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HomeMy WebLinkAbout5-96 RESOLUTION4 RESOLUTION NO. 5-96 A RESOLUTION APPROVING A LETTER AGREEMENT WITH GILL LAW FIRM TO PERFORM BOND COUNSEL SERVICES IN CONNECTION WITH THE REFUNDING OF THE SALES TAX CAPITAL IMPROVEMENTS BONDS, SERIES 1986 ISSUED TO ASSIST FINANCING OF THE WALTON PERFORMING ARTS CENTER. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. The Council hereby approves a letter agreement with the Gill Law Firm to perform bond counsel services in connection with the refunding of the Sales Tax Capital Improvement Bonds, Series 1986, which were issued to assist in the financing of the Walton Performing Arts Center and authorizes the Mayor and City Clerk to execute said agreement A copy of the letter agreement is attached hereto marked Exhibit "A" and made a part hereof. PASSED AND APPROVED this 16th day of January , 1996. Traci Paul, City Clerk APPROVED: By: • GILL LAW FIRM a professional association ATTORNEYS 3801 TCBY TowER CAPITOL AND BROADWAY LITTLE ROCK, ARKANSAS 72201 TELEPHONE (501) 376-3800 TELEFAX (501) 372-3359 JOHN A. FOGI FMAN, OF COUNSEL December 28, 1995 Mr. Ben Mayes Administrative Services Director CITY OF FAYETTEVILLE 113 West Mountain Fayetteville, AR 72701 EXHIBIT A JOHN P. GILL CHARLES C. OWEN, R A. W. W. ELROD II VICTOR A. FLEMING HEARTSILL RAGON III, P.A. JOSEPH D. CALHOUN III W. BRADFORD SHERMAN GLENN E. KELLEY C. TAD BOHANNON ROBERT B. HOLITIK Re: Legal Services Agreement regarding representation of City of Fayetteville, Arkansas ("City") as bond counsel in connection with its issuance of its City of Fayetteville Sales Tax Capital Improvement Refunding Bonds, Series 1996 ("Refunding Bonds") Dear Mr. Mayes: We are honored that the City has selected our firm to serve as bond counsel in connection with the issuance of the Refunding Bonds. Please allow this letter to set forth the terms and conditions of our engagement. We will serve as bond counsel to the City and shall be responsible for assisting in structuring and documenting all transactional documents associated with the issuance of the Refunding Bonds. Specifically, we shall perform all tax analyses associated with the proposed issuance, prepare all ordinances and related documents evidencing the issuance, perform all other services related to the foregoing which are routinely performed by bond counsel and otherwise provide assistance iii connection with the structuring of this issue. R is our understanding that the City's underwriter shall retain counsel which shall be responsible for the preparation of all offering documents, official and preliminary official statements and all other services routinely performed by underwriter's counsel. Our fee for services rendered shall be eighteen thousand dollars ($18,000), which fee shall be payable out of and from the gross proceeds derived from the sale of the Refunding Bonds. In addition to our fees, you agree to pay or reimburse us for all reasonable, direct and out-of-pocket expenses incurred in connection with this matter, including travel expenses, photocopying, faxing, telephone, air express, messenger and other costs. Unless special arrangements are previously made, fees and expenses of others will not be paid by us but will be billed directly to the client. 40' Mr. Ben Mayes December 28, 1995 Page 2 If the foregoing correctly reflects your understanding of the terms and conditions of our representation, please indicate your acceptance by executing this letter in space provided below, retaining a copy for your files, and promptly returning the original to our office. Again, we are honored to have this opportunity to again represent the City in connection with its growth and development plans. AGREED TO AND ACKNOWLEDGED: CITY OF FAYETTEVILLE, ARKANSAS BY: TITLE: AA 61 yOr e,vnirrif arAr Puts7aEvnAGE1.11? Sincerely yours, GILL LAW FIRM, A professional association 46aest eaer—J Heartsill Ragon III, P.A.