HomeMy WebLinkAboutOrdinance 2791 ORDINANCE NO .
n1
AN ORDINANCE AUTHORIZING THE ISSUANCE OF IMDUSTFI
DEVELOPMENT REVENUE BONDS UNDER ACT NO , 9 OF 1960 "�S . ` 'n
AMENDED , FOR THE PURPOSE OF PROVIDING PERMANENT Fr�'?CIv��nb Up
FOR THE COST OF SECURING AND DEVELOPING INDUSTRY EC �O p
PARTICULAR INDUSTRIAL PROJECT IS DESCRIBED IN THE ,G�O
ORDINANCF ) ; AUTHORIZING THE EXECUTION AND DELIVERY WON,
TRUST INDENTURE SECURING THE BONDS ; AUTHOPIZING AND
F t O C
PRESCRIBING CERTAIN OTHER MATTERS PERTAINING TO THF
INDUSTRIAL PROJECT , THE CONSTRUCTING THERFOF AND THE
FINANCING THEREOF ; AUTHORIZING A LEASE AGREEMENT BETWEEN
THE CITY OF FAYETTEVILLE , ARKANSAS , AS LESSOR AND MEXICAN
ORIGINAL PP. ODUCTS , INC . , AS LESSEE , IN SUBSTANTIALLY THF
FORM AND WITH SUBSTANTIALLY THE CONTENTS SET FORTH IN AND
MADE A PART OF THIS ORDINANCE ; AUTHORIZING THE EXECUTION
AND DELIVERY OF THE LEASE AGPEFMFMT ; PRESCRIBING OTHER
MATTERS RELATING THERETO ; AND DECLARING AN EMERGENCY .
WHEREAS , the City of Fayetteville , Arkansas ( the " City " ) is
authorized by Act No . 9 of the First Extraordinary Session of
V the Sixty - Second General Assembly of the State of Arkansas ,
14 approved January 21 , 1960 , as amended ( " Act No . 9 " ) , to acquire
lands , construct and equip industrial buildings , improvements ,
and facilities and to incur other costs and expenses and make
other expenditures incidental to and for the implementing and
accomplishing of the conduct of industrial operations ; and
WHEREAS , the City is authorized by Act No . 9 to issue
industrial development revenue bonds payable from revenues
derived from the industrial project so acquired and constructed
and secured by a lien thereon and security interest therein ;
and
WHEREAS , the necessary arrangements have been made with
Mexican Original Products , Inc . , an Arkansas corporation ( " the
Company " ) , for an industrial project consisting of the
acquisition , construction and equipping of additional
facilities in connection with its food manufacturing ,
preparation and distribution facility , now located in the City
( the " Project " ) , and to lease the Pro -lect to Mexican Original
Products , Inc . pursuant to the terms of a Lease Agreement ( the
" Lease Agreement " ) ; and
WHEREAS , permanent financing of the Project costs ,
necessary costs and expenditures incidental thereto and the
cost of the issuance of bonds is being furnished by the City
issuing Industrial Development Revenue Bonds under the
provisions of Act No . 9 of the principal amount of not to
exceed Two Million Dollars ( $ 2 , 000 , 000 ) ( the " Bonds " ) ; and
L ME- 58 1 8
.f
WHEREAS , the completion of the Project will furnish
additional employment and other benefits , and be in the best
interests of the City and its residents ; and
WHEREAS , the Bonds are to be sold and delivered in the
principal amount of $ 2 , 000 , 000 , and are dated , bear interest ,
mature and are subject to redemption as hereinafter set forth
in the form of Indenture authorized by this Ordinance ; and
WHEREAS , the City proposes to enter into a Pond Purchase
Agreement as requested by the Company for the sale of said
Bonds ;
NOW , THEPEFOPF , BE IT ORDAINED BY THE BOAPD OF DIPECTOPS OF
THE CITY OF FAYETTEVILLE , ARKANSAS :
Section 1 . That there be , and there is hereby authorized
and directed the following :
( a ) The sale of the bonds according to the terms of a Bond
Purchase Agreement to be recommended by the Company ,
substantially in the form submitted at this meeting ,
which Bond Purchase Agreement shall be entered into by
the Mayor with Dabbs Sullivan Division of George K .
Baum & Company ( the " Purchaser " ) , and an executed copy
of which shall be filed with the City Clerk ;
( b ) The acquisition and construction of the Project , and
in connection therewith , the execution of any
necessary architectural , engineering or construction
contracts or the acceptance of an assignment of any
such contracts previously executed by Mexican Original
Products , Inc . for the construction and equipping of
the Project ; and
( c ) The performance of all obligations of the City under
the Lease Agreement pertaining to the constructinq and
equipping of the Project and the performance of all
obligations of the City under the contracts referred
to above .
Section 2 . The bonds shall bear interest at the rate or
rates to be specified in the Bond Purchase Agreement ( but not
in excess of the maximum rate permitted by Section 511 ( a ) of
the Depository Institutions Deregulation and Monetary Control
Act of 1980 ) , shall mature in not more than fifteen ( 15 ) years ,
and shall be in the original principal amount of not to exceed
$ 2 , 000 , 000 , provided that bonds not exceeding the aggregate of
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said amount may be issued in successive series at the request
of the Company and the Purchaser . To provide the terms and
conditions upon which the Bonds are to be secured , executed ,
authenticated , issued , accepted and held , the Mayor is hereby
authorized and directed to execute and acknowledge a Trust
Indenture , by and between the City and a bank or trust company
which will act as trustee thereunder , dated as of February 1 ,
1982 ( the " Indenture " ) , and. the City Clerk is hereby authorized
and directed to execute and acknowledge the Indenture and to
affix the seal of the City thereto , and the Mayor and City
Clerk are hereby authorized and directed to cause the Indenture
to be accepted , executed and acknowledged by the Trustee . The
Indenture is hereby approved in substantially the form
submitted to this meeting , and the Mayor is hereby authorized
to confer with the Trustee , the Company and the Purchaser in
order to complete the Indenture in substantially the form
submitted to this meeting with such changes as shall be
approved by such persons executing the document , their
execution to constitute conclusive evidence of such approval .
( Advice is given that , pursuant to Act No . 9 , a copy of the
Indenture in substantially the form authorized to be executed
is on file with the City Clerk of the City of Fayetteville , and
is available for inspection by any interested person . )
Section 3 . That there be , and there is hereby authorized
the execution and delivery of a Lease Agreement , dated as of
February 1 , 1982 , by and between the City as Lessor and Mexican
Original Products , Inc . as Lessee ( the " Lease Agreement " ) , and
the ' Mayor and City Clerk be , and they are hereby authorized to
execute , acknowledge and deliver the Lease Agreement for and on
behalf of the City . The Lease Agreement is hereby approved
substantially in the form submitted to this meeting , and the
Mayor is hereby authorized to confer with Mexican Original
Products , Inc . , the Trustee and the Purchaser in order to
complete the Lease Agreement in substantially the form
submitted to this meeting with such changes as shall be
approved by such persons executing the document , their
execution to constitute conclusive evidence of such approval .
( Advice is given that , pursuant to Act No . 9 , a copy of the
Lease Agreement in substantially the form authorized to be
executed is on file with the City Clerk of the City of
Fayetteville , and is available for inspection by any interested
person . )
Section ? . The Mayor and City Clerk , for and on behalf of
the City be , and they are hereby , authorized and directed to do
any and all things necessary to effect the execution of the
Lease Agreement , the performance of the City ' s obligations
m1058 III
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under the Lease Agreement , the execution and delivery of the
Indenture , its execution and acceptance by the Trustee , the
performance of all obligations of the City under and pursuant
to the Indenture , the execution and delivery of the Bond
Purchase Agreement , the execution and delivery of the Bonds ,
the execution and delivery of an official statement in form and
substance satisfactory to said officers and the Purchaser of
the Bonds , and the performance of all other acts of whatever
nature necessary to effect and carry out the authority
conferred by this Ordinance . That the Mayor and the City Clerk
be , and they are hereby , further authorized and directed , for
and on behalf of the City , to execute all papers , documents ,
certificates and other instruments that may be required for the
carrying out of such authority or to evidence the exercise
thereof .
Section 5 . That since the City is here involved with the
constructing and equipping of a complex industrial project ,
requiring highly specialized work and specialized types of
machinery and equipment , it has been and is hereby determined
by the Board of Directors that competitive bidding be , and the
same is hereby , waived as to this particular industrial
project . This action is taken by the Board of Directors
pursuant to applicable laws of the State of Arkansas , including
particularly Act No . 9 .
Section 6 . Rose Law Firm , a Professional Association , of
Little Rock , Arkansas , is hereby appointed as Bond Counsel with
respect to the issuance of said bonds , the fees and expenses of
which firm shall be costs of the Project .
Section 7 . That the provisions of this Ordinance are
hereby declared to be severable , and if any section , phrase or
provision shall for any reason be declared to he invalid , such
declaration shall not affect the validity of the remainder of
the sections , phrases or provisions .
Section 8 . That all ordinances , resolutions and parts
thereof in conflict herewith are hereby repealed to the extent
of such conflict .
Section 9 . That there is hereby found and declared to be
an immediate need for the securing and developing of
substantial industrial operations in order to provide
additional employment , alleviate unemployment and otherwise
benefit the public health , safety and welfare of the City and
the inhabitants thereof , and the issuance of the Bonds
authorized hereby and the taking of the other action authorized
herein are immediately necessary in connection with the
securing and developing of substantial industrial operations
mse58
-4 -
and deriving the public benefits referred to above . It is ,
therefore , declared that an emergency exists and this Ordinance
being necessary for the immediate preservation of the public
health , safety and welfare shall be in force and take effect
immediately upon and after its passage .
DATED : February Cz 1982 .
ga6t /
MAYOF
ATTES
JF q XT Y;,
CEF.'I'IFICATE OF. RECORD _
v :
State of Arkansas I' SS
City of Fayettoville
cou -. . ` . I, Sherry Rowe, City Clark and Ex-Officid
. . recorder for the City of Fayetteville, do herea
by certify that tho annexed or foregoing is
of record in my office and tho same ap=
pears in Ordinance & Resolution book
X I I _at pago, 1 () , 5 Witness my
hand and seal this Lc? ? � day of
19
City Clerk and Officio Recorder
CERTIFICATE OF RECORD
STATE OF ARKANSAS I SS.
Washington County
I, Alma L. Kollmeyer, Circuit Clerk and Ex-Officio Recorder for
Washington County, do hereby certify that the annexed or fore-
going ins rument ws filVV=_d for re rd in my poffice on the,/-Q-day
of 14-Rat O 7o'clock/i.M , and the same is
duly recorded in_Ac-'-k record OS- 8 at pagea—S'
bYitn^ss m,., hand and seal this-IL day of —t��
Circuit Clerk and
_ �(�Etxx--Officio Recorde
dA
Oy /l/ /
o��uty ri�d� 1059
Ati
—5 —
!
/ yet The performance of all obligee - CCCYYY
tons W the City under tease
eR1iliaN('F. .\'U. ::1t s•;reemem perlaininN to th'he onstrmAn uNidame aalMrinug We. is ling am I uipping of the Proles! and
suunye e( IMustnal Derelopmem I the µ'rfannonce nl all nbligalir d
Revenue Gmmrs colder Act Nn. 9 of the C'ty under the cnmracts referred STATE o1 ARKANSAS 1
;!v Q. as amended. file thepuryxe oft
mto abn%e - TT
iproriding peraagnt financing for the 41 I County of Washington
^int=f nn8 and developing in.
an'
du (the
partic feet is dr%erflwil in a Moth al ileo- 'v LyV- it ! yl)�1 � r1 � _ �
amthnriring l i denture n and delivery - V`•'� vs••t/Ybe' hereby certify that I
of a 1rAut indenture pier cg the
fonds: :mtnarizing and 4mcibing am the Publisher Of THE N('1RTHWEST ARKANSAS TIMES. a dally
certain ether matters feet m the
industrial project, the eotuuvebng newspaper having a second class malting Dr1v11ege, and befog not lees than
thereof and the financing merest: four pages of five columns such, published at a fixed place of business and at
authorizing a [ease agreement bell-
wren the City of Fayetteville. Arkaa a fixed (dally) Intervals continuously in the City of Fayetteville, County of
sea, as lessu and Slexican Original Washington, Arkansas for more than a period of twelve months, circulated
Products, Inc., as lessee, in sututan.
harry the form and with suntmtiailyn} SOWO3 Jet
the
• sap and distributed from an established place of business to subscribers and
the contents set forth in and made ajOeA Ilnl OMt JO} 111030 8
part of this ordinance: authorizing the readers generally of all classes in the City & County for a definite price for
d
execton and delivery of the LaseMou Ang •6ulAlJp eaJ}-lsph each copy, or a fixed price per annum, which price was fixed at what is
agreement: Pusncribiother matters
n
relating t : o: and declaring an ibs (31101
considered the value of the publication, based upon the neva 'value and
om%rhvrnry service value it contains, that at least fifty percent of the subscribers
tkansast the"City
ity* d Fayetteville, -
Arkancnsuhe-ciq'•I is authorized q' . thereto have DBSd cash for theft subscriptions to the newspaper or Its agents
Act No. 9 d•lhe Fizsc Ectreordieary
Session of the Sixty secand General or through recognized news dealers over a period of at least all months ;
Assembly Of the state of Arkansas. ail and that the said newspaper Publishes an average of more than forty percent
proved January tl, t9W. as amended
t••.%ct No. 9"1, to acquire lands. con- ' news matter.
elrucl and equip industrial builrings: ,
improvements, and facilities and to in-- ' I I I farther certify that the legal notice hereto attached 1n the matter of
eve other costs and expenses and main � 1
ether he expenditures incidental to and I ��
for the implementing and an.
dustri l tips ti s: Conduct of in
nd
Whereas. the City d Arial deve by ' ��/• ��
me t revenue issue ns paial develop- 14
meet esderibonds payable from was published to the regular daily issue of said newspaper for.
revenues derived from theindustrial
project so acquired and constructed n rpaeecutive insertions ae follows:
and secured by a lien thereon and I QLC
scarily interest therein; end / / A/f 1 , day of
1g
Whereas. the necessary at_
) The first insertion on the
nngements have hien made with SqL
Mexican Original Products. Inc., an 19
Arkansas corporation ("the Came the second Insertion on the day of
pany"), for an industrial project eon-
q8 `
soling d me acquisition, ca aclim QS a It
and equipping of addmowlfxilitin in the third Insertion on the . day Of
19
rntulection with its food manufnufactur-
ing. preparation and distribution L62,
facility. now located in the City (she and the fourth Insertion on the aav of 19
"PntjecC ), and to lease the Project to . u S JOj
Mexican Original Products, Inc. Pur' ui4 ' Ajej}Dq d/H -\ t ` r
suant to the terms of a Lease Agree- `/g, C \ e f _ ::'�rw.•-�'�-�
mens (the "Lease Agreement") _and 3d�o1 1Voa./ � - - -
Wheroas. yrnunenthnancinBdilF< ' 1 J .7 '
Project costs, necessary rents and ex.
perdibusis incidental thereto and the -
cost d the issuat re of bonds L% being Sworn to and subscribed before me on this I� day, of
furnished by the City issuing Industrial
Development of Act %i Sof t under clonal Asss herebyon. of anteWrite Rack.
Bond � ^ ,
the provisions d Act Ne. 9 x the prier- Arkansas, is hereby appointed as BOM I l 'k
Milliammo of Ml to exceed Two Counsel with respect to the xpenses of v 10
Million Donlan IR,000,000) (the said bunds, the lees and of the . of
"Bands")her ; and which firm shall M costs of tars Pro . r,
Wt vdil f the completion l the employ- jecl.
intewill famish additional employ- Section ]. That the provisions t this .
meal and other of the and he in the ordinance are hereby declared to he ptarY PnbIIC
best interests; and d Uro City cool its severable, and a may section,re Phrson be !
Wresidents;
ere : and be fared to a in for any reason he '
Whereas, the Duda nre to a sold declared to he invalid, such ty of th-
and delivered ts the principal amount rim stuff
inde not affect me validity a the :
d sY,p00.000. and are dated, bear In,
remainder of me sections. phrases Or My COIDID1eg101p Expires,
serest, mature and arc subject to proviitions. \ \ I
redemption as hereinafter set forth In Section a. That all ordinances. ' 1
the farm Of Indenture authorized by rrsoluuons and parts thereof in cum
this Ordinance: and flier herewith are hereby repealed to,
Whereas. the City proposes to enter the extent of such conflict. _
into a Bond Purchase Agreement as re- Serum 9. That there is hereby fmM '
queued by the Company lar the sated • and declared to he an immediate need ,
said Muds: for the securing and developing of Fees for Printing .
Now. theMars, be it ordamea by the substantial industrial operations in x
Board of Directors of the City of Fayet- Order to provide additional employ- Cost of Prlyot L
wale. Arkansas. I mens. alleviate unemployment and
Sechml. Ttut :herebe. andthercis dheraise benefit the public health.
Hereby authorized and directed the safety and welfare of the City and the
following: inhabitants thereof, and the issuance Total
(a) The sale of the bonds arcaed:ng in the Bonds authorized hereby and the
to the terms Of a Bond Purchase laking of the other action authorized
Agreement 10 be recommended by the herein are immediately necessary in
Company, substantially in the form I connection with the securing and
submitted at this rereting, which Bond devcoping of substantial industrial
Purchase Agreement shall be entered ; Operations and derivntg the p'.tbllc
into by the Maybe with Dabbs Sullivan , benefits referred to above. It 'is.
Division of George K. gaunt a Cum- (herefore, declared that an emergency
party Ithe "Puretasei'1, and an ex. exists and this Ordinance being ,
eccbW copy of which shall be filed with nesessar ' furrl< immediate preserve-
theC.tvClerk: f tion d the public health. safety and 1 y
(b: The acquisition and cuulructim welfare shall be in lorce and lake orf-
d the Project, and in connection f feet immediately upon and alter its
therewith, the execution of any passage
necessary Irchitercbual, enlprle ssing Dated: February 2. 1911 n s . , -
beeonstrtetimCmUCtsbeLYecce¢ Paul R. Noland Il'C PAyABl�
tante d. an' asfslyexe t any such -
Maybe �LU4it 1 J
lean original incl axlY exemise. by Nes- Attest:
ion Origiml Product, Ice. he ilei . Cherry Rave
jazz;
WW ion and equipping d the Pro, City L(
lerk
I jbel; and _ +• -•z- .�.. 11C. 17
fist] --- - -+_
Mir
to The performance of all oblige- �'✓2
lions of the City under the lease ty
SHId.N \NfF SU. ::q .F;ne•ementpelainmsttothecmWttm-
unjimnre aunvriI ::% the is ling ants equipping M the Project and
uu. 4 of Imusmal izingov% jpmcrtt the wriarnomc of all ebbs teens f
Reveller O..adi under Act, No. 9 n( IM C•ty under the contracts referred STATE of ARKANSAS 1
\J. as amended. flat' :he purpxe of i mabn.e. J}
,pravabng permalent financing far live. Section "_. The butts shall bear in. ee.
141 vl r curet aM drvelopinR ion terest at the rate or r.:tes to be county Of Washington
Anstn' tine W rurusar indusb ial pro specified in the Bond lluohase Agree- rt'
pxr is aeserdrtl in the orllmance` : ment :Ix;t not in excess of Ine. max-
anthoritingfte .eecutimtanddrlirery :mum rate permuted by Section 9111a1 t'7 4:ls VVI/
a a tool lac Blurt :and dnR the of the Depwiton' Institutions T 4..If/y� J hereby certify that I
bonds: :v.ithorizing am prncrnbing Act
ct of etwiinn and >lonedpry Control y
evrtam other matters pertaining to oro Acdof 1teerlsnaumabrre inial more gm the IublleIler of THE NORTHWEST ARKANSAS TIMES, a dally
industrial project, Inc Conswcting than fifteen air yore, and shallot m
Nesse and the fimncinR mere°(: the oriRt^al pnnCnP.tlamount of not to newspaper having a second class mailing privilege, and befog not lase than
a hereof tan a lease ague therm:
Lett- exceed s9�•m)• punted that bonds four pages of five columns each, published at a fixed place of business and at
urcn the Pity ,a Fayetteville. Arkin. not unseeing the aggregate in sO tl said
aus, tr lessor and agreement
Original amount may be e agg m to of said
a flied (dally) intervals continuously in the City Of Fayetteville, County of
f'mdas l Inc.. n Instate. in Original series at the request of the Company f Washington, Arkansas for more than a period of twelve months, circulated
bxlty the form and with suhstantiully and the 1'urceltionaser. To Provide the
tlt'; Contents set form in and made a terms and con ti se upon exec me and distributed from an established place of . baelnesa to 9ubBCTlbeie and
Fart OI this Ordinance: authorizing the aunts ore to hs secured, executed
jn , readers generally of all classes in the City & County for a definite price for
execution and delivery of the Ieau authenticated, issued. azcepled and
agreemilmi prescribing other matters held. 'ne Mayor is hereby authorized each copy, or a fixed price per annum, which ➢rice was fixed at what is
relating thereto: anti declaring an aid Cirecded to evrcu:c and
emergent) . acknowledge a Trust l,ecnmrc, by , considered the value of the publication, based upon the neve 'value and
Brgent) tie Cep• tl FapCneviOa and betxeen the Up mid a bank on service value it contains, that at least fifty percent of the subscribers
Lm t company which will act as
Arkansas n the 'Tiry 'n is authorized by b-ontae thereunder, dated as Of , thereto have paid cash for their subscriptions to the newspaper or Its agents
act No. 9 M-nm Pusl. EbiCacrdirary February I, 19C (the "Indenture"),
Session or the SixtySecond Gencol and Oe City Clerk Whereby aumon:ed ; or through recognized news dealers over a period of at least six months:
Assembly of the s�tetlArkansas cep and directed to execute and and that the said newspaper publishes an average of more than forty percent
proved January ID. IseO, as amended uiedge thclndenmre andmaffix
; "Act Nackno
No. 9"t. to acquire lards, con' the seal d the City thereto, and the news matter.
swot and equip industrial buildings; Ma or ane Cip Clerk arc hereby
improvements. aid faeililirs amt to m: s I further certify that the legal notice hereto attached In the matter of
cur other Costs and expenses and make Indenture and accep t^ cause the
other expenditures incidental to anti
Indenture !o be accepted. executed
fur the implementing and ac- and acknowledged by the Tnslce. The {{ ^
complishing of the Conduct of in- Inde Seal is hereby approved m \1�/' rl / C
I
duslrialoperatitim: and substantially the form submitted to i 1` " l `/ I;
whttns, the City is authorized by Max meeting with such changes as
Act
Whereas.
9 b issue industrial develop shall be approved by such persons ex-
Act
revenue bonds payable from Crating the dxumeal, dere execution
revenues derived from tho-imjustrial lex constitute conclusive evidence tl was published In the regular dally 18Bne of said IIewspaper to
project so acquired and constructed suchapproval' uxsupnl to I ' consecutive Insertions as follows:
and secured by a lien thereon and iAdvice is given that, p
Act No. 9. a copy of me Indenture in '
security interest therein: and sabstanlially the form aulhorixed :obe 7 1 ; day of 19--j. 2L
Whereas, the necessary at'• I executed is on file with the City Clerk ) The first 1n6eTt10II On. the
rangements have been made with a Ore City of Fayetteville, and is
Noncan OriWral Products. Inc., an available for inspection by any ion I 19
Arkansas corporaenn ("the Com- lerealed penaa ) i the second insertion on the day Of
pant")• for an industrial protect carr- ! Section 1. That them be, and there is I
sating of the acquisition, construction hereb authorized the execution and 19
and equipping of additional facilities in Y
connections with its food manufactur- delivery r a Lease . by and b tweed the third 1ae0rt10n On the . day 0
ns tl February I, 13R. by and between
dn6. Preparation and distribution the City as Laser and Mexican
79
Iecilily, row located in the City entre original Products. Inc. as Lessee (the and the fourth insertion on the elan Of
•'Project' 1, and to lease Ne Project to I •,fese AgrecmenC'), and the Mayor —
Alexican Onginal Preducts, Inc. Dur' I
and City Clerk br, and they are hereby
suant to me terns tl a Lease Agree rte ' J
av0arized to execute, acknowledge ) t �• � . -� " /%'^-'`—"' �
mens hes .Lease Agreement'•): and and deliver the Lease Agreement for
Whereas. permanent. neceshmming of t x- and as behalf of the City. The Lease 1
Project cosu, necessary cents and ex- Agreement is hereby approved
pendit u rs incidental thereto and the I substantially in the form submitted to
Cost tl the issuance Of bonds ts being , tui. meeting and the ltayw is hercbr Sworn to and subscribed before me on this '� day ¢f
famished by the City issuing Industrial authorized to confer with Mexican
the provisions
Nneme Binds under sic and ma I'naduerI Inc., the complete
the provisions tl Act ate 9 of the prim Ad xM the Purchase In order h cTru stee ^v1
ci 1 amount of not to exceed Two Ca
Million Dollars IL2.tu0,rx0! Ulso sou the Luse Agreement in substantially
"Bonds••): and %hl the farm wbmitled meeting
this mting
Whereas, the Completion of the Pro- j, with such changes as shall be approv-
jecl will furnish additional employ S ed by such persons executing the loan ll,
ment and other benefits, and be in the On ment their execution to constitute coo-
beat interests d the City and Its set clusiveevuleraetl such approval. 14atary Public
residents; and or (Advice is given that, pursuant to
Whereas, the Stands arc to be sold de Act No. 9. a COPY of the lease Agree
and delivered in the principal amount too mens in substantially the fart'^ MY CoIDmissl0 Expires:L2.0M.M. and are dated, bear ion ren authorized to be executed a m file '
tercet mance and are subject to PC with tie City Clerk of the. Cdr of
red \ 1 I
emption as hereinafter set form in Fayeticvnlmis, and available far in-
the farm tl Indenture authorized by rc spectionbyanyinterestedp:rsbn )
misordimmetam • I ni. Section i. The Maymand City Clerk,
Whereas, the City proposes lex enter I lbfor and on behalf of the City be, and
into a Brand Purchase Agreement as so- ' , they are hereby, authorized and
quested by the Company for the site d at' directed to do any and all things Fees tOT Pr1IIL1IIg —
said Bonds: in necessary t0 effect the execution of the
Now. the,eta e, be it ordained by the sex Lease Asr?ment the performance of
Board cl Directors ofthe City OfFayet. is the City s obligations under the Lease
leville. Arkansas: in Aamemenl, the cxec-ation and delivery Cost Of Proof
lai
Section 1. That :Imre be, d then is W of the Indenture• its execution and ac-
hereby
hereby aurizcd and s:directed the ceptantt by the Trustee• the per-
r
following: p it immature tl all Obligations of the City Total
(a) The sale Of the binds according, w under and pursuant to the Indenture,
to the terms of a Bond Purchase it the execution and delivery of the
Agreement b be recommended by thet Is Bonds, me execution and delivery of
(am n an tllicial statement in form and
Company. substantially In the fa
submitted at this meeting, which Band I d substance satisfactory to said officers
Purchase Agreiment shall be entered q and the PaechaYr of the Bonds. and
into by theMayor with Dabbs Sullivan I b the performance of all other aeued
Division of George K. Baena k Cum. O whatrver nature necessary th
ct
party she "Purchaser"), and an en a arid carry Out the authority con(ered
ecuted Copy Of which shall be filed with n by this Ordinance. That the Mayors and
the City Clerk: It the City Clerk be, and they are hereby,
b; The acquisition and rM1trUctiM v furtI It "ither aummrized and directed. for
Of the e all
Irrresvitlr, jthe• execution tl aand in ryl p v Paras documents. Cerfi(esf of the City, to teesl and
I la I. j) Is7Qy
moveiary architectural, e^ginoring I other instruments that may be re -
orconstrrctioncantractsrruteaccep I quited for the carrying Out of such1 CC
lance of an assignment of &U
any such I authority or to evidence the exercise LU1;1 �TS PAYABLt,
Contracts previously executed by Mex A thereat.
Irian Original Products, Ice. for the ' S Section 5. That since the City is here
construction am equipping Of the FM C invoked with the constructing and
ject: and .-- -- 1; equipping.of a Complex industrial pro-
It Bret requiring higidy specialized wart
and spxabred typo d raa¢N"ry
and equipment it tw brew and is
hereby determined OY' , Ore fiwed tl
Directors that CorrnPon a binding be,
and the same is hereby. rained as to
rocas
is Particular industrial pro
ject. lfiu
actin u Ween by tie Bwrd tl Drrec-
ton pursuant N apptic
able Is7n tl the
Suite al Arkansua, brluding par
titulary Acl No.9. _, __ - ,�-,_-
' ORDINANCE NO , 227U
AN ORDINANCE AUTHORIZING THE ISSUANCE OF INDUSTRIAL
DEVELOPMENT REVENUE BONDS UNDER ACT NO , 9 OF 1960 , AS
AMENDED , FOR THE PURPOSE OF PROVIDING PERMANENT FINANCING
FOR THE COST OF SECURING AND DEVELOPING INDUSTRY ( THF
PARTICULAR INDUSTRIAL PROJECT IS DESCRIBED IN THE
ORDINANCE ) ; AUTHORIZING THE EXECUTION AND DELIVERY OF A
TRUST INDENTURE SECURING THE BONDS ; AUTHOPI7ING AND
PRESCRIBING CERTAIN OTHER MATTERS PERTAINING TO THF
INDUSTRIAL PROJECT , THE CONSTRUCTING THEREOF AND THE
FINANCING THEREOF ; AUTHORIZING A LEASE AGREEMENT PETWEEN
THE CITY OF FAYETTEVILLE , ARKANSAS , AS LESSOR AND MEXICAN
ORIGINAL PRODUCTS , INC . , AS LESSEE , IN SUBSTANTIALLY THE
FORM AND WITH SUBSTANTIALLY THE CONTENTS SET FORTH IN AND
MADE A PART OF THIS ORDINANCE ; AUTHORIZING THE EXECUTION
AND DELIVERY OF THE LEASE AGREEMENT ; PP. £SCPIRING OTHEP
MATTERS RELATING THERFTO ; AND DECLARING AN EMERGENCY .
WHEREAS , the City of Fayetteville , Arkansas ( the " City " ) is
authorized by Act No . 9 of the First Extraordinary Session of
the Sixty-Second General Assembly of the State of Arkansas ,
approved January 21 , 1960 , as amended ( " Act No . 9 " ) , to acquire
lands , construct and equip industrial buildings , improvements ,
and facilities and to incur other costs and expenses and make
other expenditures incidental to and for the implementing and
accomplishing of the conduct of industrial operations ; and
WHEREAS , the City is authorized by Act No . 9 to issue
industrial development revenue bonds payable from revenues
derived from the industrial project so acquired and constructed
and secured by a lien thereon and security interest therein ;
and
WHEREAS , the necessary arrangements have been made with
Mexican Original Products , Inc . , an Arkansas corporation ( " the
Company " ) , for an industrial project consisting of the
acquisition , construction and equipping of additional
facilities in connection with its food manufacturing ,
preparation and distribution facility , now located in the City
( the " Project " ) , and to lease the Prosect to Mexican Original
Products , Inc . pursuant to the terms of a Lease Agreement ( the
" Lease Agreement " ) , and
WHEREAS , permanent financing of the Project costs ,
necessary costs and expenditures incidental thereto and the
cost of the issuance of bonds is being furnished by the City
issuing Industrial Development Revenue Bonds under the
provisions of Act No . a of the principal amount of not to
exceed Two Million Dollars ( $ 21000 , 000 ) ( the " Bonds " ) ; and
WHEREAS , the completion of the Project will furnish
additional employment and . other benefits , and be in the best
interests of the City and its residents ; and
WHEREAS , the Bonds are to be sold and delivered in the
principal amount of $ 210001000 , and are dated , bear interest ,
mature and are subject to redemption as hereinafter set forth
in the form of Indenture authorized by this Ordinance ; and
WHEREAS , the City proposes to enter into a Pond Purchase
Agreement as requested by the Company for the sale of said
Bonds ;
NOW , THEPEFORF. , BE IT ORDAINED BY THE BOAPD OF DIRECTORS OF
THE CITY OF FAYETTEVILLE , ARKANSAS :
Section 1 . That there be , and there is hereby authorized
and directed the following :
( a ) The sale of the bonds according to the terms of a Bond
Purchase Agreement to be recommended by the Company ,
substantially in the form submitted at this meeting ,
which Bond Purchase Agreement shall be entered into by
the Mayor with Dabbs Sullivan Division of George. K .
Baum & Company ( the " Purchaser " ) , and an executed copy
of which shall be filed with the City Clerk. ;
( b ) The acquisition and construction of the Project , and
in connection therewith , the execution of any
necessary architectural , engineering or construction
contracts or the acceptance of an assignment of any
such contracts previously executed by Mexican Original
Products , Inc . for the construction and equipping of
the Project ; and
( c ) The performance of all obligations of the City under
the Lease Agreement pertaining to the constructing and
equipping of the Project and the performance of all
obligations of the City under the contracts referred
to above .
Section 2 . The bonds shall bear interest at the rate or
rates to be specified in the Bond Purchase Agreement ( but not
in excess of the maximum rate permitted by Section 511 ( a ) of
the Depository Institutions Deregulation and Monetary Control
Act of 1980 ) , shall mature in not more than fifteen ( 15 ) years ,
and shall be in the original principal amount of not to exceed
$ 2 , 000 , 000 , provided that bonds not exceeding the aggregate of
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said amount may be issued in successive series at the request
of the Company and the Purchaser . To provide the terms and
conditions upon which the Bonds are to be secured , executed ,
authenticated , issued , accepted and held , the Mayor is hereby
authorized and directed to execute and acknowledge a Trust
Indenture , by and between the City and a bank or trust company
which will act as trustee thereunder , dated as of February 1 ,
1982 ( the " Indenture " ) , and. the City Clerk is hereby authorized
and directed to execute and acknowledge the Indenture and to
affix the seal of the City thereto , and the Mayor and City
Clerk are hereby authorized and directed to cause the Indenture
to be accepted , executed and acknowledged by the Trustee . The
Indenture is hereby approved in substantially the form
submitted to this meeting , and the Mayor is hereby authorized
to confer with the Trustee , the Company and the Purchaser in
order to complete the Indenture in substantially the form
submitted to this meeting with such changes as shall be
approved by such persons executing the document , their
execution to constitute conclusive evidence of such approval .
( Advice is given that , pursuant to Act No . 9 , a copy of the
Indenture in substantially the form authorized to be executed
I
s on file with the City Clerk of the City of Fayetteville , and
is available for inspection by any interested person . )
Section 3 . That there be , and there is hereby authorized
the execution and delivery of a Lease Agreement , dated as of
February 1 , 1982 , by and between the City as Lessor and Mexican
Original Products , Inc . as Lessee ( the " Lease Agreement " ) , and
the Mayor and City Clerk be , and they are hereby authorized to
execute , acknowledge and deliver the Lease Agreement for and on
behalf of the City . The Lease Agreement is hereby approved
substantially in the form submitted to this meeting , and the
Mayor is hereby authorized to confer with Mexican original
Products , Inc . , the Trustee and the Purchaser in order to
complete the Lease Agreement in substantially the form
submitted to this meeting with such changes as shall be
approved by such persons executing the document , their
execution to constitute conclusive evidence of such approval .
( Advice is given that , pursuant to Act No . 9 , a copy of the
Lease Agreement in substantially the form authorized to be
executed is on file with the City Clerk of the City of
Fayetteville , and is available for inspection by any interested
person . )
Section 4 , The Mayor and City Clerk , for and on behalf of
the City be , and they are hereby , authorized and directed to do
any and all things necessary to effect the execution of the
Lease Agreement , the performance of the City ' s obligations
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under the Lease Agreement , the execution and delivery of the
Indenture , its execution and acceptance by the Trustee , the
performance of all obligations of the City under and pursuant
to the Indenture , the execution and delivery of the Bond
Purchase Agreement , the execution and delivery of the Bonds ,
the execution and delivery of an official statement in form and
substance satisfactory to said officers and the Purchaser of
the Bonds , and the performance of all other acts of whatever
nature necessary to effect and carry out the authority
conferred by this Ordinance . That the Mayor and the City Clerk
be , and they are hereby , further authorized and directed , for
and on behalf of the City , to execute all papers , documents ,
certificates and other instruments that may be required for the
carrying out of such authority or to evidence the exercise
thereof .
Section 5 . That since the City is here involved with the
constructing and equipping of a complex industrial project ,
requiring highly specialized work and specialized types of
machinery and equipment , it has been and is hereby determined
by the Board of Directors that competitive bidding be , and the
same is hereby , waived as to this particular industrial
project . This action is taken by the Board of Directors
pursuant to applicable laws of the State of Arkansas , including
particularly Act No , 9 ,
Section 6 . Rose Law Firm , a Professional Association , of
Little Rock , Arkansas , is hereby appointed as Bond Counsel with
respect to the issuance of said bonds , the fees and expenses of
which firm shall be costs of the Project .
Section 7 . That the provisions of this Ordinance are
hereby declared to be severable , and if any section , phrase or
provision shall for any reason be declared to be invalid , such
declaration shall not affect the validity of the remainder of
the sections , phrases or provisions .
Section 8 . That all ordinances , resolutions and parts
thereof in conflict herewith are hereby repealed to the extent
of such conflict .
Section 9 . That there is hereby found and declared to be
an immediate need for the securing and developing of
substantial industrial operations in order to provide
additional employment , alleviate unemployment and otherwise
benefit the public health , safety and welfare of the City and
the inhabitants thereof , and the issuance of the Bonds
authorized hereby and the taking of the other action authorized
herein are immediately necessary in connection with the
securing and developing of substantial industrial operations
.4 -
and deriving the public benefits referred to above . It is ,
therefore , declared that an emergency exists and this Ordinance
being necessary for the immediate preservation of the public
health , safety and welfare shall be in force and take effect
immediately upon and after its passage .
DATED : February 2, 1982 .
MAYOF
ATTEST
CITY CLPK
( S E A L )
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