HomeMy WebLinkAbout110-79 RESOLUTION•
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RESOLUTION NO. fJb-79
A RESOLUTION AUTHORIZING A MEMORANDUM OF INTENT BY AND
BETWEEN THE CITY OF FAYETTEVILLE, ARKANSAS, AND SUMNER
& GREENER, A TEXAS GENERAL PARTNERSHIP, INC. PERTAINING
TO THE ISSUANCE OF TOURISM REVENUE BONDS FOR FINANCING
THE COSTS OF ACQUIRING, CONSTRUCTING AND EQUIPPING
TOURISM 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 Sumner & Greener, a Texas General Partnership, Inc. (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 contents of the Memorandum of
Intent, which are approved and which are made a part hereto,
shall be substantially as follows:
MICROFILMED
DATE JAN 3 1980
REEL
MICR
DATE
REEL
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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 obligations under the Memorandum of
Intent.
PASSED: 13rAw day of , 1979.
APPROVED:
`—ems 01
MAYOR
•ATTESTS
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«Ad° g yew
,CITYcoAERKi
(SEAL) ..4
,;�. MEMORANDUM OF INTENT
c.:This MEMORANDUM OF INTENT is between the City of Fayetteville,
Arkansas, party of the first part (hereinafter referred to
and Sumner'& Greener, a Texas general
as the "Municipality"),
partnership, party of the second part (hereinafter referred
to as the "Company").
INCONSIDERATION of the undertakings of the parties set
forth herein and the benefits to be derived therefrom and of
other good and valuable consideration , receipt: of which is
hereby acknowledged by the parties, the Municipality and the
Company AGREE:
1. Preliminary Statement. (a) The Municipality is a
duly organized and existing city of the first class under
the laws of the State of Arkansas and is authorized by the
laws of the State of Arkansas, including particularly Act
No. 380 of 1971, as amended ("Act 380") to issue revenue
bonds for financing the costs of acquiring, constructing and
equipping tourism facilities (as defined and authorized by
Act 380) and to lease and/or sell the same for such rentals
and payments and upon such terms and conditions as the
Municipality deems advisable.
(b) In order to secure and develop tourism which will
furnish substantial employment and payrolls (in furtherance
of the public purpose of Act 380), it is proposed that a
hotel (consisting of lands, buildings, improvements and
facilities) (the "Project") be acquired, constructed and
equipped.
(c) The Company has determined that it must obtain a
commitment from the Municipality that it will issue revenue
bonds under Act 380 as the Company and the Municipality,
upon advice of counsel, shall deem appropriate and make the
proceeds available for the permanent financing of any part
of the costs and expenses incurred in acquiring, constructing
and equipping the Project.
(d) The Municipality is willing to so commit and to
proceed with the issuance of such bonds as and when requested
by the Company, in principal amounts necessary to furnish
such permanent financing subject to compliance with all
conditions set forth in Act 380.
(e) The Municipality considers that the acquiring,
constructing and equipping of the Project and the leasing or
sale thereof to the Company, will secure and develop tourism
and thereby promote the general health and economic welfare
of the inhabitants of the Municipality and adjacent areas.
2. Undertakings on the Part of the Municipality.
Subject to the conditions above stated, the Municipality
agrees as follows:
(a) That when requested by the Company, it will authorize
and take, or cause to be taken, the necessary steps to issue
bonds under Act 380, in the aggregate principal amount
necessary to furnish the permanent financing of any part of
the costs of accomplishing the Project. In this regard, it
is estimated at this time that the cost of the project will
be in an amount not to exceed $9,500,000. Thus, tourism
revenue bonds will be issued under Act 380 in such amount as
shall be requested by the Company for accomplishing all or
any part of the Project (the "Bonds").
(b) That it will, at the proper time and subject in
all respects to the recommendations and approval of the
Company, have the Bonds underwritten and will adopt, or
cause to be adopted, such proceedings and authorize the
execution of such documents as may be necessary and advisable
for the authorization, sale and issuance of the Bonds, the
acquiring, constructing and equipping of the Project, and
for the leasing or sale thereof to the Company, all in
conformity with Act 380 and any other applicable federal and
state laws and upon terms and conditions mutuallysatisfactory
to the Municipality and the Company.
(c) That the aggregate basic rents or payments (i.e.,
the rents or payments to be used to pay the principal of,
premiums, if any, and interest on the Bonds) payable under
lease or sale agreement between the Municipality and the
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Company, sthall•be sufficient to pay the
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principal of,
premiums,
if any, and interest on the Bonds when due. The lease: or
sale agreement shall contain such provisions as are necessary
or desirable, consistent with the authority conferred by Act
380.
(d) That it will take or cause to be taken such other
acts and adopt such further proceedings as may be required
to implement the aforesaid undertakings or as it may deem
appropriate in pursuance thereof.
3. Undertakings on the Part of the Company. Subject
to the conditions above stated, the Company agrees as follows:
(a) That it will cooperate with the Municipality in
the sale and issuance of the Bonds to the end of achieving
timely and favorable marketing thereof.
(b) That it will enter into such leases, sale agreements
or other appropriate agreements with the Municipality under
which the Company will obligate itself to pay to the Municipality
rents or payments sufficient to pay the principal of, premiums,
if any, and interest on the Bonds when due and containing
such other provisions as are necessary or desirable consistent
with the authority conferred by Act 380.
(c) That it will take such further action and adopt
such further proceedings as may be required to implement its
aforesaid undertakings or as it may deem appropriate in
pursuance thereof.
4. General Provisions. (a) This Memorandum shall
continue in full force and effect until the Project and
their financing by Bonds, as herein specified, is accomplished,
and in this regard it is understood that there may be separate
issues of Bond, and separate series within a particular
issue, with different maturities, interest rates, redemption
provisions and other details. In the_case of each issue,
and of each series, the Municipality will take appropriate
action by ordinance or resolution to sell and authorize the
Bonds and to authorize and execute such agreements and
documents as may be deteremined necessary or desirable by
the Municipality and the Company.
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(b) The Company agrees that if the project is owned by
the City and leased to the Company, the Company will make
payments in lieu of ad valorem taxes for distribution to the
ad valorem taxes authorities on all facilities financed by
the Bonds in the same amount as it would have paid in ad
valorem taxes had it owned such facilities and assessed and
paid ad valorem taxes thereon along with the other
in the Project.
IN WITNESS WHEREOF, the parties hereto have entered
into this Memorandum by their officers thereunto duly authorized
as of the /3 - day of cbgen.6€4/' , 1979.
properties
ATTEST:
CITY OF FAYETTEVILLE, ARKANSAS
v It dbrt
C( ty Clerk
(SEAL)
ATTEST:
(SEAL)
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Mayor
SUMNER-'& GREENER, ,
A TEXAS 'GENERAL ARTNERSHIP
BY: I. \