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Home My WebLink About1998-09-14 - Agendas - Final . MEETING NOTICE The Advertising and Promotion Commission will meet on Monday, September 14, 1998, at 2:00 p.m. at City Hall in City Council Chambers. ADVERTISING AND PROMOTION COMMISSION September 14, 1998 2 :00 p.m. City Hall Council Chambers I Call to Order II. Reports A. Approval of Minutes for August 10 B. Financial — Ben Mayes C. Convention and Visitor Activity D. Blackwood/Martin/CJRW Report — Susan Stirewalt III. Old Business A. Town Center Lease IV. New Business A. Resolution regarding Hospitality Every Day Election — September 29 V. Adjourn • Informational Items — Trolley Operations Report • GROUP: ADVERTISING & PROMOTION COMMISSION DATE: August 10, 1998 PRESENT: Joe Fennel, Fred Hanna, Curtis Shipley, Jim Waselues, Kit Williams, and Steve Ward ABSENT: Alex Jerde, Carl Maguire The regular meeting of the Advertising and Promotion Commission was called to order at the City Hall Council Chambers at 2:00 p.m. by Chairman Joe Fennel. MINUTES It was moved by Hanna, second by Shipley to approve the minutes of the July 13 meeting. Motion carried. FINANCIAL REPORT Ben Mayes presented financial report for July. HMR collections were $94,621 , an increase of 18.60% over July, 1997 collections. Year to date collections are $621 ,583, an 11 .60% increase over 1997. July expenditures were $44,837. There were no questions regarding the report. Moved by Shipley, second by Hanna to approve the report. Motion carried. CONVENTION AND VISITOR DEVELOPMENT REPORT • Steve Ward noted that the Convention Visitor Development report was in the agenda materials. There were no questions. ADVERTISING AGENCY REPORT Susan Stirewalt reported for the agency. OLD BUSINESS Lease to operate Town Center Ben Mayes reviewed changes to the lease noting that the A & P will need to provide liability insurance due to the city being exempt from liability. Commissioners discussed (Section 901) the 60 day lease, those present agreed it is not an issue. "Exhibit A" question was explained by Ben as the way the city writes a lease. Motion by Shipley to amend Section 503 as presented by City Attorney to include at the end of the first sentence the following: recognizing that 501 (c) 3 groups shall receive a reduced rate and or fee schedule. Bond Resolution Ben reviewed the resolution. Jerry Rose noted that the bond attorney had drafted the resolution. Shipley moved to approve the resolution and forward to the city, second by Waselues. Motion carried. NEW BUSINESS U of A Indoor Track facility • Joe Fennel noted that the new track facility will more than likely be available during certain times for conventions. • There being no further business, the meeting was adjourned. Respectfully submi d, e and President/CEO Chamber of Commerce • 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 $ 731809 -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% 89,603 1 .76% May 78,771 87,221 10.73% 97, 309 11 .57% June 79,880 84,417 5.68% 981318 16.47% July 831337 79,784 -4.26% 94,621 18.60% August 781651 841099 6.93% 91 ,328 8.60% 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 $ 992,939 3.850/6 $ 717.911 10.91 % HMR Tax Collections By Month 120 100 s 80 N C 60 c $ y 40 9 S s 20 k n January February March April May June July August September October November December O 1996 ® 1997 M 1998 • \HMRTAX Advertising & Promotion Commission Financial Report - Expenditures For the Month Ending August 31 , 1998 • 1998 YTD August Budget Item Budget Expenses Remaining Expenses Chamber of Commerce Operations Contract $100,000 $1003000 $0 Collection Expense - City of Fayetteville 20,500 142375 61125 12835 Audit Expense 150 150 0 150 800 Telephone Number (Chamber of Commerce) 10,000 7,500 21500 Public Notification (BMA Contract) 225,000 1393280 85,720 26,735 Trolley Operations 40,000 232260 163740 52498 Convention Support 51000 4, 109 891 300 Town Center/Exhibit Hall 74,351 743351 0 Brochure Development 16,859 952 153907 Air Museum 40,000 30,000 10,000 Square Gardens 213920 15,441 61479 604 Soecial Projects AAA American Legion Tournament 21000 21000 0 27000 • AAAA State Baseball Tournament 21000 21000 0 Ark. State Gymnastics Competition 600 548 52 548 Autumnfest 21500 2,500 Fay. Public Library Genealogical Collection 35,522 351355 167 11530 First Nite 71000 71000 Gary Hampton Memorial Tournament 500 500 0 500 HAWKS AAU Basketball Tournament 21000 2,000 0 Holiday Hoops 12,000 12,000 Joe Martin Memorial Stage Race 21000 1 ,746 254 11746 Univ. of Arkansas Museum 51724 51724 Wood Bat Classic 19985 11985 0 11985 TOTAL USES $6275611 $455,552 $172,059 $43,431 • W&PEXP98 • ACTIVITY REPORT AUGUST, 1998 INQUIRY RESPONSES August 1998 Tourist - 293 1998 Year to Date — 2,293 August 1997 Tourist - 342 1997 Year to Date — 2,541 August 1998 Advertising Response — 1 ,687 1998 Year to Date — 16,219 August 1997 Advertising Response — 1 ,742 1997 Year to Date — 24,650 August 1998 Relocation — 151 1998 Year to Date — 1 ,251 August 1997 Relocation — 190 1997 Year to Date — 1 ,535 August 1998 Total Inquiries — 2, 131 August 1997 Total Inquiries — 2,274 Year to Date 1998 — 19,763 Year to Date 1997 — 28,726 Internet Inquiries August Hits — 38,745 CONVENTION ACTIVITY Conventions — Good Sams Samboree Headstart state convention AZA (American Zoo and Aquarium Board of Regents) future conference Soccer Tournament — Rick Couvioun Arkansas Game and Fish — Bob McNally Quilt Convention — 1999 — Karen Arnold State Horseshoe Tournament — Labor Day Weekend Group Tours - Rich Mountain Community College (Naomi Thompson) Oklahoma City Senior Citizens (Beverly) Miscellaneous — Newcomer's Fayetteville Friendly Tour Hospitality in a heartbeat classes at public libarary Arthritis Foundation, Jingle Bells Town Center — preliminary construction with City Planning Washington County Hisotiral Society — Dee Dee Lamb and Charles Stewart U of A Orientation parent mailing Liquor Election on Sept 29 NATA Light of the Ozarks Workday Conway Chamber of Commerce Good Will Tour • Town Center Lease • Media Relations - Interspace Advertising in NWA Regional Airport Successful Meetings — Heidi Waldroup C-Span — Bill Conover Group Travel Magazine — Herb Sparrow Arkansas Business — Bil Bowden Democrat Gazette — Laura Kellams Top HMR Collections — July Hilton Clarion Ryan's Red Lobster Rio Bravo Applebee's A. Q. Chili's Ozark Brewing Company Jose's McDonald's 50's Luby's EI Chico • • • ADVERTISING INQUIRIES JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC Tourist ACW 25 3 6 7 5 BH 38 534 154 125 52 47 CWT 2 10 18 5 6 7 4 D FC 1 11 109 42 23 4 HT 60 27 17 H&A 37 187 57 183 MC 186 456 298 97 12 ML 32 48 59 2 573 742 668 706 MVG 275 1232 NG NTG 123 191 448 368 457 365 192 217 OK 17 12 79 35 SL 14 16 472 139 217 223 108 355 SMI 35 1131 235 95 57 24 33 SV TA 13 18 209 98 35 TJ TM 182 64 171 429 86 77 9 69 USA 35 471 1392 • Meetings SM 2 3 2 TOTAL 384 359 2653 3729 3637 2397 1369 1687 ACW-Am. Civil War BH-Better Homes & Gardens CWT-Civil War Times D-D Magazine FC-Family Circle HT-Historic Traveler H&A-Home and Away MC-McCalls ML-Midwest Living MVG-Midwest Vacation NG-Nall Geog Traveler NTG-NATA OK-Oklahoma Today SL-Southern Living SMI-State Mag. Insert SM-Successful Meetings SV-Summer Vacation TA-Travel America TJ-Texas Journal • • Advertising Inquiries by State - August, 1998 ACW BH CWT FC HT H&A MC MWLNTG SL SMI TA TM TOTAL AL 1 1 1 1 17 2 2 24 AK 1 1 AZ 1 4 5 3 1 2 15 AR 1 1 1 5 24 30 7 1 70 CA 1 4 3 8 14 8 5 3 46 CO 2 4 2 8 CT 1 1 2 DE 0 DC 1 1 FL 1 1 1 1 7 9 27 1 6 54 GA 2 2 2 21 1 1 29 HI 0 ID 1 1 IL 1 1 29 115 7 7 2 1 163 IN 9 69 2 1 1 82 IA 2 17 61 9 1 90 KS 1 34 7 42 KY 1 6 9 1 10 1 1 29 LA 1 21 32 1 55 ME 1 1 2 MD 2 5 1 8 MA 1 1 1 1 4 MI 4 49 3 4 60 MN 23 49 8 1 1 1 83 MS 2 16 18 • M1 2 85 9 17 1 3 118 MT 5 1 6 NE 1 1 11 19 3 35 NV 1 4 5 NH 1 1 1 3 NJ 1 1 1 2 1 1 2 9 NM 1 2 1 4 NY 2 1 3 4 2 1 13 NC 1 3 3 2 6 2 17 ND 7 2 9 OH 3 26 1 48 1 4 2 1 86 OK 2 1 32 4 9 19 1 1 69 OR 1 1 2 PA 3 1 1 7 1 2 2 17 RI 1 1 Sc 1 9 10 SD 5 5 TN 1 1 3 3 17 1 26 TX 6 1 2 2 6 45 82 4 2 60 210 UT 1 1 VT 0 VA 2 3 2 1 6 14 WA 6 2 1 9 WV 1 1 2 WI 1 23 1 84 6 1 2 118 WY 1 0 APO 0 CAN 1 1 • FOR 2 1 1 2 1 7 TOTAI 5 47 4 4 17 183 12 706 217 355 33 35 69 1687 • Tourist Inquiries - 1998 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec TOTAL AL 4 3 4 5 4 7 3 3 AK 1 AZ 4 4 4 1 3 6 2 6 AR 43 32 71 31 27 36 23 45 CA 8 9 30 16 4 10 11 10 CO 3 4 5 1 1 2 1 CT 1 1 1 DE 2 DC 1 FL 5 2 4 9 5 5 6 6 GA 3 3 5 4 2 5 3 2 HI ID 1 1 1 IL 10 9 67 13 13 15 10 10 IN 4 3 26 4 6 5 2 8 IA 8 7 24 10 5 1 8 7 KS 5 6 19 11 17 9 11 11 KY 2 1 1 2 4 1 1 LA 4 7 23 15 16 14 12 15 ME 2 1 1 MD 1 4 2 1 MA 4 1 2 1 1 2 MI 5 3 26 10 5 6 2 6 MN 5 10 34 12 3 8 9 5 MS 5 3 5 5 1 1 3 6 MO 6 19 45 21 21 13 9 27 • MT 1 1 NE 1 1 17 7 6 1 3 NV 1 NH 1 1 NJ 3 1 3 2 4 3 2 3 NM 1 2 4 3 1 1 NY 6 6 3 2 2 3 1 4 NC 1 5 2 3 5 3 ND 3 1 1 1 OH 3 4 20 9 5 3 6 5 OK 11 9 32 21 26 20 11 38 OR 1 2 2 4 1 1 1 PA 1 4 7 6 3 5 1 4 PR 1 RI 1 SC 1 2 1 1 1 2 2 2 SO 1 8 2 TN 4 1 4 6 2 5 2 7 TX 12 35 47 38 35 37 32 42 UT 1 1 VT VA 3 2 1 2 WA 3 2 2 4 3 3 WV 1 1 1 WI 5 16 49 9 3 4 6 7 WY 2 1 1 APO 1 1 2 1 1 1 1 • CAN 1 1 4 1 1 3 1 FOR 1 2 1 190 220 615 294 246 239 196 293 Relocation Inquiries - 1998 • Jan Feb Mar Apr May June July Aug Sep Oct Nov Dec TOTAL AL 1 1 1 1 2 AK 1 1 1 AZ 3 5 6 2 4 8 4 5 AR 24 23 27 31 18 28 18 28 CA 19 5 25 10 8 24 6 11 CO 1 1 4 6 7 2 3 3 CT 1 1 2 1 DE 1 DC FL 4 5 6 7 6 9 6 5 GA 1 2 1 2 2 6 2 1 HI 1 2 1 ID 1 1 1 1 IL 10 3 9 12 5 5 5 4 IN 2 4 1 2 1 1 1 IA 7 3 5 1 2 3 4 5 KS 3 2 7 2 5 5 2 5 KY 2 2 1 1 1 LA 1 6 11 7 5 3 2 9 ME 1 1 MD 2 4 1 MA 1 2 1 2 MI 4 8 2 3 2 4 MN 4 4 6 4 3 3 3 2 MS 3 4 4 4 1 1 4 MO 8 5 10 8 11 9 7 6 • MT 2 1 NE 3 1 3 4 2 2 1 NV 2 2 1 4 3 3 NH 1 NJ 1 1 3 4 2 NM 1 2 2 1 2 2 2 NY 1 3 2 3 2 2 3 2 NC 1 2 2 2 1 1 1 1 ND 1 2 OH 2 1 5 3 1 2 1 OK 10 4 3 5 7 8 8 9 OR 1 1 3 2 2 1 PA 2 1 5 3 2 2 1 1 PR RI SC 1 2 1 2 1 1 SD 2 TN 3 3 11 6 1 4 4 1 TX 15 15 21 21 11 15 19 31 UT 1 1 VT VA 3 2 2 2 2 1 2 WA 3 2 4 6 2 1 2 3 WV 6 1 1 1 WI 2 7 4 4 2 3 3 2 WY 1 3 2 1 1 • APO 2 1 1 1 CAN 1 1 151 128 223 175 133 164 126 151 Access statistics for w .fa)vttevillear.com (last 12 month) http://w .FayettevilleAR.com/stets/ Access statistics for www.fayettevillear.com • Summary period: last 12 month Last updated: 08/Sep/1998 09:26 ..::: : :::...............................::.: . :::.:...:............_......................................................................................................................................................................................... .................................................................................................................................................................................. ............. ?zts/Files/5i' es/ b:�t ^ by month v� s: F s: m uE s z �i Yl dn 1^ _O 1�t V Sep 97 Oct Nw Dec Jan Feb Mar• Apr May Jun Jul Rug Sep 98 • 3 SCu nt s atistk or Se tember 98 (undated more f uent M _......................... ..... s ...... ..... ................. . . -.... ...... ..... .Seotember98 � 9139 7592 383 47959: n ust98 38745, 34374 1488. 212555: ..... r . iJu.....lv 98.......::::....,L.................. 362731.. ..... .. ...;3117T�............_...- 1443.1...:::,.::::.............. ...... ..187889: . . :June 98 33620 ; 29725 1529 178415; " ;May 98 30942 : 27740 1317 163921. ... . ;ADriI98 32927, 267341 13801 159067 .. . . .. . ';March 98 1 35528,: 29316 15171 177707': ............................ ... .................................. ..................................: ..............................:rr.................................................... ;February 98.... �.................... 1095911......................8500. .................—..� 1........._...........................53375; ... _ ...._........................ ............ ...... ..I..,..._................ ... January 98 1 20115, 10438' 649': 576"; jP : ;December 97 20183, 8905 5681 YLi 49502: ......... ..... .............................. .............................. .................................. :November 97 ( 30685'1 130391 571' 76023'; October 97 30796 11860 452'. 67576 gF329906 ,d> r�� zx39 FER G � . ..... 511 1:::..._::...:................:__:._.....:::....::::....:..................................._..................._......................................................................._._.............._.......................................... ........_. . .... .................................................................................................................................................................................................... • Full statistics for 1997 1 of 2 9/9/98 10:55 AM FAYETTEVILLE • THE CITY OF FAYETTEVILLE, ARKANSAS To: Advertising 81 Promotion Commission Members �p� From: Ben R. Mayes, Administrative Services Director D� ' ` Date: September 10, 1998 Subject: Town Center Lease Agreement Attached for your review and approval is a copy of the latest revision of the Lease and Agreement between the City of Fayetteville and the Advertising and Promotion Commission of the City of Fayetteville. This agreement was approved by the Fayetteville City Council at their Special Meeting held Sept. 8, 1998. • If you have any questions, please call me at 575-8330. • LEASE AND AGRE -ME Between CITY OF FAYETTEV Is , ARKANS S and • ADVERTISING D PRO OTIO N • • MMISSION of the CIT O FAY TEVILL , ARKANSAS Da a as of • • LEASE AND AGREEMENT TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 101 Definitions ARTICLE 11 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 INSURANCE 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 • 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 Section 504 Compliance with City/County Tourist Meeting and Entertainment Facilities Assistance Law Section 505 Compliance with Internal Revenue Code of 1986 Section 506 Compliance with Freedom of Information Act Section 507 Annual report requirement and City Council review 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 1101 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 : 1 . 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, the Commission agrees to contribute $ 1 ,000,000 toward the construction of the Town Center; and • 6. WHEREAS, upon completion, the Town Center will be owned by the City; and 5 7. WHEREAS, the Commission is willing to manage the Town Center and to assume • the financial burden, if any , incurred in such management for the purpose of fulfilling their 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 8 . 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. 6 " Lease Agreement" - The within Lease and Agreement. "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, and 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 "Rents" - 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 twenty-two (22 ) years. Section 203 . (a) Basic Rent. Lessee covenants to pay to Lessor, Basic Rent of one dollar per year. ( b) Additional Rent. During the term hereof, Lessee shall pay as Additional Rent all expenses, liabilities, obligations and other payments of whatever • 8 nature which Lessee has agreed to pay or assume under the provisions of this Lease • Agreement. ARTICLE III INSURANCE Section 301 . A. Lessor party shall, at Lessor's sole cost and expense, keep the Leased Premises and the furniture, fixtures and equipment insured: (i) 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 required more frequently than once in every forty-eight ( 48 ) months) by one of the insurers selected by. Lessor. 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. 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; 9 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 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 Premises and shall have the right to construct new improvements with the prior written approval of the Lessor. Such approval shall not be unreasonably withheld. 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 10 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 become the property of the Lessor. 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. 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 is requirements, rules and regulations of all insurers under the policies required to be carried 11 under the provisions of this Lease Agreement. SECTION 502 . The Lease Premises and Portions thereof should be made available by the Lessee for use by non-profit community groups located in the City of Fayetteville, Arkansas, for such events as civic receptions and community meetings during those times when the Lease Premises is not reserved to be utilized for the purposes set forth in Section 501 above. With respect to this Section, a non-profit may not reserve the Lease Premises in excess of thirty ( 30) days prior to the date it will utilize the Lease Premises. 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 therewith, recognizing that 3 ) non-profit community groups located in the City of Fayetteville are to be given a reduced rate, fee and/or charge. The rates, fees and charges for such 501 (e) (3) non-profit community groups shall be approved by the Lessor ( Fayetteville City Council) . Said approval shall not be unreasonably withheld. 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 12 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. Section 506. Lessee covenants all its records, reports, accounts, writing, and operations are and shall be covered by the Freedom of Information Act as set out in Arkansas Code Annotated Section 25- 19- 101 , and shall be open for inspection and copying at all times as set forth in that Act. Any further subleases or management • agreements between Lessee and Lessor or between Lessee and third parties shall contain this clause. Section 507.—Lessee covenants it`will make annual reports to Lessor and-its sitting City Council on each anniversary date of his agreemenC-This report will-include documentation on how and whether the Town Center has been managedto accomplish the f6llowinggoals:( T) generateincreasedtourism for Fayetteville;_(2 ) remain financially liable with all de6u ond`obligations paid timely;(3) serve thefayetteville community_by its use for local non profit groups and other community events such as dances,—dinners; receptions, and at meetings.—If the Ciry Council determines the Lessee has failed to properly accomplish one of the three statedgoals;Lessee shall`be given written notice of such failure and a specialreview;to determine if-corrective action taken by thelessee has • resolved any failure willbe conductedafter six months. If fhe Ciry Council theri 13 determines the problem has been resolved o itssatisfaction, the report process will continue as stated above:Ifthe City Council;determines ithe failure has not been satisfactorily resolved;_ the `City Council can allowadditional:time to Lessee-to resolve the problem, or City -Council-may—declare Lessee-to -be-in default and lessor may re-enter and lake possession of the Leasedas provided`in'Section 1-002J: Section 508. At the request of either Lessor or Lessee, but no more frequent than once a year, a meeting may be called for the purpose of proposing amendments to this agreement. Lessor and Lessee agree to be present at said meeting and to negotiate in good faith over any proposed amendments. 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 or 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 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 14 I ncurred 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 Rents shall be paid to the . date of the casualty. 15 If the damage does not constitute major damage or destruction, Lessee shall 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 16 between the Lessor and any sublessee or assignee shall relieve the Lessee of any of its 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 DEFAULT 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 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. 17