HomeMy WebLinkAboutOrdinance 3840 ORDINANCE 3840
BE IT ORDAINED BY THE CITY COUNCIL
OF THE CITY OF FAYETTEVILLE , ARKANSAS , ell
AN ORDINANCE TO BE ENTITLED :
AN ORDINANCE APPROVING
THE NORTHWEST ARKANSAS REGIONAL AIRPORT AUTHORITY
RESTATED AND AMENDED AGREEMENT
AND AUTHORIZING THE MAYOR
TO EXECUTE AND DELIVER SAID AGREEMENT .
WHEREAS , Title 14 , Chapter 362 of the Arkansas Code as
amended , permits any two or more Arkansas municipalities , any two
or more contiguous counties , or any one or more Arkansas
municipalities together with any one or more contiguous Arkansas
counties to create and establish a regional airport authority for
the purpose of acquiring , equipping , constructing , maintaining ,
and operating regional airports ; and
WHEREAS , pursuant to Title 14 , Chapter 362 of the Arkansas
Code , the Cities of Bentonville , Fayetteville , Rogers , Siloam
Springs , and Springdale , Arkansas , and the Counties of Benton and
Washington , Arkansas , ( herein referred to as the " Governmental
Units " ) have heretofore entered into an agreement entitled
" Northwest Arkansas Regional Airport Authority Agreement , "
effective as of December 14 , 1990 , ( herein referred to as the
" Original Agreement " ) and have created and established the
Northwest Arkansas Regional Airport Authority ( herein referred to
as the "Authority " ) pursuant to the Original Agreement ; and
WHEREAS , the Governmental Units desire to join together to
amend , revise , restate and confirm the Original Agreement for the
creation and establishment of a regional airport authority for
the purpose of acquiring , equipping , constructing , maintaining ,
and operating a regional airport to provide airport services and
facilities in Northwest Arkansas ; and
WHEREAS , the Northwest Arkansas Regional Airport Authority
Restated and Amended Agreement ( herein referred to as the
" Restated and Amended Agreement " ) in the form attached hereto as
Exhibit A is submitted to the City Council ; and
WHEREAS , pursuant to Article IX of the Restated and Amended
Agreement , the obligations of the Authority , including revenue
bonds issued by the Authority , shall be payable from and secured
by the revenues and property of the Authority , and shall not
constitute a general or limited obligation of any Governmental
Unit ; and
WHEREAS , pursuant to Article XI of the Original Agreement ,
all amendments or modification to the Original Agreement must be
in writing .
NOW THEREFORE BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF FAYETTEVILLE , ARKANSAS ;
ARTICLE 1 : The Restated and Amended Agreement and the
terms and conditions thereof are hereby approved .
ARTICLE 2 : The Mayor is hereby authorized to execute and
deliver the Restated and Amended Agreement .
PASSED AND APPROVED this 16th day of November , 1994 .
CITY OF FAYETTEVILLE , ARKANSAS , BY :
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EXHIBIT A
NORTHWEST ARKANSAS
REGIONAL AIRPORT AUTHORITY
RESTATED AND AMENDED AGREEMENT
This agreement ( herein referred to as the " Agreement " ) entered into as of
the 21st day of NCAM a er , 1994 , but actually executed by the
respective parties hereto on the dates indicated for such parties on the
signature pages hereto , by and among the City of Bentonville , the City of
Fayetteville , the City of Rogers , the City of Siloam Springs , and the City of
Springdale , the County of Benton and the County of Washington , all of which
parties are situated in the State of Arkansas ( the " State " ) :
RECITALS
WHEREAS , Title 14 , Chapter 362 of the Arkansas Code , as amended , permits
any two or more Arkansas municipalities , any two or more contiguous counties , or
any one or more Arkansas municipalities together with any one or more contiguous
Arkansas counties to create and establish a regional airport authority for the
purpose of acquiring , equipping , constructing , maintaining , and operating
regional airports ; and
WHEREAS , pursuant to Title 14 , Chapter 362 of the Arkansas Code , the Cities
of Bentonville , Fayetteville , Rogers , Siloam Springs , and Springdale , Arkansas ,
and the Counties of Benton and Washington , Arkansas , ( herein referred to
collectively as the "Governmental Units " ) have heretofore entered into an
agreement entitled " Northwest Arkansas Regional Airport Authority Agreement , "
effective as of December 14 , 1990 , ( herein referred to as the "Original
Agreement " ) and have created and established the Northwest Arkansas Regional
Airport Authority ( herein referred to as the "Authority " ) pursuant to the
Original Agreement ; and
WHEREAS , the Governmental Units desire to join together to amend , revise ,
restate , and confirm the Original Agreement for the creation and establishment
of a regional airport authority for the purpose of acquiring , equipping ,
constructing , maintaining , and operating a regional airport to provide airport
services and facilities in Northwest Arkansas ; and
WHEREAS , the governing bodies of the Cities of Bentonville , Fayetteville ,
Rogers , Siloam Springs , and Springdale , Arkansas , and the Counties of Benton and
Washington , Arkansas , respectively , have each enacted an ordinance ( collective ,
the "Ordinances " ) authorizing the participation of each of the respective
Governmental Units in such an authority ( a certified copy of each of such
Ordinance being filed with the Board of Directors of the Authority ) ; and
WHEREAS , pursuant to Article XI of the Original Agreement , all amendments
or modifications of the Original Agreement must be in writing .
NOW WHEREFORE , it is hereby agreed by the Governmental Units as follows :
ARTICLE I - DEFINITIONS
101 . Definitions and Interpretations . (A ) All defined terms contained
in this Agreement shall have the same meaning , respectively , in this Agreement
as such terms are given in Section 14-362 -102 of the Arkansas Code , as the same
may be amended from time to time .
( B ) In addition , as used in this Agreement , unless the context shall
otherwise require , the following terms shall have the following respective
meanings :
( 1 ) "Act " means the Regional Airport Act , constituted as Title 14 ,
Chapter 362 of the Arkansas Code , as amended ;
( 2 ) "Agreement " means this Northwest Arkansas Regional Airport
Authority Restated and Amended Agreement , as the same may from time to
time be amended or supplemented :
( 3 ) "Authority " means the Northwest Arkansas Regional Airport
Authority created in Article II hereof ;
( 4 ) "Authorized Officer " means , with respect to the Authority , its
Chairman and any other person duly authorized by the By-laws or resolution
of the Authority to perform the act or sign the document in question , and
with respect to a City or Participating County , the Mayor or County Judge ,
respectively , and any other person duly authorized by ordinance or
resolution of the Governing Body of the applicable City or Participating
County to perform the act or sign the document in question ;
( 5 ) " Board of Directors " or " Board" means the governing board of
the Authority established in Section 501 hereof ;
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( 6 ) " City " means each of the Cities of Bentonville , Fayetteville ,
Rogers , Siloam Springs , and Springdale , Arkansas ;
( 7 ) " Participating County " means each of the Counties of Benton
and Washington , Arkansas .
Words of the masculine gender shall be deemed and construed to
include correlative words of the feminine gender . Unless the context
shall otherwise indicate , words importing the singular number shall
include the plural number and vice versa .
The terms " hereby , " " hereto , " " herein , " and " hereunder , " and any
similar terms , as used in this Agreement , refer to this Agreement .
ARTICLE II - CREATION
For the purpose of acquiring , equipping , constructing , maintaining , and
operating a regional airport , and providing airport services and facilities in
Northwest Arkansas , the Governmental Units , pursuant to authority granted in the
Act , hereby reaffirm and re-authorize the creation and establishment of the
Northwest Arkansas Regional Airport Authority .
ARTICLE III - AUTHORIZATION
The parties to the Agreement are the Governmental Units . The Governmental
Units have agreed to join cooperatively in establishing the Authority and do
hereby agree to the continued operation of the Authority .
ARTICLE IV - DURATION
The Authority shall have a perpetual succession . Such succession shall
continue until the existence of the Authority is terminated as provided herein .
ARTICLE V - ORGANIZATION
501 , The Authority shall be governed by a Board of Directors consisting
of fourteen ( 14 ) members appointed by the Governmental Units . The Mayor of each
City and the County Judge of each Participating County shall appoint members to
the Board of Directors , each of such appointments to become effective upon
ratification by a majority vote of the applicable Governing Body of such City and
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such Participating County , The Governmental Units shall be entitled to make the
following number of appointments :
City of Bentonville 2 Members
City of Fayetteville 2 Members
City of Rogers 2 Members
City of Siloam Springs 2 Members
City of Springdale 2 Members
Benton County 2 Members
Washington County 2 Members
502 . Term of Office . The terms of the Board members shall be six ( 6 )
years ; provided , however , that the initial Board members , having drawn lots at
the creation of the Board to provide for staggered terms , and their successors
shall continue to serve as Board members as provided for in the Original
Agreement .
503 . Removal . A member of the Board of Directors , once qualified , shall
not be removed during his or her appointment except for cause by the Governing
Body which appointed said member and after a hearing before said Governing Body
as required by law , conducted in accordance with the rules of administrative
procedure applicable to or recognized by such Governing Body .
504 . Oualifications . A member of the Board of Directors shall be a bona
fide resident and qualified elector of the City or Participating County that
appointed such member . A member of the Board of Directors shall be eligible for
reappointment .
505 . Compensation of Board members . The members of the Board of
Directors shall receive no compensation , whether in the form of salary or per-
diem or otherwise , for or in connection with his or her services as a Board
member . The members of the Board of Directors shall be entitled to reimbursement
of actual necessary travel and out-of-pocket expenses incurred on behalf of the
Authority as authorized by the Board . Such expenses shall be reimbursed in
accordance with procedures established by the Board of Directors .
ARTICLE VI - OFFICERS , BY-LAWS AND MEETINGS
601 . Officers . ( A ) At the first regular meeting of each calendar year ,
the Board shall elect one of its members as Chairman , one as Vice Chairman , one
as Secretary , and one as Treasurer . The offices of Secretary and Treasurer may
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be held by one person at the discretion of the Board of Directors .
( B ) The Chairman , vice Chairman , Secretary and Treasurer shall compose the
Executive Committee of the Authority . The Board of Directors may , by a two-
thirds ( 2 / 3 ) majority vote , delegate to the Executive Committee such powers and
duties as the Board may deem proper .
( C ) The Board of Directors may create such committees as it deems
necessary for the proper exercise of its functions . The Board shall keep a
complete record of its activities and business , which shall be a public record .
602 . By- laws . The Board of Directors shall adopt such By-laws for the
governance of the affairs of the Authority as are not inconsistent with the
provisions of this Agreement or State law .
603 . Meetings . ( A ) The Board of Directors shall , upon reasonable notice ,
meet not less than quarterly at dates , times , and places to be established by the
Board . All meetings shall be open to the public as provided by State law . A
meeting may be called by any Board officer or upon the direction of a majority
of the members of the Board .
( B ) A quorum shall consist of one half ( 1/2 ) of the total Board
membership , plus one member , and no vacancy in the membership of the Authority
shall restrict the rights of a quorum to exercise all the rights and privileges
or the duties of the Authority .
604 . Conflicts of Interest . No member of the Board of Directors or any
officer , employee , or agent of the Authority shall have a personal interest in
any business of the Authority or in any contract with the Authority , or in any
property or other assets in which the Authority is interested . No person shall
be employed by the Authority who is related to a Board member or officer of the
Authority by blood or marriage within the fourth degree . For purposes of this
provision , any corporation or other business in which a person has a substantial
interest shall be prohibited from doing business with the Authority if the owner
of the substantial interest would have been so prohibited .
ARTICLE VII - PURPOSES , POWERS , AND DUTIES
701 , Purposes . The purpose of the Authority shall be to acquire , equip,
construct , maintain , and operate a regional airport or airports , and such
auxiliary services and facilities as may be deemed desirable from time to time
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by the Board of Directors . "Auxiliary services and facilities " shall include ,
but not be limited to , any service or facility necessary or desirable for the
take-off , landing , parking , and storing of aircraft ; the transportation by air
of persons or things ; the repair and maintenance of aircraft , the loading ,
unloading , or handling and storing of goods , commodities , cargo , and other
property ; the ground transportation to , on , and from the airport or airports of
the Authority ; the promotion of air safety ; the development of industrial
potential and services in the economic interest of the trade area to be served
by the Authority ; and participation of the Authority in programs of air
transportation . Such services and facilities may be located on the property of
the Authority or by arrangement at any other location .
702 . Powers and Duties . In addition to other powers and duties
elsewhere conferred and imposed and acting through its duly constituted Board of
Directors , the Authority shall have all powers and duties conferred and imposed
by the Act . In addition to the foregoing , the Authority shall specifically have
the following powers and duties :
1 . To make and adopt all necessary By-laws , rules , and regulations for
its organization and operations not inconsistent with law;
2 . To elect its own officers , to appoint committees , and to employ and
fix the compensation for personnel necessary for its operation ;
3 . To enter into contracts with any person , governmental department ,
firm, or corporation , including both public and private corporations , and
generally to do any and all things necessary or convenient for the purpose
of acquiring , equipping , constructing , maintaining , improving , extending ,
financing , and operating a public airport to best serve the region of
Northwest Arkansas ;
4 . To delegate any authority given to it by law to any of its officers ,
committees , agents , or employees ;
5 . To apply for , receive , and use grants- in-aid , donations , and
contributions from any source , including but not limited to , the federal
government , or any agency thereof , and the State , or any agency thereof ,
and to accept and use bequests , devisee , gifts , and donations from any
person , firm, or corporation ;
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6 . To acquire lands and hold title thereto in its own name ;
7 . To acquire , own , hold , lease as lessor or as lessee , sell , encumber ,
dispose of , or otherwise deal in and with any facilities or real , personal
or mixed property , wherever located ;
8 . To borrow money and execute and deliver negotiable notes , mortgage
bonds , other bonds , debentures , and other evidences of indebtedness
therefore , and give such security therefore as shall be requisite ,
including giving a mortgage or deed of trust on its airport properties and
facilities in connection with the issuance of mortgage bonds ;
9 . To raise funds by the issuance and sale of revenue bonds in the
manner and according to the terms set forth in State law ;
30 . To expend its funds in the execution of the powers and authorities
given herein or by law and to invest and reinvest any of its funds pending
need therefore ;
11 . To apply for , receive , and use loans , grants , donations , technical
assistance , and contributions from any regional or area commissions that
may be established and any agency of the federal government or the State ;
12 . To constitute the Authority , or a committee thereof , as improvement
district commissioners and to create and operate an improvement district ,
composed of the area encompassed within the jurisdictions of the
participating governing bodies , upon petition of persons claiming to be
two-thirds ( 2 / 3 ) in value of owners of real property in the area , as shown
by the last county assessment . The improvement district shall be for the
purpose of financing the construction , reconstruction , or repair of the
regional airport and its facilities . The creation and operation of an
improvement district shall , to the extent consistent with the Act , be in
accordance with the procedures established by the laws of the State for
the creation and operation of municipal improvement districts ;
13 . To enforce all rules , regulations , and statutes relating to its
airports , including airport compatible land use , height-hazard and zoning
regulations . In this connection , the Authority is empowered and
authorized to exercise the powers and privileges of the Governmental Units
under Section 14-363-201 at seq . of the Arkansas Code , as amended , and the
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Board of Directors is designated by the Governmental Units as the zoning
board for the purposes and powers under such provisions ;
14 . To levy and collect a tax on aviation fuel sold at an airport or
airports of the Authority as is provided for in Section 14-364- 101 and 14-
364-102 of the Arkansas Code , as amended ;
15 . To plan , establish , develop, construct , enlarge , improve , maintain ,
equip , operate , and regulate its airports and auxiliary services and
facilities , and to establish minimum building codes and regulations and to
protect and police the airports of the Authority , in cooperation with the
law enforcement agencies and officers having jurisdiction in the area
where the facilities of the Authority are located ;
16 . To levy and collect a tax , in an amount not to exceed the maximum
permitted by law, on the boarding or disembarking of aircraft at the
airport or airports of the Authority . The tax shall be levied upon and
collected from the passengers boarding or disembarking from the aircraft
of the airlines operating the aircraft , and the Authority is empowered to
make reasonable classifications of passengers for such purpose ;
17 . To receive real and personal property from the United States for
airport and related purposes by donation , purchase , lease or otherwise ,
and subject to such conditions and requirements relating thereto as the
United States may require and to which the Authority may agree ;
18 . To apply to the proper authorities of the United States pursuant to
appropriate law for the right to establish , operate , and maintain foreign
trade zones within the area of jurisdiction of the member municipalities
and/or counties and to establish , operate , and maintain such foreign trade
zones ;
19 . To promote , advertise , and publicize the Authority and its
facilities ; provide information to shippers , operators , and other
commercial interests ; and to represent and promote the interests of the
Authority ;
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ARTICLE VIII - FINANCING
801 . The cost of planning and acquiring , establishing , developing ,
constructing , enlarging , improving , or equipping an airport or airports or
facilities on the site thereof , including buildings and other facilities , may be
funded in any manner not inconsistent with the Arkansas Constitution or State
law , including but not limited to : the issuance of bonds , borrowing money ,
allocations of other available funds from whatever source ; constituting the
Authority , or a committee thereof , as improvement district commissioners and to
create and operate an improvement district , composed of the area encompassed
within the jurisdictions of the participating governing bodies , upon petition of
persons claiming to be two-thirds ( 2 / 3 ) in value of owners of real property in
the area , as shown by the last county assessment ; revenues derived from the
operation of the airport or facilities ; revenues from leases and contracts
granting privileges for use of the airport or facilities ; revenue from contracts
conferring the privilege of supplying goods , commodities , services , or facilities
at the airport ; revenue from aviation fuel taxes , and gifts and grants .
802 . The plan for financing and construction of the airport facilities
contemplated by this Agreement is herewith presented to the Governmental Units .
The Governmental Units expressly recognize that the specific improvements ,
conditions in the financial marketplace , marketing strategy , and other factors
may affect the precise terms of such plan . Receipt by the Governmental Units of
such plan shall not be deemed to constitute approval nor preclude the amendment ,
modification , variation or revision of the plan by the Board of Directors , so
long as such amendment , modification , variation or revision imposes no liability
on the Governmental Units as provided in Article IX below . The Governmental
Units expressly disclaim any warranty of the Authority ' s financing plan .
ARTICLE IX - LIMITATION OF LIABILITY
None of the Governmental Units has herewith obligated itself to expend any
of its individual funds nor has it authorized the use of its individual bonding
capacity . The obligations of the Authority , including revenue bonds issued by
the Authority under the Act , shall be payable from and secured by the revenues
and property of the Authority , and shall not constitute a general or limited
obligation of any Governmental Unit . Bonds issued by the Authority shall not
constitute an indebtedness of any Governmental Unit within any constitutional or
statutory limitation .
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ARTICLE S - AMENDMENT
This Agreement may be modified or amended upon the unanimous written
consent of all of the Governmental Units . Such consent shall be evidenced by ( i )
the enactment of an ordinance by the Governing bodies of each Governmental Unit
approving the substance of any such modification or amendment and ( ii ) the duly
attested manual signature of an Authorized Officer of each of the Governmental
Units affixed to the amendatory document .
ARTICLE RI - TERMINATION
1101 , This Agreement shall continue in full force and effect subsequent to
its adoption by all the Governmental Units . Once this Agreement has been
approved and executed by the Governmental Units , this Agreement may not be
terminated until the expiration of the period of any financial commitment made
by the Authority and the payment , termination , or defeasance of any such bonds ,
notes or other obligations of the Authority payable solely from revenues of the
airport or airports of the Authority .
1102 . In the event the Authority shall be dissolved or for any reason the
Authority shall cease to function , and no successor entity shall assume the
power , duties and obligations of the Authority , upon due satisfaction of all
financial debts and obligations of the Authority , the properties and assets of
the Authority shall be liquidated and distributed to the Governmental Unita in
direct proportion to the funds contributed to the Authority by said Governmental
Units , respectively . For the purposes of carrying out this provision , the Board
of Directors shall appoint a Trustee , who shall be paid reasonable compensation
and who shall serve until the property and assets of the Authority have been
fully liquidated and distributed .
ARTICLE %II - COOPERATIVE AGREEMENT
This Agreement shall be treated as a cooperative agreement under the
provisions of the Interlocal Cooperation Act , constituted as Section 25 , Chapter
20 of the Arkansas Code , as amended and , further , may be treated as a formal
compact pursuant to Section 14-165-201 - 14- 165-204 of the Arkansas Code , as
amended . The Authority may accept contributions from Governmental Units , and
persons , firms or corporations .
For purposes of qualifying as an Interlocal Cooperative Agreement , this
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