R333 RESOLUTION NO. 333
RESOLUTION APPROVING A RESOLUTION BY THE KENNEDALE
ECONOMIC DEVELOPMENT CORPORATION AUTHORIZING AND
APPROVING A LOAN AGREEMENT BETWEEN THE KENNEDALE
ECONOMIC DEVELOPMENT CORPORATION AND THE OFFICE OF
THE GOVERNOR ECONOMIC DEVELOPMENT AND TOURISM
DIVISION AND RELATED DOCUMENTS, AUTHORIZING THE
EXECUTION AND DELIVERY OF THE LOAN AGREEMENT, AND
OTHER MATTERS IN CONNECTION THEREWITH.
WHEREAS, the City of Kennedale, Texas (the "City ") created the Kennedale Economic
Development Corporation (the "Corporation ") pursuant to Chapter 505(Type B) of the
Development Corporation Act, Texas Local Government code, as amended (the "Act "), for the
purpose of financing the costs of one or more projects within the meaning of the Act;
WHEREAS, the levy by the City of an economic development sales and use tax for the
benefit of the Corporation under the Act was authorized by a majority of the qualified voters of
the City voting at an election called and held for that purpose;
WHEREAS, the City has established and levied, and maintains and collects on behalf of
the Corporation the economic development sales and use tax pursuant to the Act;
WHEREAS, on receipt of the proceeds of the economic development sales and use tax,
the City delivers the proceeds to the Corporation to use in carrying out its functions;
WHEREAS, the Office of the Governor Economic Development and Tourism Division
(the "Division ") has developed the Texas Leverage Fund Program to enable industrial
development corporations, such as the Corporation, to leverage the economic development sales
and use tax receipts described above by providing an alternative source of easy to access capital
with favorable terms;
WHEREAS, a draft form of the Loan Agreement between the Division and the
Corporation (the "Loan Agreement ") has been presented to the City for its limited approval,
pursuant to which the Division will lend from the Texas Leverage Fund to the Corporation the
amount of One Million Seven Hundred Thousand Dollars ($1,700,000.00), the proceeds of such
loan to be used for land acquisition and construction of a new facility and thereby finance the costs of
the Project;
WHEREAS, the Corporation submits to the City the Corporation's resolution authorizing
and approving the Loan Agreement and related documents for the City's approval pursuant to
Section 501.204(a) of the Act;
WHEREAS, Section 501.073 of the Act requires that the City approve all programs and
expenditures of the Corporation; and
WHEREAS, it is deemed necessary and advisable that this Resolution be adopted;
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL, THE CITY
OF KENNEDALE THAT:
Section 1. In accordance with the provisions of Section 501.204 of the Act, the
Resolution Authorizing and Approving a Loan from the Office of the Governor Economic
Development and Tourism Division, Authorizing the Execution and Delivery of the Loan
Agreement and related documents, Authorizing the Pledge of Sales and Use Tax Receipts, and
Other Matters in Connection Therewith, adopted by the Corporation on August 24, 2010, a copy
of which is attached hereto as Exhibit A and made a part hereof for all purposes, is hereby
specifically approved.
Section 2. The City Council hereby approves the Loan Agreement in substantially the
form and substance presented to the City Council and the Mayor is hereby authorized and
directed, for and on behalf of the City Council to execute the Loan Agreement for the limited
purposes stated therein, and the City Secretary is authorized and directed, for and on behalf of
the City Council to attest the Loan Agreement, and such officers are hereby authorized to deliver
the Loan Agreement.
Section 3. In accordance with the provisions of Section 501.204 of the Act, the programs
and expenditures of the Corporation authorized and contemplated by the Loan Agreement and
related documents are hereby specifically approved.
Section 4. All action (not inconsistent with the provisions of this Resolution) heretofore
taken by the City Council directed toward the Project shall be and the same hereby are, ratified,
approved, and confirmed.
Section 5. The officers of the City Council are hereby authorized to take all action in
conformity with the Act necessary or reasonably required to effectuate the loan evidenced by the
Loan Agreement, and to consummate the transactions contemplated by the Loan Agreement and
this Resolution, including, without limitation, the execution and delivery of any and all other
instruments, certificates, documents, or papers necessary to carry out the intent and purposes of
the Loan Agreement and this Resolution.
Section 6. This Resolution in no respect creates any liability of the City for repayment of
the obligations created by the Loan Agreement.
Section 7. If any section, paragraph, clause, or provision of this Resolution shall 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. In case
1 any obligation of the City authorized or established by this Resolution is held to be in violation
of law as applied to any person or in any circumstance, such obligation shall be deemed to be the
obligation of the City to the fullest extent permitted by law.
PASSED AND APPROVED this 9th of September, 2010.
‘ryeviit. LankitioVr
Mayor, Bryan Lankhorst
City of Kennedale, Texas
ATTEST:
Kathy Tu r, City Secretary
City of Kennedale, Texas
EXHIBIT "A"
RESOLUTION NO. 4
A RESOLUTION AUTHORIZING AND APPROVING A LOAN FROM
THE OFFICE OF THE GOVERNOR ECONOMIC DEVELOPMENT AND
TOURISM DIVISION, AUTHORIZING THE EXECUTION AND
DELIVERY OF THE LOAN AGREEMENT AND RELATED
DOCUMENTS, AUTHORIZING THE PLEDGE OF SALES AND USE
TAX RECEIPTS, AND OTHER MATTERS IN CONNECTION
THEREWITH.
WHEREAS, the Kennedale Economic Development Corporation (the "Corporation ")
was created by the City of Kennedale, Texas (the "City ") pursuant to Chapter 505 (Type B) of
the Development Corporation Act, Texas Local Government Code, as amended (the "Act "), for
the purpose of financing the costs of one or more projects within the meaning of the Act;
WHEREAS, the levy by the City of an economic development sales and use tax for the
benefit of the Corporation under the Act was authorized by a majority of the qualified voters of
the City voting at an election called and held for that purpose;
WHEREAS, the City has established and levied, and maintains and collects on behalf of
the Corporation the economic development sales and use tax pursuant to the Act;
WHEREAS, on receipt of the proceeds of the economic development sales and use tax,
the City delivers the proceeds to the Corporation to use in carrying out its functions;
WHEREAS, the Office of the Governor Economic Development and Tourism Division
(the "Division ") has developed the Texas Leverage Fund Program to enable industrial
development corporations, such as the Corporation, to leverage the economic development sales
and use tax receipts described above by providing an alternative source of easy to access capital
with favorable terms; and
WHEREAS, there has been presented to the Corporation a proposed form of the Loan
Agreement between the Division and the Corporation (the "Loan Agreement "), including a
Promissory Note from the Corporation to the Division (the "Note "), pursuant to which the
Division will lend from the Texas Leverage Fund to the Corporation the amount of One Million
Seven Hundred Thousand Dollars ($1,700,000.00), the proceeds of such loan to be used for land
acquisition and construction of a new facility and thereby finance the costs of the Project;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE CORPORATION THAT:
Section 1. The Board hereby finds that the funds requested will be used for eligible
"costs" of "projects" as defined in the Act.
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Section 2. The Board hereby approves the Loan Agreement and the Note in substantially
the form and substance presented to the Board and the President or any Vice President is hereby
authorized and directed, for and on behalf of the Corporation, to execute the Loan Agreement
and the Note, and the Secretary is authorized and directed, for and on behalf of the Corporation,
to attest the Loan Agreement and the Note and to affix the seal of the Corporation thereon, and
such officers are hereby authorized to deliver the Loan Agreement and the Note. Upon
execution by the parties thereto and delivery thereof, the Loan Agreement and the Note shall be
binding upon the Corporation in accordance with their respective terms and provisions.
Section 3. The officers executing the Loan Agreement and the Note are hereby
authorized to approve such changes thereto as they deem advisable.
Section 4. The Board hereby authorizes the pledge and assignment to the Division of a
lien on and security interest in the economic development sales and use tax receipts described
above as security for the obligations of the Corporation under the Loan Agreement and the Note.
Section 5. All action (not inconsistent with the provisions of this Resolution) heretofore
taken by the Board and officers of the Corporation directed toward the Project shall be and the
same hereby are ratified, approved, and confirmed.
Section 6. The officers of the Corporation are hereby authorized to take all action in
conformity with the Act necessary or reasonably required to effectuate the loan evidenced by the
Loan Agreement and the Note, and this Resolution, including, without limitation, the execution
and delivery of any contracts, loan agreements, security agreements and any and all other
instruments, certificates, documents, or papers necessary to carry out the intent and purposes of
the Loan Agreement, the Note, and this Resolution.
Section 7. The Board hereby authorizes and directs the Executive Director, for and on
behalf of the Corporation, to engage professionals to assist the Corporation in various activities
with respect to the Project, including, without limitation, the borrowing of money as set forth
herein and the monitoring of the construction of the Project.
Section 8. The Executive Director of the Corporation is hereby directed and authorized
to expend corporate funds in accordance with the Corporation's approved budget for "costs ", as
defined in the Act, to the extent necessary to finalize and effectuate the Project.
Section 9. If any section, paragraph, clause, or provision of this Resolution shall 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. In case
any obligation of the Corporation authorized or established by this Resolution is held to be in
violation of law as applied to any person or in any circumstance, such obligation shall be deemed
to be the obligation of the Corporation to the fullest extent permitted by law.
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PASSED AND APPROVED this 24 day of August, 2010.
4110
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President, Robert Mundy
ATTEST:
Kathy Turn , Secretary
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