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HomeMy WebLinkAbout26333-05.29.1979 RESOLUTION No. 26333 A Resolution authorizing the execution of a Memorandum of Agreement with Waterloo Industrial Development Association WHEREAS, the City of Waterloo, Iowa, in the County of Black Hawk, State of Iowa (the "Issuer" ) is an incorporated municipality and will be, on July 1, 1979, authorized and empowered by the provisions of Chapter 419 of the Code of Iowa, 1979, as amended by H.F. 81 , Acts of the 1979 Regular Session, 68th Iowa General Assembly, ( the "Act" ) to issue revenue bonds for the purpose of financing the cost of acquiring , by construction or purchase, land, buildings, improvements and equipment, or any interest therein, suitable for the use of any commercial enterprise which the City Council finds is consistent with the urban renewal plan for an urban renewal area which was designated as such prior to July 1, 1979; and WHEREAS, said H.F. 81 has been signed into law by the Governor and will become effective on July 1, 1979; and WHEREAS, in reliance upon and in anticipation of such H.F. 81 becoming effective, the Issuer has been requested by Waterloo Industrial Development Association (the "Company" ) to issue its revenue bonds pursuant to the Act and after the effective date of H.F. 81, for the purpose of financing the acquisition of land, buildings, improvements and equipment suitable for use by the Company as a hotel facility, ( the "Project" ) located within the City of Waterloo, Iowa; and WHEREAS, a Memorandum of Agreement in the form and with the contents set forth in Exhibit A attached hereto, has been presented to the Issuer under the terms of which the Issuer agrees, subject to the provisions of such Agreement, to pursue proceedings necessary under the Act to issue its revenue bonds for such purpose; NOW, THEREFORE, BE IT RESOLVED by the City Council of Waterloo, Iowa, as follows : Section 1. The Issuer finds that the proposed Project is consistent with the urban renewal plan for the urban renewal area in which the Project will be located and that it is in the best interests of the Issuer that the Company be encouraged to carry out the Project to aid in the development of the urban renewal area.. Section 2 . The Memorandum of Agreement in the form and with the contents set forth in Exhibit A attached hereto be and the same is hereby approved and the Mayor is hereby authorized to execute said Memorandum of Agreement and the Clerk is hereby authorized to attest the same and to affix the seal of the Issuer thereto, said Memorandum of Agreement which constitutes and is hereby made a part of this Resolution to be in substantially the form, text and containing the provisions set forth in Exhibit A attached hereto. -2- BELIN. HARRIS, HEL--MICK & LOVRIEN, LAWYERS, DES MOINES, IOWA 1 Section 3 . Officials of the Issuer are hereby authorized to take such further action as may be necessary to carry out the intent and purpose of the Memorandum of Agreement. Section 4 . That all resolutions and partsin herewith are hereby repealed to the extent ofsucheconflictconflict Passed and approved this 2 9th day of 1979. r Attest: Mayor City Clerk (Seal ) -3- BELIN, HARRIS. HELMICK & LOVRIEN, LAWYERS, DES MOINES. IOWA EXHIBIT A MEMORANDUM OF AGREEMENT THIS MEMORANDUM OF AGREEMENT is between the City of Waterloo, Iowa, ( the "Issuer" ) and Waterloo Industrial Development Association ( the "Company" ) . 1 . Preliminar Statement. Among the matters of mutual inducement which have resulted in the execution of this Agreement are the following: (a) The Issuer shall be authorized as of July 1, 1979, by Chapter 419 of the Code of Iowa, 1979, as amended by H.F. 81, Acts of the 1979 Regular Session, 68th Iowa General Assembly, ( the "Act" ) to issue revenue bonds for the by construction or purpose of financing the cost of acquiring, equipment, or any inter�eststhereid' n, bsuitablejforthese of an improvements and commercial enterprise which the City Council finds is consistent with the urban renewal plan for an urban renewal area which was designated as such prior to July 1, 1979. 9 (b) Said H.F. 81 has been signed into law by the Gov and will become effective on July 1, 1979. ernor ( c) The Company wishes to obtain satisfactory assurance from the Issuer that the proceeds of such bonds will be available to finance the costs of the acquisition of land, buildings, improvements and equipment suitable for use by the Company as a hotel facility ( the "Project" ) , located within the City of Waterloo, Iowa, which costs are presently estimated to be not in excess $10, 000, 000 . (d) The Issuer considers that the acquisition and construction of the Project and the financing of the same will promote the welfare and prosperity of the Issuer and its citizens and that the Project is- consistent with the urban renewal plan for the area. 2 . Undertakin s on the Part of the Issuer. (a) On July 1, 1979, or as soon as possible thereafter, Issuer will begin the proceedings necessary to authorize the issuances of such bonds . (b) Subject to due compliance with all requirements of law, including the provisions of and the it will cooperate with the Company, public hearing required by the Act, bonds, and the in the issuance and sale of such proceeds from the issuance of such bonds shall be loaned to the Company upon terms sufficient to pay the principal of and interest and redemption premium, if any, on such bonds, as and when same shall become due. the 3 . Undertakings on the Part of the Com an . (a) It will use all reasonable efforts to cooperate with the Issuer and comply with the Act and all other provisions of law relating to the Project and the issuance and sale of such bonds . -4- BELIN. HARRIS. HELMICK & LOVRIEN, LAWYERS. DES MOINES. IOWA (b) It will enter into a Loan Agreement with the Issuer under the terms of which the Company will obligate itself to pay to the Issuer sums sufficient to pay the principal of and interest and redemption premium, if any, on such bonds as and when the same shall become due and payable. 4 . General provisions. (a) r anhe Company herein All all commitments on the art subject to the conditiono that eonsorebeforetone year from the date hereof (or such other date as shall be mutually agreed to) the Issuer and the Company shall have agreed to mutually acceptable terms relating to the issuance and sale of bonds . p (b) The Company agrees that it will reimburse the Issuer for all reasonable and necessary direct out-of-pocket expenses 'which the Issuer may incur at its request arising from the execution of this Agreement and the performance by the Issuer of its obligation hereunder. (c) All commitments of the Issuer hereof are further subject to the conditions that the Issuer shall in no event incur any liability for any act or omission hereunder, and that such Bonds described herein shall not constitute an indebtedness of the Issuer within the meaning of any constitutional or statutory provision and shall not constitute nor give rise to a pecuniary liability of the Issuer or a charge against its general credit or taxing powers. (d) This agreement shall be assignable only with the written approval of the city, such approval shall not be unreasonably withheld. Dated thisH day of M� T ---� 1979. Waterloo, Iowa By.„ `-61131) Mayor Attest: Clerk (Seal ) Waterloo Industrial Development Association By (Seal ) -5- BELIN. HARRIS. HELMICK & LOVRIEN. LAWYERS, DES MOINES. IOWA