HomeMy WebLinkAboutCity of Tamarac Resolution R-95-049Temp. Reso. #7000
CITY OF TAMARAC, FLORIDA
RESOLUTION NO. R-95-42
A RESOLUTION OF THE CITY COMMISSION OF THE CITY
OF TAMARAC, FLORIDA, AUTHORIZING THE
APPROPRIATE CITY OFFICIAL TO EXECUTE A
MEMORANDUM OF AGREEMENT WITH TAMARAC
BUSINESS CENTER, INC., A FLORIDA CORPORATION,
WITH RESPECT TO THE CITY'S ISSUANCE OF ITS
INDUSTRIAL DEVELOPMENT REVENUE BONDS IN AN
AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED
$4,500,000 TO FINANCE ON BEHALF OF SAID
CORPORATION THE COST OF CONSTRUCTING AND
EQUIPPING A MANUFACTURING PLANT AND RELATED
OFFICE AND SUPPORT FACILITIES TO BE LOCATED AT
N.W. 67TH STREET AT NOB HILL ROAD, TAMARAC,
FLORIDA; AND PROVIDING AN EFFECTIVE DATE.
BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC,
FLORIDA AS FOLLOWS:
Section 1. AUTHORITY FOR THIS RESOLUTION. This resolution is adopted
pursuant to the provisions of Chapter 159, Part II Florida Statutes, as amended and other
applicable provisions of law (the "Act").
Section 2. FINDINGS. It is hereby ascertained, determined and declared as
follows:
A. The City of Tamarac, Florida (the "City") is authorized by Chapter 159, Part
II, Florida Statutes (the "Act"), to make and execute financing agreements, contracts,
deeds and other instruments necessary or convenient for the purpose of facilitating the
financing of the acquisition, construction and equipping of manufacturing plant and other
"projects" as defined in the Act, including machinery, equipment, land, rights in land and
other appurtenances and facilities related thereto, to the end that the City may be able to
promote the economic growth of the State of Florida, increase opportunities for gainful
employment and otherwise contribute to the welfare of the State of Florida and its
inhabitants, and to finance the cost of such projects by the issuance of its revenue bonds.
B. The City previously approved an issue of revenue bonds for the benefit of
Tamarac Business Center, Inc., a Florida corporation (the "Company"), to finance a
manufacturing plant in the City, and the Company has informed the City that it
contemplates constructing additional manufacturing facilities in the City and, desiring to
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March 15, 1995 12:17pm
Temp. Reso. #7000
take advantage of lower rates of interest available through the use of industrial
development revenue bonds, has requested that the City issue not to exceed $4,500,000
of the City's Industrial Development Revenue Bonds (the "Bonds"), for the purpose of
financing the cost of constructing and equipping an additional manufacturing plant within
the meaning of the Act and Article VII Section 10(c) of the Constitution of the State of
Florida on property located on N.W. 67th Street at Nob Hill Road, Tamarac Florida (the
legal description is attached hereto as Exhibit "A") (the "Project").
C. The Company has requested that the City indicate to the Company, by and
through this resolution, its intent to support issuance of the Bonds to finance the Project.
D. The location of the Project in the industrial area of the City of Tamarac,
Florida is appropriate to the needs and circumstances of, and will make a significant
contribution to the economic growth of the City, will allow the Company and its lessees to
preserve, provide and increase gainful employment, and will serve a public purpose by
advancing the economic prosperity, the public health and the general welfare of the State
of Florida and its people.
E. The Project will be a "Project" within the meaning of Section 159.27(5) of the
Act in that, without limiting the generality of the foregoing, the Project is a "manufacturing
plant".
F. The Project will be developed and owned by the Company or its successors
or assigns.
G. The Bonds will be issued under an Indenture (the "Indenture") between the
City and a Trustee to be selected by subsequent resolution of the City. The terms of the
Bonds will be established by separate resolution of the City. The proceeds of the Bonds
will be loaned to the Company pursuant to a Loan Agreement (the "Loan Agreement")
between the City and the Company and will be applied to the cost of the issuance of the
Bonds, the cost of the construction and equipping of the Project, and such other "costs"
as are authorized by the City and permitted by the Act in accordance with the terms of the
Indenture.
H. The Bonds and the Company's obligations under the Loan Agreement will be
secured by a mortgage and the Company's payment obligation with respect to the Bonds
shall be personally and unconditionally guaranteed by the shareholders of the Company.
The Company will also provide for the issuance of a letter of credit by a financial institution
with its long term debt rated in one of the three highest rating categories by a nationally
recognized rating service. Such letter of credit shall be direct -pay and irrevocable and shall
provide for the payment of all principal and interest when due on the Bonds. Based upon
the delivery of the letter of credit and the Company's representations, the Company is fully
capable and willing to fulfill its obligation to operate, repair and maintain the Project, and
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Temp. Reso. #7000
the Company is desirous of serving the purposes of the Act and is willing and capable of
fully performing all other obligations and responsibilities which will be imposed upon it by
the provisions of the Loan Agreement.
I. The City is able to cope satisfactorily with the impact of the Project, and all
the public facilities, utilities and services that will be necessary for the construction,
operation, repair, improvement and maintenance of the Project, and on account of any
increase in population or other circumstances resulting by reason of the location of the
Project within the City, are available now or can be provided when needed.
J. Adequate provision will be made under the terms of the Loan Agreement for
the operation, repair and maintenance of the Project at the expense of the Company, and
for the payment of the principal of and premium, if any, and interest on the Bonds.
K. Neither the City, Broward County, the State of Florida, nor any other
political subdivision of said State shall be obligated to pay the principal of, premium,
if any, or interest on the Bonds or other costs incident thereto, and all payments
required on the Bonds shall be payable solely from the proceeds derived by the City
from the Company under the Loan Agreement, and the City shall never be required
to (i) levy ad valorem taxes on any property within its area of operation to pay the
principal of and premium, if any, and interest on the Bonds or to make any other
payments provided for under the Loan Agreement or Indenture, or (ii) pay the same
from any funds of the City other than those derived by the City from the Company
under the Indenture and Loan Agreement; and such Bonds shall not constitute a lien
upon any property owned by or situated within the City except the Project and any
other property that may be pledged as security therefor by the Company, in the
manner provided in the Loan Agreement and the Indenture. Neither the full faith and
credit of the City nor the full faith and credit or taxing power of the State of Florida,
Broward County, or any other political subdivision of said State is pledged to the
payment of the principal of, premium, if any, or interest on the Bonds or other costs
incident thereto, but such Bonds are limited special obligations of the City payable
solely from the sources identified above. No member or officer of the City will be
subject to any personal liability by reason of the issuance of the Bonds.
L. The payments required to be made by the Company to the Trustee under the
Loan Agreement will be sufficient to pay all principal of and interest on and premium, if any,
for the Bonds as the same shall become due, and to make all other payments required by
the Loan Agreement and the Indenture.
M. The costs to be paid from the proceeds of the Bonds will be "costs of a
project" within the meaning of the Act.
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Temp. Reso. #7000
N. Prior to issuance of the Bonds, the City will receive an opinion of Akerman,
Senterfitt & Eidson, P.A. to the effect that the Bonds will be validly issued and that the
interest on the Bonds will, under existing laws of the United States, be excluded from gross
income of the holders for federal income tax purposes.
O. The City has properly noticed and held a public hearing as required by law
prior to adopting this resolution.
Section 3. APPROVAL AND AUTHORIZATION OF EXECUTION AND DELIVERY
OF MEMORANDUM OF AGREEMENT. The memorandum of agreement among the
Company, Samuel Butters and the City in substantially the form attached to this resolution
as Exhibit "B" and incorporated herein by reference, together with such changes therein,
whether made prior to the execution thereof or thereafter, as shall be approved from time
to time by the officers executing the same on behalf of the City, such approval to be
conclusively evidenced by their execution thereof (the "Memorandum of Agreement"), shall
be, and hereby is, authorized and approved on behalf of the City.
The Mayor of the City shall be and hereby is authorized to execute, and the City
Clerk shall be and hereby is authorized to attest, the Memorandum of Agreement. Such
officers and all other proper officers, commissioners, directors, agents and employees of
the City are hereby authorized, empowered and directed to do all such acts and things and
to execute such further agreements and take such further actions as shall be necessary
to carry out the intent and purposes expressed in the Memorandum of Agreement, which
shall become binding on the City upon the execution and delivery by the officers of the City
and by other parties thereto, and are further authorized to take such other steps and
actions as may be required and necessary in order to issue such Bonds.
Section 4. EFFECT OF RESOLUTION. This resolution is intended to and it shall
constitute a declaration of official intent of the City for purposes of Treas. Reg. 1.150-2 and
other applicable provisions of the Internal Revenue Code of 1986, as amended, and the
related regulations, rulings and interpretive court decisions thereunder.
Section 5. REPEALING CLAUSE. All resolutions or parts thereof in conflict
herewith are hereby repealed to the extent of such conflict.
Section 6. SEVERABILITY. If any clause, section, other part or application of this
Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid,
in part or application, it shall not affect the validity of the remaining portions or applications
of this Resolution.
Section 7. EFFECTIVE DATE. This resolution shall take effect immediately upon
its adoption.
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1
Attest:
Temp. Reso. #7000
PASSED, ADOPTED AND APPROVED, this 13th day of March, 1995.
Carol A. Evans, CMC
City Clerk
I HEREBY CERTIFY that I have approved
this RESOLUTION as to form:
Mitchell S. Kraft
City Attorney
1
Norman Abramowitz
Mayor
RECORD OF COMA
MAYOR
ABRAMOWITZ
DIST. 1:
V / M KATZ
DIST. 2:
COMM. MISHItIN
DIST. 3:
COMM. SCHREIBER
DIST. 4:
COMM.. MACHEK
5
f
4 I- r t
From: Dina McDermott
To: carole, patm
Date: 10/4/95 5:44pm
Subject: RESOLUTION R-95-49 Tamarac Business Center - Open Memo of Agreement
In response to the City Clerk's request regarding Resolution R-95-49 relative to the Tamarac Business Center -
Open Memorandum of Agreement, please note that in accordance with Bond Counsel Dean Dickson, note in the file
that this item will not be signed or processed.
The new reso. Temp. No. 7233 will supersede this. The previous reso provided for issuance of industrial revenue
bonds to Sam Butters to build Arch Alum. and lease it to them. This reso had to be processed in order to qualify for
the state allocation --however, the project has changed.
Since that time, Arch will now be purchasing property and facilities and therefore the industrial revenue bonds will be
issued on behalf of Arch Aluminum. This item is scheduled on the October 11, 1995 Commission agenda. We
anticipate approval.
See Temp. Reso. No. 7233 and related backup for explanation.
Based on the above the agreement will not be executed.
If you have any questions, please call me.
CC: marions, robynt
Temp. Reso. #7000
! EXHIBIT "A"
0
LEGAL DESCRIPTION
Tract 2, LESS the North 149.00 feet, and LESS that portion lying within the
East 53.00 feet of Section 7, Township 49 South, Range 41 East;
TOGETHER WITH Tract 3, LESS the South one-half (S. Y2), and LESS that
portion lying within the East 53.00 feet of said Section 7;
ALSO TOGETHER WITH Tract 6;
all being of "FLORIDA FRUIT LANDS COMPANY SUBDIVISION NO. 2,"
according to the plat thereof, as recorded in Plat Book 1, Page 102, of the
public records of Palm Beach County, Florida, lying in the Northeast
one -quarter (N.E. %) of Section 7, Township 49 South, Range 41 East, Said
lands situate, lying and being in the City of Tamarac, Broward County,
Florida, and containing 35.7324 acres, more or less.
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0
96 -
"s5IV, PiAr"
DESCRIPTION
Tract 2, LESS the North 149. 00 feet, and LESS lhaf portion lying within the fvsl
53.00 feet of Section T, Township 49 South, I-t ance 4/ East ;
and LESS 1/�Sa1
TOGETHER WITH: Tract 3, LESS the South or7p
portion lying within the East 53.00 feet of soid .Sprlion T,
ALSO TOGETHER WITH Tract 6;
al/being of "FLORIDA FRUIT LANDS COAfFANy
SjF./yt-lSIDN NO. 2," orcording 10 !hF
plat thereof, as recorded in Plot Book /, Page l(:%, �:�" Me puhlic records of Pa/tn�
Beach Caunty, Florida, lying in the Northeast 0171-._ qr. nt-fer (N.E. //4) of 5ec1/o»
Township 49 South, Range 4/ East,
AlcNob Rvod
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Location Mop - n.1 s.
Sec 7- 49 - 4/
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RECORDED IN THE OFFICIAL RECORDS BOOK
Of BROWARD COUNTY, flOJUDA
L. A. HESTER
COUNTY ADMINI1i><ATOR
/- �S�- 4 �-/
Temp. Reso. #7000
I* EXHIBIT "B"
MEMORANDUM OF AGREEMENT
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0 MEMORANDUM OF AGREEMENT
THIS MEMORANDUM OF AGREEMENT (this "Agreement"), dated as of
the 13th day of March, 1995, between the CITY OF TAMARAC, FLORIDA,
a municipal corporation duly created and existing under and by
virtue of the laws of the State of Florida (the "City") and TAMARAC
BUSINESS CENTER, INC., a Florida corporation (the "Company").
1. Preliminary Statements. Among the matters of mutual
inducement which have resulted in the execution of this Agreement
are the following:
(a) The City is a local agency under the provisions of
Part II of Chapter 159, Florida Statutes, as amended (the "Act"),
and is a political subdivision of a state within the meaning of
Section 103(a)(1) of the Internal Revenue Code of 1986, as amended.
(b) The Company proposes to utilize the proceeds from
the sale by the City of not to exceed $4,500,000 of its Industrial
Development Revenue Bonds (the "Bonds") to: (i) pay all or any part
of the cost of issuance of the Bonds, (ii) pay all or any part of
the cost of constructing and equipping certain improvements on real
estate at N.W. 67th Street and Nab Hill Road, Tamarac, Florida,
including the construction of a manufacturing facility, (iii) pay
all or any part of the cost of the acquisition and installation of
certain machinery, equipment and appurtenances and facilities
incidental thereto, and other improvements necessary and convenient
therefor (the aforementioned parcel of real estate and improvements
to be constructed thereon, and such machinery, equipment and
appurtenances and facilities incidental thereto, being referred to
herein collectively as the "Project"), and (iv) pay any other
"cost" (as defined in the Act) of the Project, all within the
applicable limits set forth in the Act, the Internal Revenue Code
of 1986, as amended, and the related regulations, rulings and
interpretive court decisions (together, the "Code").
(c) The Company intends to own and operate the Project
for the primary purpose of leasing the Project to companies engaged
in light manufacturing.
(d) The Company expects that the portion of the Project
to be financed with the proceeds of the Bonds will cost
approximately $4,500,000 inclusive of interest during the period of
construction, underwriting or placement agent fees or commissions,
and legal, accounting, financing and printing expenses.
(e) The Company requests the City to enter into this
Agreement for the purpose of declaring the City's intention to
provide financing to pay all or a portion of the cost of the
Project by loaning the proceeds of the Bonds to the Company
IS pursuant to a loan agreement.
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(f) The Company represents that no portion of the Bond
proceeds will be used to reimburse the Company for costs of the
Project incurred prior to issuance of the Bonds except in
accordance with Treasury Regulation 1.150-2 and 1.103-8T and other
applicable provisions of the Code.
(g) This Agreement is entered into to induce the Company
to proceed with the completion of the Project and to assure the
Company, prior to the issuance of the Bonds, that the City, in
accordance with and subject to the provisions of the Act and this
agreement, will issue Bonds to cover costs so incurred by the
Company in connection with the Project, including costs incurred
prior to the issuance of the Bonds, so long as such costs are
permissible expenditures of Bond proceeds under the provisions of
the Act and the applicable provisions of the Code.
(h) The Company proposes that the City agree to issue
its Bonds under the Act in an aggregate principal amount not to
exceed $4,500,000, such Bonds to be secured by the obligation of
the Company to pay the debt service thereon, a mortgage and
security interest in the Project, an irrevocable direct -pay letter
of credit issued by a financial institution with its debt rated in
one of the highest three ratings categories by a nationally
recognized rating agency, and the Company's payment obligation with
respect to the Bonds shall be personally and unconditional
guaranteed by the shareholders of the Company. By virtue of the
provisions of Section 103(a) and Section 144 of the Code, as now
existing or hereafter amended, the interest on such Bonds is to be
excluded from the gross income of the holders for federal income
tax purposes.
(i) The City has preliminarily determined, based upon
representations made by the Company and without any independent
investigation having been made by the City, that the completion of
the Project by the Company and the financing of all or a portion of
the cost of the Project by the City will be in furtherance of the
purpose of the Act in that it will assist and induce the Company to
construct the Project in the City thereby helping to attract new
industry to the City which will bring more and higher paying jobs
and will foster the economic development of the City.
(j) Based upon the representations of the Company and
the fact that the Company will deliver the letter of credit
described above, the City has preliminarily determined that the
Company and its guarantor are fully capable and willing to fulfill
their obligations under the proposed financing agreement.
2. Undertakings on the Part of the City. In accordance with
and subject to the limitations of the Act, and subject to the
satisfaction by the Company of the terms and conditions of this
Agreement, the City agrees as follows:
(a) That it will authorize the issuance and sale of one
or more issues of its revenue bonds, pursuant to the terms of the
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March 1, 1995 2:53pm 2
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Act as then in force in an aggregate principal amount not to exceed
$4,500,000 for the purpose of paying all or a portion of the cost
of the Project.
(b) That at the proper time, and subject in all respects
to the prior advice, consent and approval of the Company, it will
adopt such proceedings and authorize the execution of such
documents as may be necessary and advisable for the authorization,
sale and issuance of the Bonds and the completion of the Project,
all as shall be authorized by the Act and mutually satisfactory to
the City and the Company. The Bonds shall not be deemed to
constitute a debt, liability or obligation of the City or of
Broward County, the State of Florida or of any political
subdivision thereof, but such Bonds shall be payable solely from
the payments to be provided from the Company under financing
agreements with respect thereto. The Bonds issued shall be in such
aggregate principal amount not exceeding $4,500,000, shall bear
interest at such fixed or variable rate or rates, shall have such
maturity or maturities not exceeding thirty (30) years, shall be
payable at such times and places, shall be in such forms and
denominations, shall be sold in such manner, subject to the
provisions of Section 218.385 of the Florida Statutes, as amended,
and at such time or times, shall have such provisions for
redemption, shall be executed and shall be secured as hereafter may
be requested by the Company and agreed to by the City, all on terms
mutually satisfactory to the City and the Company.
3. Undertakings on the Part of the Com an . Subject to the
conditions hereinafter stated, the Company agrees as follows:
(a) That the Company will generally arrange for, manage
and carry out the construction and equipping of the Project as
contemplated by this Agreement (without thereby obligating the
Company to go forward with the Project).
(b) That the Company will cooperate with the City in
making arrangements for the sale and issuance of the Bonds in an
aggregate principal amount not to exceed $4, 500, 000 and that to the
extent that the proceeds derived from the sale of the Bonds are not
sufficient to complete the Project, the Company will supply all
additional funds which are necessary for the completion of the
Project.
(c) That contemporaneously with the delivery of the
Bonds, the Company will enter into a loan agreement and such other
financing arrangements, indentures and related agreements as shall,
in the opinion of the Company, the Company's counsel, and the City
and City's counsel, be necessary or appropriate so that the Company
will be obligated to pay for the account of the City sums
sufficient in the aggregate to pay the principal of, the redemption
premium, if any, and the interest on the Bonds when and as the same
shall become due and payable.
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,e s'y9
(d) That the Company will take such further action and
adopt such proceedings as may be required to implement its
undertakings hereunder.
(e) That between the date of this Agreement and the date
of issuance of the Bonds, Samuel Butters and Nathan Butters will
provide the City with such financial statements as required by the
City.
4. General Provisions.
(a) The City and the Company agree that the Company
shall provide or cause to be provided all services incident to the
construction and equipping of the Project, including, without
limitation, the preparation of plans, specifications and contract
documents, the award of contract, the inspection and supervision of
work performed, the employment of engineers, architects, builders
and other contractors, and the provision of money to pay the cost
thereof pending reimbursement by the City from the Bond proceeds,
and the City shall have no responsibility for providing any of such
services or any liability therefor.
(b) All commitments of the City and of the Company
Pursuant to this Agreement are subject to the condition that the
City and the Company shall have agreed to mutually acceptable terms
for the Bonds and the sale and delivery thereof and mutually
acceptable terms and conditions for the financing arrangements and
other agreements referred to in Section 3(c) and, unless extended
by subsequent resolution of the City, the Bonds shall have been
sold and delivered on or before one year from the date of this
Agreement, this Agreement shall terminate.
(c) The Company agrees that it will pay when due all
costs and expenses of the City including reasonable fees and
expenses of the City's Bond counsel, including but not limited to
out-of-pocket expenses, which the City or its Bond counsel may have
incurred in connection with the execution of this Agreement and the
performance by the City of its obligations hereunder. The Company
shall deposit with the City within five business days from
notification that an allocation has been obtained, the sum of
$25,000.00 less any amount paid by the Company for fees and
expenses incurred prior to obtaining such an allocation, provided
that the Company need not make such deposit until such time as it
shall ask the City of its counsel to take further action toward
approval or issuance of the Bonds. Such amount shall be applied
toward payment of fees and expenses when due. once all such fees
and expenses have been paid, any balance of such deposit shall be
returned to the Company. The Company shall pay any such fees and
expenses in excess of $25,000.00 from its other funds. The fees of
Bond Counsel shall not exceed $3,000.00 prior to submittal of a
request for an allocation and $25,000.00 in total.
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(d) So long as this Agreement is in effect, all risk of
loss to the Project shall, as between the parties hereto, be borne
by the Company.
(e) The Company hereby agrees that the City shall not be
liable for, and agrees to release, indemnify and hold harmless the
City from any liabilities, obligations, claims, damages,
litigation, costs and expenses (including, without limitation,
reasonable attorneys' fees and expenses) imposed on, incurred by or
asserted against the City for any cause whatsoever pertaining to
the Project, the Bonds or this Agreement or any transaction
contemplated by this Agreement.
(f) As a matter of general assurance by the Company to
the City, the Company hereby covenants and agrees that it will
indemnify the City for all reasonable expenses, costs and
obligations incurred by the City under the provisions of the
Agreement to the end that the City or its counsel or Bond Counsel
will not suffer any out-of-pocket losses as a result of the
carrying out of any of its undertakings herein contained. It is
furthermore expressly agreed that any pecuniary liability or
obligation of the City hereunder shall be limited solely to the
revenues derived by the City under the Loan Agreement, and nothing
contained in this Agreement shall ever be construed to constitute
a personal or pecuniary liability or charge against any member,
officer or employee of the City, and in the event of a breach of
any undertaking on the part of the City contained in this
Agreement, no personal or pecuniary liability or charge payable
directly or indirectly from the general funds or any other funds of
the City shall arise therefrom.
(g) In any event, the provisions of this Agreement shall
be superseded by any financing arrangement entered into by the City
and the Company in accordance with Section 3(c) of this Agreement
and, upon execution and delivery of such documents constituting the
financing arrangement, this Agreement shall terminate and be of no
further effect.
(h) The financing arrangements to be entered into in
connection with the issuance of the Bonds shall provide that the
Company shall not discriminate among persons due to race, religion
or national origin.
(i) The Company will deliver to the City upon execution
of this agreement, the sum of $500.00 and on the date of issuance
of the Bonds shall pay the City a fee equal to 1/2 of a percent of
the principal amount of the Bonds.
(J) Prior to issuance of the Bonds, the City must have
approved the initial tenant of the Bond -financed facility.
5. Effective Dates. This Agreement shall take effect upon
its execution and delivery; provided, however, that prior to the
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March 1, 1995 2:53pm 5
sale of the Bonds by the City, the Company will provide to the
City:
(a) an irrevocable direct -pay letter of credit providing
for the payment of all principal and interest on the Bonds, which
shall be issued by a financial institution the long and short term
debt of which is rated in one of the three highest ratings
categories by a nationally recognized rating agency;
(b) all financing documentation required by the City in
connection with the issuance of the Bonds including, but not
limited to, a loan agreement, a note, a mortgage and security
agreement and an unconditional irrevocable guaranty of its payment
obligation with respect to the Bonds by the Company, all in form
and content satisfactory to the City;
(c) the approving opinion of Akerman, Senterfitt &
Eidson, P.A., as Bond Counsel, to the effect that the Bonds have
been validly issued and that under the existing laws of the United
States, interest on the Bonds will be excluded from gross income of
the holders for federal income tax purposes;
(d) if required by City's counsel or Bond Counsel, a
final judgment of validation relative to the Bonds from the Circuit
Court in and for Broward County;
(e) evidence satisfactory to City's Counsel that the
zoning of the land comprising a part of the Project is appropriate
for the Company's intended use of the Project; and
(f) such other representations, warranties, covenants,
agreements, certificates, financial statements, and other proofs as
may be required by the City, its counsel or Bond Counsel.
The Project and the Bonds shall also be subject to a
sufficient allocation granted by the Division of Bond Finance of
the State Board of Administration of the State of Florida of the
state volume limitation for the full amount of the Bonds as
contemplated by Part V of the Act, and no assurances can be given
by the City as to the availability of such allocation. Further, no
assurances can be given by the City as to the result of any action
or inaction by a governmental agency, whether local, state or
federal, nor as to the result of any judicial action, which may
affect in any way the issuance of the Bonds or the Project; and the
City shall not be responsible nor held liable for any costs or
damages incurred by any party as a result thereof.
IN WITNESS WHEREOF the parties have executed and
delivered this Agreement as of the day and year first above
written.
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Attest:
Carol A. Evans
City Clerk
I hereby certify that I have
approved this Agreement as to form.
Mitchell S. Kraft
City Attorney
CITY OF TAMARAC, FLORIDA
By:
Norman Abramowitz
Mayor
Accepted:
TAMARAC BUSINESS CENTER, INC.
Bv:
Samuel Butters
President
Attest:
Secretary
The undersigned Guarantors hereby unconditionally and
irrevocably guarantees to the City the full and prompt payment and
performance of all of the Company's obligations arising under this
Agreement.
Samuel Butters
Nathan Butters
STATE OF FLORIDA
COUNTY OF
The foregoing instrument was acknowledged before me this
day of January, 1995, by Samuel Butters.
WPO:[TDICKSON.TAMAPAC]MEMO-AGMT.
March 1, 1995 2:53pm
7
lie
Name:
Known
Identification—
Identification: —
STATE OF FLORIDA
COUNTY OF
Notary Public, State of Florida
P e r s o n a 1 1 y
P r o d u c e d
T y p e o f
(NOTARIAL SEAL)
The foregoing instrument was acknowledged before me this
day of January, 1995, by Nathan Butters.
Name:
Known
Identification
Identification:
WPO:[TDTCKSON.TAMARAC]MEMO-AGMT.
March 1, 1995 2:53pm
[7
Notary Public, State of Florida
P e r s o n a l l y
P r o d u c e d
T y p e o f
(NOTARIAL SEAL)