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RESOLUTION NO. 11,068
A RESOLUTION TO APPROVE THE TERMS AND
PROVISIONS OF THAT CERTAIN FIRST AMENDMENT TO
AMENDED, RESTATED AND SUBSTITUTED LEASE AND
CONCESSION AGREEMENT (THE, "FIRST AMENDMENT ")
BY AND BETWEEN THE CITY OF LITTLE ROCK, ARKANSAS
(THE, "CITY ") AND BG EXCELSIOR LIMITED PARTNERSHIP,
A TENNESSEE LIMITED PARTNERSHIP, AND THAT
CERTAIN LANDLORD'S CONSENT AND WAIVER
AGREEMENT (THE, "CONSENT ") BY AND BETWEEN THE
CITY AND GMAC COMMERCIAL MORTGAGE
CORPORATION, A CALIFORNIA CORPORATION; TO
AUTHORIZE THE MAYOR AND THE CITY CLERK TO
EXECUTE THE SAME AND TO TAKE ANY AND ALL STEPS
NECESSARY TO FULLY EFFECTUATE THE TRANSACTION;
AND FOR OTHER PURPOSES.
WHEREAS, the City and BG Excelsior Limited Partnership ( "BGE ") did,
effective September 18, 2000, make and execute that certain Amended, Restated
and Substituted Lease and Concession Agreement (hereinafter referred to as the
"Lease and Concession Agreement "); and,
WHEREAS, BGE and the City have reached agreement on revisions to the
Lease and Concession Agreement (hereinafter referred to as the "First
Amendment "), a true and correct copy of which is attached hereto marked as
Exhibit "A" and made a part hereof by this reference; and,
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WHEREAS, BGE is procuring certain items of Equipment by virtue of a
Master Lease Agreement with GMAC Commercial Mortgage Corporation
( "GMAC ") and as a part of that transaction the City and GMAC have reached
agreement on the terms and provisions of that certain Landlord's Consent and
Waiver Agreement, a true and correct copy of which is attached hereto marked
as Exhibit "B" and made a part hereof by this reference; and,
WHEREAS, the First Amendment and the Consent are hereby presented
to the Board for consideration and further action.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
DIRECTOR OF THE CITY OF LITTLE ROCK, ARKANSAS.
SECTION 1. The terms and provisions of the First Amendment and the
Consent be and the same are hereby fully approved and, upon approval by
Regions Bank, N.A. Trustee and Arkansas Teachers Retirement System, the
Mayor and City Clerk be and hereby are authorized, empowered and directed to
make, execute and deliver the First Amendment and the Consent.
SECTION 2. In furtherance of the foregoing the Mayor and City Clerk be
and hereby are authorized, empowered and directed to make and execute any
documentation and do, take and perform any and all other steps, actions or
things deemed necessary or desirable to fully effectuate the transactions
contemplated by the First Amendment and the Consent.
SECTION 3. Severability. In the event any title, section, paragraph,
item, sentence, clause, phrase, or word of this resolution is declared or adjudged
to be invalid or unconstitutional, such declaration or adjudication shall not affect
the remaining portions of the resolution which shall remain in full force and
effect as if the portion so declared or adjudged invalid or unconstitutional was
not originally a part of the resolution.
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SECTION 4. Repealer. All ordinances and resolutions, and parts of the
same, that are inconsistent with the provisions of this ordinance are hereby
repealed, or subject to interpretation, by the provisions of this resolution.
ADOPTED: May 15, 2001
ATTEST: APPROVED:
Nancy Wood, City Clerk
APPROVED AS TO LEGAL FORM:
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Thomas M. Carpenter, City Attorney
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Jim ailey, Mayor