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03/02/2004 Meeting
REPORT OF THE REGULAR MEETING OF GORHAM TOWN COUNCIL
March 2, 2004  

        The meeting opened with the Pledge of Allegiance to the flag.

Roll Call:  Present:  Chairman Loveitt; Councilors Hamblen, Robinson, Phinney, Justice, Willett and Dugas; David Cole, Town Manager and Brenda Caldwell, Town Clerk.

Moved by Councilor Dugas, seconded by Councilor Phinney and VOTED to accept the  Minutes of the February 3, 2004 Regular Meeting and the February 3, 2004 Special Meeting.    7 yeas.

During the open public communications Representative Chris Barstow spoke on several issues being discussed by the Legislature and asked for Council and citizens comments.

Council Willett reported on the Middle School Dedication which took place last Sunday.  Councilor Phinney congratulated the Gorham High School track and basketball teams.  Councilor Robinson spoke on a recent Economic Development Committee meeting.

Chairman Loveitt reported on the dedication of the Middle School; thanked Councilor Willett for her work on the Middle School Building Committee; reported that the RWS Board of Directors is meeting weekly to discuss the various issues with RWS; reported that he and the Town Manager serve on the RWS Board.  He also asked for a special meeting of the Council on March 16th to discuss the Shaw School and reported that the School Committee would like to meet with the Council to discuss finances.  He would like to invite the School Committee to meet with the Council at the Special Meeting on March 16th.  He also stated that he felt the Dingley Spring Road intersections are very dangerous intersections and he asked the Manager to make a proposal to the Council at the next meeting as to what should be done to alleviate the danger.

Unfinished Business

Item #6888.  Moved, seconded and VOTED that

        WHEREAS, the Town Council has received a request from Erik Richardson to rezone property at the corner of lower Main Street and Walnut Crest Road from Rural to Roadside Commercial, and

        WHEREAS, the Planning Board has held a public hearing and recommended approval of the request, and

        WHEREAS, the Town Council concludes that this request is consistent with the Comprehensive Plan,

        NOW, THEREFORE BE IT ORDAINED by the Town Council of Gorham, Maine in Town Council assembled that the following ordinance be and hereby is adopted.

        Ordinance Amending the Official Zoning Map of the Town of Gorham at the corner of Lower Main Street and Walnut Crest Road

        1)  The official zoning map of the Town of Gorham shall be amended as per the attached showing the property at 674 Main Street, Tax Map 13, lot 4 in the Roadside Commercial District.  5 yeas.  2 nays (Phinney and Dugas).

Item #6913.  The motion was brought forth as moved and seconded at the February 3, 2004 meeting. Moved by Councilor Justice, seconded by Councilor Robinson and VOTED to amend the proposed order by adding “be it further ordered that this item may return to the agenda when it is compliant with the approved subdivision plan.”  6 yeas.  1 nay (Hamblen).  The motion, as amended, was then VOTED resulting in the following:

ORDERED that the Town Council not accept Bradford Drive, Matthew Drive, Craig Drive and a portion of Quincy Drive located in Phase 2 of Heartwood Subdivision as public roads as unanimously recommended by the Planning Board, and

BE IT FURTHER ORDERED that this item may return to the agenda when it is compliant with the approved subdivision plan.  6 yeas.  1 nay (Hamblen)

Prior to the above vote a motion to amend the proposed order by adding that this item may return to the agenda when it is compliant with the approved subdivision plan was moved by Councilor Justice, seconded by Councilor Robinson and later withdrawn in favor of the voted amendment.

        The Town Manager gave his report at this time.  He reported that the Gorham Trade Show will be held at the College on Saturday, March 13th from 10:00 a.m. to 3:00 p.m.  He encouraged everyone in the community to attend.

        New Business

The meeting recessed for a public hearing on the application of Marie King Hardman for a Combined Massage Therapist/Massage Establishment License for Reunion at 42 Sydney
Item #6925.  Moved by Councilor Dugas, seconded by Councilor Justice and ORDERED that the Town Council authorize the issuance of a Combined Massage Therapist/Massage Establishment License to Marie King Hardman, d/b/a Reunion at 42 Sydney
The meeting recessed for a public hearing on an application of Sheila Eileen Lynn to renew a Massage Therapist License.  There was no public comment and the hearing closed at 8:41 p.m.

Item #6926.  Moved by Councilor Dugas, seconded by Councilor Willett and ORDERED that the Town Council authorize the renewal of a Massage Therapist License to Sheila Eileen Lynn.  7 yeas

The meeting recessed for a public hearing for the purpose of receiving public comments on the designation of the Town of Gorham
Item #6927.  Moved by Councilor Justice, seconded by Councilor Dugas and VOTED to waive the Clerk reading aloud the proposed order.  7 yeas

Moved by Councilor Justice, seconded by Councilor Willett and VOTED

WHEREAS, the Town of Gorham is authorized pursuant to Chapter 206 of Title 30-A of the Maine Revised Statutes, as amended, to designate a specified area within the Town as a Municipal Development District and Tax Increment Financing District and to adopt a Development Program for such District; and

WHEREAS, there is a need for commercial development in the Town of Gorham; and

WHEREAS, Pettingill Group, LLC and D&G/P-R Company d/b/a Pettingill Ross Co. currently intend to acquire, improve, rehabilitate, construct and equip a manufacturing facility located at 20 Hutcherson Drive in Gorham (the “Project”) within the proposed Municipal Development and Tax Increment Financing District (the “District”); and

WHEREAS, there is a need to provide continuing employment opportunities for the citizens of the Town of Gorham and the surrounding region; to improve and broaden the tax base of the Town of Gorham; and to improve the general economy of the Town of Gorham, the surrounding region and the State of Maine; and

        WHEREAS, the Project will help to provide continued employment opportunities for the citizens of the Town of Gorham and the surrounding region; to improve and broaden the tax base of the Town of Gorham; and to improve the general economy of the Town of Gorham, the surrounding region and the State of Maine; and

WHEREAS, there is a need to encourage the Project through the establishment of Municipal Development and Tax Increment Financing Districts in accordance with the Provisions of Chapter 206 of Title 30-A; and

        WHEREAS, the Town has held a public hearing on the question of establishing the District in accordance with the requirements of 30-A M.R.S.A., Chapter 206, upon at least ten (10) days prior notice published in a newspaper of general circulation within the Town; and

        WHEREAS, the Town desires to designate the Pettingill Municipal Development and Tax Increment Financing District and adopt a Development Program for such District; and

        WHEREAS, it is expected that approval will be sought and obtained from the Maine Department of Economic and Community Development, approving the designation of the District and the adoption of the Development Program for the District;

        NOW, THEREFORE, BE IT ORDERED by the Town Council of the Town of Gorham, Maine in Town Council assembled:

Section 1.  The Town hereby finds and determines that:

a.      At least twenty-five percent (25%), by area, of the real property within the real property within the District, as hereinafter designated, is suitable for commercial uses as defined in 30-A M.R.S.A. Chapter 2306; and

b.       The total area of the District does not exceed two percent (2%) of the total acreage of the Town; and the total area of all development districts within the Town (including the District) does not exceed five percent (5%) of the total acreage of the Town; and

c.      The aggregate value of equalized taxable property of the District as of April 1, 2003 does not exceed five percent (5%) of the total value of equalized taxable property within the Town as of April 1, 2003; and

d.      The aggregate value of municipal indebtedness finance by the proceeds from tax increment financing districts within Cumberland County, including the proposed District, does not exceed $50 million; and

e.      The designation  f the District and pursuit of the Development Program will generate substantial economic benefits for the Town and its residents, including employment opportunities, broadened and improved tax base and economic stimulus, and therefore constitutes a good and valid public purpose.

Section 2.      Pursuant to Chapter 206 of Title 30-A of the Maine Revised Statutes, as amended, the Town hereby designates the Pettingill Municipal Development and Tax Increment Financing District, such designation and adoption to be on the terms and provisions of the “Pettingill Municipal Development and Tax Increment Financing District Development Program” (“Development Program”) as presented at this Town Council Meeting, and as has been on file in the Town Clerkfindings set forth in the Development Program and adopts the financial plan including the percentage of increased assessed value of said District to be retained as captured assessed value in accordance with the Development Program;

Section 3.      The Town Manager be, and hereby is, authorized, empowered and directed to submit the proposed designation of the District and the proposed Development Program for the District to the State of Maine Department of Economic and Community Development for review and approval pursuant to the requirements of 30-A M.R.S.A., Chapter 206.

Section 4.      The foregoing designation of the District and the adoption  of the Development Program for the District shall automatically become final and shall take full force and effect upon receipt by the Town of approval of the designation of the District in adoption of the Development Program by the Department of Economic and Community Development, without requirements of further action by the Town, the Council, or any other party.

Section 5.      The Town Manager be and hereby is authorized and empowered, at his discretion, from time to time, to make such technical revisions to the Development Program for the District as the Department of Economic and Community Development deems reasonably necessary or convenience in order to facilitate the process for review and approval of the District by the Department of Economic and Community Development, so long as such revisions are not inconsistent with this  Order or the basic structure and intent of the Development Program.

Section 6.      The Town Manager be, and hereby is, authorized and directed to enter into the separate Credit Enhancement Agreement with Pettingill Group, LLC, as contemplated by the Development Program, in the name of and on behalf of the Town, such agreement to be in such form and to contain such terms and provisions, not inconsistent with the Development Program, as the said Town Manager may approve, his approval to be conclusively evidenced by his execution thereof.  7 yeas.

Moved by Councilor Justice, seconded by Councilor Willett and VOTED to take Item # 6930 out of order.  7 yeas.  For purposes of continuity the action taken under Item 6930 will be reported on in its proper consecutive order.

        The meeting recessed for a public hearing on a proposed amendment to the Streets and Sidewalks Public Safety Ordinance regarding “no parking” on areas of Elm Street and Railroad Avenue.  There was no public comment and the hearing closed at 8:55 p.m.

Item #6928.  The order, as read aloud by the Clerk was moved by Councilor Dugas and seconded by Councilor Robinson.     Moved by Councilor Phinney, seconded by Councilor Robinson and VOTED to amend the proposed order by adding the words “beginning at” to the Elm Street section.  7 yeas.  The order, as amended, was then VOTED resulting in the following:

WHEREAS, the Town received a request to restrict parking in the area of Elm Street and Railroad Avenue, and

WHEREAS, the Town council asked their Ordinance Committee to review this request, and

WHEREAS, the Ordinance Committee held several public meetings, listened to comments and received recommendations from the Police Chief and Public Works Director,

NOW, THEREFORE, BE IT ORDAINED by the Town Council of Gorham, Maine in Town Council assembled that the following ordinance be and hereby is adopted:

Ordinance Amending the Streets & Sidewalks Public Safety Ordinance Relating to “No Parking” in the Area of Elm Street and Railroad Avenue

1)  Amend Schedule A of the Streets and Sidewalks Public Safety Ordinance as follows:

“Elm Street -     The westerly side from Main Street southerly for a distance of 720 feet.

The easterly side beginning at a point 546 feet south of Main Street to the end of Elm Street”

2)  Amend Schedule A of the Streets and Sidewalks Public Safety Ordinance by adding the following:

“Railroad Avenue -      Both sides from Elm Street to Mechanic Street

Robie Street -  The westerly side from Lincoln Street northerly to Elm Street a distance of 327 feet.

The easterly side from Lincoln Street northerly to Elm Street a distance of 272 feet.”  7 yeas.

Item #6929.  Moved by Councilor Justice, seconded by Councilor Dugas and VOTED to waive the Clerk reading aloud the proposed order.  7 yeas.

Moved by Councilor Justice, seconded by Councilor Dugas and VOTED

WHEREAS, the Finance Authority of Maine Act, 10 M.R.S.A., Ch. 110, §§961 et seq., declares that there is a statewide need to, among other things, provide enlarged opportunities for gainful employment by the people of the State of Maine and thus to ensure the preservation and betterment of the economy of the State and its inhabitants, and

WHEREAS, in order to carry out the policy and purposes of the Act, the Town of Gorham (the "Issuer") is authorized and empowered to issue revenue obligation securities to provide financing for eligible projects within the corporate limits of the Issuer, and to make and enter into all financing documents, security agreements, mortgages, contracts, and trust agreements necessary or convenient to carry out each such power; and

WHEREAS, Pettingill Group, LLC, a Maine limited liability company (the "Borrower") desires to acquire, improve, rehabilitate, construct and equip a manufacturing facility at 20 Hutcherson Drive, Gorham, Maine (the "Project"); and

WHEREAS, the Borrower desires the Issuer to issue the Issuer's revenue obligation securities pursuant to the Act, to be designated "Town of Gorham Revenue Obligation Securities (2004 Pettingill Group Project)" in an aggregate principal amount not to exceed $2,000,000 and to loan the proceeds thereof to the Borrower to finance the Project; and

WHEREAS, the Finance Authority of Maine has approved the Project as an eligible project under the Act and has issued its certificate of approval for the Project; and

WHEREAS, the Act provides that the revenue obligation securities of the Issuer shall not constitute a debt or liability of the State of Maine or any municipality therein or any political subdivision thereof or a pledge of the faith and credit of the State of Maine or of any such municipality or political subdivision but shall be payable solely from revenues of the project for which they are issued, and that the issuance of such bonds shall not directly or indirectly or contingently obligate the State of Maine or any municipality or political subdivision thereof to levy or to pledge any form of taxation whatever therefor or to make any appropriation for their payment;

        NOW, THEREFORE, IT IS HEREBY ORDERED:

Section 1.  Definitions.  As used in this Bond Order, unless a different meaning clearly appears from the context, the following words and terms shall have the following respective meanings:

        "Act" shall mean the Finance Authority of Maine Act, Chapter 110 of Title 10 of the Maine Revised Statutes Annotated, as it may be amended from time to time.

        "Agreement" shall mean the Loan and Trust Agreement, however denominated,  to be entered by and among the Issuer, the Trustee and Borrower, and when amended or supplemented, such Agreement, as amended or supplemented, providing for the issuance and securing of the Bonds and the loan of the proceeds of the Bonds to the Borrower to finance Costs of the Project.

        "Bond Documents" shall mean contracts, assignments, certificates, memoranda, agreements and other documents executed on behalf of the Issuer by an Issuer Representative in connection with the issuance, sale or remarketing of the Bonds or the securing thereof or in connection with the Agreement, or the Tax Regulatory Agreement, including, without limitation, any Tender Agreement, any Remarketing Agreement, IRS Form 8038, UCC Financing Statements, any Pledge and Security Agreement, any Mortgage and Security Agreement and any other documents, certificates and agreements as may be necessary or appropriate for such purposes as approved by an Issuer Representative, such approval to be conclusively evidenced by such officer's execution thereof.

        
        "Bond Order" shall mean this Bond Order, relating to the financing of the Project.

        "Bond Trustee" shall mean the Trustee under the Agreement appointed pursuant to Section 9 hereof, or such other Trustee as approved by the Issuer, and any successor to its duties under the Agreement.

        "Bonds" shall mean the Issuer's Revenue Obligation Securities (2004 Pettingill Group Project) in the aggregate principal amount of up to $2,000,000 to be issued pursuant to this Bond Order and under the Agreement to finance the Costs of the Project.

        "Borrower" shall mean Pettingill Group, LLC, a limited liability company existing under the laws of the State of Maine.

        "Code" shall mean the Internal Revenue Code of 1986, as amended, and the regulations thereunder.

        "Costs" shall mean the "cost of project" as defined in the Act, and shall include but not be limited to any reserves for payment of future debt service on the Bonds provided for in the Agreement and the expenses of the Issuer and the Borrower in connection with the Bonds and any and all of the items of costs specified in such definition.

        "Issuer Representative" shall mean the Treasurer of the Issuer, acting singly, on behalf of the Issuer, or in the event of his absence, illness or other inability to act, the Chair of the Town Council of the Issuer, acting singly on behalf of the Issuer and any other officer or official of the Issuer authorized to act on behalf of the Issuer.

        "Paying Agent" shall mean the paying agent acting as such for the Bonds pursuant to Section 9 hereof, and any successor to its duties under the Agreement.

        "Project" shall mean the Project described in the recitals hereto to be financed from the proceeds of the Bonds.

        "Tax Regulatory Agreement" shall mean the Tax Regulatory Agreement to be entered by and among the Issuer, the Borrower and the Bond Trustee, or such other certificates and agreements to be entered by the Issuer and the Borrower relating to the exclusion of interest on the Bonds for certain federal income tax purposes.

        "TEFRA Hearing" means the public hearing held by the Municipal Officers of the Issuer, acting as the "applicable elected representative" of the Issuer under the Code, held on March 2, 2004 and prior to the adoption of this Bond Order after reasonable public notice published in the Portland Press Herald on February 17, 2004, a date that was at least 14 days prior to the date of such public hearing.

Section 2.  Authority for this Bond Order.  This Bond Order is adopted pursuant to and in accordance with the provisions of the Act and the Charter, Bylaws and Ordinances of the Issuer.

Section 3.  Findings.  The Issuer hereby finds and determines that:

a.      The issuance of the Bonds and the loan of the proceeds thereof to the Borrower to finance Costs of the Project will serve a public purpose and provide a public benefit in accordance with the purposes and provisions of the Act; and

b.      The proceeds of the Bonds in an aggregate principal amount not to exceed $2,000,000 are required to finance the Project and, when added to the funds provided by the Borrower, will be sufficient to pay the estimated costs of the Project; and

c.      Based on the representations of the Borrower and the covenants of the Borrower to be contained in the Agreement, there will, at all times, be revenues and funds sufficient: (i) to pay the principal of and the interest of the Bonds as they become due and payable; and (ii) to pay the costs of maintaining and repairing the Project; and

d.      The TEFRA Hearing was conducted in a manner which provided reasonable opportunity for interested individuals to express their views on the issuance of the Bonds and the location and nature of the proposed Project.

        Section 4.  Bonds Authorized and Purpose of Issue.  There is hereby authorized the issuance of an aggregate principal amount not to exceed $2,000,000 of the Bonds, for the purpose of financing the Costs of the Project for the Borrower.  The proceeds of the Bonds will be loaned to the Borrower.  The Bonds shall be designated "Town of Gorham Revenue Obligation Securities (2004 Pettingill Group Project)."  Pursuant to the Code, the issuance of the Bonds for the purpose of financing the Project is hereby approved.

        Section 5.  Details of the Bonds.  The date, maturities, denominations, interest rate or rates (including, without limitation, any weekly variable rate, monthly variable rate, semi-annual or other term rate, fixed rate, bank rate and/or other rates as established in the manner provided in the Bonds or in the Agreement), place of payment, form and other details of the Bonds shall be determined by the Issuer Representative, and said Bonds shall be executed in the name of the Issuer by the Treasurer and countersigned by Chair of the Town Council, sealed with the seal of the Issuer, attested to by its Clerk, and shall be in such form and contain such terms and provisions, not inconsistent herewith, as such executing officer may approve, their approval to be conclusively evidenced by their execution thereof.  Interest on the Bonds shall be payable on the interest payment dates provided in the Agreement.  The Issuer Representative is hereby authorized to provide on behalf of the Issuer that any of the Bonds and notes hereinbefore authorized be made redeemable or callable, with or without premiums, prior to their maturity, and each bond or note issued hereunder shall be signed on behalf of the Issuer by the Treasurer and countersigned by the Chair of the Town Council, whose signature may be by facsimile to the extent permitted by law, provided at least one signature on each Bond shall be manual; the Bonds shall further be subject to redemption prior to maturity as provided in the Agreement.

        Section 6.  Bonds Not A Liability of the Issuer.  The Bonds shall contain on their face a statement to the effect that the Bonds shall not constitute any debt or liability of the Issuer, the State of Maine or any municipality therein or any political subdivision thereof or a pledge of the faith and credit of the Issuer, the State of Maine or of any such municipality or political subdivision, but shall be payable solely from revenues of the Project for which they are issued; and the issuance of the Bonds shall not directly or indirectly or contingently obligate the Issuer, the State of Maine or any municipality or political subdivision thereof to levy or to pledge any form of taxation whatever therefor or to make any appropriation for their payment.  Nothing in this Bond Order, the Bonds, the Agreement or the Bond Documents shall constitute a general obligation, debt or liability of the Issuer or a pledge of its faith and credit or directly or indirectly obligate the Issuer to levy or pledge any form of taxation or to make any appropriation for payment.

        Section 7.  Sale of Bonds and Official Statement.  In connection with the sale of Bonds, the Issuer Representative is hereby authorized to prepare, or cause to be prepared, a Preliminary Official Statement and an Official Statement or a Placement Memorandum for use in the offering and sale of the Bonds, such Preliminary Official Statement and Official Statement or Placement Memorandum shall be in such form and contain such information as may be approved by the Issuer Representative, with the advice of the bond counsel for the Issuer, and that the distribution of the Preliminary Official Statement and the Official Statement or Placement Memorandum in the name of and on behalf of the Issuer in connection with offering the Bonds is hereby approved.  The Issuer Representative is further authorized and empowered to execute and deliver on behalf of the Issuer, a bond purchase agreement or contract with such persons or entities and on such terms as such Issuer Representative deems appropriate in connection with the sale of the Bonds.

        Section 8.  Bond and Loan Documents.  The Issuer Representative is authorized to negotiate, approve, execute and deliver in the name of and on behalf of the Issuer, the Agreement, the Tax Regulatory Agreement and the Bond Documents in connection with the financing of the Project to carry out (i) the provisions of this Bond Resolution, (ii) the execution, sale, and delivery by the Issuer of the Bonds and (iii) the execution and delivery of the Agreement, the Tax Regulatory Agreement and the Bond Documents, which documents shall be in such form and contain such terms, provisions, and conditions, not inconsistent herewith, as may be approved by the Issuer Representative, such approval to be conclusively evidenced by his execution thereof.  The Clerk (or any assistant or deputy thereof) of the Issuer is authorized and directed to cause a notice of intent to issue the Bonds to be published in accordance with the provisions of the Act and to execute and deliver such certificates and other documents relating to the authorization and execution of the Bonds as reasonably requested by the Borrower, the Bond Trustee, the purchaser of the Bonds or any of their respective counsel.

        Section 9.  Appointment of Trustee and Others.  The Issuer Representative is hereby authorized to appoint the Bond Trustee, registrar, Paying Agent, transfer agent, tender agent, placement agent or underwriter and remarketing agent for the Bonds pursuant to the Agreement and the Bond Documents, and to execute and deliver such Bond Documents, as deemed necessary or appropriate for their services.

        Section 10.  Authorized Officers.  If any of the officers or officials of the Issuer who have signed or sealed the Bonds shall cease to be such officers or officials before the Bonds so signed and sealed shall have been actually authenticated or delivered by the Issuer, such Bonds nevertheless may be authenticated, issued, and delivered with the same force and effect as though the person or persons who signed or sealed such Bonds had not ceased to be such officer or official; and also any such Bonds may be signed and sealed on behalf of the Issuer by those persons who, at the actual date of the execution of such Bonds, shall be the proper officers and officials of the Issuer, although at the nominal date of such Bonds any such person shall not have been such officer or official.  If the Treasurer, Chair of the Town Council, the Clerk or any Issuer' Representative are unavailable for any reason to execute, deliver and approve the Bonds, the Bond Documents, the Agreement, or the Tax Regulatory Agreement, then the person or persons acting in that capacity, whether as an acting or temporary officer or official or a deputy or assistant, shall be authorized, without any further action of the Municipal Officers, to act for such officer or official under this Bond Order with the same force and effect as if such authorized officer or official had taken such action or performed such act.

        Section 11.  Transfer of Bonds; Book Entry Form.  The Bonds shall be transferable only on the registration books of the Issuer kept by the registrar or transfer agent, and said principal amount of the Bonds of the same maturity (but not of other maturity) in the denomination of $100,000 and any integral multiple of $5,000 in excess thereof upon surrender thereof at the principal office of the registrar or transfer agent, with a written instrument of transfer satisfactory to the registrar or transfer agent duly executed by the registered owner or his attorney duly authorized in writing.  Upon each exchange or transfer of a Bond, the Issuer and the registrar or transfer agent shall make a charge sufficient to cover any tax, fee or any other governmental charge required to be payable with respect to such exchange or transfer, and with respect to such exchange or transfer, and subsequent to the first exchange or transfer, the cost of preparing new Bonds upon exchange or transfer thereof to be paid by the person requesting the same.

        The Issuer Representative is further authorized to undertake all acts necessary to provide for the issuance and transfer of such Bonds in book-entry form pursuant to the Depository Trust Company Book-Entry Only System, as an alternative to the provisions of the foregoing paragraph hereof regarding physical transfer of bonds, and the Issuer Representative be and hereby is authorized and empowered to enter into a Letter of Representation or any other contract, agreement or understanding necessary or, in his opinion, appropriate in order to qualify the bonds for and participate in the Depository Trust Company Book-Entry Only System.

        The Issuer Representative, from time to time shall execute such Bonds as may be required to provide for exchanges or transfers of Bonds as heretofore authorized, all such bonds to bear the original signature an Issuer Representative and in case any officer of the Issuer whose signature appears on any Bond shall cease to be such officer before the delivery of said Bond, such signature shall nevertheless be valid and sufficient for all purposes, as if such officer had remained in office until delivery thereof.

        Section 12.  Expenses of Issuer.  The Borrower shall pay any expenses incurred by the Issuer with respect to the issuance of the Bonds.  The Borrower shall further agree, on terms approved by the Issuer Representative, to indemnify the Issuer, its officers, employees, and agents and hold the Issuer and such persons harmless against any claims for losses, damage, or injury or any expenses or damages incurred as a result of action taken by or on behalf of the Issuer in good faith with respect to the issuance of the Bonds.

        Section 13.  Tax Covenants.  The Issuer Representative is hereby authorized and directed to covenant and certify on behalf of the Issuer that no part of the proceeds of the issue
and sale of the Bonds authorized to be issued hereunder shall be used directly or indirectly to acquire any securities or obligations, the acquisition of which would cause such Bonds to be "arbitrage bonds" within the meaning of section 148 of the Code; and the Issuer Representative is hereby individually authorized to covenant, certify, and agree, on behalf of the Issuer, for the benefit of the holders of such Bonds, that the Issuer will file any required reports and take any other action that may be necessary to ensure that interest on the Bonds will remain exempt from federal income taxation under the Code, and that the Issuer will refrain from any action that would cause interest on the Bonds to be subject to federal income taxation under the Code.

        Section 14.  Reports and Further Information.  The Issuer Representative is hereby authorized to covenant, certify and agree, on behalf of the Issuer, for the benefit of the holders of such Bonds, that the Issuer will file any required reports, make any annual financial disclosure and any material event disclosure, and take any other action that may be necessary to ensure that the disclosure requirements imposed by Rule 15c2-12 of the Securities and Exchange Commission, if applicable, are met.  The Issuer Representative is further hereby authorized to execute and deliver on behalf of the Issuer continuing disclosure certificates and continuing disclosure agreements in order to satisfy the requirements of such Rule 15c2-12.

        Section 15.  Further Actions.  The Issuer Representative and the Clerk (or any assistant thereof) of the Issuer and other proper officials of the Issuer be, and hereby are authorized and empowered in its name and on its behalf to do or cause to be done all such other acts and things as may be necessary or desirable in order to effect the issuance, sale and delivery of the Bonds hereinabove authorized and the execution and delivery of the Agreement, the Tax Regulatory Agreement and the Bond Documents.  The Issuer Representative is hereby authorized to take any action on behalf of the Issuer, execute any document or certificate, or give any consent which may form time to time be required or permitted by the Issuer under the Agreement, this Bond Order, the Tax Regulatory Agreement, or the Bond Documents.  Any such action taken or document executed or consent given by such officer in his capacity of an officer of the Issuer shall be deemed to be an act by the Issuer.

        Section 16.  Effective Date.  This Bond Order shall take effect immediately.  7 yeas.

       Item #6930.  Moved by Councilor Robinson, seconded by Councilor Phinney and ORDERED that the Town Council authorize the renewal of a University Liquor License in the name of ARAMARK Educational Services, Inc., to do business at the University of Southern Maine.  7 yeas.

Item #6931.  Moved by Councilor Phinney, seconded by Councilor Dugas and ORDERED that the Town Council authorize the reuse of two portable classrooms for Recreation Programs provided that user fees are sufficient to cover all operational, capital and moving expenses and provided that the School Department concurs.  7 yeas.

Prior to the above vote the Chairman declared a short recess.  The meeting reconvened at 9:20 at which time the above vote was taken.

Item #6932.  Moved by Councilor Willett, seconded by Councilor Dugas and ORDERED that the Town Council, pursuant to the recommendation of the Personnel/Appointments Committee direct staff to prepare an amendment to the Administrative Code that would provide for the Assessor to be appointed by the Town Manager instead of the Town Council.    7 yeas.

Item #6933.  Moved by Councilor Willett, seconded by Councilor Dugas and ORDERED that the Town Council adopt the Animal Policy for Baxter Memorial Library as recommended by the Trustees of Baxter Memorial Library.  7 yeas.

Item #6934.  Moved by Councilor Dugas, seconded by Councilor Justice and ORDERED that the Town Council authorize the Town Manager to sign a Mutual Aid Agreement between the Town of Gorham and the University of Maine System for law enforcement.  7 yeas.

       Item #6935.  Moved by Councilor Justice, seconded by Councilor Dugas and ORDERED that the Town Council accept the recommendation of the Ordinance Committee to make no changes to the Town
Item #6936.  Moved by Councilor Phinney, seconded by Councilor Willett and ORDERED that the Town Council appoint those persons recommended by the Appointments Committee to positions as follows:

        PLANNING BOARD

        Susan Robie                             3 year term to expire April, 2007
        Douglas Boyce                           3 year term to expire April, 2007
        Mark Stelmack                           3 year term to expire April, 2007

        BOARD OF APPEALS

        Cressey Mollison                        3 year term to expire April, 2007
        Thomas Fickett                          unexpired term to expire April, 2006
        

        BOARD OF TRUSTEES - BAXTER MEMORIAL LIBRARY

        Wendy Milne                             3 year term to expire April, 2007
        David Arthur Fogg                       3 year term to expire April, 2007
        Geraldine Day                           3 year term to expire April, 2007

        BOARD OF HEALTH

        Ronald Steinberg                        3 year term to expire April, 2007
        Susan Russett-Collett                   unexpired term to expire April, 2006

        BOARD OF ASSESSMENT REVIEW

        Dean Evans                              3 year term to expire April, 2007

        BOARD OF ASSESSMENT REVIEW - ALTERNATE

        Steven Scontras                 3 year term to expire April, 2007

        FAIR HEARING BOARD

        Carolyn Bowen                           3 year term to expire April, 2007
        Elizabeth Parsons                       3 year term to expire April, 2007

        PARK & CONSERVATION COMMISSION

        Michael Hamilton                        3 year term to expire April, 2007
        Christine Fleury                                3 year term to expire April, 2007

        RECYCLING COMMITTEE

        Gail Platts                             3 year term to expire April, 2007

        RECREATION ADVISORY BOARD

        Chris Barstow                           2 year term to expire April, 2006
        Wayne Drown                             2 year term to expire April, 2006

        GORHAM ECONOMIC DEVELOPMENT

        Alan Rust                               3 year term to expire April, 2007
        Elizabeth Parsons                       3 year term to expire April, 2007
        Peter Bishop                            3 year term to expire April, 2007

        AND BE IT FURTHER ORDERED that appointments to the Board of Appeals, Fair Hearing Board, Cable Television Committee and Recycling Committee be postponed to the April meeting of the Council.  7 yeas.

Item #6937.  Moved by Councilor Willett, seconded by Councilor Dugas and ORDERED that the Town council authorize staff to work with Portland Water District to facilitate an extension of a water main north on Route 114 to Huston Road with a final proposal brought back to the Town Council for approval.  7 yeas.

Moved by Councilor Phinney, seconded by Councilor Dugas and VOTED to adjourn.  7 yeas.  Time of adjournment - 9:45 p.m.

A TRUE RECORD OF MEETING                        
                                                Attest:  D. Brenda Caldwell
                                                        Town Clerk