HomeMy WebLinkAboutR99-106 Lease Purchase Agreement, Ground Lease Joint Mnt Service CenterAPPROVING A LEASE PURCHASE AGREEMENT; A
GROUND LEASE AND RELATED ' DOCUMENTS AND
TRANSACTIONS IN CONNECTION WITH THE
CERTIFICATE OF PARTICIPATION FINANCING BY EAGLE
LEASE FINANCING CORPORATION AND CONSTRUCTION
OF A JOINT MAINTENANCE SERVICE CENTER FOR USE
BY THE COUNTY ROAD AND BRIDGE DEPARTMENT AND
THE EAGLE COUNTY REGIONAL TRANSPORTATION
AUTHORITY; RATIFYING ACTIONS PREVIOUSLY TAKEN;
AND PROVIDING OTHER MATTERS RELATING THERETO.
WHEREAS, Eagle County, Colorado (the "County ") is a duly created political
subdivision organized and operating as a county pursuant to the constitution and laws of the State
of Colorado (the "State "); and
WHEREAS, pursuant to the laws of the State, the County has the authority to
purchase, sell, convey, dispose of, and lease, as lessor or lessee, real and personal property and is
authorized to enter into lease purchase agreements for the purpose of financing real property and
personal property, including buildings and equipment, for governmental purposes; and
WHEREAS, the Board of County Commissioners (the 'Board ") of the County
has determined and hereby determines that the construction and acquisition by lease - purchase of
a joint maintenance service center project (the "Series 1999 Project ") for use by the County
Road and Bridge Department and the Eagle County Regional Transportation Authority
(ECR TA ) are in the pu blic i n terest and are ec essa ry and de desirable to the County and its
inhabitants; and
WHEREAS, in order to facilitate the financing, acquisition, construction, and
equipping of the Series 1999 Project, the Board has determined and hereby determines that it is
in the best interest of the County and its inhabitants that the County enter into a Ground Lease
Agreement dated as of June 1, 1999 (the "Ground Lease ") with the Eagle Lease Financing
Corporation (the "Corporation "), providing for the leasing by the Corporation from the County
of a site at the Eagle County Regional Airport (the "Site ") for the Series 1999 Project and that the
County enter into a Lease Purchase Agreement dated as of June 1, 1999 (the "Lease ") between
the County and the Corporation, providing for the leasing and subleasing by the County from the
Corporation of the Leased Property (as defined in the Lease), to the financial and other advantage
of the County; and
WHEREAS, the Lease provides for payment by the County each year during the
JLease Term, as it may be extended from year to year at the option of the County, of Base Rentals
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and duky budgeted Additional Rentals (each as defined in the Lease) as currently budgeted and
appropriated expenditures of the County, and further provides that the County at its option may
renew the Lease for successive annual terms beyond the initial term according to a schedule set
forth in the Lease, or may terminate the Lease in accordance with its terms; and
WHEREAS, in order to finance the Series 1999 Project, the Corporation intends
to issu the Lease Purchase Agreement Certificates of Participation (Joint Maintenance. Service
Center Project), Series 1999 (the "Series 1999 Certificates "), evidencing assignments of
proportionate interests in rights to receive certain payments under the Lease, which , rights have
been aasigned to U.S. Bank National Association, as Trustee (the "'Trustee ") pursuant to a
Mortgage and Indenture of Trust dated as of June 1, 1999 (the "Indenture ") between the
Corporation and the Trustee; and
WHEREAS, in order to further secure the Series 1999 Certificates, MBIA
Insuran*e Corporation (the "Certificate Insurer ") has committed to issue an insurance policy
(the "I urance Policy ") with respect to the Series 1999 Certificates, and the Certificate Insurer
has fur�tier committed to issue its reserve fund surety bond (the "Surety Bond "), and the
Certific #te Insurer and the Corporation will enter into a Financial Guaranty Agreement dated as _
of June �, 1999 (the "Financial Guaranty Agreement ").
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF EAGLE COUNTY, COLORADO, AS FOLLOWS:
Section 1. APPROVAL. OF THE SERIES 1999 PROJECT LEASE
GRO LEASE CONST CTION AGREEMENT AND RELATED DOCUMENTS. The
Board, n behalf of the County, hereby finds that the accomplishment of the Series 1999 Project
and the execution of the Lease, the Ground Lease, and the CM/GC Agreement for Eagle County
Joint M 'ntenance Service Center for Road & Bridge Department and Transportation Authority
dated as of June 1, 1999 (the "Construction Agreement ") between the County, acting on behalf
of the Clorporation, and M.A. Mortenson Company, in connection with the Series 1999 Project
are nec sary and in the best interest of the County and its inhabitants, and that each and every
matter aid thing as to which provision is made herein is necessary in order to carry out and to
effect th� purposes hereof.
The Lease, the Ground Lease, and the Construction Agreement, forms of which
have beon presented to the Board (copies of which shall be filed with the records of the County)
are here y approved, and the Chairman of the Board of County Commissioners of the County
(the "C� airman ") is hereby authorized to execute and deliver, and the County Clerk and
Recordej of the County (the "Clerk ") is hereby authorized to affix the seal of the County where
appropr*te to, and attest, such documents in substantially such form and upon the terms and
conditions set forth herein and therein, with such changes therein as such officers shall approve
(includi g changes in dates and amounts necessary to conform such documents to the final terms
as approved by the Corporation), such approval to be evidenced by their execution thereof
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Section 2. ACKNOWLEDGMENT AND APPROVAL _OF ISSUANCE OF
CERTIFICATES AND RELATED DOCUMENTS AND PUBLIC BID AND RELATED
ACTIONS BY THE CORPORATION. The Board hereby acknowledges and approves the
issuance by the Corporation of the Series 1999 Certificates, evidencing assignments of
proportional interests in rights to receive certain payments made by the County to the
Corporation pursuant to the Lease, and the execution and delivery by the Corporation of the
Indenture assigning all rights, title, and interest of the Corporation in, to, and under the Lease
(with certain exceptions as provided in the Lease and the Indenture) to the Trustee. The County
agrees that the Series 1999 Certificates shall be issued in an aggregate principal amount not to
exceed $16,000,000. The Series 1999 Certificates shall be dated, shall mature on the dates and
bear interest at the rates and shall contain such other terms as set forth in the Indenture.
The Board also hereby acknowledges and approves the execution and delivery by
the Corporation of the Financial Guaranty Agreement in connection with the Series 1999
Certificates and the issuance by the Certificate Insurer of the Insurance Policy and Surety Bond.
The Corporation on June 10, 1999 received bids for the purchase of the Series
1999 Certificates, and Hanifen, Imhoff Inc., as representative of the purchasers (the "Original
Purchaser ") has been selected as the winning bidder for such purchase. The Board hereby
acknowledges and approves the selection of the Original Purchaser, and ratifies all action of the
County Administrator, the Finance Director and other officers of the County in connection
therewith.
Section 3. PRELIMINARY OFFICIAL - STATEMENT. OFFICIAL
STATEMENT AND CONTINUING DISCLOSURE UNDERTAKING. There has been filed
with the Board the Preliminary Official Statement dated June 1, 1999 (the "Preliminary Official
Statement ") in connection with the Series 1999 Certificates. The County confirms that the
Preliminary Official Statement has been deemed final as of its date for purposes of Rule 15c2 -12
( "Rule 15c2 -12 ") promulgated by the Securities and Exchange Commission pursuant to the
Securities Exchange Act of 1934, as amended. The Board hereby authorizes the use and
distribution of the Preliminary Official Statement and a final Official Statement (the "Official
Statement ") relating to the Series 1999 Certificates by the Corporation and the Original
Purchaser in such form as they deem appropriate and adequate for the sale of the Series 1999
Certificates.
There has also been filed with the Board a form of Continuing Disclosure
Undertaking (the "Continuing Disclosure Undertaking ") with respect to the Series 1999
Certificates, which is hereby approved by the Board: The Chairman is hereby authorized and
directed to execute the Continuing Disclosure Undertaking in substantially such form and upon
the terms and conditions set forth herein and therein, with such changes therein as officers of the
County shall approve (including changes in dates and amounts necessary to conform such
documents to the final terms as approved by such officers), such approval to be evidenced by the
Chairman's execution thereof.
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Section 4. APPROVAL OF COUNSEL. The firm of Hogan & Hanson
L.L.P., Denver, Colorado, is hereby approved as bond counsel in connection with the issuance of
the Series 1999 Certificates and as special counsel to the County in connection with the
preparation of the Preliminary Official Statement and the Official Statement.
' Section 5. RATIFICATION OF PREVIOUS ACTIONS. All action (not
inconsi terit'wvith the provisions of this Resolution) heretofore taken by the Board and the
officer of the County directed toward effecting the Lease, the Ground Lease, the Series 1999
Projects the Construction Contract, the Preliminary Official Statement, the Official Statement, the
Contin #ing Disclosure Undertaking, the leasing and subleasing of the Leased Property from the
Corporation, the sale and delivery by the Corporation of the Series 1999 Certificates and the
execution of the Indenture for such purpose be, and the same is hereby, ratified, approved and
confirn)ed.
Section 6. INCIDENTAL ACTION. The Chairman and Clerk of the County
are hereby authorized and directed to execute and deliver such other documents and to take such
other action as may be necessary or appropriate in order to effectuate the delivery of the aforesaid
Lease, !Ground Lease, Construction 'Agreement, Continuing Disclosure Undertaking, the
perforn*nce of the County's obligations thereunder, the issuance and sale by the Corporation of
the Series 1999 Certificates, the delivery of the Preliminary Official Statement and the Official
Statement, and the execution and delivery of the Indenture and the Financial Guaranty
Agreement, and the Insurance Policy and Surety Bond in connection therewith. Notwithstanding
any other provision of this Resolution, the Chairman and Clerk are hereby authorized to make or
approve j such revisions in such documents and the execution of such related documents as, in the
opinion f the County Attomey, may be necessary or convenient to carry out or assist in carrying
out the urposes of this Resolution and the financing of the Series 1999 Project through the
issuanc of the Series 1999 Certificates, including without limitation determining the actual
amount of payments to be made by the County pursuant to the Lease and executing a tax
certificate in connection with the Series 1999 Certificates.
Section 7. SERIES 1999 CERTIFICATES SHALL NOT CONSTITUTE
A DEBT OR FINANCIAL OBLIGATION OF THE COUNTY. The Base Rentals and
Additio *al Rentals under the Lease shall constitute currently budgeted and appropriated
expenditures of the County. The County's obligations under the Lease shall be subject to
the Coupty's annual right to renew the Lease and rights to terminate the Lease as provided
therein, land shall not constitute a mandatory charge or requirement in any ensuing Fiscal
Year be�ond the then current Fiscal Year. No provision of the Lease shall be construed or
interpreted as creating a general obligation or other indebtedness of the County within the
meanini of any constitutional or statutory debt limitation or requirement. No provision of
this Lea$e shall be construed or interpreted as creating a debt or multiple fiscal year direct
or indir ct debt or other financial obligation whatsoever of the County within the meaning
of any nstitutional or statutory debt limitation or requirement. Neither the Lease, the
Indentu e, nor the Series 1999 Certificates shall directly or indirectly obligate the County
to makes any payments beyond those specifically included in the County's Budget and
appropriated for the then current Fiscal Year. The County shall be under no obligation
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whatsoever to exercise its option to purchase the Leased Property under the Lease. No
provision of the Lease shall be construed to pledge or to create a lien on py class or source
of moneys of the County.
Section 8. NO COMPULSION. The Board hereby determines and declares
that the Base Rentals (as defined in the Lease) do not exceed a reasonable ,at{wunt so as to place
the County under an economic compulsion not to terminate the Lease or "to exercise its option to
purchase the Leased Property pursuant to the Lease. The Board declares that the period during
which the County has an option to purchase the Leased Property (i.e., the maximum term of the
Lease) does not exceed the useful life of the Leased Property.
Section 8. NO PERSONAL LIABILITY. Neither the members of the Board
nor any other official, employee, or agent of the County shall be liable personally on the. Series
1999 Certificates or be subject to any personal liability or accountability by reason of the
issuance thereof.
Section 10. REPEALER. All acts, orders, resolutions, or parts thereof, taken
by the County in conflict with this Resolution are hereby repealed, except that this repealer shall
not be construed so as to revive any act, order, resolution, or part thereof, heretofore repealed.
Section 11. RESOLUTION IEMEALABLE. This Resolution is, and shall
constitute, a legislative measure of the County and shall be and remain irrepealable during the
ill term of the Lease as it may be renewed at the option of the County as provided therein.
Section 12. SEVERABILITY. If any paragraph, . clause or provision of this
Resolution is judicially adjudged invalid or unenforceable, such judgment shall not affect, impair
or invalidate the remaining paragraphs, clauses or provisions hereof, the intention being that the
various paragraphs, clauses or provisions hereof are severable.
Section 13. EFFECTIVE DATE. This Resolution shall take effect
immediately upon its passage.
PASSED, APPROVED
(COUNTY SEAL)
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A T:
County Clerk an Recorder
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AND ADOPTED this 14th day of June, 1999.
EAG COUNTY, COLORADO
By:
Chairman, Board of Cou4 Commissioners
Coun r
Coun6 Commissioner
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The motion to pass the foregoing Resolution was duly made by Commissioner
and seconded by Commissioner ,put to a vote and
carried Pon the following vote:
ssioners voting "Yes ":
Attu V-4)
r
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vot r "
Commissioners m g t No
The Chairman thereupon declared the motion carried and the Resolution duly
passed.
After consideration of other business to come before the Board, the meeting was
adjourn
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11 4 EAGr
(COUNTY S$ ° ` °a By:
M Chairman, Board of Coun Commissioners
* �oto>1s��* Eagle County, Colorado
AT Tt
County C erk a4d Recorder
Eagle County, Colorado
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MMj
rte, STATE OF COLORADO )
1 ) ss:
COUNTY OF EAGLE )
I, Sara J. Fisher, County Clerk and Recorder of Eaglq,., QQtty, Colorado, do
hereby certify that the attached copy of Resolution No. 99-AY., is a true "ands correct copy; that
said Resolution was passed by the Board of County Commissioners of Eagle County, Colorado,
at its regular meeting held at 550 Broadway, Eagle County, Colorado, the regular meeting place
thereof, on Monday, the 14th day of June, 1999; that a true copy of said Resolution has been
authenticated by the signatures of the Chairman of the Board of County Commissioners of Eagle
County and myself as County Clerk and Recorder thereof, sealed with the seal. of the County, and
numbered and recorded in a book kept for that purpose in my office; that the foregoing pages 1
through 6, inclusive, constitute a true and correct copy of the record of the proceedings of said
Board at its aforesaid meeting, insofar as said proceedings relate to said Resolution; that said
proceedings were duly had and taken, that the meeting was duly held; and that the persons were
present at said meeting as therein shown.
IN WITNESS WHEREOF, I have hereunto set my hand and the seal of Eagle
County, Colorado this Lay of June, 1999.
(COUNTY SE °Q SAGLFC
h County Clerk ad Recorder
i * Eagle County, Colorado
rOloawo°
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