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HomeMy WebLinkAbout79-12 RESOLUTIONRESOLUTION NO. 79-12 A RESOLUTION AMENDING RESOLUTION NO. 183-11 APPROVING A PARTICIPATION AND UNSECURED LOAN AGREEMENT WITH THE BOTANICAL GARDEN OF THE OZARKS TO INSTALL TEN (10) LED LIGHTS AND POLES IN THE AMOUNT OF $30,519.90 AS PART OF THE CITY OF FAYETTEVILLE COMMUNITY REVOLVING LOAN FUND FOR ENERGY EFFICIENCY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1: That the City Council of the City of Fayetteville, Arkansas hereby amends Resolution No. 183-11 and approves a participation and unsecured loan agreement with the Botanical Garden of the Ozarks in the amount of $30,519.90 as part of the City of Fayetteville Community Revolving Loan Fund for Energy Efficiency. PASSED and APPROVED this 17th day of April, 2012. APPROVED: B ATTEST: By: SONDRA E. SMITH, City Clerk/Treasurer Paul A Becker Submitted By City of Fayetteville Staff Review Form City Council Agenda Items and Contracts, Leases or Agreements 4/17/2012 City Council Meeting Date Agenda Items Only Finance and Internal Services Finance and Internal Services Division Action Required: Department On October 18,2011 the City Council approved a contract and unsecured note with the Botanical Garden of the Ozarks in the amount of $34,911.38 for the estimated cost of energy savings work to be done thru the Community Development Revolving Loan Fund for Energy Efficiency (a Federal Grant Program).The project has been completed and the actual cost of the work done was $30,519.90.This request is to amend Resolution 183-11 to reflect the correct promisory note amount due. N/A Cost of this request Account Number Project Number Budgeted Item Category / Project Budget Program Category / Project Name Funds Used to Date Program / Project Category Name Remaining Balance Fund Name Budget Adjustment Attached pr, L 1-176%7.- Previous Ordinance or Resolution # Departme j irector Date Cit,; "orrney Finance and Internal Services Director 6/73//e----1 Original Contract Date: //%�- - Original Contract Number: ((( Date `t-3.2 w2_ Date Li -3 -17- Date D to Received in City Clerk's Office Received in Mayor's Office Comments: Revised January 15, 2009 ave evi le CITY COUNCIL AGENDA MEMO THE CITY OF FAYETTEVILLE, ARKANSAS DEPARTMENT CORRESPONDENCE To: Mayor Jordan and Members of the Fayetteville City Council Thru: Don Marr, Chief of Staff From: Paul A. Becker Date: March 30 2012 Subject: To amend Resolution 183-11 the Unsecured Loan Agreement To the Correct Amount PROPOSAL: On October 18 2011 the City Council approved an unsecured loan agreement with the Botanical Garden of the Ozarks in the amount of $34,911.38 for work to be preformed through the City of Fayetteville Community Revolving Loan Fund for Energy Efficiency. At that time the project had not been completed and the amount of $34,911.38 was based on the estimated cost of the project. The project has been completed and the final actual cost of the project was $30,519.90. It is, therefore, requested that Resolution 183-11 be amended to reflect the actual amount due based on the attached amortization schedule. RECOMMENDATION: Staff recommends approval of the new Unsecured Loan Agreement in the amount of $30,519.90 to be repaid over a 10 year period. BUDGET IMPACT: This has no impact on the budget as it is to reimburse the City the cost of the project, which must be placed in the Revolving Loan Fund to fund future energy saving projects. RESOLUTION NO. A RESOLUTION AMENDING RESOLUTION NO. 183-11 APPROVING A PARTICIPATION AND UNSECURED LOAN AGREEMENT WITH THE BOTANICAL GARDEN OF THE OZARKS TO INSTALL TEN (10) LED LIGHTS AND POLES IN THE AMOUNT OF $30,519.90 AS PART OF THE CITY OF FAYETTEVILLE COMMUNITY REVOLVING LOAN FUND FOR ENERGY EFFICIENCY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1: That the City Council of the City of Fayetteville, Arkansas hereby amends Resolution No. 183-11 and approves a participation and unsecured loan agreement with the Botanical Garden of the Ozarks in the amount of $30,519.90 as part of the City of Fayetteville Community Revolving Loan Fund for Energy Efficiency. PASSED and APPROVED this 17th day of April, 2012. APPROVED: ATTEST: By: By: LIONELD JORDAN, Mayor SONDRA E. SMITH, City Clerk/Treasurer COMMUNITY REVOLVING LOAN FUND FOR ENERGY EFFICIENCY UNSECURED NOTE $ 36,511,1,6 i% day of Ar l , 20 I9, FAYETTEVILLE, ARKANSAS FOR VALUE RECEIVED, the undersigned (the "Borrower") promises to pay to the order of THE CITY OF FAYETTEVILLE, ARKANSAS ("Payee"), the principal sum of #'30511.1.0 ($ 3af5199d ) . Provided that no event of default exists hereunder, this Promissory Note shall bear interest from the date of this Promissory Note at the rate of ONE percent (1 %) per annum. In the event of a default hereunder, this Promissory Note shall bear interest at the maximum rate of interest allowable under the laws of the state of Arkansas. This Promissory Note shall become due and payable, as follows: Principal and interest shall be due a • .- able in 110ad;Ir1.1) ( i ) consecutive monthly/quarterl (select one) installments of $ &32,31i each. e first such installment shall be due and payable on-tand each successive monthly installment shall be due and payable on the first day of each calendar month thereafter until this Promissory Note is paid in full. All payments shall be applied first to interest and the balance to principal. The Borrower and any maker, endorsers, sureties, guarantors, and all other persons now or hereafter liable hereon waive presentment, demand for payment, protest and notice of dishonor, and the endorsers, sureties, and guarantors consent that the Payee or holder hereof shall have the right, without notice, to deal in any way at any time with any party hereto or to grant to any such party any extensions of time for payment of any of said indebtedness or any other indulgences or forbearances whatever without in any way affecting the personal liability of any party hereunder. If at any time any payment under this Promissory Note becomes more than sixty (60) days past due, the Payee or holder of this Promissory Note shall have the right and option to declare the entire unpaid balance of principal and interest due and owing hereunder to be immediately due and payable. If this obligation, after default, is placed in the hands of an attorney for collection, the Borrower will be obligated to pay the Payee or the holder hereof an additional sum as an attorney's fee, not to exceed ten percent (10%) of the unpaid principal plus all accrued interest together with all costs and expenses of collection. 7 Any notices required to be given hereunder shall be deemed effective if made to the following addresses: If to Payee: CITY OF FAYETTEVILLE, ARKANSAS OFFICE OF MAYOR 113 W. MOUNTAIN FAYETTEVILLE, ARKANSAS 72701 If to Borrower: 1 L) ROa CAC 5-AfcuTlv4 001ACTr PA RON 101407 KAYr`TTLI &Le, ElAR.k p1S4$ 7 243 Any party to this Promissory Note may change their respective address for notice by the giving of written notice to each party. The loan evidenced by this Promissory Note was negotiated and consummated in the state of Arkansas and it is understood and agreed that the legality, enforceability, and construction hereof shall be governed by Arkansas law, and to the extent applicable, by the laws of the United States of America. This Promissory Note can be pre -paid in whole or in part at any time without penalty. BORROWER: C t&ata cat C ee s � �1 By: AUTHORIZED AGENT 2 Loan Calculator Enter Values Loan Amount $ 30,519.90 Annual Interest Rate 1.00 % Loan Period in Years 10 Number of Payments Per Year 4 Start Date of Loan 5/1/2012 Optional Extra Payments Lender Name: Botanical Garden Loan Summary Scheduled Payment Scheduled Number of Payments Actual Number of Payments Total Early Payments Total Interest $ 802.74 40 40 $ $ 1,589.53 Pmt Payment Beginning Scheduled Extra Total Ending No. Date Balance Payment Payment Payment Principal Interest Balance 1 8/1/2012 $ 30,519.90 $ 802.74 $ $ 802.74 $ 726.44 $ 76.30 $ 29,793.46 2 11/1/2012 29,793.46 802.74 802:74 728.25 74.48 29,065.21 3 2/1/2013 29,065.21 802.74 802.74 730.07 72.66 28,335.14 4 5/1/2013 28,335.14 802.74' 802.74 731.90 70.84 27,603.24 5 8/1/2013 27,603.24 802.74 802.74 733.73 69.01 26,869.51 6 11/1/2013 26,869.51_' 802.74 802.74 735.56 67.17 26,133:95 7 2/1/2014 26,133.95 802.74 802.74 737.40 65.33 25,396.55 8 5/1/2014 25,396.55 802.74 802.74 739.24 63.49 24,657.31 9 8/1/2014 24,657.31 802.74'- 802.74 741.09 61.64 23,916:21 10 11/1/2014 23,916.21 802.74 802.74 742.95 59.79 23,173`27 11 2/1/2015 23,173:27 802:74 802.74 744.80 57.93 22,428.47 12 5/1/2015 22;428.47 802.74 802.74 746.66 56.07 21,681,80 13 8/1/2015 21,681.80 802.74 802.74 748.53 54.20 20,933.27 14 11/1/2015 20,933.27 802.74 802.74 750.40 52.33 20,182.87 15 2/1/2016 20,182.87 802,74 802.74 752.28 50.46 19,430.59 16 5/1/2016 19,430.59 802.74 802.74 754.16 48.58 18,676.43 17 8/1/2016 18,676.43 802.74 802.74 756.04 46.69 17,920.39 18 11/1/2016 17,920.39 802.74 802.74 757.93 44;80 17,162.45 19 2/1/2017 17,162.45 802.74 802.74 759.83 42.91 16A02.62 20 5/1/2017 .16,402.62 802.74 802.74 761.73 41.01 15,640.89 21 8/1/2017 15,640.89 802.74 802.74 763.63 39.10 14,877.26 22 11/1/2017 14,877.26 802.74 802.74 765.54 37.19 14,111.72 23 2/1/2018 14,111.72 802.74 802.74 767.46 35.28 13,344.26 24 5/1/2018 13,344.26 802.74 802.74 769.38 33.36 12,574.89 25 8/1/2018 12,574.89 802.74 802.74 771.30 31.44 11,803.59 26 11/1/2018 11,803.59 802.74 802.74 773.23 29.51 11,030.36 27 2/1/2019 11,030:36 802.74 802.74 775.16 27.58 10,255.20 28 5/1/2019 10,255.20 802.74 802.74 777.10 25.64 9,478.10 29 8/1/2019 9,478.10 802.74 802.74 779.04 23.70 8,699.06 30 11/1/2019 8,699.06 802.74 802.74 780.99 21.75 7,918:08 31 2/1/2020 7,918.08 802.74 802.74 782.94 19.80 7,135.13 32 5/1/2020 7,135.13 802.74, 802.74 784.90 17.84 6,350.24 33 8/1/2020 6,350.24 802.74 802.74 786.86 15:88 5,563.38 34 11/1/2020 5,563.38 802.74 802.74 788.83 13.91 4,774.55 35 2/1/2021 4,774.55 802.74 802.74 790.80 11.94 3,983.75 36 5/1/2021 3,983.75 802.74 802.74 792.78 9.96 3,190.97 37 8/1/2021 3,190.97 802.74 802.74 794.76 7.98 2,396.22 38 11/1/2021 2,396.22 802.74 802.74 796:75 5.99 1,599.47 39 2/1/2022 1,599.47 802.74 802.74 798.74 4.00 800.73 40 5/1/2022 800.73 802.74 800.73 798.73 2.00 0.00 COMMUNITY REVOLVING LOAN FUND FOR ENERGY EFFICIENCY UNSECURED NOTE % day of ' Ma - FOR r L FOR VALUE RE pay to the order of principal sum of 43 event of default exi interest from the dat percent (1 %) per annu Promissory Note shall be allowable under the laws Note shall become due and 20 19, IVED, the undersigned (the THE CITY OF FAYETTEVILLE, 5t : r ($ is hereunder, this of this Promissor In the event r interest at of the state p.: yable, as 6 f FETTEVILLE, ARKANSAS orrower") promises to ARKANSAS ("Payee"), the 5 ,.d ). Provided that no P omissory Note shall bear Note at the rate of ONE a default hereunder, this the maximum rate of interest of Arkansas. This Promissory ollows: Principal and interes. sha 1 be due and •a able in ravr"fy ( 'in ) co sec tive m^ 4/• - (select one) installments of $,7y each. e first such installment shall be due .nd payable on ?-1-A,617, and each successive monthly is aliment shall be due and payable on the first day of ea h c.lendar month thereafter until this Promissory Note is paid m full. All payments shall be applied first to inter-st and . e balance to principal. The Borrower and an maker, end • sers, sureties, guarantors, and all other persons now '.r hereafter I able hereon waive presentment, demand for payment, pr est and notice •f dishonor, and the endorsers, sureties, and guarant•rs consent that th Payee or holder hereof shall have the right, wit •ut notice, to deal n any way at any time with any party hereto or to grant to any such •arty any extensions of time for payment of an of said indebtedness o any other indulgences or forbearances wha ever without in any wa affecting the personal liability of any •arty hereunder. If at y time any payment under this promissory Note becomes more than si ty (60) days past due, the Pay -e or holder of this Promissory Nate shall have the right and option to declare the entire unpaid bala►ce of principal and interest due and wing hereunder to be immediatel due and payable. If his obligation, after default, is placed i the hands of an attorne for collection, the Borrower will be obli.ated to pay the Payee • the holder hereof an additional sum as an att.rney's fee, not to ex -ed ten percent (10%) of the unpaid principal pus all accrued inter-st together with all costs and expenses of collecti•n. Any notices required to be given hereunder shall be deemed of ective if made to the following addresses: If to Payee: 1 CITY OF FAYETTEVILLE, ARKANSAS OFFICE OF MAYOR 113 W. MOUNTAIN FAYETTEVILLE ARKANSAS 72701 If to Borrower Rohl Co)( L.A c rivE. DIAEcT6ff, P o (fox I0'I 5AY6-1— ENIii-LE A 72703 Any party to this Promissory Note may change their respective address for notice by the riving of written n.tice to each party. The loan evidenced b this Promiss. y Note was negotiated and consummated in the state of Arkansas an. it is understood and agreed that the legality, enforceab lity, and construction hereof shall be governed by Arkansas law, and o the etent applicable, by the laws of the United States of America. This Promissory Note can be p e -paid in whole or in part at any time without penalty. BOR OWER: By: AUTHORIZ.D AGENT 2 RESOLUTION NO. 183-11 A RESOLUTION APPROVING A PARTICIPATION AND UNSECURED LOAN AGREEMENT WITH THE BOTANICAL GARDEN OF THE OZARKS TO INSTALL TEN (10) LED LIGHTS AND POLES IN THE AMOUNT OF $34,911.38 AS PART OF THE CITY OF FAYETTEVILLE COMMUNITY REVOLVING LOAN FUND FOR ENERGY EFFICIENCY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1: That the City Council of the City of Fayetteville, Arkansas hereby approves a participation and unsecured loan agreement with the Botanical Garden of the Ozarks in the amount of $34,911.38 as part of the City of Fayetteville Community Revolving Loan Fund for Energy Efficiency. PASSED and APPROVED this 18th day of October, 2011. APPROVED: ATTEST: By: c .a SONDRA E. SMITH, City Clerk/Treasurer `,,,, F _2 e°v.YYO,,,,,,,, c�= ; FAYETTEVILLE; John Coleman Submitted By City of Fayetteville Staff Review Form City Council Agenda Items and Contracts, Leases or Agreements 10/18/2011 City Council Meeting Date Agenda Items Only Division Action Required: Sustainability & Strategic Planning Department A resolution to approve an agreement with the Botanical Garden of the Ozarks to install ten (10) LED lights and poles in the amount of $34,911.38 through the Community Revolving Loan Fund. The project will light the garden area and allow for expanded hours at BGO. The project is funded by the Energy Efficiency and Conservation Block Grant. 34,911.38 Cost of this request azgo . 9L'{o . Account Number 09011.0020 Project Number Budgeted Item $ 220,000.00 $ Category / Project Budget 16,866.36 Energy Block Grant Program Category / Project Name Energy Block Grant Funds Used to Date Program / Project Category Name 203,133.64 Energy Block Grant Remaining Balance Fund Name Budget Adjustment Attached 9/4 Date i/3%( Date Fir nce and Internal Services Director Previous Ordinance or Resolution # Original Contract Date: Original Contract Number: Received in Citp9-30-1 1 P02:22 RCVD Clerk's Office 46.4„;., Received in Mayor's Office Comments: Revised January 15, 2009 ayjA,le THE CITY OF FAYETTEVILLE, ARKANSAS 125 W. Mountain St. Fayetteville, AR 72701 CORRESPONDENCE Telephone: (479) 575-8272 TO: Lioneld Jordan, Mayor FROM: John Coleman, Director of Sustainability & Strategic Plannin>C.-- Thru: Don Marr, Chief of Staff DATE: September 30, 2011 SUBJECT: Community Revolving Loan Fund — Botanical Garden of the Ozarks Description Using funds from the Energy Efficiency and Conservation Block Grant as part of the American Recovery and Reinvestment Act (ARRA), the City has allocated $220,000 to create the Community Revolving Loan Fund. This Fund provides low interest loans to non- profits to perform energy efficiency and renewable energy improvements for which they payback using the energy savings. The purpose of this resolution is to approve an agreement in the amount of $34,911.38 with the Botanical Garden of the Ozarks. Through this agreement the City will pay for energy efficient lighting and seta schedule for repayment. The scope of work includes ten (10) LED light fixtures and poles to light the garden area utilizing Resolution 102-10 with Premier Lighting Group. The scope also includes electrical wiring and installation of lights through an annual service contract with King Electrical Contractors. Budget Impact The $34,911.38 cost of the project will be paid for by Energy Efficiency and Conservation Block Grant funding as obtained by the City of Fayetteville in September 2009. RESOLUTION NO. A RESOLUTION APPROVING A PARTICIPATION AND UNSECURED LOAN AGREEMENT WITH THE BOTANICAL GARDEN OF THE OZARKS TO INSTALL TEN (10) LED LIGHTS AND POLES IN THE AMOUNT OF $34,911.38 AS PART OF THE CITY OF FAYETTEVILLE COMMUNITY REVOLVING LOAN FUND FOR ENERGY EFFICIENCY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1: That the City Council of the City of Fayetteville, Arkansas hereby approves a participation and unsecured loan agreement with the Botanical Garden of the Ozarks in the amount of $34,911.38 as part of the City of Fayetteville Community Revolving Loan Fund for Energy Efficiency. PASSED and APPROVED this 18th day of October, 2011. APPROVED: ATTEST: By: By: LIONELD JORDAN, Mayor SONDRA E. SMITH, City Clerk/Treasurer COMMUNITY REVOLVING LOAN FUND FOR ENERGY EFFICIENCY PARTICIPATION AND UNSECURED LOAN AGREEMENT THIS AGREEMENT, made and entered this a' -'44s day of -� r , 2011 , by and between the City of Fayetteville, Arkansas, an Arkansas municipal corporation with its principal offices at 113 W. Mountain Street, Fayetteville_-, Arkansas 72701 ("City") , and �7no" m,,icAC c a.t % j€Z ortL O2' ri ' an Arkansas (corporation/limited liability company with its principal offices at 4{-7 eiS JJor1-1. (a-,ossacJcN. pi: 77.70/ - ("Borrower"), herein collectively referred to as a "parties". IN CONSIDERATION OF THE MUTUAL OBLIGATIONS AND COVENANTS CONTAINED HEREIN, AND OTHER GOOD AND VALUABLE CONSIDERATION, THE PARTIES HEREBY AGREE AS FOLLOWS: 1. Borrower agrees to participate in the City's Community Revolving Loan Fund for Energy Efficiency ("fund") for the provision of energy efficiency ra e upgs to real estate located at -hilt. g Oi" Cye�.t4ZA0► e'+k pa. ("property") pursuant to its approved application and description of work which are incorporated into this Agreement as Exhibit 1. 2. Borrower covenants that it is financially sound, and has not, within the past ten (10) years, filed for bankruptcy protection under Title 11 of the United States Code, and has no plans to do so. 3. Borrower agrees that the provision of energy efficiency upgrades to the property by the City is made pursuant a fund program established by the City and funded by a federal grant. Usage of said fund is governed by local, state and federal law and regulations, as well as conditions in the City's grant agreement with the federal government. Borrower agrees that it will, in all ways, comply with any and all requirements imposed as a condition of the grant, or as otherwise required by law. 4. Borrower agrees to pay to the City the costs incurred by the City for energy efficiency upgrades to the property, and further agrees to execute a promissory note, payable to the City of Fayetteville, upon completion of the work, in the full amount of the costs of the upgrades performed on the property. 5. City agrees to procure and effectuate energy efficiency upgrades for the property pursuant to the approved application and description of work incorporated as Exhibit 1, 1 and agrees to accept a promissory note from Borrower in an amount equal to the cost of all energy efficiency improvements performed by the City and/or its contractors or agents on the property. 6. Default. The occurrence of any of the following shall constitute default under this Agreement: (a) Borrower's failure to pay the City the costs incurred by the City for energy efficiency upgrades to the property; (b) Borrower's failure to execute a promissory note payable to the City in the total amount of the cost of the energy efficiency upgrades to the property; (c) Borrower's failure to observe, perform, or comply with any non -monetary conditions or covenants of this Agreement, including failure to abide by applicable local, state or federal law, or applicable federal grant requirements of the City, or any other condition of the fund; (d) Any change in the status of the Borrower as an Arkansas corporation or limited liability company authorized to do business in the State of Arkansas; (e) Borrower's failure to pay any debt when due or Borrower's filing for bankruptcy protection under Title 11, United States Code. (f) Any sale, pledge,, assignment, transfer or hypothecation of the property in any manner without the City's prior written consent; (g) Borrower's failure to comply with any requirement relating to its corporate status or qualification; and (h) Borrower's failure to comply with any condition, requirement or purpose of the City's fund, as created and authorized pursuant to federal grant funding provided pursuant to the American Recovery and Reinvestment Act of 2009 and applicable federal regulations. 7. This Agreement represents the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral and written agreements. 2 8. This Agreement and all other documents, including the promissory note to be executed by Borrower, shall be governed by the laws of the State of Arkansas. No change, modification or waiver of any provision thereof shall be valid unless in writing, and signed by the party to be charged. The parties hereby agree that the forum for any and all legal disputes arising regarding this Agreement shall be in the Circuit Court of Washington County, Arkansas, with Arkansas law to apply. 9. Indemnification. Borrower shall indemnify City and its officers, employees, and agents and defend and hold each harmless from and against all claims, injury, damage., loss and liability, cost and expense (including attorneys' fees, costs, and expenses) of any and every kind to any persons or property by reason of (i) the work procured by this Agreement or the operation or maintenance of the property, (ii) any construction on or about the property, (iii) any environmental matters or hazardous materials located on or about the property, (iv) any Default, as defined herein, or (v) any other matter arising in connection with the loan, Borrower, the property or the work procured by this Agreement as a whole. 10. Insurance. Borrower shall at all times maintain liability insurance on the property. 11. All notices, requests, demands, consents, waivers and other communications given under any of the provisions of this Agreement shall be in writing and shall be delivered by first- class U.S. Mail, addressed as stated below or to such other address as the addressee may have specified in a notice duly given to the other addresses. To City: City of Fayetteville Office of Mayor 113 W. Mountain Fa�yetteville, AR 72701 ( 4,544 r - To Borrower: 14- e'"-ks iv (max tbC4tf/ Fc...►{ ti-.eo; H.e- 4 R 72:7:53 12. Severability. If any provision of this Agreement shall, for any reason, be held to be illegal, invalid or unenforceable, such illegality, invalidity or unenforceability 3 shall not affect any other provision of the Agreement, the Agreement shall be construed as if such illegal, invalid or unenforceable provision had never been contained herein. 13. No delay or failure on the part of the City in exercising any rights under this Agreement, or the promissory note to be executed pursuant hereto, and no partial or single exercise thereof, shall constitute a waiver of such rights or of any other rights under the Agreement or promissory note. 14. Freedom of Information Act. City contracts and documents prepared while performing city contractual work are subject to the Arkansas Freedom of Information Act. If a Freedom of Information Act request is presented to the City, Borrower will do everything possible to provide the documents in a prompt and timely manner as prescribed in the Arkansas Freedom of Information Act (Ark. Code Ann. § 25-19-101, et seq.) . Only legally authorized photo copying costs pursuant to the FOIA may be assessed for this compliance. IN WITNESS WHEREOF, each party hereto has caused this Agreement to be executed by its duly -authorized representative as of the day and year first above written. CITY OF FAYETTEVILLE, ARKANSAS, An Arkans. MuniciCorporation Ma :r Attest :i��,t(le.. e�G • �in W City Clerk Treasurer • =0 13? :FAYETTEVILLE o *;;"GTAimONoG.•``• An Arkansas corporation/limited liability company By: Name Authorized Agent Cesi 4 COMMUNITY REVOLVING LOAN FUND FOR ENERGY EFFICIENCY UNSECURED NOTE $ 34-,91(.28 2inkday of Qllibiec , 20 11 FAYETTEVILLE, ARKANSAS FOR VALUE RECEIVED, the undersigned (.the "Borrower")• proms .es to pay to the order of THE CITY OF FAYETTEVILLE, ARKANSAS ("Payee"), the principal sum of 'WiI(,iO3 ($344.1111.36). Provided that no event of default exists hereunder, this Promissory Note shall bear interest from the date of this Promissory Note at the rate of ONE percent (1 %) per annum. In the event of a default. hereunder, this Promissory Note shall bear interest at the maximum rate of interest allowable under the laws of the state of Arkansas. This,.Promissory Note shall become due and payable, as follows: - Principal and interest shall. be due and' payable in c ( 'b ) consecutive monthly/quarterly (select one) installments of ' $ $W$'( each. The first such. installment shall be due and payable on 34ifel („ 12ot . and . each successive monthly installment shall be due and payable on the first day of each calendar month thereafter until this;- Promissory Note: is paid ; in: full . All payments shall be applied first'to`interest and the balance to principal. The Borrower-...and:any:.:maker, endorsers, sureties, guarantors, and all other••persons now pr .hereafter. liable hereon waive .presentment, demand for payment, .>protest arid notice of dishonor, and the endorsers, sureties, and guarantors consent that the Payee or holder hereof shall have the right, without notice, to deal in any way at any time with any party hereto or to grant to any such'party any extensions of time for payment of any of said indebtedness or any other indulgences or forbearances whatever without in any way affecting the personal liability of any party hereunder. • If at any time any payment under this Promissory Note becomes more than sixty (60) days past due,. the Payee or holder of this Promissory Note shall have the right and option to declare the entire unpaid balance of principal and interest due and owing hereunder to be immediately due and payable. If this obligation, after default, is placed in the hands of an attorney for collection, the Borrower will be obligated to pay the Payee or the holder hereof an additional sum as an attorney's fee, not to exceed ten percent (10%) of the unpaid principal plus all accrued interest together with all costs and expenses of collection. Any notices required to be given hereunder shall be deemed • effective if made to the following addresses: If to Payee: 1 CITY OF FAYETTEVILLE,. ARKANSAS.. OFFICE OF MAYOR 113 W. MOUNTAIN FAYETTEVILLE, ARKANSAS 72701 If to Borrower: iiV3 Any party to this Promissory Note.may 'dhange their respective address for notice by the giving of written notice to each party. The loan evidenced by this Promissory Note was negotiated and consummated in the state of Arkansas* and it is understood and agreed that the legality, enforceability; and construction hereof shall be governed by Arkansas law, and to the extent'applicable, by the laws of the United States.of America. . This Promiss.ory._ Note can be pre --paid in whole or in part gat any time without penalty. BORROWER:. BA-Wvti l 601-r lett Sbc °Fi tzsitct 2 a i• ty,c.00,,e Mikel Lolley <mikellolley@gmail.com> BGO LEDs 1 message John Coleman <jcoleman@ci.fayetteville.ar.us> Fri, Sep 23, 2011 at 11:12 AM To: Mikel Lolley <mikellolley©gmail.com> Cost for poles & LEDs = $19,042.28 KING ELECTRICAL CONTRACTORS 2145 W MOORE LANE FAYETTEVILLE AR 72701 479-443-0006 FAX 479-443-1719 Email Chris@ckingelectric.net PROPOSAL TO: City of Fayetteville PHONE DATE 9-19-11 JOB NAME Botanical Garden Pole Lights and Bollards JOB DESCRIPTION Furnish and install wiring for 10 pole lights and 0 bollard lights. Includes ditch by walk behind trencher, 5 - bores under obstacles, conduit, wire, pole bases, breakers. Lights to be fed from existing breaker boxes, lights to be turned on and off by breakers. Does not include light poles, fixtures or lamps. Does not include removing plants for ditch digging, replace plants, sod, seeding or maintaining trench backfill. Botanical garden will be responsible for clearing area for trencher, pole bases, equipment paths, and restoring areas of construction back to original. Contractors License #0063870412 PROPOSAL GOOD FOR 30 DAYS DOLLARS: Base Bid $15,869.10 TERMS: PAYMENT DUE UPON RECEIPT OF INVOICE A FINANCE CHARGE WILL BE CHARGED ON ALL PAST DUE ACCOUNTS OF .0833% PER MONTH. ALL ATTORNEY FEES WILL BE COLLECTED ON PAST DUE ACCOUNTS. AUTHORIZED SIGNATURE THE ABOVE PRICES SPECIFICATIONS AND CONDITIONS ARE SATISFACTORY AND ARE HEREBY ACCEPTED. YOU ARE AUTHORIZED TO DO WORK AS SPECIFIED. PAYMENT WILL BE MADE AS OUTLINED ABOVE. ACCEPTANCE SIGNATURE Proposal King Electrical Contractors 2145 W Moore Lane Fayetteville AR 72704 479-443-0006 Fax 479-443-1719 email Chris@ckingelectric.net Lity OT rayetteviiie Attn: Date 9/21/2011 Job Name: Fayetteville Botanical Gardens LED lighting Descriptior Botanical Gardens 10 Poles and 0 Bollards Material $7,713.00 Tax $713.45 Total $8,426.45 MU 10% $842.65 Grand Total Material $9,269.10 Labor $30.00 Hours 120.00 $3,600.00 Labor $25.00 Hours 120.00 $3,000.00 Grand Total Material and Labor $15,869.10 RESOLUTION NO. 102-10 A RESOLUTION AWARDING BID #10-36 AND APPROVING THE PURCHASE OF THIRTY-TWO (32) LED LIGHT FIXTURES AND POLES IN THE AMOUNT OF $60,935.28 FROM DYNAMIC LIGHTING SOLUTIONS FOR INSTALLATION AS PART OF THE BLOCK STREET IMPROVEMENT PROJECT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. That the City Council of the City of Fayetteville, Arkansas hereby awards Bid #10-36 and approves the purchase of thirty-two (32) LED light fixtures and poles in the amount of $60,935.28 from Dynamic Lighting Solutions for installation as part of the Block Street Improvement Project. PASSED and APPROVED this 15th day of June, 2010. APPROVED: ATTEST: B:/ "0 LD JO : ', Mayor SONDRA E. SMITH, City Clerk/Treasurer COMMUNITY REVOLVING LOAN. FUND FOR ENERGY EFFICIENCY PARTICIPATION AND UNSECURED LOAN AGREEMENT THIS AGREEMENT, made and entered this day of 20 , by and betw:en the City of Fayetteville, Arka•sas, an Arkansas municipa corporation with its principal offic;s at 113 W. Mountain St eet, Fayetteville, Arkansas 72701 ("Cit "), and an Arkansas (corpora " on/limited liability company) with its principal offices at ("Borrower"), herein col -ctively referred o as the "parties". IN CONSIDERATION OF CONTAINED HEREIN, AND OTHER PARTIES HEREBY AGREE AS FOLLO HE MUTUAL OB GATIONS AND COVENANTS OOD AND ABLE CONSIDERATION, THE S: 1. Borrower agrees to pa Revolving Loan Fund for Energ provision of energy efficiency u•.r. at ticip Ef e in the City's Community iciency ("fund") for the des to real estate located ("property") pursuant to its approved application and incorporated into this Agreement a 2. Borrower covenants tha not, within the past ten (1 protection under Title 11 of t plans to do so. 3. Borrower agrees efficiency upgrades to the a fund program established grant. Usage of said federal law and regulati grant agreement with t that it will, in all w imposed as a conditio law. description of work which are Eibit 1. it years e United i. financially sound, has , filed for bankruptcy tates Code, and has no that the pro roperty by the Ci by the City and fu nd is governed by 1 s, as well as condition e federal government. B ys, comply with any and all of the grant, or as otherwise ision of energy is made pursuant ded by a federal cal, state and in the City's rower agrees equirements equired by 4. Borrower grees to pay to the City the costs ncurred by the City for e ergy efficiency upgrades to the property, and further agrees to execute a promissory note, payable to the City of Fayetteville, upon completion of the work, in the full amount of the costs of the upgrades performed on the property. 5. City agrees to procure and. effectuate energy efficiency upgrades for the property pursuant to the approved application and description of work incorporated as Exhibit 1, 1 and agrees to accept a promissory note from Borrower in an amount equal to the cost of all energy efficiency improvements performed by the C.ty and/or its contractors or agents on the property. 6. Default. The occurrence of any of the fo�/lowing shall constitute default under this Agreement: (a) Borrower's failure to pay they City the costs incurred by the City for �hergy efficiency e upgradto the property; j (b) Borrowers failure to ex`cute a promissory note paya le to the City in the total amount of the cost of the, energy efficiency upgrades to the propert; (c) Borrower's failure tq' observe, perform, or comply with any nonrmonetary conditions or covenants of thi,4 Agreement, including failure to abide y applicable local, state or federal law, r applicable federal grant requirements of the City, or any other condition of th 'und; (d) Any change in he tatus of the Borrower as an Arkansas c•rporajon or limited liability company aut'orized •o do. business in the State of Ar ansas; (e) Borrower's failure to\ •ay any debt when due or Bor•ower's filina for bankruptcy protection under Title, 11, United States Code. (f) Any s le, pledge, assigqmnt, transfer or hypot ecation of the proper y in any manner wit .ut the City's prior writ en consent; (g) Bor ower's failure to comp y with any r-•uirement relating to its cor orate status qualification; and \ (h) :orrower's failure to complywith any condition, requirement or purp\os of the City's fund, as created and \\authorized pursuant to federal grant funding provided pursuant to the American Recovery and Reinvestment Act of 2009 and applicable federal regulations. 7. This Agreement represents the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral and written agreements. 2 8. This Agreement and all other documents, including the promissory note to be executed by Borrower, shall •e governed by the laws of the State of Arkansas. No change, m•-dification or waiver of any provision thereof shall be va id unless in writing, and sig ' -d by the party to be charge•. The parties hereby agree that the forum for any and all legal disputes arising regarding t s Agreement shall be in . e Circuit Court of Washington County, £rkansas, with Arkansas 1 w to apply. 9. Indemnificati its officers, employees, harmless from and agains liability, cost and expen and expenses) of any and e by reason of (i) the work operation or maintenance of on or about the property, hazardous materials located Default, as defined herein, connection with the loan, Borrowe procured by this Agreement as a whol Borrower shall and agents and d all claims, inju e (including at ry kind to a rocured by t propert (ii') any on • abo or ) a 10. Insurance. Borrower liability insurance on the property. r s, demands, r any of and shall s stated belo y have specifie 11. All notices, request other communications given and Agreement shall be in writing class U.S. Mail, addressed address as the addressee m given to the other addresse ndemnify City and fend and hold each y, damage, loss and orneys' fees, costs, y persons or property this Agreement or the , (ii) any construction nvironmental matters or t the property, (iv) any y other matter arising in , the property or the work at all times maintain consents, waivers and e provisions of this b- delivered by first - or to such other in a notice duly To City: City • Fayetteville Office of Mayor 113 /. Mountain Fay tteville, AR 72701 To Borrower: 12. Severability. If any provision of this Agreement shall, for any reason, be held to be illegal, invalid or unenforceable, such illegality, invalidity or unenforceability 3 shall not affect any other provision of the Agreement, the Agreement shall be construed as if such illegal, invalid or unenforceable provision had never been contained h-'ein. 13. No delay or failure on the part •f the City in exercising any rights under this Agreement, o the promissory note to be executed p suant hereto, and no •artial or single exercise thereof, shall onstitute a waiver osuch rights or of any other rights under th- Agreement or prom sory note. 14. Freedom of In►ormation Act. City contracts and documents prepared while prforming cit contractual work are subject to the Arkansas Fr-edom of formation Act. If a Freedom of Information Act r -quest i presented to the City, Borrower will do everything po ible t1a provide the documents in a prompt and timely manner as p -scri.ed in the Arkansas Freedom of Information Act (Ark. Code An -. 25-19-101, et seq.). Only legally authorized photo copying .. is pursuant to the FOIA may be assessed for this compliance. IN WITNESS WHEREOF, each party hereto has caused this Agreement to be executed bys duly- uthorized representative as of the day and year first above writte CITY OF FAYETTEVILLE, ARKA AS, An Arkansas Municipal Corp ration By: Mayor Attest: City Clerk/Treasurer // An Arkansas cor, oration/limited liability company By: Name Authorized gent 4