HomeMy WebLinkAbout09 of 2025 - Creation of a Public Infrastructure DistrictRESOLUTION NO. OF 2025
(Creating the Downtown Revitalization Public Infrastructure District and Authorizing and Approving the
Governing Document and the form of the Interlocal Agreement)
WHEREAS, during the 2025 general legislative session, the Utah legislature passed the Housing
and Transit Reinvestment Zone amendments, which, among other things, provides for the creation of a
convention center public infrastructure district in a capital city for the purposes of financing any
improvements that serve the County-owned convention center (commonly known as the Salt Palace),
privately owned improvements if the improvements are allowed use of funds under Section 63N-3-1403
(Capital City Revitalization Zone), and a convention center revitalization project as defined in Section
63N-3-602 (Housing and Transit Reinvestment Zone); and
WHEREAS, the Housing and Transit Reinvestment Zone amendments provide for an expedited
timeline for the City to act once it receives a petition to create a convention center public infrastructure
district in a capital city including providing the City a limited timeframe to propose modifications to the
petition and associated documents; and
WHEREAS, on March 17, 2025, the City received a petition filed by John Larson on behalf of
Jazz Arena Investors, LLC, requesting adoption by resolution approving the creation of a convention
center public infrastructure district in a capital city (District) pursuant to the Public Infrastructure District
Act, Title 17D, Chapter 4 and relevant portions of the Limited Purpose Local Government Entities -
Special Districts, Title 17B (collectively, the PID Act), within the City for the purpose of financing
certain Improvements, as more specifically defined in the Governing Document attached as Exhibit A;
and
WHEREAS, the petition proposes that the District boundaries are Block 79 in downtown Salt
Lake City, more commonly known as the Delta Center and as described and depicted on the map attached
as Exhibit B; and
WHEREAS, the petition proposes that the District is necessary for the purpose of financing the
construction of certain Improvements, as defined in the Governing Document; and
WHEREAS, the petition provides that the District’s Trustees shall be appointed consistent with
the PID Act, and as more specifically set forth in the Governing Document; and
WHEREAS, the PID Act provides that the District and City shall enter into an Interlocal
Agreement pledging certain City funds to the District, including the .5% sales and use tax authorized
under the Section 59-12-402.5 and 63N-3-1403 (Capital City Revitalization Zone) and Section 59-12-
2220 (County Option Sales and Use Tax), the form of the Interlocal Agreement is attached as Exhibit C;
and
WHEREAS, pursuant to the terms of the PID Act, the City may create a public infrastructure
district by adopting a resolution of the City Council and with consent of 100% of all surface property
owners proposed to be included in the district (the Property Owners); and
WHEREAS, the petition, containing the consent of the single Property Owner, has been certified
by the City Recorder pursuant to the PID Act; and
WHEREAS, the City, prior to consideration of this Resolution, held a public hearing after 6:00
p.m. to receive input from the public regarding the creation of the District and the Property Owner waived
the 60-day protest period pursuant to Section 17D-4-201 of the PID Act; and
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WHEREAS, the hearing on the Petition was held at the City Hall because there is no reasonable
place to hold a public hearing within the District’s boundaries, and the hearing at the City Hall was held
as close to the applicable area as reasonably possible; and
WHEREAS, the City properly published notice of the public hearing in compliance with Section
17B-1-211(1) of the Act; and
WHEREAS, the Property Owner did not submit a withdrawal of consent to the creation of the
District before the public hearing on the Petition; and
WHEREAS, it is necessary to authorize the creation of the District under and in compliance with
state law and to authorize other actions in connection therewith; and
WHEREAS, the governance of the District shall be in accordance with the PID Act and the terms
of the Governing Document; and
NOW, THEREFORE, be it resolved by the City Council of Salt Lake City, Utah, as follows:
1. The District is hereby created as a separate entity from the City in accordance with the
Governing Document and the PID Act. The boundaries of the District shall be as set forth in
the Governing Document.
2. The District is authorized to provide services relating to the financing of Improvements
within and without the District boundaries, as set forth in the Governing Document.
3. The creation of the District is in the best interest of the City, and the organization of the
District pursuant to the PID Act is hereby approved.
4. The Governing Document in the form attached hereto as Exhibit A is hereby authorized and
approved and the District shall be governed by the terms thereof and applicable law.
5. The Interlocal Agreement in the form attached hereto as Exhibit C is hereby authorized and
approved, subject to any modifications recommended by the City Attorney’s Office. The
effective date of the Interlocal Agreement shall be the date that the agreement is executed by
both parties.
April 8
EXHIBIT A
[Governing Document]
GOVERNING DOCUMENT
FOR
DOWNTOWN REVITALIZATION PUBLIC INFRASTRUCTURE DISTRICT
SALT LAKE CITY, UTAH
Prepared
by
Gilmore & Bell, P.C.
15 West South Temple, Suite 1400
Salt Lake City, Utah 84101
April 8, 2025
TABLE OF CONTENTS
I. INTRODUCTION .............................................................Error! Bookmark not defined.
A. Purpose and Intent..................................................Error! Bookmark not defined.
B. Need for the District...............................................Error! Bookmark not defined.
C. Objective of the Governing Document..................Error! Bookmark not defined.
II. DEFINITIONS ...................................................................Error! Bookmark not defined.
III. BOUNDARIES ..................................................................Error! Bookmark not defined.
IV. LIMITATION OF CITY....................................................Error! Bookmark not defined.
V. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES
............................................................................................Error! Bookmark not defined.
A. Powers of the District and Governing Document Amendment.Error! Bookmark
not defined.
1. Improvements ............................................Error! Bookmark not defined.
2. Vesting .......................................................Error! Bookmark not defined.
3. Construction Standards Limitation ............Error! Bookmark not defined.
4. Procurement...............................................Error! Bookmark not defined.
5. Reserved .....................................................Error! Bookmark not defined.
6. Annexation and Withdrawal......................Error! Bookmark not defined.
7. Overlap Limitation.....................................Error! Bookmark not defined.
8. Reserved .....................................................Error! Bookmark not defined.
9. No Debt Issuance Limitation .....................Error! Bookmark not defined.
10. Bankruptcy Limitation ...............................Error! Bookmark not defined.
11. Governing Document Amendment RequirementError! Bookmark not
defined.
B. Preliminary Estimate of Improvements.................Error! Bookmark not defined.
VI. THE BOARD OF TRUSTEES ..........................................Error! Bookmark not defined.
A. Board Composition................................................Error! Bookmark not defined.
B. Vacancy..................................................................Error! Bookmark not defined.
C. Compensation........................................................Error! Bookmark not defined.
D. Voting....................................................................Error! Bookmark not defined.
E. Conflicts of Interest................................................Error! Bookmark not defined.
F. Not a Resident........................................................Error! Bookmark not defined.
G. No Liability of City or County...............................Error! Bookmark not defined.
VII. RESERVED .......................................................................Error! Bookmark not defined.
VIII. FINANCIAL PLAN...........................................................Error! Bookmark not defined.
A. General...................................................................Error! Bookmark not defined.
B. Applicable Debt Requirements..............................Error! Bookmark not defined.
C. Maximum Debt Mill Levy.....................................Error! Bookmark not defined.
D. Debt Imposition Term............................................Error! Bookmark not defined.
E. Maximum Administrative Mill Levy.....................Error! Bookmark not defined.
4932-8939-7795, v. 5
F. Debt Repayment Sources.......................................Error! Bookmark not defined.
G. Debt Instrument Disclosure Requirement..............Error! Bookmark not defined.
H. Security for Debt....................................................Error! Bookmark not defined.
4932-8939-7795, v. 5
I. District’s Operating Costs......................................Error! Bookmark not defined.
IX. ANNUAL REPORT ..........................................................Error! Bookmark not defined.
A. General...................................................................Error! Bookmark not defined.
B. Reporting of Significant Events.............................Error! Bookmark not defined.
X. DISSOLUTION .................................................................Error! Bookmark not defined.
XI. DISCLOSURE TO PURCHASERS ..................................Error! Bookmark not defined.
XII. CAPITAL PLEDGE AGREEMENT .................................Error! Bookmark not defined.
LIST OF EXHIBITS
EXHIBIT A Legal Descriptions
EXHIBIT B The Act
EXHIBIT C Initial District and Annexation Area Boundary Map
EXHIBIT D Capital Pledge Agreement between the District and Salt Lake City
I. INTRODUCTION
A. Purpose and Intent.
The District is a convention center public infrastructure district in a capital city, and
as such is (a) is a body corporate and politic with perpetual succession; (b) is a quasi-municipal
corporation; (c) is a political subdivision of the state; and (d) is separate and distinct from, and
independent of, the City and any other public entity or political subdivision of the state, and, except
as may otherwise be provided for by State law, this Governing Document, and the Participation
Agreement, its activities are subject to review by the City only insofar as they may deviate in a
material matter from the requirements of the Governing Document. It is intended that the primary
purpose of the District will be to finance the Improvements in accordance with the Act and the
Participation Agreement. The District shall be entitled to the full powers of the Act to fulfill the
limited purposes as generally described in this Governing Document. References to the
Participation Agreement herein shall not be construed as a limitation on the powers of the District
other than as a limitation on the use of the Revitalization Sales Taxes (as defined therein) to those
uses described in the Participation Agreement.
B. Need for the District.
There are currently no other governmental entities, including the City, located in
the immediate vicinity of the District that consider it desirable, feasible, or practical to undertake
the financing of the Improvements needed for the Project. Formation of the District is therefore
necessary for the Improvements required for the Project to be provided in the most economic
manner possible.
C. Objective of the Governing Document.
The objective of this Governing Document is to authorize the District to provide
for the financing of the Improvements from the proceeds of Debt to be issued by the District. All
Debt is expected to be repaid by Pledged Revenues, provided however, that this Governing
Document shall not be interpreted to expand or allow any use of Pledged Revenues to finance any
Improvements in a manner not permitted by the Act or the Participation Agreement, as applicable.
This Governing Document is intended to establish a limited purpose for the District
and explicit financial constraints that are not to be violated. The primary purpose is to provide for
the financing of the Improvements There are no divisions of the District.
It is the intent of the District to dissolve upon payment or defeasance of all Debt
incurred or upon a determination that adequate provision has been made for the payment of all
Debt. The District may also be dissolved if the District has no Debt and the Board determines that
the District is not needed to finance the Improvements.
The District shall be authorized to finance the Improvements that can be funded
from Debt to be repaid from Pledged Revenues. It is the intent of this Governing Document to
assure to the extent possible that no taxable property bear an economic burden that is greater than
that associated with the Maximum Debt Mill Levy in amount and that no taxable property bear an
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economic burden that is greater than that associated with the Maximum Debt Mill Levy Imposition
Term in duration.
II. DEFINITIONS
In this Governing Document, the following terms shall have the meanings indicated below,
unless the context hereof clearly requires otherwise:
Act: means the applicable portions of the District Act, the CCRZ Act, the Capital City
Revitalization Zone Act, and the Assessment Act as of May 7, 2025, provided however,
that any obvious errors or technical corrections after this date that do not affect the business
terms of this Governing Document shall be acceptable. A copy of the Act will be attached
as Exhibit B once the Act is published.
Annexation Area Boundaries: means the boundaries of the area described in the
Annexation Area Boundary Map and as particularly described in Exhibit A-2 which may
be annexed or withdrawn from or into the District upon the meeting of certain
requirements, including the written consent of the related property owners or lessees of
such property, as applicable.
Annexation Area Boundary Map: means the map attached hereto as Exhibit C, describing
the property approved for potential annexation to the District.
Assessment: means (i) the levy of an assessment secured by a lien on property within the
District to pay for the costs of Improvements benefitting such property or (ii) an assessment
by the District levied on private property within such District in accordance with the C-
Pace Act, each as may be levied pursuant to the Assessment Act.
Assessment Act: means collectively, (i) Title 11, Chapter 42, Utah Code as may be
amended from time to time and (ii) the C-PACE Act.
Board: means the board of trustees of the District.
Bond, Bonds, or Debt: means bonds or other obligations, including loans of any property
owner, for the payment of which the District has promised to pledge and collect Pledged
Revenues.
Capital City Revitalization Zone Act: means Title 63N, Chapter 14 of Utah Code, as may
be amended from time to time.
City: means Salt Lake City Corporation, a Utah municipal corporation.
City Code: means the City Code of Salt Lake City.
City Council: means the Salt Lake City Council.
CCRZ Act: means those provisions of Title 63N, Chapter 3, Part 6 that relate to a
Convention Center Reinvestment Zone in a Capital City.
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Convention Center Reinvestment Zone in a Capital City: means the same as defined and
described in the CCRZ Act.
County: means Salt Lake County, Utah.
C-PACE Act: means Title 11, Chapter 42a of the Utah Code, as amended from time to
time.
C-PACE Bonds: means bonds, loans, notes, or other structures and obligations of the
District issued pursuant to the C-PACE Act, including refunding C-PACE Bonds.
C-PACE Assessments: means assessments levied under the C-PACE Act.
District: means the Downtown Revitalization Public Infrastructure District.
District Act: means the Special District Act and the PID Act.
District Area: means the property within the Initial District Boundary Map and the
Annexation Area Boundary Map.
End User: means any owner, or tenant of any owner, of any taxable improvement within
the District, who is intended to become burdened by the imposition of ad valorem property
taxes subject to the Maximum Debt Mill Levy or an Assessment. By way of illustration, a
resident homeowner, renter, commercial property owner, or commercial tenant is an End
User. The business entity that constructs homes or commercial structures is not an End
User.
Fees: means any legal fee imposed by the District.
Financial Plan: means the Financial Plan described in Section VIII which describes (i) the
potential means whereby the Improvements may be financed; (ii) how the Debt is expected
to be incurred; and (iii) the estimated operating revenue derived from property taxes for
the first budget year.
General Obligation Debt: means a Debt that is directly payable from and secured by ad
valorem property taxes that are levied by the District and does not include Limited Tax
Debt.
Governing Document: means this Governing Document for the District approved by the
City Council.
Governing Document Amendment: means an amendment to the Governing Document
approved by the City Council in accordance with the City’s ordinances and the applicable
state law and approved by the Board in accordance with applicable state law.
Improvements: means any part or all of the public or private improvements authorized to
be planned, designed, acquired, constructed, installed, relocated, redeveloped and financed
by a convention center public infrastructure district in a capital city as generally described
4932-8939-7795, v. 5
in the Act, and includes Public Infrastructure and Improvements as defined under the PID
Act.
Initial District Boundaries: means the boundaries of the area described in the Initial District
Boundary Map and as particularly described in Exhibit A-1.
Initial District Boundary Map: means the map attached hereto as Exhibit C, describing
the District’s initial boundaries.
Limited Tax Debt: means a debt that is directly payable from and secured by ad valorem
property taxes that are levied by the District which may not exceed the Maximum Debt
Mill Levy.
Maximum Debt Mill Levy: means the maximum mill levy the District is permitted to
impose for payment of Debt as set forth in Section VIII.C below.
Maximum Debt Mill Levy Imposition Term: means the maximum term for imposition of
a mill levy for any given series of bonds as set forth in Section VIII.D below.
Maximum Administrative Mill Levy: means the maximum mill levy the District is
permitted to impose for reasonable and actual administrative costs incurred by the District
as set forth in Section VIII.E below.
Participation Agreement: means the Participation, Tax Sharing and Reimbursement
Agreement between the City and SEG Real Estate LLC and Smith Entertainment Group,
LLC as may be amended from time to time pursuant to its terms and conditions.
Petitioner: means Jazz Arena Investors LLC, a Utah limited liability company.
PID Act: means Title 17D, Chapter 4 of the Utah Code, as amended from time to time and
any successor statute thereto.
Pledge Agreement: means any agreement or statutory requirement under the CCRZ Act
pledging all or any portion of revenues to the District, and including but not limited to the
Interlocal Capital Pledge Agreement attached hereto.
Pledged Revenues: means all revenues legally available to the District (including via a
Pledge Agreement, Mill Levy, and Assessments) and pledged in whole or in part to the
repayment of Debt.
Project: means the development or property in and around the District Area as permitted
under the Act and including in any related approved Convention Center Reinvestment Zone
in a Capital City (and the related county-owned convention center).
Special District Act: means Title 17B of the Utah Code, as amended from time to time.
State: means the State of Utah.
4932-8939-7795, v. 5
Taxable Property: means real or personal property within the District Area subject to ad
valorem taxes imposed by the District.
Trustee: means a member of the Board.
Utah Code: means the Utah Code Annotated 1953, as amended.
III. BOUNDARIES
The area of the Initial District Boundaries includes approximately 10 acres and the total
area proposed to be included in the Annexation Area Boundaries is approximately 46 acres. A
legal description of the Initial District Boundaries and the Annexation Area Boundaries is attached
hereto as Exhibit A. A map of the Initial District Boundaries and Annexation Area Boundaries is
attached hereto as Exhibit C. It is anticipated that the District’s boundaries may change from time
to time as it undergoes annexations and withdrawals pursuant to Section 17D-4-201, Utah Code,
subject to Article V below.
IV. LIMITATION OF CITY
Approval of this Governing Document by the City does not imply approval of the
development of a specific area within the District, nor does it imply approval of the development
contemplated in the District Area, unless the same is separately approved by the City.
V. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES
A. Powers of the District and Governing Document Amendment.
The District shall have the power and authority to finance and provide the
Improvements within and without the boundaries of the District as such power and authority is
described in the Act, the Participation Agreement and other applicable statutes, common law, and
the Constitution, subject to any limitations set forth herein.
1. Improvements. The purpose of the District is to plan for, design, acquire,
construct, install, relocate, redevelop, and finance the Improvements. The District shall be
authorized, but not obligated, to own, operate and maintain Improvements not otherwise required
to be dedicated to the City or other public entity.
2. Vesting. The District shall be vested in the Act in effect as of May 7, 2025,
provided however, that any obvious errors or technical corrections after this date that do not affect
the business terms of this Governing Document shall be acceptable. Should the District and the
City agree that future modifications to the Act should apply to the District, the District and City
may execute an amendment to the Governing Document and any Pledge Agreement expressly
adopting such modifications.
3. Construction Standards Limitation Any Improvements financed by the
District must follow all applicable ordinances, laws, rules, and regulations, including obtaining
any zoning, planning, design specifications and approval; obtaining the City’s approval of civil
engineering plans and any applicable permits for construction and installation of Improvements as
4932-8939-7795, v. 5
required prior to performing such work. Improvements shall be subject to only the ordinary and
generally applicable inspection and approval procedures of the City and other governmental
entities having proper authority.
4. Procurement. The District shall be subject to the procurement requirements
of the PID Act. Notwithstanding this requirement, the District may acquire completed or partially
completed Improvements for fair market value, as determined by an engineer selected by the
District.
5. Reserved.
6. Annexation and Withdrawal.
(a) The District shall not include within its boundaries any property
outside the Initial District Area without the adoption of a resolution by the City approving the
annexation. Such area outside of the Initial District Area may only be annexed upon the District
obtaining consent of all property owners or lessors, as applicable, within the area proposed to be
annexed and the passage of a resolution of the City and the Board approving such annexation.
(b) The District shall not withdraw property from the District Area
without the adoption of a resolution by the City approving the withdrawal. Such area may only be
withdrawn upon the District obtaining consent of all property owners or lessors, as applicable,
within the area proposed to be withdrawn and the passage of a resolution of the City and the Board
approving such annexation.
(c) Any annexation or withdrawal shall be in accordance with the
requirements of the PID Act.
(d) Upon the completion of any annexation or withdrawal, the District
shall provide the City a description of the revised District Boundaries.
(e) Annexation or withdrawal of any area in accordance with V.A.6(a)
and (b) shall not constitute an amendment of this Governing Document.
7. Overlap Limitation. The District shall not consent to the organization of any
other public infrastructure district organized under the PID Act within the District Area which will
overlap the boundaries of the District unless the aggregate mill levy for payment of Debt of such
proposed districts will not at any time exceed the Maximum Debt Mill Levy of the District.
8. Reserved.
9. No Debt Issuance Limitation. So long as Debt is issued in accordance with
the provisions of this Governing Document, the Participation Agreement, and the Act, there is no
limit to the amount of Debt that may be issued by the District.
10. Bankruptcy Limitation. All of the limitations contained in the Governing
Document, including, but not limited to, those pertaining to the Pledged Revenues, the
Assessments, Maximum Debt Mill Levy, Maximum Debt Mill Levy Imposition Term and the Fees
4932-8939-7795, v. 5
have been established under the authority of the City to approve a Governing Document with
conditions pursuant to Section 17D-4-201(5), Utah Code. It is expressly intended that such
limitations:
(a) Shall not be subject to set-aside for any reason or by any court of
competent jurisdiction, absent a Governing Document Amendment; and
(b) Are, together with all other requirements of Utah law, included in
the “political or governmental powers” reserved to the State under the U.S. Bankruptcy Code (11
U.S.C.) Section 903, and are also included in the “regulatory or electoral approval necessary under
applicable nonbankruptcy law” as required for confirmation of a Chapter 9 Bankruptcy Plan under
Bankruptcy Code Section 943(b)(6).
11. Governing Document Amendment Requirement.
(a) This Governing Document has been designed with sufficient
flexibility to enable the District to provide funding for Improvements under evolving
circumstances without the need for numerous amendments.
(b) Subject to the limitations and exceptions contained herein, this
Governing Document may be amended by passage of resolutions of the City Council and the Board
approving such amendment.
B. Preliminary Estimate of Improvements.
The District shall have authority to provide funding for the planning, design,
acquisition, construction, installation, relocation, redevelopment, maintenance, and financing of
the Improvements within and without the boundaries of the District. An estimate of the costs of
the Improvements which may be planned for, designed, acquired, constructed, installed, relocated,
redeveloped, maintained, or financed was prepared based upon the currently anticipated
Improvements and Pledged Revenues. However, this estimate is not a limitation on the
Improvements ultimately financed by Pledged Revenues over time in accordance with the Act and
the Participation Agreement.
All of the Improvements will be designed in such a way as to assure that the
Improvements standards will be compatible with those of the City and/or any other applicable
public entity. All construction cost estimates are and will be based on the assumption that
construction conforms to applicable local, State or Federal requirements.
VI. THE BOARD OF TRUSTEES
A. Board Composition. The Board shall be composed of five Trustees who shall be
appointed as set forth in the PID Act. Trustees 1, 2, and 3 shall be representatives of the Petitioner
selected by the Petitioner, Trustee 4 shall be a representative of the City selected by the mayor of
the City (unless withdrawn in accordance with the Act), and Trustee 5 shall be a representative of
the County selected by the Mayor of the County (unless withdrawn in accordance with the Act).
Trustee terms shall be staggered with initial terms as follows: Trustees 1, 3 and 5 shall serve an
initial term of six (6) years; Trustees 2 and 4 shall serve an initial term of four (4) years. Appointed
4932-8939-7795, v. 5
Trustees shall be required to conform with the requirements of the Act. The Board shall be self-
perpetuating and the Board seats shall continue to be filled by representatives of the Petitioner
selected by the Petitioner, City selected by the City Mayor, or the County selected by the County
Mayor, as applicable. In the event the City or County elects to permanently abdicate the board seat
in writing, such seats shall be selected by the Petitioner.
B. Vacancy. Any vacancy on the Board shall be filled pursuant to the Act.
C. Compensation. Unless otherwise permitted by the PID Act, only Trustees who are
residents of the District may be compensated for services as Trustee. Such compensation shall be
in accordance with the Act.
D. Voting. Unless otherwise prohibited by Utah Code, all votes of the board shall be
by majority vote of Trustees that are present constituting a quorum.
E. Conflicts of Interest. Trustees shall disclose all conflicts of interest. Any Trustee
who discloses such conflicts in accordance with 17D-4-202 and 67-16-9, Utah Code, shall be
entitled to vote on such matters.
F. Not a Resident. Trustees that are not residents within the District must be an officer
or agent of Petitioner, City, or County, respective to the Board position they are serving and be a
registered voter at the individual’s primary residence.
G. No Liability of City or County. Actions by the Appointed Trustees from the City
or County shall not be construed so as to create any responsibility or liability on the part of the
City or County in the event of default by the District.
VII. RESERVED
VIII. FINANCIAL PLAN
A. General.
The District shall be authorized to provide funding for the design, acquisition,
construction, installation, relocation, and/or redevelopment of the Improvements from all or any
portion of its Pledged Revenues and by and through the proceeds of Debt to be issued by the
District (but only in accordance with the Act and the Participation Agreement). The parties
acknowledge the supervisory authority of the mayor of the County in the CCRZ Act over the
convention center portions of the Project. The Financial Plan for the District shall be to issue
such Debt as the District can finance from Pledged Revenues. The total Debt shall be permitted
to be issued on a schedule and in such year or years as the District determines and phased to serve
the Project as it occurs. The District may also rely upon various other revenue sources authorized
by law. These will include the power to assess Fees, penalties, or charges, including as provided
in Section 17D-4-304, Utah Code, as amended from time to time.
B. Applicable Debt Requirements.
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Debt, when issued, will comply with all relevant requirements of this Governing
Document, the Participation Agreement, State law, and Federal law as then applicable to the
issuance of public securities.
C. Maximum Debt Mill Levy.
(a) The “Maximum Debt Mill Levy” shall be the maximum mill levy
the District is permitted to impose upon the taxable property within the District for payment of
Limited Tax Debt shall be 0.015 per dollar of taxable value of taxable property in the District;
provided that such levy shall be subject to adjustment as provided in Section 17D-4-301(8), Utah
Code.
(b) Such Maximum Debt Mill Levy may only be amended pursuant to
a Governing Document Amendment and as provided in Section 17D-4-202, Utah Code.
D. Debt Imposition Term.
Each Bond issued by the District shall mature within Thirty-One (31) years from
the date of issuance of such Bond. Bonds issued by the District shall not be secured by the fee-
simple property Petitioner is leasing from the City’s Community Reinvestment Agency. In
addition, absent written consent of the City, no mill levy may be imposed for the repayment of
Debt after a period exceeding Forty (40) years from the first date of imposition of the mill levy for
any Debt (the “Maximum Debt Mill Levy Imposition Term”).
E. Maximum Administrative Mill Levy. The “Maximum Administrative Mill Levy”
shall be the maximum mill levy the District is permitted to impose upon the taxable property within
the District shall be 0.0005 per dollar of taxable value of taxable property in the District; provided
that such levy shall be subject to adjustment as provided in Section 17D-4-301(8), Utah Code.
Such Maximum Administrative Mill Levy may be imposed by the District but only for the
purposes allowed in the Act.
F. Debt Repayment Sources.
(a) The District may impose a mill levy on taxable property within its
boundaries as a source of revenue for repayment of debt service. The District may also rely upon
Assessments and other various other revenue sources authorized by law. At the District’s
discretion, these shall include other Pledged Revenues, penalties, or charges, including as provided
in Section 17D-4-304, Utah Code, as amended from time to time. Except as described in Section
VIII.C(a), the debt service mill levy in the District shall not exceed the Maximum Debt Mill Levy
or, the Maximum Debt Mill Levy Imposition Term, except for repayment of General Obligation
Debt.
(b) Any Assessments shall be repayable in accordance with the
provisions of the Assessment Act.
(c) The District shall not be permitted to charge an End User the costs
of any portion of the Improvements for which such End User has already paid or is presently
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obligated to pay through any combination of mill levy, Assessment, property taxes, or impact fees.
This provision shall not prohibit the division of costs between mill levies, Assessments, property
taxes, or impact fees, but is intended to prevent double taxation of End Users for the costs of
Improvements.
(d) On an annual basis, any Pledged Revenue that are not necessary to
meet all obligations with respect to the District’s outstanding Debt, the District shall reimburse
any relevant taxing entities their proportional share of the sales and use tax increment and property
tax increment. The District’s outstanding Debt includes mandatory prepayments, the cost to issue
and repay Bonds including principal, interest, and redemption premium, and an excess revenues
reserve and/or surplus fund to be funded up to a maximum amount as reasonably determined by,
and at the sole discretion of, the underwriter or financial advisor to the District with respect to each
series of Bonds (in addition to any Bond funded reserve) provided that the District’s underwriter
or financial advisor shall review the proposed maximum amount of the surplus fund with the City’s
Director of Finance (but not approval) prior to the underwriter or financial advisor making a
determination on the maximum amount of the surplus fund.
G. Debt Instrument Disclosure Requirement.
In the text of each Bond and any other instrument representing and constituting
Debt, the District shall set forth a statement in substantially the following form:
By acceptance of this instrument, the owner of this Bond agrees and
consents to all of the limitations in respect of the payment of the
principal of and interest on this Bond contained herein, in the
resolution of the District authorizing the issuance of this Bond and
in the Governing Document for creation of the District.
Similar language describing the limitations in respect of the payment of the
principal of and interest on Debt set forth in this Governing Document shall be included in any
document used for the offering of the Debt for sale to persons, including, but not limited to, a
developer of property.
H. Security for Debt.
Approval of this Governing Document shall not be construed as a guarantee by the
City of payment of any of the District’s obligations; nor shall anything in the Governing Document
be construed so as to create any responsibility or liability on the part of the City in the event of
default by the District in the payment of any such obligation. Additionally, nothing in this
Governing Document shall be construed to create any responsibility or liability on the part of the
City in the event of a default by SEG Real Estate, LLC and Smith Entertainment Group, LLC
under the Participation Agreement if such default were to cause the District to default in the
payment of any such obligations.
I. District’s Operating Costs.
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As permitted under the Act, the cost of acquiring land, engineering services, legal
services, and administrative services, together with the estimated costs of the District’s
organization and initial operations, will be eligible for reimbursement from Debt proceeds.
In addition to the capital costs of the Improvements, the District will require
operating funds for administration and to finance the planning and cause the Improvements to be
constructed. The first year’s operating budget is anticipated to be derived from Petitioner
contributions and ultimately Pledged Revenues.
IX. ANNUAL REPORT
A. General.
The District shall be responsible for submitting an annual report to the City Mayor’s
Office no later than 210 days following the end of the District’s fiscal year. Additionally, no later
than 60 days after the closing of any Bonds issued by the District, the District shall provide a
written report to the City detailing the bond issuance, including the amount of the Bonds, terms,
interest rate, and security.
B. Reporting of Significant Events.
The annual report shall include information as to any of the following:
1. Proposed boundary changes made to the District’s boundary as of last day
of the prior fiscal year;
2. List of current interlocal agreements, if changed (to be delivered to the City
upon request);
3. Names and terms of Board members and officers;
4. District office contact information, if changed;
5. Rules and regulations of the District regarding bidding, conflict of interest,
contracting, and other governance matters, if changed
6. A summary of any litigation which involves the District or the
Improvements as of the last day of the prior fiscal year, if any;
7. General status of the District’s construction of the Improvements and listing
all facilities and improvements constructed by the District;
8. A table summarizing total debt authorized and total debt issued by the
District broken down by source of funds servicing the debt;
9. Financial statements of the District for the most recent completed fiscal year
(such statements shall be audited if required by bond documents or statute); and
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10. Notice of any uncured events of default by the District, which continue
beyond a ninety (90) day period, under any Debt instrument.
11. Current year budget including a general description of the
Improvements anticipated to be constructed in such year; and
12. Any inability of the District to pay its obligations as they come due,
in accordance with the terms of such obligations, which continue beyond a ninety (90) day
period.
X. DISSOLUTION
Upon an independent determination of the Board that the purposes for which such District
was created have been accomplished or are no longer needed to construct the Improvements, the
District shall file petitions for dissolution, pursuant to the applicable State statutes. In no event
shall a dissolution occur until such District has provided for the payment or discharge of all of
their outstanding indebtedness and other financial obligations as required pursuant to State statutes
and disbursal of any assets of such District.
XI. DISCLOSURE TO PURCHASERS
Within thirty (30) days of the Office of the Lieutenant Governor of the State of Utah issuing
a certificate of creation, the Board shall record a notice with the Recorder of the County. Such
notice shall (a) contain a description of the boundaries of the District, (b) state that a copy of this
Governing Document is on file at the office of the City, (c) state that the District may finance and
repay Improvements through the levy of a property tax, assessments or any other Pledged Revenue;
(d) state the Maximum Debt Mill Levy of the District; and (e) if applicable, state that the debt may
convert to general obligation debt and outlining the provisions relating to conversion. Such notice
shall further be filed with the City.
XII. CAPITAL PLEDGE AGREEMENT
The form of the Capital Pledge Agreement, relating to the pledge of certain sales and use
taxes from the City to the District, is attached hereto as Exhibit D. The District shall approve the
Capital Pledge Agreement in the form attached as Exhibit D at its first Board meeting after its
creation. The City Council shall approve the Capital Pledge Agreement, subject to any mutually
agreeable edits recommended by the City Attorney’s Office, in the form attached as Exhibit D at
the City Council meeting approving the Governing Document.
EXHIBIT A-1
Legal Description of the Initial District Boundaries
All of Block 79, Plat "A", Salt Lake City Survey, according to the official plat thereof on
file and of record in the Salt Lake County Recorder's Office.
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EXHIBIT A-2
Legal Description of the Annexation Area Boundaries
All of Block 68, Plat "A", Salt Lake City Survey.
That portion of 100 South Street between Block 68 and Block 77, Plat “A”, Salt Lake City Survey.
All of Block 77, Plat "A", Salt Lake City Survey.
That portion of 200 West Street between Block 77 and Block 78, Plat “A”, Salt Lake City Survey.
All of Block 78, Plat "A", Salt Lake City Survey.
That portion of 300 West Street between Block 78 and Block 79, Plat “A”, Salt Lake City Survey
All of Block 79, Plat "A", Salt Lake City Survey.
That portion of Deseret Avenue within Block 79, Plat “A”, Salt Lake City Survey.
EXHIBIT B
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EXHIBIT C
Initial District and Annexation Area Boundary Map
Initial District
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Annexation Area
EXHIBIT D
Capital Pledge Agreement
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EXHIBIT B
[Published copy of the Act to be attached after the Governing Document’s adoption by City
Council]
EXHIBIT C
[Form of Interlocal Agreement]