Loading...
6903 IRB Community InnP ORDINANCE NO. 6903 AN ORDINANCE AUTHORIZING THE CITY OF SALINA, KANSAS, TO PAY THE COST OF ACQUIRING A SITE FOR AND CONSTRUCTING AND EQUIPPING A BUILD- ING TO BE USED FOR COMMERCIAL FACILITIES; AUTHORIZING AND DIRECTING THE ISSUANCE OF $15500,000 PRINCIPAL AMOUNT OF SALINA, KANSAS, COMMUNITY INN AND CONVENTION CENTER REVENUE BONDS, SERIES A, OF SAID CITY FOR THE PURPOSE OF PAYING THE COST OF ACQUIRING A SITE FOR AND CONSTRUCTING AND EQUIPPING A BUILDING TO BE USED FOR COMMERCIAL FACILITIES; PRE- SCRIBING THE FORM AND AUTHORIZING THE EX- ECUTION OF A LEASE AGREEMENT BY AND BETWEEN SAID CITY AND SALINA COMMUNITY INN OF AMERICA, INC., A KANSAS CORPORATION. WHEREAS, the City of Salina, Kansas, a city of the first class, hereinafter sometimes referred to as the "City", desires to promote, stimulate and develop the general economic welfare and prosperity of the City of Salina, Kansas, and its environs and thereby to further promote, stimulate and develop the general econ- omic welfare and prosperity of the State of Kansas. WHEREAS, pursuant to the provisions of K.S.A. 12-1740 to 12-17+9, said City is authorized to issue industrial revenue bonds of the City, and it is hereby found and determined to be advisable and in the interest and for the welfare of the City and its inhabit- ants that industrial revenue bonds of the City in the principal amount of $1,500,000 be authorized and issued, for the purpose of providing funds to pay the cost of acquiring a site for and constructing and equipping a building to be used for commercial facilities to be leased to Salina Community Inn of America, Inc., a Kansas corporation, hereinafter sometimes referred to as the "Company", the proceeds of said bonds to be used for said purpose in conjunction with the pro- ceeds of an issue of Salina, Kansas, Community Inn and Convention Center Revenue Bonds, Series B, and the sum of $900,000 otherwise made available for said purpose, and WHEREAS, the City will acquire prior to or concurrently with the issuance of the bonds herein authorized the real property 2-2-66 hereinafter described. NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF SALINA, KANSAS: SECTION 1. That the City of Salina, Kansas, is hereby authorized to acquire a site for and pay for the construction and equipping of a building to be used for commercial facilities on the following described real property, to wit: All of Lots Eighty-four (84), Eighty-six (86), Eighty-eight (88), Ninety (90), Ninety-two (92), Ninety-four (94), Ninety-six (96) and Ninety-eight (98) on Fourth Street, in the Original Town (now city) of Salina, Saline County, Kansas. All of .Lots One Hundred (100), One Hundred Two (102), One Hundred - four (104), One Hundred -six (106) and One Hundred -eight (108), except that part taken for Railroad right-of-way, all on Fourth Sltreet, in the original town (now city) of Salina, Saline County, Kansas. All of Lots Eighty-nine (89), Ninety-one (91), Ninety-three ( 93) Nlinety-five (95), Ninety-seven (97), Ninety-nine (99), One Hund- red One (101), One Hundred Three (103), One Hundred -five (105) and One Hundred Seven (107), all on Fifth Street in the Original Town ('now city)of Salina, in Saline County, Kansas. Subject to: (i) easements, restrictions and reservations of record, and (ii) the rights of the public in that part of the aforesaid premises, if any, now lying and being in public roads and highways. said real estate and building and any other improvements relating thereto being sometimes hereinafter described as the "Facility" in accordance with the provisions of the Lease dated January 1, 1966, between said City and said Salina Community Inn of America, Inc., he'reinaf'ter sometimes referred to as the "Lease", said Lease being agthorized by the provisions of this ordinance, (said Facility being referred to in the Lease as the "Project"), all at an amount -2- which will not exceed the cost of $2,100,000 to said City. SECTION 2. That for the purpose of providing funds to ay the cost of acquiring a site for and constructing and equipping building to be used for commercial facilities to be leased to Community Inn of America, Inc., a Kansas corporation, there 1 be issued and hereby are authorized and directed to be issued series of Salina, Kansas, Community Inn and Convention Center venue Bonds, Series A, of the City of Salina, Kansas, in the principal amount of $1,500,000. Said bonds herein authorized, here- er sometimes referred to as the "bonds" or the "revenue bonds", all interest thereon shall be paid solely from the money and revenue received from the fees charged and rental received for the u�e of the Facility and not from any other fund or source. The City hereby pledges the Facility and the net earnings therefrom to o payment of the bonds and the interest thereon. SECTION 3. Said Industrial Revenue Bonds, Series A, of the City of Salina, Kansas, shall consist of 300 bonds, numbered from 1 to 300, inclusive, each of said bonds being in the denomina- tidn of $5,000. All of said bonds shall be dated January 1, 10,66, and said bonds shall be numbered, shall become due serially on )Ocember 1 in each year and shall bear interest as follows: -3- ERS AM#UNT MATURITY DECEMBER 1 INTEREST 1 62 $30,000 1068 4 1/2% 7 - 3 196 9 4 1/2/ 10 3- 35,000 1970 4 1/2% 26 35,000 1971 4 1/2/ - 37 55,000 1972 4 1/2% 8 - 48 55,000 1973 4 1/2% - 6o 60,000 197+ 4 1/2/ 1 - 72 60,000 1975 4 1/2/ 13 - 85 65,000 1976 4 1/2% 6 - 99 70,000 1977 4 1/2% 1 0 - 113 70,000 1978 4 1/2/ 1 4 - 128 75,000 1979 4 1/20 -3- 129 - 144 Mow 198o 4 1/2/ 145 - 16o 80,000 1981 4-1/2f 161 - 177 85,000 1982 4 1/2% 178.- 195 90,000 1983 4 1/2% 196 - 214 95,000 1984 4 1/2f 125 - 234 100,000 1985 4 1/2/ 2N - 254 105,000 1986 4 1/2% 255 - 276 110,000 1987 4 1/2% ,277 - 300 115,000 1988 4 .1/2% Said bonds shall bear interest from date, payable semi- annually on June 1 and December 1 in each year, at the rate herein- above specified. In addition to the above basic rate of interest, all out- standing and unmatured bonds shall bear an additional rate of interest rejpresented by separate detachable interest coupons at 1 1/4% per annum for the period from January 1, 1966 through December 31, 1971, payable semiannually. Bonds numbered 1 to 160, inclusive, shall become due with- out option of prior payment, except as hereinafter specified, but bonds numbered 161 to 300, inclusive, may be called for redemption and payment at the option of said City in whole or in part, in inverse numerical order, on December 1, 1981, or on any interest pay- ment date thereafter at the par value thereof, plus accrued interest thereon to date fixed for redemption and payment, together with a premium which shall be equal to 4 1/2% of the principal amount of bonds so redeemed and paid. Each of said bonds numbered 1 to 300, inclusive, shall be subject to redemption and payment on any interest payment date upon either of the following conditions or events, provided all of said bonds are so redeemed and paid: (1) If title to, or the use for a limited period of, substantially all of the Facility subject to said Lease be condemned by any authority having the power of eminent domain orl(2) If substantially all of the improvements and equipment con- stituting a part of such Facility are damaged or destroyed by fire or''dther casualty. In either of such events all of said bonds shall belsubject to redemption and payment at the par value thereof, plus accrued interest thereon to date fixed for redemption and payment, together with a premium which shall be equal to 2 1/4f of the principal amount of bonds so redeemed and paid. -4- Notice of any redemption provided for by this Ordinance shall be given by United States registered mail to the paying agent he ein designated and to Almon, McKinney & Dudley, Inc., in the Ci'y of Dallas, Texas, such notice to be mailed at least 30 days pr or to the date fixed for redemption and payment and to specify numbers of the bonds to be redeemed and paid. Interest shall cease on any of said bonds so called for redemption and payment as oflthe redemption date, provided funds are available to pay the according to their terms. Said bonds and interest coupons to be attached thereto aslhereinafter provided shall be payable in lawful money of the United States of America at Mercantile National Bank at Dallas, in the City of Dallas, Texas, hereinafter sometimes referred to as the "P�ying Agent." SECTION 4. Said bonds and each of them shall be executed fob and on behalf of the City by the Mayor and attested by the City Cl�rk, with the seal of the City affixed. Interest coupons shall belattached to said bonds representing the interest to mature there- on, and said interest coupons shall bear the facsimile signatures of the Mayor and City Clerk of said City. SECTION 5. Each of said bonds and interest coupons and certificates attached thereto shall be in substantially the following form: No. UNITED STATES OF AMERICA STATE OF KANSAS COUNTY OF SALINE CITY OF SALINA SALINA, KANSAS, COMMUNITY INN AND CONVENTION CENTER REVENUE BOND SERIES A KNOW ALL MEN BY THESE PRESENTS: -5- $5,000 That the City of Salina, inithe County of Saline, State of Kansas, for value received, hereby prmises to pay, out of the revenues hereinafter specified, to the be rer, the sum of FIVE THOUSAND DOLLARS in lawful money of the United States of America, on the first day of December, 19 , and to pay interest thereon from the date hereof at the rate of four and one-half per cent (4 1/2%) per annum, and for the period beginning January 1, 1966, and ending December 31, 1971, only, additional interest at the rate of one and one quarter per cent (1 1/4%) per annum, (likewise payable out of said revenues) payable semiannually on June 1 and December 1 in each year after the date he eof until the said principal sum shall have been paid, upon presentation and surrender of the interest coupons hereto attached, bearing the facsimile signatures of the Mayor and City Clerk of said City as said coupons severally become due, both principal of and interest on this bond being payable at Mercantile National Bank at Dallas, in the City of Dallas, Texas. THIS BOND is one of an authorized series of 300 bonds ofllike date and tenor, except as to number, privilege of redemption, maturity, aggregating the principal amount of $1,500,000, num- be�ed from 1 to 300, inclusive, each in the denomination of $5,000, authorized by ordinance of said City, issued for the purpose of pro- viling funds to pay the cost of acquiring a site for and construct - and equipping a building to be used for commercial facilities (hereinafter sometimes referred to as the "Facility") to be leased to Salina Community Inn of America, Inc., a Kansas corporation authorized to do business in the State of Kansas, by the authority of and in conformity with the provisions, restrictions and limita- ti ns of the Constitution and Statutes of the State of Kansas, in- cluding K.S.A. 12-1740 to 12-17+9, and all amendments thereof and acts supplemental thereto, and all other provisions of the laws of said State applicable thereto, and this bond and all interest hereon W e to be paid by said City of Salina, Kansas, solely and only from e money and revenue received from the fees charged and rental re - c ived for the use of the Facility and not from any other fund or s urce. Pursuant to the provisions of said statute, the governing b dy of the City has pledged said facility and the net earnings t erefrom to the payment of the series of bonds of which this bond is a part, and the interest thereon. Reference is hereby made to the ordinance aforesaid and to said Lease for a description of the cove - is of the City with respect to the collection, segregation and application of the revenues of said Facility, the nature and extent of the security of said bonds, the right of the Cita to issue addi- tional bonds to finance the Facility, the rights, duties and obliga- tions of the City and of the Fiscal Agent with respect thereto, and the rights of the holdersthereof. At the option of the City, bonds numbered 161 to 300, inclusive, of the series of bonds of which this bond is one, may be called for redemption and payment prior to maturity, in whole or in part, in inverse numerical order, on December 1, 1981, or on any terest payment date thereafter, at the par value thereof and ac - cued interest to date of redemption, together with a premium 4- 1/2f of the principal amount of bonds so redeemed and paid. Each of the bonds of the series of which this bond is one is subject to redemption and payment prior to maturity at any time upon any of the following conditions or events,provided all of said bonds are so redeemed and paid: (1) If title to, or the use for a limited period of, substantially all of the Facility leased to said tenant be condemned by any authority having the power of eminent do in; or (2) If substantially all of the improvements and equipment are constituting a part of such Facility be damaged or destroyed by fire or other casualty. In any of such events said bonds shall be subject redemption and payment at the par value thereof, plus accrued in- torest thereon to date of redemption, together with a premium of 2I1/4% of the principal amount of bonds so called for redemption and payment. Notice of the City's intention to redeem and pay said bonds pursuant to any of the redemption provisions aforesaid, spec:-^ying e numbers of the bonds to be redeemed and paid, shall be given by ted States registered mail to the Paying Agent herein named not loss than 30 days prior to the date fixed for redemption and payment. AND IT IS HEREBY DECLARED AND C.ERTUM that all acts, conditions and things required to be done and to exist precedent to in the issuance of this bond have been properly done and perform- ed and do exist in due and regular form and manner as required by e Constitution and laws of the State of Kansas. IN WITNESS WHEREOF, the City of Salina, Kansas, by its rning body, has caused this bond to be signed by its Mayor and attested by its City Clerk, and its corporate seal to be hereto ixed and the interest coupons hereto attached to be signed with facsimile signatures of said officers, and this bond to be dated is First day of January, 1966. ATTEST: City Clerk - Mayor C6 mon No. (FO11?i�1 OF COUPON) All Coupons for 6 i.lonths due June 1 and December 1 Ju _ �, On the First day of Decer�be ., 19 the City of Salina, Kansas, will pay bearer, so ely from the money and revenue received from the fees charged and rentals received for the use of the Facility described in the bond to which this coupon is attached, and not from any other fund or so rce, in lawful money of the United States of America, at Mercantile National Bank at Dallas, in the City of Dallas, Texas, being interest due on its Salina, Kansas, Community Inn and Convention Center Revenue Bond, Series A, dated January 1, 1966 No. ATTEST. facsimile) City Clerk (facsimile) Mayor -9- I I Decc- .:ibex 1 19 (City of Salina, (Kansas I (Salina, Kansas, (Community Inn land Convention 4Center Revenue iBond Series A. ------------ Co (FORM OF SUPPLEMENTAL COUPON No. A Other Coupons Coupons for 6 for 1 month months due June 1 due December 31, and December 1 1971. June On the First day of December, 19 the City of Salina, Kansas, will pay bearer, solely from the money and revenue received from the fees charged and rentals received for the use of the Facility described in the bond to which this Coupon is attached, and not from any other fund or Source, in lawful money of the United States of America, at Mercantile National Bank at Dallas, in the City of Dallas, Texas, being interest due on its Salina, Kansas, Community Inn and Convention Center Re enue Bond, Series A, dated January 1, 1966. No. ATTEST: (facsimile) Mayor June 1, December 1, 19 City of Salina, Kansas Salina, Kansas, Community Inn and Convention Center Revenue Bond Series A. Ell facsimile City Clerk STATE OF KANSAS SS. COUNTY OF SALINE I, the undersigned, City Clerk of the City of Salina, Kansas, hereby certify that within Bond, of the City of Salina, Kansas, has been duly registered in my office according to law. WITNESS my hand and official seal this day of -10- , 1966. City Clerk __7 ----------------------------------------------------------------- SECTION 6. The Mayor and City Clerk are hereby authorized and directed to prepare and execute in the manner hereinbefore specified the Salina, Kansas, Community Inn and Convention Center Revenue Bonds, Series A, of the City herein authorized, and to deliver said bonds to Almon, McKinney & Dudley, Inc., of Dallas, Texas, the purchaser thereof, on payment of the purchase price which shall be deposited with the Fiscal Agent hereinafter designated. SECTION 7. The City hereby designates (1) Mercantile National Bank at Dallas in the City of Dallas, Texas, as the City's Fiscal Agent, hereinafter referred to as the Fiscal Agent and (2) Planters State Bank in the City of Salina, Kansas as its Co -Fiscal Agent, hereinafter referred to as the Co -Fiscal Agent. There is hereby authorized and ordered to be established in the hands of the Fiscal Agent five separate accounts, as follows: (a) "Salina Community Inn of America, Inc. Construction Fund" (hereinafter referred to as the "Construction Fund.") (b) "City of Salina, Kansas, Principal and Interest Ac- count for Salina, Kansas, Community Inn and Convention Center Revenue Bon s, Series A, Dated January 1, 1966" (hereinafter referred to as the "Principal and Interest Account for Series A Bonds.") (c) "Reserve Account for Salina, Kansas, Community Inn and Convention Center Revenue Bonds, Series A, Dated January 1, 1966" (hereinafter referred to as the "Reserve Account for Series A Bonds.") (d) "City of Salina, Kansas, Principal and Interest Account for Salina, Kansas, Community Inn and Convention Center Revenue Bonds, Series B, dated January 1, 1966" (hereinafter referred to as the "Principal and Interest Account for Series B Bonds.") -11- (e) "Redemption Account for Salina, Kansas, Community Inn and Convention Center Revenue Bonds, Series A, Dated January 1, 1966" (hereinafter referred to as "Redemption Account for Series A Bonds.") inl There is hereby authorized and ordered to be established the hands of the Co -Fiscal Agent two separate accounts, as follows: (f) "Salina Community Inn of America, Inc., Revenue Ac aunt" (hereinafter referred to as the "Revenue Account.") (g) "Replacement and Maintenance Account - Salina Community Inn and Convention Center Revenue Bonds, Dated January 1, 19�6" (hereinafter referred to as the "Replacement and Maintenance AcOunt." ) SECTION 8. The proceeds from the sale of said bonds (less expenses incurred by said City in connection with the issuance sale thereof, including but not limited to underwriting expenses, legal fees and expenses of counsel and publication expenses, which expenses shall be paid out of said proceeds by the Fiscal Agent as directed by the tenant under provisions of Article IV of the Lease, together with $650.000 cash from tenant as required by the Lease, shall be deposited in the "Construction Fund." Concurrently with the issuance of said bonds, the Fiscal Agent shall withdraw from said struction Fund any accrued interest received by said City from the sale of said bonds, plus such additional amount as may be necessary, together with such accrued interest, to pay the interest becoming due on Ithe Series A and Series B Bonds on June 1 and December 1, 1966, 1 and December 1, 1967 and June 1, 1968, and deposit same in "Principal and Interest Account for Series A Bonds," and "Principal and Interest Account for Series B Bonds," respectively, hereinafter created, said deposit representing interest during the construction of the Facility. The Fiscal Agent shall make disbursements from said Construction Fund for the completion of the Facility in accord- ance with the terms and provisions of the Lease dated January 1, 1966, -12- between said City and said Salina Community Inn of America, Inc., and authorized by the provisions of this ordinance. Any moneys in said Fund not required for such purpose shall be deposited in the "Principal and Interest Account for Series A Bonds" at such time as Company shall certify that the Facility is complete. SECTION 9. The City covenants and agrees that from and after the delivery of the Series A Revenue Bonds herein authorized :continuing so long as any of said bonds shall remain outstanding, d City will maintain said accounts referred to in Section 7, here- efore set out. SECTION 10. As long as any of the Bonds herein authorized r:O in outstanding and unpaid, Salina Community Inn of America, Inc., s all deposit with the Co -Fiscal Agent in the "Revenue Account" as einbefore provided, monthly, beginning on the 10th day of the month following the date the project is put into operation, but in case later than December 10, 1967, and on the 10th day of each month thereafter (a) 1/12 of the aggregate requirements as called for by Exhibits C, D, E and F hereto being the aggregate of all basic rent as provided for under Article II of the Lease, and (b) such additional amounts as may constitute additional rent as provided for in Article II of said Lease. Additionally, Salina Community Inn of America, Inc., shall deposit semi-annually on May 1 and November 1 of each year with the Co -Paying Agent in said "Revenue Account" (c)iall remaining net revenues derived from the operation of the pr ,sect after paying expenses of operating and maintaining the pro- je t as provided for in Article XXVII (b) of the Lease. The Co -Fiscal Agent is hereby directed to transmit to Fi 6al Agent on May 15 and November 15 of each year beginning in that se i -annual period following which the project is put into operation, b4 in no case later than November 15, 1967, all amounts then residing in its "Revenue Account." The Fiscal Agent shall apply and allocate -13- these funds immediately upon receipt of same from the Co -Fiscal Agent, as long as any of the Revenue Bonds herein authorized remain outstanding and unpaid, as follows: (a) There shall first be credited to and deposited in th "Principal and Interest Account for Series A Bonds," as herein- before established, all moneys due under Exhibit C to said Lease. (b) There shall next be credited to and deposited in the "Reserve Account for Series A Bonds," as hereinbefore established, al moneys due under Exhibit D to said Lease. (c) There shall next be transmitted to the Co -Fiscal Agent an the said Co -Fiscal Agent will credit to and deposit in the "Replacement and Maintenance Account," as hereinbefore established, all. moneys required under Exhibit F to said Lease. (d) There shall next be credited to and deposited in the "Principal and Interest Account for Series B Bonds," as hereinbefore provided, all moneys due under Exhibit E to said Lease. The City's obligations to make payments to said Principal and Interest Account for Series B Bonds shall be junior and subordinate in all respects to the City's obligation to make the payments provided for in sub- paragraph (a) above. (e) There shall next be credited to and deposited in the "Redemption Account for Series A Bonds," as hereinbefore provided, all remaining uncredited and unallocated funds held by the Fiscal Agent. All amounts credited to and deposited in said "Principal and Interest Account for Series A Bonds" (Sub -Paragraph (a) above) shall be expended and used for the sole purpose of paying the principal of and interest on said Bonds herein authorized as the same become due All moneys credited to and deposited in said "Principal and Interest Account for Series B Bonds" (Sub -Paragraph (d) above) shall be expended and used solely for the purpose of paying interest on -14- and principal of said Series B Bonds in manner provided for by the ordinance authorizing said Bonds. All amounts credited to and deposited in said "Reserve Ac4dunt for Series A Bonds" (Sub -Paragraph (b) above) shall be ended and used by the Fiscal Agent solely to prevent any default inithe payment of interest on or principal of said Series A Bonds if moneys in the "Principal and Interest Account for Series A Bonds" are insufficient to pay said principal or interest as and when the e' become due. When the amount in said "Reserve Account for Se ies A Bonds" aggregates the principal amount of $120,000, the Fi cial Agent shall not be required to make any further deposits to said account, but if the Fiscal Agent shall ever be compelled to use or expend any part of said deposits for the purpose of paying interest on or principal of the Series A Revenue Bonds herein authorized, then thE Fiscal Agent shall, after making all deposits or credits at the time required to be made under the provisions of Sub -Paragraph (a) hereof, out of the first moneys available for that purpose, there- after credit and deposit in said "Reserve Account for Series A Bonds" sufficient funds until said withdrawals are restored. Said "Reserve Account for Series A Bonds" shall be used by the Fiscal Agent for the purpose of redeeming and paying the Revenue Bonds herein authorized prior to their ultimate maturity provided all of such outstanding s are subject to payment and funds are available to pay the same, according to their terms. All amounts credited to and deposited in said "Replacement and Maintenance Account" (Sub -Paragraph (c) above) shall be expended used for making replacements or repairs to the Facility from tie'to time. Moneys in the said account shall be paid out to the Co any for that purpose upon an appropriate certificate signed by an executive officer of the Company, that such replacements and/or repla rs are necessary. Moneys in the said "Replacement and Maintenance -15- Account" shall be allowed to accumulate without limitation from de ojsits made therein according to the provisions of Sub -Paragraph (g lof Section 7 and Sub -Paragraph (c) of Section 10 in this Ordinance and under Exhibit F to the Lease and may be used to the limit available for replacements and/or repairs from time to time as the same are necessary. Moneys in the said "Replacement and Mainten- anee',Account" shall also be used by the Fiscal Agent for the purpose of paying the principal of and interest on the Series A Revenue Bonds herein authorized if no other funds are available for that purpose. All amounts credited to and deposited in said "Redemption Acc)unt for Series A Bonds" shall be used by the Fiscal Agent for the purpose of calling any of said bonds for redemption and payment, if the same be subject to redemption, and said Fiscal Agent shall act for the City in so calling said bonds, said redemption to be mad by the City in the manner and after the notice herein provided for Moneys in said Redemption Account for Series A Bonds shall also be used by the Fiscal Agent to pay principal of and interest on said Series A Bonds herein authorized, if no other funds are available for tha purpose. SECTION 11. t,:,Then moneys accumulated in Principal and Interest Account for Series A Bonds, Reserve Account for Series A Bon sl and Redemption Account for Series A Bonds shall aggregate an amount sufficient to pay the principal of all of said Series A rev njue bonds then outstanding, and all interest accrued to date fix d!,for redemption and payment, together with the premium required to pay t:1e same upon call for redemption and payment, and when said bon s'become subject to redemption, said City shall proceed to give notice of such redemption in the manner herein specified, and said Fiscal Agent shall forward the necessary funds to the Paying Agent out Of said Accounts. Any balance in said accounts not required for said purpose shall be returned to Salina Community Inn of America, Inc. -16- SECTION 12. Moneys in the Construction Fund shall, upon structions from the Company, be invested by the Fiscal Agent in d'rect obligations of the United States Government becoming due within t elve months from date of purchase. Moneys allocated and credited t and deposited in Principal and Interest Account for Series A Bonds ma be invested by the Fiscal Agent, upon instructions from the Company, in any such obligations becoming due not later than twenty days prior 'to the next principal and interest paying date. Moneys in the Reserve Account for Series A Bonds, in the Replacement Account an in the Redemption Account for Series A Bonds shall be invested by the Fiscal Agent or Co -Fiscal Agent upon the instructions from th Company, in any such obligations becoming due within five years fr m the date of purchase. No investment shall be made pursuant to th'e Section for a period longer than the time the Fiscal Agent shall determine that said funds are not required for the purpose for which they are intended. All interest on any bonds or other investments he�d in any account authorized and established by this ordinance shall accrue to and become a part of such account. SECTION 13. So long as any of the principal of and interest on the revenue bonds herein authorized remain outstanding and unpaid, th City covenants with each of the purchasers and owners of said bonds as follows: (A) The City will comply fully with all the terms, pro - vi ions and conditions of the Lease which require performance by or impose duties on the City and that it will not permit any default to occur on the part of the City; that it will fully and promptly en orce, and permit the Fiscal Agent to enforce on its behalf and on behalf of the bondholders, all of the terms, provisions and condi- ti ns of the Lease which require performance by, or impose duties on �, -17- Salina Community Inn of America, Inc., and in the event of the occurrence of a default, a> defined in the Lease, will exercise, and permit the Fiscal Agent to exercise on its behalf and on behalf of t e,bondholde.rs, all rights, and remedies conferred by the Lease f rl the full and complete protection of the security arid. rights of t elbondholders and to the extent permitted by the Lease, will use i slibest efforts to procure a new tenant or tenants for the leased property under lease provisions which trill provide funds sufficient ir amount to make the rental payments and other charges which Salina C mmunity Inn of America, Inc is required to make under the Lease d tied January 1, 1966. If the City is unable to procure a new tenant w of will enter into such a lease the City may, with the consent of the holders of not less than seventy-five per cent MOP') of the bonds h rein authorized at the time outstanding, sell the Facility leased a a price not less than the amount of then outstanding revenue bonds p tis interest then unpaid. (n) The City will. enforce, and will permit the Fiscal Agent to enforce on its behalf and on behalf of the bondholders, c ]lection of the rental payments and other charges in the amounts a at the times set forth in the Lease authorized hereby and will not reduce or cause or permit to be reduced the rental payments and othe c �rges fixed, established and required by the Lease nor change or alter the time or times when the same are due and payable under said Lease. The City's obligation to pay the expenses of such en - cement shall be limited to funds made available to it for that p�pose by the bondholders or other interested parties. (C) That until payment of all the bonds and interest reon has been duly made or provided for, the City will not con-- s��t to any change, amendment, modification or termination of said -lv-- e, except as provided therein, which will in any manner affect rsely the rights, remedies or interest of the bondholder. (D) Any purchase price of the leased property received by �ity pursuant to the termination of t'rie Lease, any proceeds of condemnation aiaards, insurance proceeds or any other funds intended forllthe purpose of paying said bonds will be used first solely and e clusively to fray the bonds herein authorized and the interest thereon accOrdi.ng to their terms or t-_,� redeem and pay any of said bonds then out tand'i.ng; and unpaid and then subject to redemption and payment. Upok receipt of any such funds, if said bonds be then subject to red mption and payment, the City shall proceed promptly to call said r v�nue bonds for redemption and payment according to their terms shall give notice thereof provided for by the terms of this o�dkinance. Such funds shall be deposited with the Fiscal Agent, the same shall be used first solely for the payment of the revenue bonds herein authorized, accrued interest thereon, any px e�r,ium provided for by this ordinance and the charges of thc, F' sal Agent for paying the same. (E) The City will not issue any other obligations payable f omn payments made by Salina Community Inn of America, Inc., pursuant to the Lease, nor voluntarily create or cause to be created it debt, lien, pledge, assignment, encumbrance, or any other charge said payments or on the property subject to said Lease nor will unless required by law or by the terms of said Lease sell or wl�� otherwise dispose of the Facility or any part thereof; provided, ever, that said City may issue from time to time additional ustrial revenue bonds for the purpose of extending and improving facilities financed out of the proceeds of the revenue bonds in authorized or completing the construction or acquisition there - or constructing and equipping additional improvements which ensions and improvements may be located on the land hereinbefore cribed, provided the following terms and conditions are met; (a) The City shall have entered into a lease or agree - t with Salina Community Inn of America, Inc. with rentals or ents at least sufficient to pay the principal of and interest said additional bonds as the same become due, and provided Salina unity Inn of America, Inc. first enters into a management con- ct with Hilton Hotel Corporation, a Delaware corporation, or an liate of said corporation, for the operation and management of addition. (b) Salina Community Inn of America, Inc. is not in de - t with respect to the payment of rent or with respect to any r material obligation or covenant contained in said Lease. (c) That the annual aggregate deposits made by the into the Revenue Account maintained by the Co -Fiscal Agent rovided for in Section 10 of this ordinance, including the sum 11 basic rents, additional rents and surplus earnings from ations, shall have exceeded for the two fiscal years prior to nce of any additional bonds, total annual requirements into the ipal and Interest Account for Series A Bonds and Principal Interest Account for Series B Bonds as required in Exhibits C E to the Lease, by not less than one and one-half times, includ- the annual requirements on any bonds then proposed to be issued. (d) Nothing contained in this Section 13 shall prevent City from issuing, not to exceed One Hundred Fifty Thousand 9902 I Ilars ($150,000), additional principal amount of bonds under the s of this ordinance having a parity charge or lien on the revenues the Facility with the Series A. Bonds authorized herein; provided, ver, such additional Bonds may only be issued for the purpose of leting the Facility. Any such issuance of additional Bonds shall companied by a revision of basic rents under Exhibit C to the se and mature substantially pro rata with the bonds authorized ein. (e) Nothing contained in this Section 13 shall prevent City from issuing, not to exceed $600,000, principal amount of ue bonds to finance the construction and equipping of the lity which bonds are to be paid out of rentals due under the e, provided said additional bonds are junior and subordinate 11 respects to the Bonds herein authorized, including the pay - of the principal and interest and said additional bonds become after December 1, 1988. (F) The City will cause the Company to keep constantly red all buildings and improvements from time to time, constitut- a part of the property and premises leased by the Company, in manner provided for by the Lease herein authorized. The City's of the proceeds of any such insurance policies shall be pay - to and deposited with the Fiscal Agent as Insurance Trustee. of the proceeds of such policies shall be used and applied in manner set forth in Article XX of said Lease. (G) The City will keep books and records, or cause the al Agent to keep books and records relating to the Facility, h shall be separate and apart from all other books, records and unts of the City, in which complete and correct entries shall be in accordance with standard principles of accounting of all ctions relating to the leased property and improvements and original purchasers of the revenue bonds herein authorized, any -21- r, bondholder of the bonds authorized herein, or their agents, shall ha the right at all reasonable times to inspect all records, ac punts and data of the City relating to the leased property and imtrovements. In the event said books and records are maintained by the Ci rather than by the Fiscal Agent, the City shall, at least once a y ar cause such books, records and accounts to be properly audited by competent auditor or accountant of recognized standing or by th City Clerk and shall make said audit available at all reasonable time i s to any bondholder or to the Company. A copy of said audit sh 1 also be mailed to Almon, McKinney & Dudley, Inc. of Dallas, Texas, the purchaser. SECTION 14. The provisions of the bonds authorized by this ordinance and provisions of this ordinance may be modified or amE ded at any time by the City with the written consent of the hold ers of not less than seventy-five per cent (75%) in aggregate principal amount of the bonds herein authorized at the time outstand- in 5 provided, that no such modification or amendment shall permit or bconstrued as permitting. (a) The extension of the maturity of the principal of any of t e bonds issued hereunder, or the extension of the maturity of any interest on any bonds issued hereunder, (b) a reduction in the grin ipal amount of any bonds or the rate of interest thereon, or (c) i reduction in the aggregate principal amount of bonds, the consent of the holders of which is required for any such amendment or modification, Any provision of the bonds or of this ordinance may, however, be modified or amended in any respect with the written con- sent of the holders of all of the bonds then outstanding. Every amendment or modification of a provision of the bonds or of this ord' ance to which the written consent of the bondholders is given as abo 4 provided shall be expressed in an ordinance of the City amend- -22- or supplementing the provisions of this ordinance and shall be deemed to be a part of this ordinance. It shall not be necessary to note on any of the outstanding bonds any reference to such amend - or modification, if any. A certified copy of every such amend - a o�y or supplemental ordinance, if any, and a certified copy of this ordinance shall always be kept on file in the office of the City Clerk and shall be made available for inspection by the holder of any bond or prospective purchaser or holder of any bond authorized by ordinance, and upon payment of the reasonable cost of preparing same. A certified copy of any such amendatory or supplemental ce or of this ordinance will be sent by the City Clerk to any such bondholder or prospective bondholder. SECTION 15. The provisions of this ordinance shall con- st4ute a contract between the City of Salina, Kansas, and the holders of the revenue bonds herein authorized, and the holder of any one or more of said bonds may sue, in any action, in mandamus injunction, or other proceedings, either at law or in equity, to en- force or compel performance of all duties and obligations required by this ordinance to be done or performed by said City. Nothing contained in this ordinance, shall, however, be construed to impose on said City any duty or obligations to levy any taxes either to meet an7 obligation contained herein or to pay the principal of or in��rest on the revenue bonds of the City herein authorized. SECTION 16. That the tract of land hereinbefore described the improvements and equipment to be acquired, installed and con- StrUCted thereon pursuant to this ordinance shall be leased to Salina Community Inn of America, Inc., under and pursuant to a Lease da -led January 1, 1966, substantially in the form attached to this or nance, which Lease the Mayor and City Clerk are hereby authorized directed to execute for and on behalf of and as the act and deed of 1 the City. -23- s SECTION 17. If any one or more of the covenants, agree - 4s or provisions of this ordinance or of said Lease dated ry 1, 1966; should be held contrary to any express provision of }aw or contrary to the policy of express law, though not ex essly prohibited, or against public policy, or shall for any re on whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate fron the remaining covenants, agreements or provisions, and shall in no u ay affect the validity of the other provisions of this ordinance or of the bonds or coupons issued hereunder, or the Lease. SECTION 18. This ordinance shall take effect and be in force from and after its passage and publication in the official City paper. PASSED by the Governing Body of the City of Salina, Kansas, this _ 8th day of Febr Hary , 1966. ATTEST: (F- - P-,- er Mayor APPROVED by the Mayor this gth day of February_, 1966. ATT ST: Mayor L er -24-