TC Res. No. 1985-22RESOLUTION NO. 85-22
SERIES OF 1985
RESOLUTION SETTING FORTH THE TOWN OF AVON'S INTENT TO ISSUE
INDUSTRIAL DEVELOPMENT REVENUE BONDS TO FINANCE THE PPL DEVELOPMENT
CORPORATION 60,000 SQUARE FEET OF COMMERCIAL SPACE
WHEREAS, representatives of PPL Development Corporation
(the "Corporation") have met with officials of the Town of Avon,
Colorado (the "Town"), and have advised the Town of the Corporation's
interest in having the Town issue a series of Industrial Development
Revenue Bonds pursuant to the Colorado County and Municipality
Development Revenue Bond Act constituting Article 3, Title 29,
Colorado Revised Statues (the "Act"), to finance the acquisition,
construction and equipping 60,000 square feet of commercial space in
the Peregrine Village Project (the "project").
WHEREAS, the Town Council has considered the Corporation's
request and has concluded that issuance of such bonds for such
purpose will promote trade and--produce substantial economic benefit for
the Town and desires to indicate its intent to proceed with the
financing of the project.
NOW, THEREFORE BE IT RESOLVED by the Town Council of the
Town of Avon, Colorado, that:
Section 1. In order to assist and to induce the Corporation
to locate the project within the boundaries of the Town,.on;the~site
described in Exhibit A, it is the Town Council's intent to take
all necessary or advisable steps to effect the issuance of Industrial
Development Revenue Bonds in the maximum aggregate principal amount
of $10,000,000 or such lesser amount as shall be determined and
agreed upon by the Corporation and the Town to finance the project.
Section 2. The Town shall be reimbursed for any expenses
borne by the Town in connection with the adoption of this Resolution,
the performance by the Town of its obligations hereunder, the
issuance of such Industrial Development Revenue Bonds, the preparation
of any documents relating thereto and any legal or financial
consultants retained in connection therewith.
Section 3. Prior to the execution of any financing agreement,,
mortgage or indenture of trust, bond purchase agreement or any other
necessary documents and agreements in connection with such bonds,
such documents and/or agreements shall be subject to authorization by
ordinance of the Town pursuant to law.
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Section 4. Contemporaneously with the delivery of
the bonds, the Corporation will enter into a financing agreement
with the Town under the terms of which it will be obligated to
complete the acquisition, construction and installation of the
Project, to use the proceeds of the bonds to pay only the costs of
acquiring, constructing and installing the Project, including payment
of interest on the bonds during the construction period of the
Project (not to exceed three years), the funding of any necessary
reserves and the payment of the expenses incidental to the issuance and
sale of the bonds, and to pay all reasonable expenses of the Town in
connection with the bonds. The financing agreement shall contain
such other provisions as may be required by law and such other
provisions as shall be mutually acceptable to the Town and the
Corporation.
Section 5. All commitments of the Town under this
Resolution are subject to the following conditions: 1) the bonds which
are the subject of this Resolution shall not be issued until and
unless on or before three (3) months from the date of adoption of
this Resolution the Town shall have agreed with all necessary parties
on mutually acceptable terms for the bonds and the sale and delivery
thereof and mutually acceptable terms and conditions of any trust
instrument in respect to the bonds and any other documents and actions
referred to herein or other wise necessary to effect the provisions
of this Resolution; 2) the Town shall have received all information
necessary to satisfy it regarding the desirability of the issuance
of the bonds, including but not limited to all information required
under Resolution No. 81-8, all pursuant to terms acceptable to the
Town; 3) the Town shall have received an unqualified approving legal
opinion of bond attorneys acceptable to the Town; and 4) the Project
shall comply with all land use regulations prior to the issuance of
the Bonds. If the events set forth in this section as prerequisites to
the issuance of the bonds do not take place, the Corporation agrees that
it will make payment of all expenses incurred by the Town in association
with the proposed bond issue. In no event shall the Town be
represented to be responsible for any expenses incurred during any
phase of the implementation of the within Resolution or the proposed
issuance of the bonds.
Section 6. Any affirmative effort on the part of the
Corporation toward issuance of the bonds authorized hereunder subsequent
to the adoption of this Resolution by the Town shall constitute
acceptance by the Corporation of the conditions herein imposed upon
the Agreement of the Town established by this Resolution.
Section 7. The Corporation's
financed by the Town may be assigned by
consent of the Town, which consent shall
rights to have the Project
the Corporation with the
be
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based upon the review and acceptance by the Town of financial data
on the proposed assignee. Furthermore, the Corporation may add
and/or delete shareholders with the consent of the Town, which
consent shall be based upon the review and acceptance by the Town
of financial data and other information supplied by the revised
Shareholder group.
Section 8. All orders, bylaws and resolution, or parts
thereof, in conflict with this resolution are hereby repealed.
This repealer shall not be construed to revive any order, bylaw
or resolution, or part thereof, heretofore repealed.
Section 9. If any section, paragraph, clause or
provision of this resolution shall for any reason be held to be
invalid or unenforceable, the invalidity or unenforceability of
such section, paragraph, clause or provision shall not affect any
of the remaining provisions of this resolution.
Section 10. This resolution shall tale effect immediately
upon its introduction and passage. It is, however, the desire
of the Town that the Corporation diligently pursue the timely
issuance of the bonds; to that end, the Town may reconsider and
repeal this resolution if, upon review, it is determined that the
Corporation is not proceeding in a diligent and timely fashion.
INTRODUCED, READ AND ADOPTED ON the 28th day of
May , 1985 by a vote of 6 for and 0 against at a
regular meeting of the Town Council at 7:30 p.m. at Avon Municipal
Building, 400 Benchmark Road, Avon, Colorado.
TOWN COUNCIL
TOWN OF AVON
d
A an R. Nottingham, ayor
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