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HomeMy WebLinkAbout6755 RESOLUTION NO. 6 , 755 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE CITY OF LITTLE ROCK, ARKANSAS AUTHORIZING THE ENTRY INTO AN AGREEMENT TO ISSUE BONDS FOR THE PURPOSE OF ASSISTING IN THE FINANCING OF A TOURISM PROJECT WITHIN THE CITY. WHEREAS , the City of Little Rock , Arkansas, is authorized under the provisions of Act No. 380 of the General Assembly of the State of Arkansas for the year 1971 , as amended ("Act 380") , to acquire, construct , and equip facilities to secure and develop the tourism industry and to assist in the financing thereof by the issuance of bonds payable from the revenues derived from such facilities; and WHEREAS, Charles L. Bussey, Jr . (the "Developer" ) , or his assigns , has evidenced an interest in acquiring , constructing, improving, and equipping a tourism project within the City of Little Rock , Arkansas if the permanent financing can he provided through the issuance of bonds under the authority of said Act 380 ; and WHEREAS , the City of Little Rock , Arkansas desires to assist the Developer in order to secure and develop the tourist industry within or near the City of Little Rock , Arkansas , and to aid in the financing thereof under the provisions of said Act 380 ; and WHEREAS, it is desirable that the City of Little Rock , Arkansas enter into an Agreement to Issue Bonds for such purpose; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY OF LITTLE ROCK, ARKANSAS, that : 1. The Mayor , or the Vice Mayor , and the City Clerk of the City of Little Rock, Arkansas, be authorized to enter into an Agreement to Issue Bonds in substantially the form and substance as follows: AGREEMENT TO ISSUE BONDS THIS AGREEMENT is made as of , 1982 , by and between the City of Little Rock, Arkansas, a municipal corporation under the laws of the State of Arkansas (the "City") , and Charles L. Bussey, Jr . (the "Developer" ) , or his assigns , for the purpose of carrying out the purposes set forth in Act No. 380 of the General Assembly of the State of Arkansas for the year 1971 , as amended (the "Act" ) . W I T N F S S E T H: WHEREAS, the City is authorized by the Act to own, acquire, construct, equip, operate, maintain, sell, lease or contract concerning or otherwise deal in or dispose of any land, buildings, or facilities of any and every nature whatever that can be used in securing or developing the tourist industry within or near the City; and WHEREAS , the City has determined that such purposes may be served by cooperation with the Developer for the acquiring, constructing, improving , and equipping of a tourism project (as defined in the Act) within the City (the "Project" ) ; and WHEREAS, the City and the Developer desire to cooperate in accomplishing the Project and to have the costs of the Project financed from the proceeds of revenue bonds of the City (the "Bonds" ) to be issued pursuant to the Act in an aggregate principal amount now estimated to be $2 ,000 ,000 (excluding any bonds issued to refund the Bonds) ; and WHEREAS, the City and the Developer contemplate that the Project will be leased to the Developer , with an option to purchase , and the rental payments therefor together with other moneys available shall be sufficient to pay debt service on the Bonds and all related costs ; NOW, THEREFORE, in consideration of the premises and other good and valuable consideration under the mutual benefits , covenants and agreements herein expressed , the City and the Developer agree as follows: 1. Proceedings . All proceedings in connection with the issuance of the Bonds shall be consistent with the requirements of the Act. All references contained herein to the issuance of the Bonds , shall be subject to compliance with the formalities of the Act when the facts required to do so are determined . -2- 2. Construction. The City and the Developer will cooperate in causing to be commenced and continued the required acquisition, construction, equipping and improvement of the Project, and the Developer may provide, or cause to be provided , the necessary interim financing to permit such work on the Project to commence and continue expeditiously pending the issuance of interim and/or permanent bonds. Not later than the time of issuance of the Bonds for any portion of the Project, the Developer will convey and transfer or cause to be conveyed and transferred to the City, for an amount approximately equal to that then expended by the Developer for the Project or portions thereof which are financed by the Bonds then issued (including at the Developer ' s option any costs of interim financing) , the Project or portions thereof to be then financed. There shall also be conveyed to the City any easements and rights-of-way necessary to permit acquisition, construction, equipping, operation and maintenance of the Project or such portion. 3 . Lease. The City shall enter into a lease, or leases , under which the Developer will lease, with an option to purchase, from the City, such Project or portions thereof and will agree to make rental payments sufficient to pay the principal of, premium, if any, and interest on the Bonds, together with all charges of any Trustee and/or any Paying Agent for the Bonds . 4 . Sale of Bonds , Security. The City will take such steps as are necessary to issue, sell and deliver , pursuant to the terms of the Act , the Bonds for the purposes of financing the costs of the Project, in each case only upon receipt of the written designation by the Developer of the purchaser (s) or underwriter (s) thereof, such Bonds to be in such principal amount, to mature in such amount and times , to bear interest at such rate or rates and to be payable on such dates and to have such optional and mandatory redemption features and prices as are determined by the City and approved in writing by the Developer . The City further agrees that it will enter into the lease, and if required, an indenture of trust with a bank or trust company, qualified to exercise trust powers where necessary, for the purpose of providing rental payments sufficient, with other amounts available from the Developer or directly or indirectly from the proceeds of the Bonds, to pay the principal of, premium if any, and interest on the Bonds as they become due together with the charges of any Trustee and/or any Paying Agent for the Bonds , and pledging and/or otherwise securing the payment of such rental payments for the benefit of the holder (s) of the Bonds. The lease, the indenture, and other related documents, and the Bonds shall contain such terms and conditions as are agreed upon by the City and the Developer , -3- including, without limitation, the guaranty of the Bonds by the Developer , or a letter of credit issued by a bank, or such other assurances and guaranties as the City may deem appropriate under the circumstances . The City will cooperate in consummating the transaction so contemplated and in attempting to realize the desire of the parties hereto that the interest on all Bonds be exempt from Federal income taxation. 5 . Bonds to be Special Obligations . The City shall have no financial responsibility with respect to the Project, the Bonds or the costs associated with either , and the Bonds shall be special obligations of the City and shall never constitute a general obligation , indebtedness or pledge of the credit of the City within the meaning of any constitutional or statutory provision and shall never be paid in whole or in part out of any funds raised or to be raised by taxation or any other revenues or other funds of the City except those (including unexpended Bond proceeds) derived from or in connection with the sale or lease of the Project as provided for herein. 6 . Conditions of Issuance. The Bonds may be issued either at one time or in several series and/or issues from time to time, in such aggregate principal amount or amounts as the Developer shall request in writing; provided, however , that all conditions of the Act shall have been met. It is further agreed that the proceeds of the Bonds shall not he invested so as to constitute any of the Bonds as arbitrage bonds within the meaning of Section 103 (c) of the Internal Revenue Code of 1954, as amended, and applicable regulations promulgated pursuant thereto. 7. Costs to be Financed . The costs of the Project may include any costs permissible under the Act, including but not limited to reasonable and necessary costs , expenses and fees incurred by the City in connection with the issuance of the Bonds or in connection with the Project , such as out-of-pocket expenses incurred by any employee of the City; fees and out-of-pocket expenses of counsel for the City, Rose Law Firm, a Professional Association, bond counsel , and any trustee; fees and expenses, if any, required in connection with the underwriting or placement of the Bonds; recording costs; rating agency' s fees, if any, and printing costs. The City will upon request provide or cause to be provided any data or information which may be reasonably required to verify any of the costs , expenses and fees enumerated above. 8. Termination. In the event that the Bonds shall not be sold within three years from the date hereof, this Agreement shall automatically terminate unless the parties hereto shall agree in writing to its extension for a further period of time -4- specified in such writing. The Developer may unilaterally terminate this Agreement without liability to the City (except for any amounts due and owing by the Developer to the City arising out of the transactions occurring on or before the time of such termination, which shall be promptly paid by the Developer to the City) by giving notice by ordinary mail , postage prepaid, to the City specifying therein the date of termination which may be the date of the notice. 9. Protection to the City. The Developer shall pay all of the City ' s costs and expenses reasonably and necessarily incurred in connection with this Agreement or any other related document or instrument. The Developer will at all times indemnify and hold harmless the City against any and all losses , costs , damages, expenses and liabilities of whatsoever nature directly or indirectly resulting from, arising out of , or related to matters in connection with this Agreement. The City shall not be liable to the Developer under any circumstances if the City shall determine not to issue the Bonds. 10 . Assignment by Developer . It is contemplated by the City and the Developer that a corporation or general or limited partnership may be formed to assume the rights and duties of the Developer hereunder and to provide additional capital for the development of the Project. This Agreement may be assigned by the Developer to such party or parties only after having obtained the prior written consent of the City to such assignment. Not later than thirty (30) days prior to the time the Developer shall request the City to adopt the necessary ordinance to issue the Bonds , the Developer shall provide to the City the names and addresses of all stockholders of the Developer (if a corporation) or the names and addresses of all general and/or limited partners of the Developer (if a partnership) , together with such other information concerning_ such persons as the City may request . 11 . Payment in Lieu of Taxes . The City and the Developer recognize that under decisions of the Supreme Court of Arkansas the Project may be exempt from ad valorem taxation. The Developer agrees , however , to enter into an agreement with the City for payments in lieu of taxes , in such amounts and on such terms as shall be acceptable to the City and the Developer , to local public bodies with taxing authority. 12. Purpose and Effect. The Bonds are to be issued, sold and delivered under the authority of the Act and all related actions and documents shall be in conformity therewith. The City intends this Agreement to be the expression of its present official intent, pursuant to the terms hereof, to issue the Bonds in the aggregate principal amount of $2, 000, 000, or such -5- larger amount as may be required if the Project costs are determined to exceed such amount , and to expend the Bond proceeds to defray the costs of the Project. The City considers this Agreement to be an official action for all purposes of the Federal Income Tax Regulations. IN WITNESS WHEREOF, the City of Little Rock, Arkansas, acting pursuant to resolution of its Board of Directors, has caused its name to be hereunto subscribed and the Developer has caused his name to be subscribed hereto, all as of the year and date first above written. CITY OF LITTLE ROCK, ARKANSAS // By: // 4017 ,4iLacairmilI --- Mayor ATTEST: City Clerk (S E A L) Charles L. Bussey, Jr . Developer -6- • 2. This Resolution shall be in full force and effect from and after its adoption. ADOPTED this 4th day of March , 1982. Mayo ATTEST: ''4.14 ' _eit'l/ City Cl (S E A L) -7-