7163RESOLUTION NO. 7,163
A RESOLUTION ACKNOWLEDGING AND CONSENTING TO
A LEASEHOLD MORTGAGE GRANTED BY LITTLE ROCK
MOTELS NO. 1, LTD., A TEXAS LIMITED PARTNER-
SHIP, AS MORTGAGOR, TO WORTHEN BANK & TRUST
COMPANY, N.A., AS MORTGAGEE; AUTHORIZING THE
EXECUTION AND DELIVERY OF A CONSENT TO
LEASEHOLD MORTGAGE AGREEMENT AND PRESCRIBING
OTHER MATTERS PERTAINING THERETO.
WHEREAS, pursuant to Ordinance No. 14,170 of the Ordinances
of the City of Little Rock adopted December 3, 1981, the Board
of Directors of the City authorized the issuance of its Tourism
Revenue Bonds (Little Rock Motels No. 1, Ltd. - Holiday Inn
Project) Series 1982 (the "Bonds ") for the purpose of providing
funds for the acquisition, construction and equipping of a motel
and related tourism facilities (the "Project ") which was leased
to Little Rock Motels No. 1, Ltd., a Texas limited partnership,
(the "Partnership ") pursuant to the terms of a certain Lease and
Agreement dated as of April 21, 1982 (the "Lease and Agreement '')
by and between the City, as Lessor,- and the Partnership, as
Lessee;
WHEREAS, on May 26, 1982, the City issued,-.and delivered the
Bonds to the Merrill Lynch Bond Fund (the "Purchaser '') in the
original aggregate principal amount of Six Million Nine Hundred
Thousand Dollars ($6,900,000);
WHEREAS, the Bonds are secured by a certain Trust Indenture
dated as of April 21, 1982 (the "Indenture ") by and between the
City and Union National Bank of Little Rock, Little Rock,
Arkansas, as Trustee (the "Trustee ") . The Bonds are further
secured by a certain letter of credit (the "Letter of Credit ")
issued by Wells Fargo Bank, N.A., (the "Bank ");
WHEREAS, the Partnership has made application to Worthen
Bank & Trust Company, N.A., Little Rock, Arkansas (the "Lender ")
for a loan of additional funds which will be used to complete
construction of the Project and for other enhancements thereto;
the loan to be secured in part by a mortgage against the
Partnership's interest under the Lease and Agreement in favor of
the Lender;
WHEREAS, the Partnership and the Lender desire to obtain
the prior written consent of the City, the Trustee, the
Purchaser and the Bank before completing the loan transaction;
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WHEREAS, the City acknowledges the intention of the
Partnership and the Lender to enter into the loan transaction
and the City finds that the approval of and consent to the
granting of the leasehold mortgage by the Partnership will
facilitate the completion of the Project and will encourage the
enhancement and further development of tourism within the City.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE CITY OF LITTLE ROCK, ARKANSAS:
Section 1. That the City hereby acknowledges and consents to
the granting by the Partnership, as Mortgagor, to the Lender, as
Mortgagee, of a leasehold mortgage against the Partnership's
interest in the Project as set forth in detail pursuant to the
terms of the Lease and Agreement.
Section 2. That, subject to the approval of the Director of
Finance and the City Attorney, the Mayor and the City Clerk are
hereby authorized to execute and deliver the Consent to
Leasehold Mortgage Agreement and such other documents and
certificates as may be necessary to effect the City's approval
of the transaction. Furthermore, the Mayor and the City Clerk
are hereby authorized to do all things necessary to effect and
carry out the intention of the City as set forth in this
Resolution.
Section 3. That such approval of and consent to the Leasehold
Mortgage is conditioned upon receipt by the City of documents
and other evidence satisfactory to the Director of Finance and
the City Attorney that:
(a) the interest of the Lender as set forth pursuant to
the Leasehold Mortgage is fully subordinate and inferior to
the respective interests of the City, the Purchaser and the
Bank;
(b) that the respective rights and interests of the City,
the Purchaser and the Bank remain unimpaired by the
Partnership's execution and delivery of the Leasehold
Mortgage to the Lender;
(c) that neither the granting of the Leasehold Mortgage
by the Partnership, nor the expenditure of funds derived .
from the loan made pursuant thereto will impair or
jeopardize the tax - exempt status of the Bonds; and
(d) such other assurances,
documents as the Director of
reasonably require.
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certifications, opinions and
Finance and City Attorney may
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Section 4. The provisions of this Resolution shall be in
effect from and after the approval hereof.
APPROVED this 20th day of March, 1984.
ATTEST:
Cit Clerk idrVe Czech
(SEAL)
Mayor J. W. BeffafielcF
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