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16-7369 Salina Field House Industrial Revenue BondsE", RESOLUTION NO. 16-7369 RESOLUTION DETERMINING THE INTENT OF THE CITY OF SALINA, KANSAS, TO ISSUE ITS INDUSTRIAL REVENUE BONDS IN THE AGGREGATE AMOUNT NOT TO EXCEED $11,500,000 TO FINANCE THE COSTS OF ACQUIRING, CONSTRUCTING AND EQUIPPING A RECREATIONAL FACILITY FOR THE BENEFIT OF SALINA FIELD HOUSE QUALIFIED LOW- INCOME COMMUNITY BUSINESS, INC., OR ITS SUCCESSORS AND ASSIGNS (FIELDHOUSE PROJECT) WHEREAS, the City of Salina, Kansas (the "City"), desires to promote, stimulate and develop the general welfare and economic prosperity of the City and its inhabitants and thereby to further promote, stimulate and develop the general welfare and economic prosperity of the State of Kansas; and WHEREAS, the City is authorized and empowered under the provisions of K.S.A. 12-1740 to 12-1749d, inclusive (the "Act"), to issue industrial revenue bonds to pay the cost of certain facilities (as defined in the Act) for the purposes set forth in the Act, and to lease such facilities to private persons, firms or corporations; and WHEREAS, Salina Field House Qualified Active Low -Income Community Business, Inc., a Kansas non-profit corporation, or its successors and assigns (collectively, the "Company") has requested that the City finance the cost of acquiring, constructing and equipping an approximately 69,000 square foot recreational facility (the "Project") through the issuance of its industrial revenue bonds in the approximate principal amount of $11,500,000, and to lease the Project to Salina Field House Qualified Active Low -Income Community Business, Inc., a Kansas non-profit corporation, or its successors and assigns (collectively, the "Company") in accordance with the Act; and WHEREAS, the City has an approved policy on property tax abatement pursuant to Resolution Number 91-4265 adopted on January 14, 1991 (the "Policy") and the City may deviate from the Policy; and WHEREAS, since the Company will be an affiliate of the City and since the City will be the operator of the Project and the City desires for the Project to be exempt from property taxation as if it was a City -owned recreational facility, the City desires to provide property tax abatement for the Project by the issuance of bonds and to deviate from its Policy; and WHEREAS, it is hereby found and determined to be advisable and in the interest and for the welfare of the City and its inhabitants that the City finance the costs of the Project by the issuance of industrial revenue bonds under the Act in the approximate principal amount of $11,500,000, said bonds to be payable solely out of rentals, revenues and receipts derived from the lease of the Project by the City to the Company. NOW, THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF SALINA, KANSAS, AS FOLLOWS: Section 1. Approval of Project. The Governing Body of the City hereby finds and determines that the acquiring, constructing and equipping of the Project will promote the general welfare and economic prosperity of the City of Salina, Kansas, and thereby further promote, stimulate and develop the general economic welfare and prosperity of the State of Kansas, and the issuance of the City's industrial revenue bonds to pay the costs of the Project will be in furtherance of the public purposes set forth in the Act. The Project shall be located on the southeast corner of 5`h and Ash Street, Salina, Kansas. Section 2. Intent to Issue Bonds. The Governing Body of the City hereby determines and declares the intent of the City to acquire, construct and equip the Project out of the proceeds of industrial revenue bonds of the City in the approximate principal amount of $11,500,000 to be issued pursuant to the Act. Section 3. Provision for the Bonds. Subject to the conditions of this Resolution, the City expresses its intent to (i) issue its industrial revenue bonds to pay the costs of acquiring, constructing and equipping the Project, with such maturities, interest rates, redemption terms and other provisions as may be determined by ordinance of the City; (ii) provide for the lease (with an option to purchase) of the Project to the Company; and (iii) to effect the foregoing, adopt such resolutions and ordinances and authorize the execution and delivery of such instruments and the taking of such action as may be necessary or advisable for the authorization and issuance of said bonds by the City and take or cause to be taken such other action as may be required to implement the aforesaid. Section 4. Conditions to Issuance. The issuance of bonds and the execution and delivery of any documents related to the bonds are subject to: (i) passage and publication of an ordinance authorizing the bonds and obtaining any other necessary governmental approvals; (ii) agreement by the City, the Company and the purchaser of the bonds upon (a) mutually acceptable terms for the bonds and for the sale and delivery thereof, and (b) mutually acceptable terms and conditions of any documents related to the issuance of the bonds and the Project; (iii) the Company's compliance with the City's policies relating to the issuance of industrial revenue bonds and ad valorem tax abatement; and (iv) the receipt and approval by the City of appropriate applications for the issuance of industrial revenue bonds. Section 5. Sale of the Bonds. The sale of the bonds shall be the responsibility of the Company; provided, however, arrangements for the sale of the bonds shall be acceptable to the City. Section 6. Ad Valorem Tax Abatement. In consideration of the Company's decision to acquire, construct and equip the Project and the operation of the Project by the City, the City hereby agrees to take all appropriate action to request the Kansas Court of Tax Appeals to approve a 100% ad valorem property tax abatement (not including special assessments) for all property (including real property, building improvements, machinery and equipment) financed with the proceeds of the bonds. Section 7. Limited Obligations of the City. The bonds and the interest thereon shall be special, limited obligations of the City payable solely out of the amounts derived by the City under a Lease Agreement with respect to the Bonds and as provided herein and are secured by a transfer, pledge and assignment of and a grant of a security interest in the Trust Estate to the Trustee and in favor of the owners of such bonds, as provided in the Indenture. The bonds shall not constitute a general obligation of the City, the State or of any other political subdivision thereof within the meaning of any State constitutional provision or statutory limitation and shall not constitute a pledge of the full faith and credit of the City, the State or of any other political subdivision thereof and shall not be payable in any manner by taxation, but shall be payable solely from the funds provided for as provided in the Indenture. The issuance of the bonds shall not, directly, indirectly or contingently, obligate the City, the State or any other political subdivision thereof to levy any form of taxation therefor or to make any appropriation for their payment. Section S. Required Disclosure. Any disclosure document prepared in connection with the placement or offering of the bonds shall contain substantially the following disclaimer: NONE OF THE INFORMATION IN THIS OFFICIAL STATEMENT, OTHER THAN WITH RESPECT TO INFORMATION CONCERNING THE CITY CONTAINED UNDER THE CAPTIONS "THE CITY" AND "LITIGATION - THE CITY" HEREIN, HAS BEEN SUPPLIED OR VERIFIED BY THE CITY, AND THE CITY MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. -2- Section 9. Authorization to Proceed. The Company is hereby authorized to proceed with the acquiring, constructing and equipping of the Project, including the necessary planning and engineering for the Project and entering into of contracts and purchase orders in connection therewith, and to advance such funds as may be necessary to accomplish such purposes, and, to the extent permitted by law, the City will reimburse the Company for all expenditures paid or incurred therefor out of the proceeds of the bonds. Section 10. Termination of Resolution. This Resolution shall terminate three (3) years from the date of the adoption of this Resolution unless (i) the bonds have been issued by the City or (ii) the Company has obtained from the City a building permit for the Project. The City, upon the request of the Company, may extend this time period. Section 11. Benefit of Resolution. This Resolution will inure to the benefit of the City and the Company. The City may, at the request of the Company, assign all or a portion of the Company's interest in this Resolution to another entity, and such assignee will be entitled to the benefits of the portion of this Resolution assigned and the proceedings related hereto. Section 12. Further Action. Counsel to the City and Gilmore & Bell, P.C., Bond Counsel for the City, together with the officers and employees of the City, are hereby authorized to work with the purchaser of the bonds, the Company, their respective counsel and others, to prepare for submission to and final action by the City all documents necessary to effect the authorization, issuance and sale of the bonds and other actions contemplated hereunder. Section 13. Effective Date. This Resolution shall take effect and be in full force immediately after its adoption by the Governing Body of the City. ADOPTED on June 20, 2016. [SEAL] ATTEST: City Clerk it CITY OF SALINA, KANSAS -3- CITY 3- esolution of Intent ieldhouse Project -4-