HomeMy WebLinkAbout194121
z
ORDINANCE NO. 19,412
3 AN ORDINANCE TO AUTHORIZE THE EXECUTION AND
4 DELIVERY OF AN AMENDMENT TO HEAD LEASE AGREEMENT
s RELATING TO THE CITY OF LITTLE ROCK, ARKANSAS
6 INDUSTRIAL DEVELOPMENT REVENUE BONDS (ACXIOM
7 CORPORATION PROJECT), SERIES 2000 -A AND 2000 -B; AND
e DECLARING AN EMERGENCY; AND FOR OTHER PURPOSES.
9
10 WHEREAS, the City issued its Taxable Industrial Development Revenue Bonds
11 (Acxiom Corporation Project), $1,446,192 Series 2000 -A and $36,553,808 Series 2000 -B
12 (the 'Bonds "), to finance an industrial project consisting of the acquisition of land and
13 the improvement of the land and acquisition, construction, and equipping thereon of a
14 12 -story building, including floors for parking, located at 601 East Third Street, Little
1s Rock, Arkansas 72202, to be utilized for comprehensive information management
16 solutions using customer, consumer, and business data and such other operations as
17 Acxiom Corporation shall elect (the "Project "); and
18 WHEREAS, the Project has been leased by the City pursuant to the terms of a
19 Head Lease Agreement, dated as of May 1, 2000 (the "Original Lease "), by and among
20 the City as Lessor, First Security Bank, National Association, not in its individual
21 capacity but as Owner Trustee under AC Trust 2000 -1 (the "SPE "), as Lessee, and
22 Acxiom Corporation; and
23 WHEREAS, Pursuant to the terms of an Assignment of Head Lease dated
24 February 10, 2003, Acxiom Corporation assumed all right, title, and interest of the SPE
25 under the Original Lease and is now the Lessee under the Original Lease; and
26 WHEREAS, pursuant to Resolution No. 10,528, adopted April 20, 1999, the City
27 entered into an agreement with Acxiom Corporation to issue such bonds under the
28 Municipalities and Counties Industrial Development Revenue Bond Law for the benefit
29 of Acxiom Corporation, for a term not to exceed 30 years and to the extent of not to
[PAGE 1 OF 31
Ordinance
Approving an amendment to the Act 9 Bond Lease Agreement
with Acxiom Corporation
1 exceed $55,000,000 (excluding any bonds issued to refund the Bonds), such bonds to be
z issued in one or more series as Acxiom Corporation may request; and
3 WHEREAS, the City, the SPE, and Acxiom Corporation entered into a Payment
4 in Lieu of Tax Agreement, dated October 24, 2000, for payments in lieu of ad valorem
s taxes on the Project that would otherwise be levied by local public bodies with taxing
6 authority; and
7 WHEREAS, Acxiom Corporation has requested that the City amend the Original
a Lease to grant Acxiom Corporation, as lessee, the right to extend the term thereof not to
9 exceed 30 years, consistent with the provisions of Resolution No. 10,528;
10 NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF DIRECTORS
11 OF THE CITY OF LITTLE ROCK, ARKANSAS THAT:
12 Section 1. There be, and there is hereby, authorized and directed, the execution
13 and delivery of Lease Amendment Number One, dated September 30, 2005, by and
14 between the City as Lessor and Acxiom Corporation as Lessee, and the Mayor and City
15 Clerk are hereby authorized to execute, acknowledge, and deliver Lease Amendment
16 Number One for and on behalf of the City. Lease Amendment Number One is hereby
17 approved in substantially the form submitted to this meeting, and the Mayor is hereby
18 authorized to confer with Acxiom Corporation in order to complete Lease Amendment
19 Number One in substantially the form submitted to this meeting, with such changes as
20 shall be approved by such persons executing the document, their execution to constitute
21 conclusive evidence of such approval.
22 Section 2. Emergency. There is hereby found and declared to be an immediate
23 need for the amendment of the Original Lease in order to conform to the terms of
24 Resolution No. 10,528 and in order to assist and encourage industrial development in
25 the City, to continue employment and alleviate unemployment, and to otherwise
26 benefit the public health, safety, and welfare of the City and its inhabitants, and the
27 approval of Lease Amendment Number One and the taking of the other actions
28 authorized hereby are immediately necessary for the accomplishing of these public
29 benefits and purposes. This Ordinance, therefore, being necessary for the immediate
30 preservation of the public peace, health, and safety, shall be in force and effect
31 immediately.
[PAGE 2 OF 31
Approving an amendment to the Act 9 Bond Lease Agreement with Acxiom
Corporation
1 Section 3. Severability. In the event any title, section, paragraph, item, sentence,
2 clause, phrase, or word of this ordinance is declared or adjudged to be invalid or
3 unconstitutional, such declaration or adjudication shall not affect the remaining
4 portions of the ordinance which shall remain in full force and effect as if the portion so
5 declared or adjudged invalid or unconstitutional was not originally a part of the
6 ordinance.
7 Section 3. Repealer. All ordinances or resolutions of the City in conflict herewith
8 are hereby repealed to the extent of such conflict.
9
10 ADOPTED: September 20, 2005
11
12 ATTEST:
13
14
15 N taki S. Blocker, Assistant City Clerk
16 for Nancy Wood, City Clerk
17
18 APPROVED AS TO LEGAL FORM:
19
20
21 Thomas M. Carpenter, City Nttorney
22 H
23 H
24 H
25 H
26 H
27 H
28 H
29 H
30 H
31 H
[PAGE 3 OF 31
Approving an amendment to the Act 9 Bond Lease Agreement with Acxiom
Corporation
APPROVED:
2 0&
Jim Tballey, Mayor
Uf 11
2005080543
09/21/2005 Ma 14:39 PM
Filed & ReccTdLd in
Official Records of
PAT 01DRIEN ;t,4lililtlilff
PULASKI COUNT'S e
CIRCUIT /COUNTY CLERK
Fees 20.0
This instrument prepared by:
M, Jane Dickey =��-
Rose Law Firm L I 1
a Professional Association = C/)
120 East Fourth street
Little Rock, Arkansas 72201
LEASE AMENDMENT NUNMER ONE /,� OLI�, pti`
,,'►►►1#1110
This Lease A mendment Number one, dated as of September 30, 2005, amends the Head
Lease Agreement, dated as of May 1, 2000 (the "'original Lease "), by and between the City of
Little Rock, Arkansas, as Lessor (the "City "), First Security Bank, National Association, not in
its individual capacity but solely as owner Trustee under the AC Trust 2000-1, as Lessee (the
"Company"'), and Acxiorn Corporation ("Acxiom")., a memorandum of which was filed and
recorded in the real property records of the Circuit Clerk and Ex- officio Recorder of Pulaski
County, Arkansas as instrument number 2000075438 on October 4, 2000, as assigned by the
Company to Acxiorn pursuant to an Assignment of Head Lease, dated February 10, 2003 (the
"Assignment "), which was filed and recorded in the real property records of the Circuit Clerk
and Ex- officio Recorder of Pulaski County, Arkansas as Instrument Number 20030 15089 on
February 1.2, 2003. The real property is described on Exhibit A attached hereto.
Section Cane. Pursuant to the Assignment, the original Lease has been amended by substituting
Acxiom Corporation as the Lessee.
Section Two. The original Lease is hereby amended by adding thereto the following Section
11.4:
Section 11.4. Renewal Options. So long as the Lessee is not in default hereunder,
Lessee shall have and is hereby granted the option to extend this Lease Agreement for five
successive renewal terms of five years each (not to exceed a maximum of 30 years for the
original term and all renewals) for an annual rental of $10 per year, payable upon demand
by Lessor on the first business day of each year of the renewal teams and otherwise upon the
terms, conditions, and provisions of this Lease Agreement. The renewal options provided
for herein shall be deemed automatically exercised by Lessee (without requirements of any
notice of exercise) unless 30 days prior to the end of the initial term or any renewal term
Lessee shall give the Lessor written notice by certified or registered mail (with or without
return receipt requested) that Lessee does not elect to have the Lease Term extended beyond
the then current initial or renewal term.
Section Three. The original Lease is hereby amended by adding thereto the following Section
12.1■
Section 12.11. Termination of PILOT Agreement. Lessee agrees and acknowledges
that the Payment in Lieu of Tax Agreement, dated October 24, 2000, by and among the
City, the Company, and Acxiorn will terminate and be of no further force or effect on the
y p ,
earlier of (1) the date the Real Property and the Project are no longer leased or subleased by
Acxiorn or, to the extent permitted by Section 8.3, its lawful successors and assigns, and (i1)
October 24, 2030.
IN WUNES S wI ffiREOF, the parties hereto have executed these presents as of the day and
year first above written.
City of Little stock, Arkansas, Lessor
By.
Jim Dailey, Mayor
ATTEST:
By: Waal"__ C.&Ak
Nancy Wood, City Clerk
AcxiW Corpora'ti
'1► ��
2
Lessee
s Development/Legal
ACKNOWLEDGMENT
STATE OF ARKANSAS )
ss
COUNTY OF PjJLASKI )
Public dui commissioned, qualified
On this .� day of September, 2005, before me, a Notary y q
and acting, wi or th Count Late aforesaid, appeared in person the within named Jim
Dailey and ayor an ity er , respectively, of the City of Little Rock, Arkansas,
a municipality of the State of Arkansas, to me personally known, who stated that they were duly
authorized in their respective capacities to execute the foregoing instrument for and in the name of
the City, and further stated and acknowledged that they had signed, executed, and delivered the
foregoing instrument for the consideration, uses, and purposes therein mentioned and set forth.
g g
IN TESTIMONY WI3EREOF, I have hereunto set my hand and official seal on the date first
above written. �
Notary Public
My commission expires: Edwina Houston
County Of Pulaski
Notary Public - Arkansas
MY Commission Exp, 08/07/2014
ACKNOWLEDGMENT
STATE OF ARKANSAS )
ss
COUNTY OF PULASKI )
2005 before me a Not Public dui commissioned, qualified
On th�s�... day of September, a arY �'
and acting, within and for the County and State aforesaid, appeared in person the within named
Jerry . Jones, Business Develop nent Ugal Leader of Acxiorn Corporation, a Delaware
rry
corporation, to me personally known, who stated that he was duly authorized in his capacity to
execute the foregoing instrument for and in the name and behalf of the corporation, and further
stated and acknowledged that he had so signed, executed, and delivered the foregoing instrument for
the consideration, uses, and purposes therein mentioned and set forth.
IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal on the date first
above written.
Notary Public
My commission expires:
3
EXHIBIT A TO LEASE AMIENDMIENT NUMBER ONE
LEGAL DESCRIPTION
The following described lands situated in the County of Pulaski, State of Arkansas, to-wit:
PARCEL 1:
Lots 1, 21, 31 4, 51 6, 71 85 91 10, 11. , and 12, Block 14, Pope's Addition to the City of Little
Rock., Pulaski County, Arkansas, as shown on the Plat recorded in Plat Book H, Page 30,
records of Pulaski County, Arkansas;
LESS AND EXCEPT THE FOLLOWING:
A part of Lot 6, Block 14, Pope's Addition to the City of Little Rock, Pulaski
County, Arkansas being more particularly described as follows:
BEGINNING at the NE Comer of said Lot 6 thence S 09'23'25" W, along
the West Right of Way line of Ferry Street, 19.99 feet; thence along a curve
to the left having a radius of 20.00 feet, an arc of 31.40 feet and a chord
bearing and distance of N 35'35'38" W, 28.28 feet to the South Right of
Way line of East 3rd Street; thence S 80 °34'41" E, along said South Right of
Way line, 19.99 feet to the POINT OF BEGINNING. Containing 0.002
Acres (86 Sq. Ft.) more or less.
TRACT B:
A part of Lot 1, Block 14, Pope's Addition to the City of Little Rock, Pulaski
County, Arkansas being more particularly described as follows:
BEGMMG at the SE Comer of said Lot 1 thence N 80'28'37" W, along
the North Right of Way line of East 4th Street, 20.05 feet; thence along a
curve to the left having a radius of 20.00 feet, an arc of 31.46 feet and a
chord bearing and distance of N 54 °27' 24" El 28.32 feet to the West Right of
Way line of Ferry Street; thence S 09'23'25" W, along said West Right of
Way line, 20.05 feet to the POINT OF BEGINNING. Containing 0.002
Acres (86 Sq. Ft.) more or less.
PARCEL 2:
Lots 1 through 12, Block 15, Pope's Addition to the City of Little Rock, Pulaski County,
Arkansas, as shown on the Plat recorded in Plat Book H, Page 30, records of Pulaski
County, Arkansas and the alley running North and South through said Block 15, which was
il
closed by City Ordinance No. 13,896, a certified copy of which is filed for record as
Instrument No. 80-46764, records of Pulaski County, Arkansas;
LESS AND EXCEPT THE FOLLOWING:
A part of Lot 12, Block 15, Pope's Addition to the City of Little Rock., Pulaski
County, Arkansas being more particularly described as follows:
BEGINNING at the SW Comer of said Lot 12 thence N 09'25'37" E, along
the East Right of Way line of Commerce Street, 19.97 feet; thence along a
curve to the left having a radius of 20-00 feet, an arc of 31.38 feet and a
chord bearing and distance of S 3.531.' 30" E, 28.26 feet to the North Right
of Way line of East 4th Street, thence N 80'28'37" W, along said North
Right of Way line, 19.97 feet to the POINT OF BEGD;NING. Containing
0.002 Acres (86 Sq. Ft.) more or less.
A part of Lot 7, Block 15, Pope's Addition to the City of Little Rock, Pulaski
County, Arkansas being more particularly described as follows:
BEGGING at the NW Comer of said Lot 7 thence S 80'26'59" E, along
the South Right of Way line of East 3rd Street, 20.04 feet; thence along a
curve to the left having a radius of 20-00 feet, an arc of 31.46 feet and a
chord bearing and distance of S 54'29'19" W, 28.31 feet to the East Right of
Way line of Commerce Street; thence N 09'25'37" E, along said East Right
of Way line, 20.04 feet to the POINT OF BEGINNING. Containing 0.002
Acres (86 Sq. Ft.) more or less.
PARCEL 3 -6
All that part of Sherman Street between 3rd and 4d, Streets and the Alley within Block 14 in
Pope's Addition to the City of Little Rock, Arkansas, which was closed by City Ordinance
No. 18,026, a Certified copy of which was filed for record on September 23, 1999 and
recorded as Instrument No. 99-76741, records of Pulaski County, Arkansas; together with
all rights, structures, easements, alleys, rights-of-ways, improvements, fixtures, or privileges
located thereon or appertaining thereto.
R