87 of 1979 - Resolution authorizing the issuance of Industrial Development Revenue Bonds in the amount of $3,500, ROLL CALL
VOTING Aye Nay
Mr.'Chairman ✓
Agraz ✓
Greener ✓
{�yCya�mpbell ✓
.M.
Phillips ✓
Result
December 13, 1979
Honorable Jennings Phillips, Jr.
Commissioner of Public Affairs
and Finance
211 City and County Building
Salt Lake City, Utah
Dear Commissioner Phillips:
The Board of City Commissioners, at its meeting today, passed
Resolution No. 87 of 1979, authorizing the issuance of Industrial
Development Revenue Bonds in the amount of$3,500,000 to Irving
Investors, Ltd.
Yours truly,
City Recorder -fP
ma
CC:
Auditor
Treasurer
Attorney
Irving Investors
Files-2 -- ----
Cc 11*
Salt Lake City, Utah
The Board of Commissioners of Salt Lake City, Salt Lake
County, Utah, met in regular public session at its regular
meeting place in the City & County Building in Salt Lake City
at 10:00 o'clockA .M. on Thursday , December 13 , 19 79
with the following members present:
Ted L. Wilson Mayor
Jennings Phillips, Jr. Commissioner
Jess A. Agraz Commissioner
Glen N. Greener Commissioner
David C. Campbell Commissioner
There was absent:
NONE
There were also present Mildred V. Higham , City
Recorder and Roger F. Cutler , City Attorney.
After the meeting had been duly called to order and
the roll called with the above results, and after the conduct
of other business, the Mayor announced that one of the items
of business to come before the meeting was to be the considera-
tion and adoption of a resolution approving, authorizing and
confirming the issuance of the City of Salt Lake, State of
Utah, Industrial Development First Mortgage Revenue Bonds
(Irving Investors Ltd. Commercial Shopping Facility) .
Thereupon, the following resolution was introduced in
written form by Jennings Phillips, Jr. , was read in full and,
after full discussion of the question pursuant to motion made ••
by Jennings Phillips, Jr. and seconded by Jess A. Agraz
said resolution was adopted by the following vote:
Aye: Ted L. Wilson
Jennings Phillips, Jr.
Jess A. Agraz
Glen N. Greener
David C. Campbell
Nay: None
The resolution was then signed by the Mayor in open
meeting and recorded by the City Recorder. The resolution is
as follows:
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RESOLUTION NO. 87
A RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF CITY OF
SALT LAKE, STATE OF UTAH, INDUSTRIAL DEVELOPMENT FIRST MORT-
GAGE REVENUE BONDS (IRVING INVESTORS LTD. COMMERCIAL SHOPPING
FACILITY) SERIES 1979, IN A PRINCIPAL AMOUNT OF $3,500,000
FOR THE PURPOSE OF LOANING FUNDS TO IRVING INVESTORS LTD. TO
FINANCE THE ACQUISITION AND CONSTRUCTION, RECONSTRUCTION,
EQUIPPING AND FURNISHING OF A COMMERCIAL SHOPPING AND OFFICE
FACILITY IN SALT LAKE CITY, UTAH, APPROVING AND AUTHORIZING THE
EXECUTION OF A LOAN AGREEMENT BETWEEN IRVING INVESTORS, LTD.
AND SALT LAKE CITY, UTAH AND A MORTGAGE AND INDENTURE OF TRUST
AMONG IRVING INVESTORS LTD., SALT LAKE CITY, UTAH AND FIRST
SECURITY BANK OF UTAH, N.A., TRUSTEE, BOTH RELATING TO SAID
PROJECT; AND AUTHORIZING THE PREPARATION OF CERTAIN RELATED
DOCUMENTS AND INSTRUMENTS.
WHEREAS, The City of Salt Lake, State of Utah (the
"City") is authorized by title 11, Chapter 17, Utah Code
Annotated 1953, as amended and supplemented (the "Act"), to
acquire, whether by construction, purchase, devise, gift,
exchange or lease, or any one or more of such methods, and to
construct, reconstruct, improve, maintain, equip and furnish
one or more projects and to finance for, or to sell or lease
or otherwise dispose of to, any person, firm, partnership or
corporation, either public or private; and
WHEREAS, the Act further authorizes the City to
enter into financing agreements with others for the purpose
of providing revenues to pay the bonds authorized to be issued
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under the Act and upon such terms and conditions as the City
may deem advisable; to issue revenue bonds for the purpose of
defraying the cost of financing, acquiring, constructing,
reconstructing, improving, maintaining, equipping or furnishing
any project and all expenses incurred in connection with the
authorization, sale and issuance of the bonds as provided
in the Act; and to secure the payment of such bonds as provided
in the Act; and
WHEREAS, the Board of City Commissioners of the City by
resolution adopted May 24, 1979, determined it is desirable
to assist in the financing of a commercial facility (the "Project")
to be constructed by Irving Investors, Ltd., a limited partner-
ship organized and existing under the laws of the State of Utah
(the "Company") ; and
WHEREAS, it is hereby found and determined that the City
will issue its Industrial Development First Mortgage Revenue
Bonds (Irving Investors Ltd. Commercial Shopping Facility)
Series 1979 (the "Bonds") in a principal amount of $3,500,000
pursuant to a Mortgage and Indenture of Trust dated as of
November 15, 1979 (the "Indenture") by and among the City,
the Company and First Security Bank of Utah, N.A., Salt Lake
City, Utah (the "Trustee") and that the proceeds therefrom
will be loaned to the Company, pursuant to a Loan Agreement
dated as of November 15, 1979 (the "Loan Agreement") by and
between the City and the Company; and
WHEREAS, the bonds will be payable solely from the rentals,
revenues and receipts from the Project and will not constitute
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•
nor give rise to any general obligation or liability of the
City against its general credit or taxing powers; and
WHEREAS, it is hereby found and determined that financing
the acquisition and construction, reconstruction, equipping
and furnishing of the Project in the City will promote the
public health, welfare, safety, convenience and prosperity
of the City and its inhabitants by promoting and stimulating
economic activity; and
WHEREAS, it is necessary to provide for the issuance
and sale of the bonds and to authorize the execution and pre-
paration of all documents, instruments and acts necessary in
connection therewith;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS
OF SALT LAKE CITY, AS FOLLOWS:
Section 1. Approval of and Authorization for Issuance
of the Bonds. The issuance of the City's Industrial Development
First Mortgage Revenue Bonds (Irving Investors Ltd. Commercial
Shopping Facility), Series 1979, to be dated November 15, 1979,
in a principal amount of $3,500,000, is in all respects
approved, authorized and confirmed, and the Mayor of the City
and the City Recorder are hereby authorized and directed to
execute and seal the Bonds in the manner provided in the
Indenture and to deliver them to Gibralco Inc., of Beverly
Hills, California (the "Underwriter") for and on behalf of
the City upon receipt of a purchase price in the amount of
$ 3,325,000 , and to deposit the proceeds thereof with the
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Trustee in the manner provided by the Indenture. The Bonds
shall never constitute an indebtedness of the City within the
meaning of any provision or limitation of the Utah Constitution
or statutes, and shall not constitute or give rise to a
pecuniary liability of the City or a charge against its general
credit or taxing powers. The Bonds are not general obligations,
but are special, limited obligations of the City, payable
solely out of the revenues derived from the Loan Agreement
and pledged and assigned for their payment in accordance with
the Indenture (except to the extent paid out of monies attri-
butable to the proceeds derived from the sale of the Bonds or
to income from the temporary investment of those proceeds) .
Section 2. Form of the Bonds. The form of the Bonds shall
be as set forth in the Mortgage and Indenture of Trust dated
as of November 15, 1979, among the City, the Company and the
Trustee, the terms, conditions and provisions of which
Indenture are for all purposes incorporated herein by reference,
and a copy of which is ordered filed by the City Recorder
with the records of the City Recorder and identified as the
Indenture referred to in this Resolution.
Section 3. Terms of the Bonds. The Bonds shall be dated
November 15, 1979, shall bear interest at the rate of 9 1/2%,
be in denominations of $5,000 each and shall be issuable
as coupon bonds registrable with the Trustee as to principal or
interest. The Bonds shall mature on November 15, 2009.
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Section 4. Findings and Determinations. The Board of
City Commissioners hereby finds and determines that (a) the
amounts necessary to pay the principal of and interest on the
Bonds in each year and the amounts necessary to be paid each
year into the funds created under the Indenture are as set
forth in the Indenture; (b) the Bond Reserve Fund established
in the Indenture shall be funded in an amount of $150,000
from the proceeds of the Bonds; (c) since the Loan Agreement
provides that the Company shall maintain the Project and carry
all proper insurance with respect thereto, no determination
of the estimated cost of maintaining the Project in good
repair and keeping it properly insured need be made; and (d)
the purchase of the Bonds by the Underwriter is the most advanta-
geous manner of sale of the Bonds.
Section 5. Payment and Redemption of the Bonds. The
place of payment of the Bonds shall be at the principal office
of First Security Bank of Utah, N.A., Salt Lake City, Utah,
or at the principal office of Security Pacific National Bank
of Los Angeles, California, co-paying agent. The Bonds shall
be subject to redemption as set forth in the Indenture.
Section 6. Approval and Authorization of Loan Agreement.
The Loan Agreement dated as of November 15, 1979, between the
Company as Borrower and the City as Lender, in substantially
the same form as attached hereto as Exhibit A, is in all
respects approved, authorized and confirmed and the Mayor of
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the City and the City Recorder are authorized and directed to
execute and deliver the Loan Agreement in substantially the
form and with substantially the same content as Exhibit A
for and on behalf of the City.
Section 7. Approval and Authorization of Mortgage and
Indenture of Trust. The Mortgage and Indenture of Trust dated
as of November 15, 1979, among the Company, the City and the
Trustee, in substantially the same form as attached hereto as
Exhibit B, is in all respects approved, authorized and
confirmed and the Mayor of the City and the City Recorder are
authorized and directed to execute and deliver the Indenture
in substantially the form and with substantially the same con-
tent as Exhibit B for and on behalf of the City.
Section 8. Authorization of Execution of Official Statement.
The Mayor of the City is authorized and directed to execute a
final Official Statement to be prepared in connection with the
issuance and sale of the Bonds, in such form as is approved by
the Mayor and the City Attorney, as the official act of the
City, and the Underwriter is authorized to distribute and use the
same in connection with the sale of the Bonds; provided, however,
that the execution and delivery of, and the authorization to
circulate, the final Official Statement shall not be deemed or
construed as a representation of the City or the Mayor of the
City of the accuracy or completeness of any information contained
therein with respect to the Company or the Project.
Section 9. Authority to Correct Errors, Etc. The Mayor
of the City and City Recorder are hereby authorized and directed
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to make or agree to any alterations, changes or additions
in the instruments hereby approved as the Mayor of the City arid
City Attorney deem necessary or proper to accomplish the
purposes of this Resolution; provided, however, that no
alteration, change or addition shall be made which shall alter
the denomination, date, maturities, form, interest rates,
registration privileges, manner of execution, places of
payment or terms of redemption of the Bonds or which shall
increase the aggregate principal amount of Bonds authorized
or in any way give rise to a pecuniary liability of the City
or a charge against its general credit or taxing powers with
respect to the Bonds.
Section 10. Severability. If any provision of this
Resolution shall be held invalid, the invalidity of such
provision shall not affect any of the other provisions of
this Resolution.
Section 11. Further Authority. The Mayor of the City
and City Recorder and other proper City officials, and each
of them, are hereby authorized to execute and deliver for
and on behalf of the City any and all additional certificates,
documents and other papers to perform all other acts they
may deem necessary or appropriate in order to implement and
carry out the matters herein authorized.
PASSED AND APPROVED by the Board of City Commissioners of
Salt Lake City, Utah, this 13th day of December , 1979.
CITY OF SALT LAKE, /UTAH
ATTEST: B l I(/
Mayor
/°
City Recor r
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• . • REMARKS A 14.4
Besclution No.
By Jennings Phillips, Jr.
Authorizing the issuance of Industrial i'
Development Revenue Bonds in the
amount of$3,500,000 to Irving Investor
Ltd. ;I,
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