HomeMy WebLinkAbout95-96 RESOLUTION•
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RESOLUTION NO. 95-96
A RESOLUTION APPROVING A LETTER AGREEMENT
WITH THE MITCHELL, WILLIAMS, SELIG, GATES &
WOODYARD LAW FIRM IN LITTLE ROCK, ARKANSAS TO
PROVIDE BOND COUNSEL SERVICE ON THE PROPOSED
ISSUANCE OF BONDS TO DEVELOP AND CONSTRUCT A
TOWN CENTER AND PARKING GARAGE, IN THE AMOUNT
OF $18,500, PLUS EXPENSES.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
FAYETTEVILLE, ARKANSAS:
Section 1. That the City Council hereby approves the letter agreement with the
Mitchell, Williams, Selig, Gates & Woodyard Law Firm in Little Rock, Arkansas to provide
bond counsel service on the proposed issuance of bonds to develop and construct a town center
and parking garage in downtown Fayetteville, in the amount of $18,500, plus expenses to be
financed through the bond proceeds; and the Mayor and City Clerk are hereby authonzed to
execute same. A copy of the letter agreement is attached hereto marked Exhibit "A" and made
a part hereof.
Section 2. Should such bonds not be issued any out-of-pocket expenses required to
be paid shall be paid by the Advertising and Promotion Fund.
PASSED AND APPROVED this 20th day of August , 1996.
:,TEaRR Paul, City Clerk
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APPROVED:
By:
ed Hanna, Mayor
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EXHIBIT A
July 31, 1996
Via Telefax 501/575-8257
and U. S. Mail
Mr. Ben Mayes
Director of Administrative Services
City Hall
113 West Mountain
Fayetteville, Arkansas 72701
Re: Proposed Town Center Bond Issue
Dear Ben:
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RECti v�
PUG 02 1996
FINANCE DEPT.,
The City of Fayetteville (the "City") has requested the law firm of Mitchell; Williams,
Selig, Gates &Woodyard, P.L.L.C. (the "Firm") to act as bond counsel in connection with the
issuance of the City's 1996 Town Center Bonds. It is our policy to write clients a letter at the
commencement of our representation outlining the scope of services we anticipate performing,
advising who in the Firm will handle the representation and the financial basis of the
representation. If this letter correctly reflects your understanding of the nature and extent of our
representation, please so indicate on the acceptance portion of the letter which follows my
signature.
Our representation will consist of:
1. Advise City officials on all legal matters pertaining to the bond issue and the
election required to authorize the Bonds.
2. Prepare all required legal documents, research and
required or deemed desired in connection with the election and the
3. Consult with City representatives and the underwriters
as structure of the issue, timing of the sale, and matters that could
to the City.
correspondence necessary,
bond issue.
for determining such things
be economically beneficial
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Mr. Ben Mayes
July 31, 1996
Page -2-
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4. Accept responsibility for meeting required publication and public hearing
deadlines.
5. Issue an unqualified opinion concerning matters of legality, tax exemption, etc.
on the proposed bond issue.
6. Provide material as may be required for bond rating agency hearings and attend
meetings if necessary.
7. Represent the City in any litigation, regulatory hearings, or any proceedings
involving the City in connection with the refunding.
8. Review documents prepared by other members of the financing team and express
legal opinions on them as necessary.
9. Supervise the printing and delivery of the bonds.
We currently anticipate that the following personnel of the Firm are likely to be
principally involved, although, of course, we reserve the right to change or add personnel as
may be necessary:
Attorneys:
Anne S. Parker
Robert S. Jones
Legal Assistant:
Lornea Wells
Our fee for this representation will be $18,500. We are quoting this fee on the
assumption that the underwriter for the bond issue will retain separate disclosure counsel and
we will not be responsible for drafting the disclosure documents. In addition to fees for legal
services, the Firm expects to be reimbursed for various out-of-pocket costs such as filing fees,
publication costs, long distance telephone calls, photo -copying, and travel expenses. A copy of
our policy regarding costs is enclosed. Our fee is contingent upon the closing of the bond issue;
however, any costs paid by the Firm to third parties on behalf of the City will be reimbursed.
Representation will begin when you have signed the acceptance part of this letter and
returned it to the Firm (a return envelope in enclosed for your convenience).
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Mr. Ben Mayes
July 31, 1996
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Please feel free at any time to ask questions about any aspect of the Firm's legal
representation. We sincerely appreciate the opportunity to be of service.
ASP/vm
Enclosure
Sincerely yours,
MITCHELL, WILLIAMS, SELIG,
GATES & WOODYARD, P.L.L.C.
By/Iv ).00,-ACv�
Anne S. Parker
ACCEPTANCE
By executing this acceptance, the undersigned agrees to representation by Mitchell,
Williams, Selig, Gates & Woodyard, P.L.L.C., upon the terms and conditions outlined above.
Date: August c2. o , 1996
ASP/vm/MISC 96A/10622-5
ENCACE4.LTR
073196
City of F ille
By: filt
Name: Fred Ha♦iha
Title: M over