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AN ORDINANCE AUTHORIZING THE ISSUANCE OF INDUSTRIAL DEVELOPMENT REVENUE BONDS UNDER ACT NO. 9 OF THE FIRST EXTRAORDINARY SESSION OF THE SIXTY-SECOND GENERAL ASSEMBLY OF THE STATE OF ARKANSAS, APPROVED JANUARY 21, 1960, AS AMENDED, FOR THE PURPOSE OF PROVIDING PERMANENT FINANCING OF THE COSTS OF SECURING AND DEVELOPING INDUSTRY (THE PARTICULAR INDUSTRIAL PROJECT IS DESCRIBED IN THE ORDINANCE ); AUTHORIZING THE EXECUTION AND DELIVERY OF A TRUST INDENTURE SECURING THE BONDS AUTHORIZING AND PRESCRIBING OTHER MATTERS PERTAINING TO THE INDUSTRIAL PROJECT, THE CONSTRUCTING THEREOF AND THE FINANCING THEREOF; AND DECLARING AN EMERGENCY
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WHEREAS, the City of Jonesboro, Arkansas (the “City”), is authorized by Act No. 9 of the First Extraordinary Section of the Sixty-Second General Assembly of the State of Arkansas, approved January 21, 1960, as amended (“Act No.9”), to acquire machinery, equipment and facilities and to incur other costs and expenses and make other expenditures incidental to and for implementing and accomplishing the conduct of manufacturing operations; and
WHEREAS, the City is authorized by Act No. 9 to issue Industrial Development Revenue Bonds payable from revenues derived from the Industrial Project so acquired, constructed and equipped and secured by a lien thereon and security interest therein; and
WHEREAS, the necessary arrangements have been made with the General Tire & Rubber Company, an Ohio corporation (“General Tire” or Company”), whereby General Tire is acquiring and installing certain machinery, equipment and facilities (the “Project”) in connection with an industrial undertaking, and the Project will be owned by the City and sold to General Tire pursuant to the terms of a Sale Agreement subsequently identified herein and referred to as the “Sale Agreement”; and
WHEREAS, permanent financing of the costs of acquiring and installing the project and the expenses of authorizing and issuing bonds, is being furnished by the City issuing Industrial Development Revenue Bonds under the provisions of Act No. 9 in the principal amount of One Million Dollars ($1,000,000) (the “bonds”); and
WHEREAS, the bonds will be dated, bear interest, mature and be subject to redemption as hereinafter set forth in the form of Indenture authorized by this Ordinance;
NOW THEREFORE, BE IT ORDAINED by the City Council of the City of Jonesboro, Arkansas:
Section 1: That there be and there is hereby authorized and directed the following:
A. The sale of the Bonds;
B. The acquisition and installation of the Project, and in connection therewith, the execution of contracts and purchase orders or the acceptance of an assignment of contracts and purchase orders previously executed by General Tire, for the acquisition and installation of the Project; and
C. The performance of all obligations of the City under the Sale Agreement pertaining to the acquisition and installation and sale of the Project and the performance of all obligations of the City under the contracts and purchase orders referred to in (B.) above.
Section 2: That Industrial Development Revenue Bonds of the City under Act No. 9 in the principal amount of $1,000,000 are hereby authorized. To prescribe the terms and conditions upon which the Bonds are to be secured, executed, authenticated, accepted and held, the Mayor is hereby authorized and directed to execute and acknowledge a Trust Indenture (the “Indenture”), and the City Clerk is hereby authorized and directed to execute and acknowledge the Indenture and to affix the seal of the City thereto, and the Mayor and City Clerk are hereby authorized and directed to cause the Indenture to be accepted, executed and acknowledged by the Trustee. The Indenture, which constitutes and is hereby made a part of this Ordinance, shall be in substantially the following form, to-wit.
Section 3: That the Mayor and City Clerk, for and on behalf of the City are, and they are hereby, authorized and directed to do any and all things necessary to effect the execution of the Indenture, its execution and acceptance by the Trustee, the performance of all obligations of the City under and pursuant to the Indenture, the execution and delivery of the Bonds, the execution and delivery of an Official Statement or Official Circular, and the performance of all acts of whatever nature necessary to effects and carry out the authority conferred by the Indenture and by this Ordinance. That the Mayor and the City Clerk are, and they are hereby, further authorized and directed, for an on behalf of the City, to execute all papers, documents, certificates and other instruments that may be required for the carrying out of such authority or to evidence the existence thereof.
Section 4: That the City is here involved with the acquisition and installation of complex industrial facilities, requiring highly specialized work, and, therefore, competitive bidding is waived. This action is taken by the City Council pursuant to applicable laws of the State of Arkansas, including particularly Act No. 9.
Section 5: That the provisions of this Ordinance are hereby declared to be severable, and if any section, phrase of provision shall for any reason be declared to be invalid, such declaration shall not affect the validity of the remainder of the sections, phrases and provisions.
Section 6: That, all ordinances, resolutions, and parts thereof in conflict herewith are hereby repealed to the extent of such conflict.
Section 7: That there is hereby found and declared to be an immediate need for the securing and developing of industry in order to provide employment and payrolls, alleviate unemployment and otherwise benefit the public health, safety and welfare of the City and the inhabitants thereof, and the issuance of the bonds authorized hereby and the taking of the other action authorized hereby are immediately necessary for the accomplishing of these public benefits and purposes. It is, therefore, declared that an emergency exists and this Ordinance being necessary for the immediate preservation of the public health, safety and welfare shall be in force and effect immediately upon and after its passage.
PASSED and ADOPTED this 21st day of April 21, 1975.