HomeMy WebLinkAbout1981-052-02.09.1981 RESOLUTION NO. 1981-52
A RESOLUTION AUTHORIZING THE EXECUTION OF A MEMORANDUM
OF AGREEMENT BY AND BETWEEN THE CITY OF WATERLOO, IOWA
AND WM. F. MC INTEE & SONS, INC. AND LINCOLN PARK PRO-
PERTIES, REGARDING THE ISSUANCE OF QUALIFIED URBAN RENEWAL
AREA REVENUE BONDS
* * * * * * * * * *
WHEREAS, the City of Waterloo, Iowa (the "City") a municipality of the
State of Iowa, is authorized by the laws of the State of Iowa, and specifically
Chapter 419, Code of Iowa, 1979, as supplemented and amended (the "Act") ,
to issue Revenue Bonds for projects located within a qualified urban renewal
area.
WHEREAS, the Project to be completed by Wm. F. Mclntee & Sons, Inc. and
Lincoln Park Properties is for the purpose of defraying the costs of acquiring,
improving and equipping land, building and improvements which are suitable for
use in a commercial enterprise; i.e. Commercial office space and retail
business space (hereinafter referred to collectively as the "Project") ; and
WHEREAS, the Project is consistent with the urban renewal plan for
the urban renewal area designated as such pursuant to Chapter 403 of the
1979 Code of Iowa prior to July 1, 1980; and
WHEREAS, under the Act, the City is authorized to issue its revenue
bonds for the purpose of financing the costs of any such project; and
WHEREAS, so as to accomplish the purposes of the Act, the City proposes
to issue one or more issues of Qualified Urban Renewal Area Revenue Bonds
pursuant to the provisions of the Act as then in effect to finance the costs
of acquiring, improving and equipping certain real estate, buildings and
fixtures for commercial office space and retail business space, located in the
City; and
(1)
WHEREAS, the location of the Project within the City will be consistent
with the urban renewal plan of the City for said area; and
WHEREAS, it is deemed necessary and advisable, to promote the general
health and welfare of the inhabitants of the City, increase employment,
and add to the property tax base, that the Project be undertaken at the earliest
practicable date, and the Corporation has requested satisfactory assurances
from the City that the proceeds of the sale of one or more issues of Qualified
Urban renewal Area Revenue Bonds of the City in an aggregate amount sufficient
to finance the Project, currently estimated not to exceed $600,000, will be made
available; and
WHEREAS, the City deems it necessary and advisable that it take such
actions as may be required under the Act as then in effect to authorize
and issue one or more issues of Qualified Urban Renewal Area Revenue Bonds
to finance the cost of the Project.
WHEREAS, a form of agreement, designated as a "Memorandum of Agreement",
has been prepared under which the Corporation has stated its willingness to
arrange for the Project and to enter into contracts therefor and, at the time
of delivery of the bonds, to convey, grant or lease the Project and assign such
contracts to the City, or agree to complete the improvement and equipping of the
Project, and to enter into a lease of the Project from the City, or a contract
to purchase the Project from the City, or a loan agreement with the City with
respect to the Project, or any combination of the foregoing, under which the
Corporation will be obligated to make periodic payments sufficient to pay the
principal of and interest and redemption premium, if any, on the bonds as and
when the same shall become due and payable, and if necessary to vest title to the
Project in the Corporation, the corporation shall be obligated to purchase the
interest, if any, of the City in the Project for an additional nominal amount
and such lease, contract and agreement shall contain such other provisions as may
be required by the Act as then in effect and such other provisions as shall be
(2)
mutually acceptable to the City and the Corporation;
NOW, THEREFORE, Be It Resolved by the City Council of the City of
Waterloo, Iowa, as follows:
Section 1. That in order to insure the development of land, buildings
and improvements which are suitable for use as a commercial enterprise
within a qualified urban renewal area, with the resulting public benefits
which will flow therefrom, it is deemed necessary and advisable that Qualified
Urban Renewal Area Revenue Bonds be issued in an amount sufficient to finance
the cost of the Project and currently estimated not to exceed $600,000, and
that the Memorandum of Agreement hereinafter referred to be approved and
executed for and on behalf of the City.
Section 2. That the Memorandum of Agreement by and between the Corporation
and the City, substantially in the form and with the contents set forth in
Exhibit A attached hereto, be and the same is hereby approved and authorized.
Section 3. That the Mayor is hereby authorized and directed to execute
and the City Clerk is hereby authorized to attest and to affix the seal of
the City to the Memorandum of Agreement substantially in the form and with the
contents set forth in Exhibit A attached hereto.
Section 4. That the City will issue and sell Qualified Urban Renewal Area
Revenue Bonds in an amount sufficient to finance the costs of the Project
subject to the execution of the Memorandum of Agreement herein authorized and
upon the conditions specified in the Memorandum of agreement.
Section 5. That all resolutions and parts thereof in conflict herewith are
hereby repealed to the extent of such conflict.
Adopted February 9, 1981.
Leo P. Rooff, Mayo
Attest: -�
City C erk rry P. Bu er
ram,
(4)
EXHIBIT A
MEMORANDUM OF AGREEMENT
THIS MEMORANDUM OF AGREEMENT is between the City of Waterloo, Iowa,
a municipality of the State of Iowa (hereinafter referred to as the "City") ,
party of the first part, and Wm. F. Mclntee & Sons, Inc. , an Iowa corporation,
and Lincoln Park Properties, an Iowa limited partnership (hereinafter collectively
referred to as the "Corporation", a party of the second part;
WHEREAS, the Project to be completed by Wm. F. Mclntee & Sons, Inc., and
Lincoln Park Properties is for acquiring, improving and equipping land and
buildings which are suitable for use in a commercial enterprise; i.e. the
construction of commercial office space and retail business space (the "Project") ; and
WHEREAS, the Project is consistent with the urban renewal plan for the
urban renewal area designated as such pursuant to Chapter 403 of the 1979 Code
of Iowa prior to July 1, 1980.
1. Preliminary Statement. Among the matters of mutual inducement which
have resulted in the execution of this agreement are the following:
(a) The City is authorized by the laws of the State of Iowa, and
specifically Chapter 419, Code of Iowa, 1979, as supplemented and amended (the
"Act") , to issue Revenue Bonds for projects for land, buildings and improvements
which are suitable for use of a commercial enterprise in a qualified urban
renewal area and is consistent with the urban renewal plan for the area.
(b) Under the Act the City is authorized to issue its revenue bonds
for the purpose of financing the costs of any such project.
(1)
(c) So as to accomplish the purposes of the Act, the City proposes
to issue one or more issues of Qualified Urban Renewal Area Revenue Bonds
pursuant to the provisions of the Act as then in effect to finance the
costs of acquiring, improving and equipping certain real estate, buildings
and fixtures within a qualified urban renewal area for use as commercial office
space and retail business space (hereinafter referred to collectively as the
"Project") and to lease or sell, or both, the Project to the Corporation or
enter into a loan agreement with the Corporation with respect to the Project,
or any combination of the foregoing pursuant to the provisions of the Act as then
in effect (any of the foregoing being referred to herein as an "Agreement") .
(d) It is deemed necessary and advisable, to accomplish the purposes of
the Act, that the Project be undertaken at the earliest practicable date, and
the Corporation has requested satisfactory assurances from the City that the
proceeds of the sale of one or more issues of Qualified Urban Renewal Area
Revenue Bonds of the City will be made available to finance the Project.
(e) Representatives of the City have indicated the willingness of the
City to proceed with and effect such financing and have advised the Corporation
that, subject to due compliance with all requirements of law and the obtaining
of all necessary consents and approvals and to the happening of all acts,
conditions and things required precedent to such financing, the City by virtue
of the Act or such other statutory authority as may now or hereafter be conferred,
will issue and sell one or more issues of its Qualified Urban Renewal Area
Revenue Bonds in an aggregate amount sufficient to finance the Project, currently
estimated not to exceed $600,000.
(2)
2. Undertakings on the Part of the City. Subject to the conditions
above stated, the City agrees as follows:
(a) That it will authorize or cause to be authorized, the issuance and
sale of one or more issues of its Qualified Urban Renewal Area Revenue Bonds,
currently estimated not to exceed $600,000.
(b) That it will adopt, or cause to be adopted, such proceedings and
authorize and direct the execution of such documents and take, or cause to be
taken such actions as may be necessary or advisable to effect the authorization,
issuance and sale of the bonds and the acquiring, improving and equipping
of the Project as aforesaid, and the entering into and performance of an
Agreement with the Corporation with respect to the Project, all as then
shall be authorized by law and mutually satisfactory to the City and the
Corporation.
(c) That the aggregate periodic payments to be used to pay the principal of,
and interest and premium, if any, on the bonds payable under the Agreement with
the Corporation shall be such sums as shall be sufficient to pay the principal
of and interest and redemption premium, if any, on the bonds as when the same
shall become due and payable, and, if necessary to vest title to the Project
in the Corporation, the Corporation shall have an obligation to purchase the
interest of the City, if any, in the Project for an additional nominal amount.
(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 Corporation. Subject to the conditions
above stated, the Corporation agrees as follows:
(a) That it will use all reasonable efforts to find one or more purchasers
for the bonds.
(3)
(b) That it will enter into a contract or contracts for the acquiring,
improving, and equipping of the Project, and at the time of the delivery of
bonds, it will convey, grant or lease the Project and assign such contracts
to the City or agree to complete the acquisition, improvement and equipment
of the Project.
(c) That contemporaneously with the delivery of the bonds, it will
enter into an Agreement with the City under the terms of which the Corporation
will obligate itself to pay sums sufficient in the aggregate to pay the
principal of and interest and redemption premium, if any, on the bonds as
and when the same shall become due and payable, any such Agreement to
contain such other provisions as may be required by the Act as then in
effect and such other provisions as shall be mutually acceptable to the
City and the Corporation.
(d) 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) All commitments of the City under Paragraph 2 hereof and of the
Corporation under Paragraph 3 hereof are subject to the conditions that, on
or before two years from the date hereof (or such other date as
shall be mutually satisfactory to the City and the Corporation) , (i) the
City and the Corporation shall have agreed to mutually acceptable terms for the
bonds and of the sale and delivery thereof, and mutually acceptable
terms and conditions of the agreement referred to in paragraph 3, (ii)
the proceedings referred to in paragraphs 2 and 3 hereof shall have been taken
and (iii) all regulatory or other governmental approvals requisite to the
execution of such documents and the issuance and sale of the bonds shall have
been obtained.
(4)
(b) If the events set forth in (a) of this paragraph do not take
place within the time set forth or any extensions thereof and the bonds are
not sold within such time, the Corporation will reimburse the City for all
reasonable and necessary direct out-of-pocket expenses which the City may
incur at the Corporation's request arising from the execution of this
Memorandum of Agreement and the performance by the City of its obligations
hereunder, and this Memorandum of Agreement shall thereupon terminate.
IN WITNESS WHEREOF, the parties hereto have entered into this Memorandum
of Agreement by their officers thereunto duly authorized as of the 9th
day of February , 1981.
CITY OF WATERLOO, IOWA
Leo P. Rooff, Mayor
(Seal)
Attest:
` f J
City C erk, rry P. Bur cr
WM F. MC INTEE & SONS, INC.
By
Wm. F. Mclntee, President
Attest:
Its Secretary
LINCOLN PARK PROPERTIES
(WM. F. MC INTEE & SONS, INC. GENERAL PARTNER)
By
Wm. F. Mclntee, President
Attest:
Its Secretary