Speak on proposed 2005 budget

            Any Persons requesting time to speak

V.        Old Business

A) Emergency & Municipal Services Tax – Adoption Ordinance 519

B)  Ordinance 520 adoption of Real Estate Rate at 2.3 = 1.868 General & .432 Pension

C)  2005 Budget – Adoption – See Resolution No. 20-2004, Manager’s budget memo, and executed PEL study of participating SSHE host municipalities

D)  Adopt Ordinance 521 – authorizing Tax & Revenue Anticipation Note $250,000 @ 2.95% PNC – See enclosed 12/23/04 memo.

E)     Authorization to approve payroll

Action:  Motion to approve payroll ending December 18, 2004, paid                    December 24, 2004, totaling $ 50,605.48.

F)      Solicitor’s report – adjourn to Executive Session – discussion BAN & Civil Penalty appeals

 VI. New Business

A)  Motion to acknowledge Washington Township’s selection of Alternative 2A or 2B and to state Edinboro will proceed on that basis with the remainder of the Act 537 Joint Plan Update Revision process.

VII.      Adjournment

REMINDERS:

Next Council Meeting January 3, 2005   7:00 p.m.

CDBG Hearing Feb 14, 2005 6:45 p.m.

2005 Council Meeting Schedule:

January 3, January 24,February 14, February 28, March 14, March 28, April 11, April 25, May 9, May 23, June 13, June 27, July 11, July 25, August 8, August 22, September 12, September 26, October 10, October 24, November 7, November 21, December 5 at 7 p.m. and December 19 @4:30 p.m.

©Copyright January 2005