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Home My WebLink About1998-04-14 - Agendas - Final MEETING NOTICE The Advertising and Promotion Commission will meet on Monday, April 14, 1998, at 2:00 p.m. at City Hall in the Council Chambers. ADVERTISING AND PROMOTION COMMISSION April 14, 1998 2 :00 p.m. City Hall Council Chambers I Call to Order II. Reports A. Approval of Minutes for March 9 and March 24 B. Financial — Ben Mayes C. Convention and Visitor Acitivty — Marilyn Snapp D. Blackwood/Martin/CJRW Report — Susan Stirewalt BI. Old Business A. Town Center/Exhibit Hall 1 . City Council — April 6 a. City wants to own plaza b. Bond documents on second reading at next meeting c. Presented changes in plans 2. Lease Agreement for Town Center management • 3. Contract with WDD for completion of project IV. New Business A. Funding Requests 1 . Autumnfest - $8,000 2. Gary Hampton Memorial National Invitational Tournament - $3,420 3. Botanical Garden Society of the Ozarks - $5,577.00 4. First Night - $ 15,600 5. 1998 3a American Legion Post 27 - $10,000 - 6. Holiday Hoops - $21 ,500 V. Advertising Agency RFQ's A. Blackwood Martin/CJRW B. Stone and Ward C. Thompson Eamhart D. Taylor Mack VI. Adjourn Informational Items — Trolley Operations Report Summary of Convention Center Delegate & Tumback Infromation • GROUP : ADVERTISING & PROMOTION COMMISSION DATE : March 9 , 1998 PRESENT : Curtis Shipley Ben Mayes Kit Williams Susan Stirewalt Carl Maguire Marilyn Snapp Jim Waselues Joe Fennel ABSENT : Fred Hanna , Alex Jerde CALL TO ORDER : The meeting was called to order by Joe Fennel at 2 : 00 p . m . in the City of Fayetteville Council Chamber . MONTHLY REPORTS : MINUTES It was moved by Waselues , second by Shiley to approve the minutes of the February 9 meeting . Motion carried . FINANCIAL Ben Mayes presented the financial report for February . The HMR collections were $ 83 , 759 , an increase of 14 . 581 over • February 1997 collections . February expenditures were $ 29 , 582 . Moved by Shipley , second by Williams to approve the February financial report . Motion carried . ACTIVITY REPORT Marilyn Snapp presented convention/visitor activity for February . She discussed 7 conventions with which she had worked . Progress on packaging concept , newcomer ' s tour , and government blitz were presented . AGENCY REPORT Mark Blackwood represented Blackwood Martin . He discussed the packaging concept for tourism . Marilyn mentioned number of hospitality related industries who were participating . OLD BUSINESS : TOWN CENTER/ EXHIBIT HALL Richard Alderman presented construction cost estimates for the Town Center . Most of cost differences have to do with the use of nicer materials on the building exterior . There are three alternatives for decreasing the cost : 1 ) lessen the quality of materials used 2 ) lessen the square footage 3 ) ask the city or find other sources for extra costs Following discussion by Commissioners , Shipley moved , second • by Waselues that a committee meeting be held to discuss options individually and come back and recommend a package to go with and present to the City Council . Motion carried . Marilyn will schedule for Thursday at 1 : 00 p . m . at the Chamber of Commerce . Bond documents were distributed . NEW BUSINESS APPOINTMENT OF COMMISSIONER Moved by Shipley , second by Williams to appoint of Alex Jerde to fill the term expiring April 1 , 2002 . Alex has served a partial term and is eligible to serve a full term . Motion carried . JOE MARTIN MEMORIAL STAGE RACE FUNDING REQUEST John Lewis represented the bicycle race . Moved by Williams , second by Waselues to approve $ 2 , 000 to support the Joe Martin Memorial Stage Race . Motion carried . ADVERTISING AGENCY CONTRACT RFQ Advertising agency contract with Blackwood Martin will expire in June . Moved by Williams , second by Waselues to approve the concept for selection of agency and points for selection criteria . Motion carried . • There being no further business , the meeting was adjourned . Respectfully �siubamiiyttteed , Marilyn Snapp Director , Convention and Visitor Development • � I i GROUP: ADVERTISING & PROMOTION COMMISSION DATE: March 24, 1998 PRESENT: Joe Fennel, Fred Hanna, Alex Jerde, Jim Waselues, Kit Williams, and Marilyn Snapp ABSENT: Carl Maguire OTHERS PRESENT: Richard Alderman, Dennis Hunt, Dennis Whitaker, Ben Mayes, Jill Rohrbach, Rusty Garrett, Jennifer Pinkerton, Jeff Erf, and Jim Bemis. The special meeting of the Advertising and Promotion Commission was called to order at the Chamber of Commerce conference room at 1 :30 p.m. by Chairman Joe Fennel. Richard Alderman presented the original plan of the Town Center with 2 schemes for adaapting the $ 150,000 miscellaneous changes of adapting the roof over the lobby and the tower. • Following discussion, it was moved by Williams to adopt scheme A without the brick and with raised tower and to approve construction cost estimates with changes in exterior materials, delete marking on third level, lower the height of the hall by 3 feet, and simplify the deisgn of the plaza. Second by Waselues. Motion carried. Scheme A plans are attached to these minutes. Bruce Dunn expressed his concerns for parking. There being no further business, the meeting was adjourned. Respectfully submitted, rn O�At Marilyn Snapp Director Convention and Visitor Development • City of Fayetteville, Arkansas Monthly HMR Tax Collections 1996-1998 • 1996 1997 1997 1998 1998 Total Total Change Over Total Change Over HMR Taxes HMR Taxes Prior Year HMR Taxes Prior Year January $ 76,738 $ 73,809 -3.82% $ 82, 157 11 .31 % February 68,507 73,099 6.70% 83,759 14.58% March 72,521 76,808 5.91 % 80,815 5.22% April 82, 155 88,050 7. 17% 0 May 78,771 87,221 10.73% 0 June 79, 880 84,417 5.68% 0 July 83,337 791784 -4.26% 0 August 78,651 841099 6.93% 0 September 85,514 82,984 -2.96% 0 October 80,031 95,030 18.74% 0 November 89,882 88, 147 -1 .93% 0 December 80, 107 79,492 -0.77% 0 • Total $ 956,093 E 992,939 3.85% E 246,731 10.29% HMR Tax Collections By Month 100 80 2 a 60 C s Q ° 40 7 J C 20 2 0 January February March April May ,lune July August September October November December Foi 1996 t 1997 ® 1998 • \HMRTAX Advertising & Promotion Commission Financial Report - Expenditures For the Month Ending March 31 , 1998 • 1998 YTD March Budget Item Budget Expenses Remaining Expenses Chamber of Commerce Operations Contract $100,000 $507000 $501000 Collection Expense - City of Fayetteville 209500 41895 15,605 11577 Audit Expense 150 150 800 Telephone Number (Chamber of Commerce) 102000 21500 7,500 Public Notification (BMA Contract) 225,000 10,534 214,466 203 Trolley Operations 402000 6,240 33,760 21303 Convention Support 52000 1 ,029 33971 Town Center/Exhibit Hall 58,460 242491 339969 Brochure Development 161859 749 16, 110 Air Museum 40,000 105000 303000 Square Gardens 21 ,920 41557 175363 3,744 Special Projects Fay. Public Library Genealogical Collection 35,522 329441 33081 32,441 • Univ. of Arkansas Museum 5,724 5,724 AAAA State Baseball Tournament 2,000 2,000 HAWKS AAU Basketball Tournament 22000 22000 0 21000 Ark. State Gymnastics Competition 600 600 TOTAL USES $583,735 $149,436 $434,299 $42,268 • r \A&PEXP98 • ACTIVITY REPORT MARCH, 1998 INQUIRY RESPONSES March 1998 Tourist - 615 1998 Year to Date — 1,025 March 1997 Tourist - 569 1997 Year to Date — 1 ,043 March 1998 Advertising Response — 2,653 1998 Year to Date — 3,394 March 1997 Advertising Response — 4,835 1997 Year to Date — 5,539 March 1998 Relocation — 223 1998 Year to Date — 502 March 1997 Relocation — 226 1997 Year to Date — 616 March 1998 Total Inquiries — 3,491 March 1997 Total Inquiries — 5,627 Year to Date 1998 — 4,921 Year to Date 1997 — 6,784 Internet Inquiries March Hits — 28,245 Hits since Sept 3, 1997 — 201 ,572 • CONVENTION ACTIVITY Conventions — Mid Year National Parks & Recreation Association (midwest and southwest regions) 1999 Arkansas Spiders (girls 14 and under) girls basketball Straight Arrow Consulting — conference for 300 Conference on 2000 and preparing your lamily Bus Tours — Glenda Carr, Kincaid Tours, Oklahoma City Max Paty, Capitol Tours, Oklahoma City Jackie, Branson Tours Naomi Thompson, Rich Mountain Community College, Mena Michelle, In America Tour, New York City Tourist Activity — Great Strides, sponsored by Cystic Fibrosis Foundation, May 16 Relations with Hospitality Industry — Transworld Express — vacations for Fayetteville as a destination Governor's Conference on Tourism, Jonesboro Arkansas Festival Association Miscellaneous — Roots and Fruits grand opening Fayetteville Public Library Decades — U A Museum fund raiser Baird Kurt and Dobson — open house Relocation guide — updated and reprinted • Business relocation — The Conference (National Mortuary Board of Examiners) — moving in June Media Relations — Northwest Arkansas Times • Ozark Life Dallas Weekend Travel Northwest Arkansas Guest Guide Mobil Travel Guide (update) Convention South (listing) Arkansas Business Top HMR Collections — March Clarion Hilton Red Lobster Rio Bravo Chili's Ryan's A. Q. Applebee's Ozark Brewing Co. Jose's Luby's El Chico • • • Tourist Inquiries - 1998 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec TOTAL AL 4 3 4 AK AZ 4 4 4 AR 43 32 71 CA 8 9 30 CO 3 4 5 CT 1 DE 2 DC 1 FL 5 2 4 GA 3 3 5 HI ID IL 10 9 67 IN 4 3 26 IA 8 7 24 KS 5 6 19 KY 2 1 LA 4 7 23 ME MD 1 4 MA 4 1 2 MI 5 3 26 MN 5 10 34 MS 5 3 5 • M6 19 45 MT 1 NE 1 1 17 NV NH 1 1 NJ 3 1 3 NM 1 2 4 NY 6 6 3 NC 1 5 2 ND 3 OH 3 4 20 OK 11 9 32 OR 1 2 PA 1 4 7 PR RI 1 SC 1 2 1 SD 1 8 TN 4 1 4 TX 12 35 47 LIT VT VA 3 2 WA 3 2 2 WV 1 WI 5 16 49 WY 2 APO 1 1 2 • CAN 1 1 4 FOR 190 220 615 • ADVERTISINt March 31 ,' 98 11 JAN FEB MAR APR MAY JUN JUL AUG SEP OCT - NOV DEC Tourist ACW ANI -35. BH 38 BWD CWT 2 10 D - FC 1 HT = H & A ML I32 48 59 MVG 275 NG NTG 123- 191_ 448 j OK 117 12 SL 114 16 472 SMI 1131 SV TA 113 TJ TM 182 64 171 USA 35 Newspapers • ADG SNL TW Meetings CS ' SM �2 3 . 2 TW 1384 .357 2653 ACW - Ameri - ADG - AN I - Arkansa BH - Better He TW- T BWD - Best V• SMI-St CWT - Civil V% - CS JC D - D Magazin SM- S FC - Family C- TW- T HT - Historic 1 H & A - Home ML - Midwest' MVG - MidWa NG - National NTG - NATA 7 OK - Oklahorr SL - Southern SV - Summer TA - Travel Ai TJ - Texas Joy • TM - Texas M USA - USA W I ii ADVERTISING BY STATE--.March, 1998 BHG- CWT ML- MVG NATA OK - SL SMI SM TM USA AL 1 1 21 5 AK AZ 4 1 4 2 5 AR 1 24 1 35 471 2 CA 2- 38 8 36 1 CO 3 5- 2 6 CT 1 1 3 1 DE 1- 2 4 DC 1 FL 1 1 15 23 21 - 1 GA y 1 19 4 1 HI 1 ID 1 1 IL 1 5- A01 46- 5 - 62.. 13 1 IN 5 . . 9. ' _ 9. W- 1 IA 1 6: 11 - 1-. -16 - KS 6 -KS 1. 13 -7 30 1 KY 1 1 13' 5 LA 2 1 12- 37- 11 2 ME MD 1 3 - 4 4 MA 2 5 -4- 5 1 MI 1 49 10- 4- 18 1 MN 4 - 3- - 24 2 22 1 1 17 MS 4 24 11 MO 1 12 38 29- 28 82- 12 MT • NE - 1 6 1 9 NV 1 8 3 NH 1 NJ 5- 7 8 2 NM 1 - 1 3- 3 NY 3 4 5 18 NC Y 6 1-1- 3- 1 ND Y 2- 2 OH 6 8 5 10 18- 4 1 OK 5 1 r 21- 11- 33 18, 6 OR 3 6'- 1 8, 1 PA 10:- 4' 16. 1 PR RI 2 _ 1 1 SC T 11 1 . SD 2 3 2 TN 2 2 - 3- 20 9 TX 1 1 2 65. 105 -125 1 128 UT 2 2 VT 1 VA 2 9 7 6 2 WA 2 9 10 1 WV 2 W I 8 74 30 2 23 WY 1 CAN 1 • APO 1 6 FOR 1 1 Total 38 10 59 275 448 - 12 472- 1131 2 171 35 • Relocation Inquiries - 1998 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec TOTAL AL 1 1 AK 1 1 AZ 3 5 6 AR 24 23 27 CA 19 5 25 CO 1 1 4 CT 1 1 DE DC FL 4 5 6 GA 1 2 1 HI 1 ID 1 IL 10 3 9 IN 2 4 1 IA 7 3 5 KS 3 2 7 KY 2 LA 1 6 11 ME 1 MD 2 4 MA MI 4 8 MN 4 4 6 MS 3 4 • MO 8 5 10 MT 2 1 NE 3 1 3 NV 2 2 NH 1 NJ 1 1 3 NM 1 2 2 NY 1 3 2 NC 1 2 2 ND 1 OH 2 1 5 OK 10 4 3 OR 1 1 3 PA 2 1 5 PR RI SC 1 2 1 SD 2 TN 3 3 11 TX 15 15 21 LIT 1 VT VA 3 2 2 WA 3 2 4 WV 6 WI 2 7 4 WY 1 3 • APO 2 1 CAN 1 11511 128 223 Access statistics for www.fayWevillear.com (last 12 month) Page I Access : statistics for www.fayetteviUear.com Summary period:.last.12.mouth Last updated:.22/Mar/1998-05:54 I i Hits/Files/Sites/Kilobytes by month I � II � q AY I _4 N ' eV Mar 97.-.Rpr May .. Am- Jul.. Rw . -. Sep. . . Oct._ Nov -Dec Jan Feb-�Mar 98 Current statistic for March 98 (updated more freauentWl •' Month TYEIbFHes Sites ] Bytessent -.March 98 1154 1391-23Februarv98 504 53375Jannary 98 - 649 57690December 97 . 568 49502 I . November 97 30685 ' 13039 571 76023 j ' October 97 307 11860 - 452 67576 September 97 60078 473 78782 Aueust 97 :517 270 20 1655 July 97 - 0 0 0 0 June 97 0 0 0 May 97 0 O - 01 0 AprO 97 0 a 0 0 Total 201572 91505 - 43911 523726 Full Statistics for 1997 li • Statistics geoerated.by htto-analvze 1.9e Copyright 0:1996:by RENT--A.--GURUS II I I LEASE AND AGREEMENT Between CITY OF FAYETTEVILLE, ARKANSAS and ADVERTISING AND PROMOTION COMMISSION of the CITY OF FAYETTEVILLE, ARKANSAS Dated as of • LEASE AND AGREEMENT TABLE OF: CONTENTS ARTICLE I DEFINITIONS Section 101 Definitions ARTICLE II DEMISING CLAUSES, DURATION OF LEASE TERM AND RENTAL PROVISIONS Section 201 Demise of Leased Premises Section 202 Term of Lease and Agreement Section 203 Basic Rent; Additional Rent ARTICLE III • INS11RANCE Section 301 Insurance Required ARTICLE IV REPAIRS AND MAINTENANCE OF LEASED PREMISES AND ALTERATIONS Section 401 Lessee Obligated to Maintain Improvements Section 402 Lessee Has Right to Make Additions, Alterations and Changes Section 403 Structural Improvements and Alterations Become Property of Lessor; Machinery, Equipment and Other Property Installed at Lessee's Expense Remain Its Property With Right of Removal Section 404 Lessee to Pay Public Utility Charges i • ARTICLE V USE OF LEASED PREMISES - COMPLIANCE WITH ORDERS, ETC, Section 501 Permitted Use of Leased Premises and Compliance With Laws, etc. Section 502 Use by Local Groups Section 503 Operating charges, revenues and costs of the Project ARTICLE VI LESSOR MAY PERFORM LESSEE'S OBLIGATIONS Section 601 Lessor May Perform Lessee's Obligations; Lessee to Reimburse Lessor for Costs and Expenses Incurred in Doing So ARTICLE VII INSPECTION OF LEASED PREMISES BY LESSOR AND TRUSTEE • Section 701 Lessor and Trustee to Have Right of Inspection and Right to Perform Work Subject to Certain Restrictions ARTICLE VIII DAMAGE AND DESTRUCTION Section 801 Lessee to Restore In Event of Damage or Destruction; Application of Insurance Moneys ARTICLE IX ASSIGNMENT Section 901 Assignment and Subletting Permitted But Lessee Not Relieved of Obligations. • • ARTICLE X DEFAULT PROVISIONS Section 1001 Events of Default Section 1002 Remedies Section 1003 Remedies Not Exclusive Section 1004 Rental, Damages and Reletting Handled as Provided in Lease and Agreement and Indenture ARTICLE XI NOTICES Section 1 101 Notices ARTICLE XII GENERAL Section 1201 Arkansas Law Applicable • Section 1202 Severability Section 1203 Provisions Binding on Successors and Assigns Section 1204 Lease Agreement Constitutes Entire Agreement Section 1205 Lease Agreement Not to Waive Sovereign Immunity • 4 LEASE AND AGREEMENT • This LEASE AND AGREEMENT made as of , by and between the CITY OF FAYETTEVILLE, ARKANSAS (" Lessor" or "City") and the ADVERTISING AND PROMOTION COMMISSION OF THE CITY OF FAYETTEVILLE, ARKANSAS ("Lessee" or "Commission"); WITNESSETH : I . WHEREAS, Lessor is a duly organized and existing municipality, a city of the first class, under the laws of the State of Arkansas with full and lawful power and authority to enter into this Lease and Agreement; and 2 . WHEREAS, Lessee is authorized under the laws of the State of Arkansas to enter into this Lease and Agreement and to perform all covenants and obligations on its part and • to be performed under and pursuant to this Lease and Agreement; and 3 . WHEREAS, at a special election held on August 5, 1997 the electors of the City approved the issuance of a $6,950,000 Bond issue to finance the construction of the Fayetteville Town Center as a new, multi-purpose, civic center for meetings, conventions, exhibitions, entertainment events, related uses and parking; and 4. WHEREAS, the Bonds are issued by the City but are largely/primarily to be funded by the Advertising and Promotion Commission through the pledge of the City's one cent Hotel and Restaurant Gross Receipts Tax approved by the voters in 1977; and 5 . WHEREAS, upon completion, the Town Center will be owned by the City; and 6. WHEREAS, the Commission is Oirgto manage the Town Center and to assume • the financial burden, if any , incurred in such management for the purpose of fulfilling their 5 statutory purpose of advertising and promoting the City and for maintaining and operating • a convention center and/or tourist promotion facility in the City; and 7. WHEREAS, the City believes it is in the best interests of the citizens of Fayetteville for the Commission to manage the Town Center on behalf of the City, NOW, THEREFORE, for valuable consideration, receipt of which is hereby acknowledged by Lessor and Lessee, and in consideration of the mutual benefits and covenants herein contained, Lessor and Lessee AGREE as follows: ARTICLE I DEFINITIONS Section 101 . In addition to the words and terms elsewhere defined in this Lease Agreement, the following words and terms as used in this Lease Agreement shall • have the following meanings unless the context clearly indicates a different meaning or intent: "Bonds" - The City of Fayetteville, Arkansas Hotel and Restaurant Gross Receipts Tax Bonds, Series 1998, issued under and secured by the Indenture, to provide funds to construct and equip the Project. . "Indenture" or "Trust Indenture" - the Trust Indenture and First Supplemental Trust Indenture between the City and the Trustee, which sets forth the details pertaining to the Bonds, the nature and extent of the security and the rights, duties and obligations of the City, the Trustee and the holders and registered owners of the Bonds and the terms under which the Bonds are secured. • "Lease Agreement" - The within Lease and Agreement. 6 "Lease term" or "Term" - the term of the Lease Agreement set forth in • Section 202 . "Leased Premises" - the lands, buildings, improvements, and facilities covered by the Lease Agreement and defined in Section 201 hereof. "Lessee" - the Advertising and Promotion Commission of the City of Fayetteville, Arkansas. "Lessor" - The City of Fayetteville, Arkansas, a city of the first class and located in Washington County, Arkansas. "Project" - The lands, buildings, improvements, facilities constituting a multi- purpose civic center for meetings and conventions, exhibitions, entertainment events and related uses, and related parking facilities, collectively to be known as the Fayetteville Town Center financed out of proceeds of the Bonds and other monies and leased under this Lease Agreement. The lands included in the Project are described as Exhibit A attached hereto. "Rent" or "Renu" - the Basic Rent (provided for in Section 203 (a) hereof) and the Additional Rent (provided for in Section 203 (b) hereof), unless the context clearly indicates both are not intended. "Trustee" - The Trustee for the time being, whether original or successor with the original Trustee being Bank of Oklahoma, N.A., Tulsa, Oklahoma who is a party to the Indenture. 7 ARTICLE II • DEMISING CLAUSES DURATION OF LEASE TERM AND RENTAL PROVISIONS Section 201 . Lessor, for and in consideration of the rents, covenants and agreements herein reserved, mentioned and contained, on the part of Lessee to be paid, kept and performed, agrees to and does hereby lease to Lessee, and Lessee agrees to, and does hereby lease, take and hire from Lessor, subject to the terms, conditions and provisions of this Lease Agreement expressed, the following: (a) The lands situation in Washington County, Arkansas, described in Exhibit A attached hereto (the "lands"); (b) The buildings, structures and other improvements now or at any time hereafter erected and installed on the lands; and • (c) All accretions, easements, rights of way and appurtenances belonging to the lands and/or the improvements described In (a) and (b) above. The properties described in (a), (b), and (c) above are herein collectively referred to as the "Leased Premises". TO HAVE AND TO HOLD the Leased Premises unto the Lessee for the term of this Lease Agreement as hereafter set forth. Section 202 . The term of this Lease Agreement shall commence upon substantial completion of the Project and shall run for a period of fifty ( 50) years. Section 203 . (a) Basic Lessee covenants to pay to Lessor, Basic Rent of one dollar per year and • agrees to contribute $ 1 ,000,000 toward the construction of the Project. 8 (b) Additional Rent. During the term hereof, Lessee shall pay as Additional • Rent all expenses, liabilities, obligations and other payments of whatever nature which Lessee has agreed to pay or assume under the provisions of this Lease Agreement, ARTICLE III INSURANCE Section 301 . A. Lessee party shall, at Lessee's sole cost and expense, keep the Leased Premises insured: (1) Against the perils of fire and the hazards ordinarily included under broad form extended coverage endorsements in amounts not less than 90% of the full insurable value thereof within the terms of applicable policies. (ii) If there are boiler or pressure vessels, from boiler or pressure vessel explosion in an amount customarily carried in the case of similar industrial operations. • The term "full insurable value" means such value as shall be determined from time to time at the request of Lessor, Lessee or Trustee (but not more frequently than once in every forth-eight (48 ) months) by one of the insurers selected by Lessee. B. At all times during the term, Lessee shall, at no cost or expense to Lessor, maintain or cause to be maintained : (I) General Public Liability insurance against claims for bodily injury or death occurring upon, in or about the Leased Premises, with such insurance to afford protection to the limits of not less than $ 1 ,000,000 in respect of bodily injury or death to any one person and to the limit of not less than $2,000,000 In respect to any one accident; and (ii) Property damage insurance against claims for damage to property occurring upon, in or about the Leased Premises with such insurance to afford protection to the limit of not less than $ 50,000 in respect of damages to the property of any one owner. • 9 C. The insurance required by this Article III shall be maintained in full • force and effect at all times during the term of this Lease Agreement; D. Copies or certificates of the insurance provided for by this Article or elsewhere in this Lease Agreement shall be delivered to the parties. And, in the case of expiring policies throughout the term, copies or certificates of any new or renewal policies shall be delivered to the parties. E. All insurance required by this Section 301 shall be effected with insurance companies qualified to do business in the State of Arkansas. Appropriate provisions shall be inserted in each insurance policy making each policy noncancellable without at least ten ( 10) days prior written notice to Lessor, Lessee and the Trustee. ARTICLE IV • REPAIRS AND MAINTENANCE OF LEASED PREMISES AND ALTERATIONS Section 401 . Lessee shall throughout the term, at no cost and expense to Lessor, maintain, or cause to be maintained, and at the expiration of the term hereof, yield up or cause to be yielded up, in good and tenantable repair, order and condition, reasonable wear and tear excepted, the improvements now or at any time erected on the lands included in the Leased Premises and sidewalks adjoining the Leased Premises; and promptly at no cost and expense to Lessor make or cause to be made all necessary repairs, interior and exterior, structural and non-structural, foreseen as well as unforeseen to such improvements. Section 402. Lessee shall have the right from time to time to make • additions, alterations and changes in or to the improvements constituting part of the Leased 10 Premises and shall have the right to construct new improvements. It is understood and • agreed that in the event the Lessee makes any additions, alterations and changes in or to the improvements constituting part of the Leased Premises as authorized by this Section, the Lessee shall be under no obligation at the expiration of the term to restore the Leased Premises to their original condition prior to such additions, alterations or changes. Section 403 . All structural improvements and alterations made on the Leased Premises by or on behalf of Lessee shall immediately upon completion thereof be and become the property of the Lessor without payment therefor by Lessor but subject to this Lease Agreement. All machinery and equipment, trade fixtures, movable partitions, furniture and furnishings and other property installed at the expense of Lessee shall remain Lessee with the right of removal whether or not affixed and/or the property of the Less g , attached to the real estate, and the Lessee shall, so long as it is not in default hereunder, be entitled but shall not be obligated to remove the same, or any part thereof, during the term, or within a reasonable time thereafter, but Lessee shall at its own cost and expense repair any and all damages to the Leased Premises resulting from or caused by their removal therefrom. Section 404. Lessee agrees to pay or cause to be paid all charges for water, gas, sewer, electricity, light, heat or power, telephone or other service used, rendered or supplied to or for the Lessee upon or in connection with the Leased Premises throughout the term of this Lease Agreement. 11 ARTICLE V • USE OF LEASED PREMISES - COMPLIANCE WITH ORDERS, ETC, SECTION 501 . Subject to the following provisions of this Section, Lessor and Lessee agree that Lessee shall use the Leased Premises for a multi-purpose civic center for meetings and conventions, exhibitions, entertainment events and related uses and related parking facilities. Lessee shall during the term promptly comply with all valid statutes, laws, and requirements of all federal, state, local and other governments or governmental authorities, including the Bond Indenture and Ordinance, now or hereafter applicable to the Leased Premises. Lessee shall during the term comply with the mandatory requirements, rules and regulations of all insurers under the policies required to be carried under the provisions of this Lease Agreement. •L ' ^ /� SECTION 502. The Leased Premises and portions thereof shall be made available by Lessee for use by the local groups for such events as civic and private receptions, school activitie community meetin ( banquets, tc. durin those times when the leased premises is not being utilized for the purposes set forth in Section 501 above. h Fees charged by Lessee for use by a local groups shall notes exceed the cost to Lessee of Bodian, janitorial and other special services (exclusive of utility services) In connection ------------- with such use. Section 503 . The Lessee covenants that it will operate or cause to be operated the facilities constituting the Project in a prudent and financially responsible manner, and will fix, charge and collect reasonable rates, fees and charges for the use of • the facilities constituting the Project and for services performed by the Lessee in connection 12 therewith. To the extent that revenues from the facilities constituting the Project are • insufficient therefore, all operating costs of the Project will be paid by the Lessee. Section 504. Lessee covenants that it will at all times operate the Project as a convention center within the requirements of the Advertising and Promotion Commission Act, Ark. Code Ann. Section 26-75-601 through 618 so that the Lessor will qualify under the provisions of the City-County Tourist Meeting and Entertainment Facilities Assistance Law (Ark. Code Ann. Section 14- 171 -210 through 217) for turnback funds. Section 505 . Lessee covenants for the benefit of the Lessor and the holders of Lessor's outstanding Hotel and Restaurant Gross Receipts Tax Bonds that in operating the Project it will comply with all requirements of the Internal Revenue Code of 1986, as amended, which are required for interest on the Bonds to be excludable from gross income • for federal income taxation purposes. ARTICLE VI LESSOR MAY PERFORM LESSEE'S OBLIGATIONS Section 601 . If Lessee shall fail to keep or perform any of its obligations as provided in this Lease Agreement In respect of (a) maintenance of insurance; (b) repairs and maintenance of the Leased Premises; (c) compliance with legal or insurance requirements; and (d) making of any other payment of performance of any other obligations, then Lessor may (but shall not be obligated to do so), upon the continuance of such failure on Lessee's part for thirty ( 30) days after written notice to Lessee, and without waiving or releasing Lessee from any obligation, and as an additional but not exclusive • remedy, make any such payment or perform any such obligation (not under circumstances 13 where such payment or performance would defeat any rights, herein specifically given to Lessee, to withhold such performance or to contest such obligation to the extent herein provided), and all sums so paid by Lessor and all necessary incidental costs and expenses incurred by Lessor in making such payment or performing such obligation shall be deemed Additional Rent and shall be paid to Lessor on demand. ARTICLE VII INSPECTION OF LEASED PREMISES BY LESSOR AND TRUSTEE Section 701 . Lessee shall permit Lessor and the Trustee or either of them, by their respective authorized representatives, to enter the Leased Premises at all reasonable times during usual business hours for the purpose of inspection, and for the performance of any work therein made necessary by reason of Lessee's default under any of the provisions • of this Lease Agreement. ARTICLE VIII DAMAGE AND DESTRUCTION Section 801 . A. Lessee covenants and agrees that in the event of damage to or destruction of the Leased Premises, or any part thereof, by fire or other casualty, the Lessee shall immediately notify the Lessor and the Trustee. If the Leased Premises sustain "major damage or destruction," (as hereafter defined) either party may terminate this Lease Agreement by written notice to the other party and the Trustee given within 45 days after casualty and Renu shall be paid to the date of the casualty. • If the damage does not constitute major damage or destruction, Lessee shall 14 proceed to restore, repair, rebuild or replace the Leased Premises as nearly as possible to • the condition they were in immediately prior to such damage or destruction. B. The term "major damage or destruction" as used in this Section is defined to mean any damage or injury to or destruction of the Leased Premises or any part thereof (whether or not resulting from an insured peril) such that the Leased Premises cannot reasonably be restored to its condition immediately preceding such damage, injury or destruction within a period of ninety (90) working days, or which would prevent Lessee from carrying on its operations therein for a period of ninety (90) working days or the restoration cost of which would exceed the total amount of insurance carried on the Leased Premises in accordance with the provisions of Article III hereof. C. All insurance money paid on account of such damage or destruction shall • be paid to the Lessor and applied only to the payment of the cost of the restoration, repairs, replacements or rebuilding, including expenditures made for temporary repairs or for the protection of property pending the completion of permanent restoration, repairs, replacements, or rebuilding or to prevent interference with the business operated thereon (sometimes referred to as the "restoration") . ARTICLE IX ASSIGNMENT Section 901 . A. Lessee may not assign this Lease Agreement or sublet the Leased premises or part thereof for a period longer than 60 days without the prior written consent of Lessor. No such assignment or subletting and no dealings or transactions • between the Lessor and any sublessee or assignee shall relieve the Lessee of any of its 15 obligations under this Lease Agreement and Lessee shall remain as fully bound as though no • assignment or subletting had been made, and performance by any assignee or sublessee shall be considered as performance pro tanto by Lessee. ARTICLE X DEFAL1LT PROVISIONS Section 1001 . The following shall be "events of default" under this Lease Agreement and the terms "event of default" or "default" shall mean, whenever they are used in this Lease Agreement, any one or more of the following events: (a) Failure by the Lessee to observe and perform any covenant, condition or agreement on its part to be observed or performed, (i) for a period of thirty (30) days after written notice, specifying such failure and requesting that it be remedied, given to the Lessee by the Lessor unless the Lessor shall agree in writing to an extension of such time prior to its expiration or (ii) for such • longer period as may be reasonably necessary to remedy such default provided that the Lessee is proceeding with reasonable diligence to remedy the same. Section 1002 . Whenever any event of default shall happen and then be continuing, the Lessor or the Trustee may take any of the following remedial steps: (a) The Lessor may re-enter and take possession of the Leased Premises without terminating this Lease Agreement, and sublease the Leased Premises for the account of the Lessee, holding the Lessee liable for the difference In the rent and other amounts payable by the Lessee hereunder. (b) The Lessor may terminate the term, exclude the Lessee from possession of the Leased Premises and use its best efforts to lease the Leased Premises to another for the account of the Lessee, holding the Lessee liable for all rent and other payments due up to the effective date of any such leasing. (c) The Lessor shall have access to and inspect, examine and make copies of the books and records relating to the Leased Premises. • (d) The Lessor may take whatever action at law or in equity may appear 16 necessary or desirable to collect the rent and any other amounts payable by • Lessee hereunder, then due and thereafter to become due, or to enforce performance and observance of any obligation, agreement or covenant of the Lessee under this Lease Agreement, Section 1003 . No remedy herein conferred upon or reserved to the Lessor is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Lease Agreement or now or hereafter existing at law or in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver thereof but any such right or power may be exercised from time to time as often as may be deemed expedient. Section 1004. The foregoing provisions of this Article relating to the receipt • of moneys by Lessor as the result of an acceleration, upon a reletting or otherwise are each to be construed as providing that all such payments by Lessee or others shall be handled as provided in this Lease Agreement and in the Indenture. • 17