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TC Res. No. 1983-57I 0 9 RESOLUTION NO.#83-57 SERIES OF 1983 RESOLUTION SETTING FORTH THE TOWN OF AVON'S INTENT TO ISSUE INDUSTRIAL DEVELOPMENT REVENUE BONDS TO FINANCE THE COLORADO RESORT PROPERTIES PROJECT. WHEREAS, representatives of Colorado Resort Proper- ties, an Indiana general partnership (the "Partnership"), have met with officials of the Town of Avon , Colorado (the "Town"), and have advised the Town of the Partnership's interest in hav- ing the Town issue a series of industrial development revenue bonds pursuant to the Colorado County and Municipality Develop- ment Revenue Bond Act constituting Article 3, Title 29, Colo- rado Revised Statutes (the "Act"), to finance the acquisition, construction and equipping of a hotel, consisting of land, buildings and equipment (the "Project") to be owned by the Partnership; and WHEREAS, the Town Council has considered the Partner- ship's request and has concluded that the application is com- plete and 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 Part- nership 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 Partnership and the Town to finance the Project. SECTION 2. The Town shall be reimbursed for any ex- penses borne by the Town in connection with the adoption of this Resolution, the performance by the Town of its obligations here- under, 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. 0 ! SECTION 4. Contemporaneously with the delivery of the bonds, the Partnership will enter into a financing agree- ment with the Town under the terms of which it will be obli- gated to complete the acquisition, construction and installa- tion 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 con- nection 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 Partnership. 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 12 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 accepta- ble terms and conditions of any trust instrument in respect to the bonds and any other documents and actions referred to herein or otherwise necessary to effect the provisions of this Resolu- tion; (2) the Town shall have received all information neces- sary to satisfy it regarding the desirability of the issuance of the bonds, including but not limited to all information re- quired under Resolution No. 81-8, all pursuant to terms accep- table to the Town; (3) the Town shall have received an unquali- fied 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 Partnership agrees that it will make payment of all expenses incurred by the Town in asso- ciation with the proposed bond issue. In no event shall the Town be represented to be responsible for any expenses in- curred 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 Partnership toward issuance of the bonds authorized here- under subsequent to the adoption of this Resolution by the Town shall constitute acceptance by the Partnership of the conditions herein imposed upon the agreement of the Town es- tablished by this Resolution. SECTION 7. The Partnership's rights to have the Project financed by the Town may be assigned by the Partner- ship with the consent of the Town, which consent shall be -2- 0 0 based upon the review and acceptance by the Town of financial data on the proposed assignee. Furthermore, the Partnership may add and/or delete partner(s) 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 Partnership group. SECTION 8. All orders, bylaws and resolutions, 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 take effect im- mediately upon its introduction and passage. It is, however, the desire of the Town that the Partnership 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 Partnership is not proceeding in a diligent and timely fashion. INTRODUCED, READ AND ADOPTED ON December 30, 1983, by a vote of for and p against at a continued regular meeting of the Town Council at 7:30 p.m. at Avon Municipal Building, 400 Benchmark Road, Avon, Colorado. eila R. Davis, Mayor Pro-Tem 0 EXHIBIT A 0 Lot 1, A resubdivision of Lots 5, 52A and 52B, Block 1, Bench- mark at Beaver Creek Subdivision, Town of Avon, Eagle County, State of Colorado. Lot 1 shall be reduced by approximately 1 acre, but shall meet the Town of Avon requirements for a 150 unit hotel. r. OOICQC p0 iL.~G' 4 C L^ y~ ~Z 7IDm• •.e3'17L~ O qC, 'iF,1gA (GtLt/ F gym,' f aGG C~,O, 6. y4 sy-mN EO"•c~•m, mm. c., O' 5A= cF ~'R©1•• 0@ID47 SOC.`^4~ m0 wG,,ak. ~ Fto..Eat-, r', r a -~OZO,Z'FC=~c~cmmo POO O J m R O O -c c ~ O ~ O O O w Z Q O n U ° ° C M 0 O ~TJ N ° °~r- 0, -10 7L -0 O D N ~C- 0 CD (6 ~CD 0UOEro~Rc ° m y } s >0Cp'pCp co °m -p E 13 Y m } - O c O 6 O C ° O ;y woo 0 3 am+-:UY c 3 ° 0 ° CD ~ N a) O m } sU w-°3 Eo °Qma~oy~ .Q o -_v CDC 070-00a(D o d ~ocoaa>QE 3 0 ~U °~7 HL 0 .C 0 -aO c O 3 C c> _0 c m}0 0 3~ 0-0 m 7 a .c c m c ay5 =`5 L 4 3: m c >~L- Q~ m} U w Cl. 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