HomeMy WebLinkAbout76-78 RESOLUTION•
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RESOLUTION NO. ](�-`] g
A RESOLUTION AUTHORIZING A MEMORANDUM OF INTENT BY
AND BETWEEN THE CITY OF FAYETTEVILLE, ARKANSAS, AND
McINTOSH CORPORATION OR NORRIS INDUSTRIES PERTAINING
TO THE ISSUANCE OF INDUSTRIAL REVENUE BONDS FOR
FINANCING THE COSTS OF ACQUIRING, CONSTRUCTING, AND
EQUIPPING INDUSTRIAL FACILITIES AND PRESCRIBING OTHER
MATTERS RELATING THERETO.
BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY OF
FAYETTEVILLE, ARKANSAS:
Section 1. That there be, and there is hereby authorized
the execution and delivery of a Memorandum of Intent by and
between the City of Fayetteville, Arkansas (the "Municipality"),
and McIntosh Corporation or Norris Industries (the "Company"),
in substantially the form and with substantially the contents
hereinafter set forth, and the Mayor and City Clerk be, and
they are hereby, authorized to execute and deliver the Memorandum
of Intent for and on behalf of the Municipality. The form and
content of the Memorandum of Intent, which are hereby approved
and which are made a part hereto, shall be substantially as
follows:
MICROFILMED
DATE JUN 1 5 1919
REEL ra"'
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MEMORANDUM OF INTENT
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THIS MEMORANDUM OF INTENT is between the City of Fayetteville,
Arkansas (the "Municipality"), and McIntosh Corporation or Norris
Industries (the "Company").
The parties hereto have entered into discussions pertaining
to the acquisition, construction and equipment of an industrial
plant in or near the Municipality, and the purpose of this
Memorandum is to set forth in general terms the intent of the
parties in that regard. The parties recite knowledge of the
following:
1. The Municipality is a City of the first class under
the laws of the State of Arkansas and is authorized by Act No. 9
of the First Extraordinary Session of the Sixty -Second General
Assembly of the State of Arkansas, approved January 21, 1960,
as amended ("Act No. 9"), to issue industrial development revenue
bonds for defraying the costs of acquiring, constructing and
equipping industrial projects.
2. The proposed project is the acquisition, construction
and equipment (the "construction") of lands, structures,
machinery, equipment and facilities to constitute an industrial
plant (the "Project").
3. The Company does not want to incur costs and expenses
in connection with the Project without assurances from the
Municipality that, if desired and requested by the Company, the
proceeds of the sale of industrial development revenue bonds of
the Municipality will be made available for the permanent
financing of the costs and expenses of the construction.
4. The Municipality considers that the construction of
the Project will promote industrial development and thereby
promote the general welfare of the inhabitants of the Municipality.
NOW, THEREFORE, in consideration of the mutual undertakings
of the parties set forth in this Memorandum, it is agreed by the
Municipality and by the Company as follows:
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1. The cost of construction will be financed by the issuance
by the Municipality of industrial development revenue bonds under
the provisions of Act No. 9 (the "Bonds"). It is estimated that
the cost of the construction, including costs incidental thereto
and incidental to issuance of the Bonds, is approximately
$10,000,000.00. The Bonds may be issued at one time or in series
from time to time.
The Municipality will take the necessary steps to issue and
deliver the Bonds. Costs of issuance of the Bonds will be paid
by the Company or from the proceeds of the Bonds.
2. The legal title to the Project may be placed in the
Municipality and may be subject to a lease or other agreement
between the Municipality and the Company, in the form generally
utilized in Arkansas in connection with financing under Act No. 9;
all terms and provisions thereof are to be mutually agreeable to
the Municipality and the Company, but the Company shall be
obligated to make payments thereunder in amounts and at times
sufficient to provide for payment of the principal of, premiums,
if any, interest on, and trustee's and paying agent's fees in
connection with Bonds as due and payable.
3. All documents whose execution and delivery are contemplated
by the provisions hereof,•including but not limited to the terms of
the Bonds and of the sale of the Bonds, must be acceptable to and
approved by the Board of Directors of the Company. The sale of
the Bonds shall be the responsibility of the Company.
4. The Municipality and the Company shall enter into an
agreement providing for payments by the Company in lieu of ad
valorem taxes, the terms of which shall be mutually agreeable
to the Municipality and the Company.
5. It is understood that the Company is proceeding with
the construction, including the entering into of necessary
contracts and purchase orders to accomplish that purpose. .If
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Bonds are issued, the Company will be reimbursed out of Bond
proceeds for all expenditures made and expenses incurred in the
construction of the Project.
ATTEST('%,
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City qilerk
ATTEST:
CITY OF FAYETTEVIILLLE, ARKANSAS
By: i]Z
ayor
By:
Secretary
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President
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Section 2. That the Mayor and City Clerk be, and they are
hereby authorized and directed, for and on behalf of the
Municipality, to do all things, execute all instruments and
otherwise take all action necessary to the realization of the
Municipality's rights and to the discharge of the Municipality's
obligations under the Memorandum of Intent.
ATTEST :1,
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PASSED: ale (j/YJ 5
, 1978.
APPROVED:' ^
n,nree-Cla
Mayor
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CERTIFICATE
The undersigned, City Clerk of Fayetteville, Arkansas,
hereby certifies that the foregoing is a true and correct copy
of a resolution passed at a regular session of the Board of
Directors of Fayetteville, Arkansas, held at the regular
meeting place of the Board at 7:30 o'clock p.m. on the 5th day
of December, 1978.
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