HomeMy WebLinkAboutRes 02-43 Acquisition of Certain Land and the Construction of Certain ImprovementsTOWN OF WESTLAKE
RESOLUTION NO. 02-43
AUTHORIZING (1) THE ACQUISITION OF CERTAIN LAND AND THE
CONSTRUCTION OF CERTAIN IMPROVEMENTS, LOCATED IN
WESTLAKE, TEXAS, (2) THE EXECUTION AND DELIVERY OF THE
DOCUMENTS APPROPRIATE TO EFFECT THE ACQUISITION OF THE
LAND AND CONSTRUCTION OF THE IMPROVEMENTS, AND (3)
RESOLVING RELATED MATTERS
WHEREAS, the Town of Westlake, Texas (the "Town") is a Type -A city and is
empowered under Section 51.015(a) of the Local Government Code (1) to acquire the
certain land and improvements, which land is more particularly described on Exhibit A
attached hereto (the "Land") (collectively, the Land and improvements shall be referred
to as the "Property") pursuant to an Installment Sale Agreement (the "Installment
Agreement"), dated as of October 1, 2002, between the Town and the Westlake Academy
Finance Corporation, and (2) to lease a portion of the Property to Westlake Academy
Management Corporation ("WANK"), a nonprofit corporation created as an
instrumentality of the Town , on terms deemed appropriate by the Town, to house an
open enrollment charter school (the charter school shall be referred to as the "Westlake
Academy"), which charter has been obtained by the Town pursuant to Section 12.101 of
the Education Code;
WHEREAS, the Board of Aldermen (the "Board") of the Town hereby finds that
it is in the interest of the Town to acquire the Property pursuant to the Installment
Agreement and to lease a portion of the Property to WAMC to operate the Westlake
Academy in that such action will make substantial contribution to the economic,
educational, cultural, social, and civic development of the community and promote the
general welfare of the community;
WHEREAS, the Board understands that the Property shall be acquired pursuant
to the Installment Agreement and all documents contemplated thereby, such documents
shall be referred to as the "Transaction Documents," copies of which Transaction
Docuinents have been presented to the members of the Board;
WHEREAS, the Board has determined to enter into the Transaction Documents
in order to enable the Town to acquire the Property and lease a portion of the Property to
the WAMC by authorizing the execution and -delivery of the Transaction Documents and
taking such other actions as may be necessary and convenient to effect the transactions
contemplated by the Transaction Documents and this resolution (the "Resolution");
WHEREAS, the meeting at which this Resolution has been considered has been
called and held, and public notice of the meeting has been given, in accordance with
applicable law;
BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE TOWN OF
WESTLAKE, TEXAS:
SECTION 1. Preamble.
The preamble of this Resolution and the findings contained therein are hereby
adopted by reference and made part of this Resolution.
SECTION 2. Authorization of the Acquisition and Leasing of the Pro e
Pursuant to the Transaction Documents.
The Board hereby authorizes and approves the acquisition of the Property
pursuant to, and the performance of its duties under, the Transaction Documents, with
such changes in the forms thereof as may be approved by the Mayor as provided below.
The Board also authorizes the Town to lease a portion of the Property to WAMC to house
Westlake Academy on such terms and conditions as may hereafter be approved by the
Board.
SECTION 3. Certain Terms of the Agreement.
The Town hereby authorizes with respect to its payment obligations under the
Transaction Documents, in connection with the acquisition of the Property, a net effective
interest rate not to exceed 7.50 percent and a final maturity of the payment of principal no
later than October 1, 2037.
SECTION 4. Terms of Acquisition of Proiect.
The Town hereby authorizes the acquisition, construction, and equipping of the
Property for a purchase price not to exceed $5,000,000, on the terms and conditions as
contained in the Transaction Documents, with the final terms subject to the approval of
the Mayor.
SECTION 5. Conditions to Enterina into the Transaction Documents.
The Finance Counsel, Thomas Allen Moon, and the Special Finance Counsel,
Jenkens & Gilchrist, a Professional Corporation, shall have delivered an opinion to the
Board to the effect that the Board has taken all appropriate action to authorize the
execution and delivery of the Transaction Documents, and the Transaction Documents,
subject to customary creditor rights exceptions, are enforceable and binding obligations
of the Town.
SECTION 6. Execution and Delivery of Transaction Documents.
Following the approval of the final terms of the Transaction Documents and the
satisfaction of all requirements contained therein and in this Resolution, the Mayor, Town
Manager and the Secretary are each hereby directed and authorized to execute, attest and
affix the Town's seal to the Agreement, and the Mayor or the Town Manager is hereby
directed and authorized to execute the Transaction Documents, and to deliver the
Transaction Documents to the appropriate persons., all of such actions being taken for, on
behalf and in the name of the Town.
SECTION 7. Authorized Officers.
The Mayor, each of the members of the Board, the Town Manager, and the Town
Secretary (each as an authorized officer), Larry Williamson, as the Financial Advisor,
Thomas Allen Moon, as the Finance Counsel, and Jenkens & Gilchrist, a Professional
Corporation, as the Special Finance Counsel, are each hereby authorized to execute and
deliver certifications as to facts, estimates, and circumstances as are necessary to
accomplish the purposes of this Resolution and, on the Town's behalf, to:
(1) do all things necessary or convenient to effect the acquisition and leasing
of the Property and to carry out the terms and purposes of this Resolution, including
(without limitation) the execution and delivery of all agreements and other documents
and papers, whether or not mentioned herein, contemplated to be delivered in connection
therewith;
(2) perform all duties and functions of the Town under the Transaction
Documents and this Resolution in order to accomplish the purposes thereof; and
(3) certify as to the accuracy of any information about the Town that is
contained in the Transaction Documents.
SECTION 8. Limited Obli%ations.
The obligations of the Town to pay the Purchase Price of the Property shall be
limited obligations of the Town payable solely from the revenues, funds, and assets
payable under the Transaction Documents to secure payment thereof, and under no
circumstances shall the be payable from any other revenues, funds, assets, or income of
the Town.
SECTION 9. Obligations of Town Only.
The obligations of the Town under the Transaction Documents shall riot constitute
an indebtedness, liability, general, special, or moral obligation or a pledge or loan of the
faith and credit or taxing power, within the meaning of any constitutional or statutory
provision whatsoever, of the United States of America or any agency or instrumentality
thereof, the State of Texas, or any other political subdivision or governmental unit.
SECTION 10. Power to Revise Form of Transaction Documents.
Notwithstanding any other provision of this Resolution, the Mayor or Town
Manager of the Town is authorized to make or approve such revisions in the form of the
Transaction Documents as, in the opinion of the Finance Counsel, may be necessary or
convenient to carry out the purposes of this Resolution; and the approval of such changes
shall be conclusively established by the Mayor's or Town Manager's execution of the
documents.
SECTION 11. Effective Date of Resolution.
This Resolution shall take effect immediately upon its adoption.
PASSED AND APPROVED ON THIS 14"
ATTEST:
Ginger Crosswy, Town Secretary
.ir�T.
DAY OF OCTOBER 2002.
Scott Bradley, Mayor
Trent O. Petty, Town Manager
MINUTES AND CERTIFICATION
On October 14, 2002, the Board of Aldermen (the "Board") of the Town of Westlake, Texas (the "Town")
convened in a public meeting at the designated meeting place in Westlake, Texas. The roll of duly constituted
officers and members of the Board was called and are as follows:
Name
Title Absent
Scott Bradley
Mayor
Fred Held
Alderman
Don Redding
Alderman
Larry Sparrow
Alderman
Bill Frey
Alderman
Buddy Brown
Alderman
all of whom were present except those indicated above as being absent, thus constituting a quorum.
Among other things, the Board considered the written resolution as follows:
A Resolution Authorizing (1) the Acquisition of Certain Land and the Construction of Certain
Improvements, Located in Westlake, Texas, (2) the Execution and Delivery of the Documents
Appropriate To Effect the Acquisition of the Land and Construction of the Improvements, and (3)
Resolving Related Matters
The Resolution was read by the Board.
After due consideration, it was duly moved and seconded that the Resolution be adopted. The Presiding
Officer put the motion to a vote of the Board, and the Resolution was adopted by the following vote:
AYES: 5
NOES: 0
ABSTENTIONS: 0
The Presiding Officer then declared the Resolution adopted.
The persons named herein are the duly chosen, qualified, and acting officers and members of the Board as
indicated herein.
Each of the officers and members of the Board was duly and sufficiently notified officially and personally, in
advance, of the time, place, and purpose of the aforesaid meeting and that the resolution would be introduced and
considered for adoption at the meeting.
The meeting was open to the public, and public notice of the time, place, and purpose of the meeting was
given all as required by Chapter 551 of the Texas Government Code.
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MINUTES APPROVED AND CERTIFIED TO BE CORRECT and to correctly reflect the duly constituted
members of the Board of the Town, and the attached copy of the Resolution is hereby certified to be a correct copy of
an official copy thereof on file among the official records of the Town and such resolution has not been amended and
is in full force and effect on this October 14, 2002.
By:
Name: Ginger Crosswy
Title: Secretary
[SEAL]
TOWN AUTHORIZING RESOLUTION
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RESOLUTION
AUTHORIZING (1) THE ACQUISITION OF CERTAIN LAND AND THE CONSTRUCTION
OF CERTAIN IMPROVEMENTS, LOCATED IN WESTLAKE, TEXAS, (2) THE EXECUTION
AND DELIVERY OF THE DOCUMENTS APPROPRIATE TO EFFECT THE ACQUISITION
OF THE LAND AND CONSTRUCTION OF THE IMPROVEMENTS, AND (3) RESOLVING
RELATED MATTERS
WHEREAS, the Town of Westlake, Texas (the "Town") is a Type -A city and is empowered under Section
51.015(a) of the Local Government Code (1) to acquire the certain land and improvements, which land is more
particularly described on Exhibit A attached hereto (the "Land") (collectively, the Land and improvements shall be
referred to as the "Property") pursuant to an Installment Sale Agreement (the "Installment Agreement"), dated as of
October 1, 2002, between the Town and the Westlake Academy Finance Corporation, and (2) to lease a portion of the
Property to Westlake Academy Management Corporation ("WAMC"), a nonprofit corporation created as an
instrumentality of the Town , on terms deemed appropriate by the Town, to house an open enrollment charter school
(the charter school shall be referred to as the "Westlake Academy"), which charter has been obtained by the Town
pursuant to Section 12.101 of the Education Code;
WHEREAS, the Board of Aldermen (the "Board") of the Town hereby finds that it is in the interest of the
Town to acquire the Property pursuant to the Installment Agreement and to lease a portion of the Property to WAMC
to operate the Westlake Academy in that such action will make substantial contribution to the economic, educational,
cultural, social, and civic development of the community and promote the general welfare of the community;
WHEREAS, the Board understands that the Property shall be acquired pursuant to the Installment Agreement
and all documents contemplated thereby, such documents shall be referred to as the "Transaction Documents," copies
of which Transaction Documents have been presented to the members of the Board;
WHEREAS, the Board has determined to enter into the Transaction Documents in order to enable the Town
to acquire the Property and lease a portion of the Property to the WAMC by authorizing the execution and delivery of
the Transaction Documents and taking such other actions as may be necessary and convenient to effect the
transactions contemplated by the Transaction Documents and this resolution (the "Resolution");
WHEREAS, the meeting at which this Resolution has been considered has been called and held, and public
notice of the meeting has been given, in accordance with applicable law;
THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE TOWN:
SECTION 1. Preamble.
The preamble of this Resolution and the findings contained therein are hereby adopted by reference and made
part of this Resolution.
SECTION 2. Authorization of the Acquisition and Leasing of the Pro a Pursuant to the Transaction
Documents.
The Board hereby authorizes and approves the acquisition of the Property pursuant to, and the performance
of its duties under, the Transaction Documents, with such changes in the forms thereof as may be approved by the
Mayor as provided below. The Board also authorizes the Town to lease a portion of the Property to WAMC to house
Westlake Academy on such terms and conditions as may hereafter be approved by the Board.
TOWN AUTHORIZING RESOLUTION
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SECTION 3. Certain Terms_ of the Agreement.
The Town hereby authorizes with respect to its payment obligations under the Transaction Documents, in
connection with the acquisition of the Property, a net effective interest rate not to exceed 7.50 percent and a final
maturity of the payment of principal no later than October 1, 2037.
SECTION 4. Terms of Acquisition of Proiect.
The Town hereby authorizes the acquisition, construction, and equipping of the Property for a purchase price
not to exceed $6,000,000, on the terms and conditions as contained in the Transaction Documents, with the final
terms subject to the approval of the Mayor.
SECTION 5. Conditions to Entering into the Transaction Documents.
The Finance Counsel, Thomas Allen Moon, and the Special Finance Counsel, Jenkens & Gilchrist, a
Professional Corporation, shall have delivered an opinion to the Board to the effect that the Board has taken all
appropriate action to authorize the execution and delivery of the Transaction Documents, and the Transaction
Documents, subject to customary creditor rights exceptions, are enforceable and binding obligations of the Town.
SECTION 6. Execution and Delivery of Transaction Documents.
Following the approval of the final terms of the Transaction Documents and the satisfaction of all
requirements contained therein and in this Resolution, the Mayor, Town Manager and the Secretary are each hereby
directed and authorized to execute, attest and affix the Town's seal to the Agreement, and the Mayor or the Town
Manager is hereby directed and authorized to execute the Transaction Documents, and to deliver the Transaction
Documents to the appropriate persons., all of such actions being taken for, on behalf and in the name of the Town.
SECTION 7. Authorized Officers.
The Mayor, each of the members of the Board, the Town Manager, and the Town Secretary (each as an
authorized officer), Larry Williamson, as the Financial Advisor, Thomas Allen Moon, as the Finance Counsel, and
Jenkens & Gilchrist, a Professional Corporation, as the Special Finance Counsel, are each hereby authorized to
execute and deliver certifications as to facts, estimates, and circumstances as are necessary to accomplish the purposes
of this Resolution and, on the Town's behalf, to:
(1) do all things necessary or convenient to effect the acquisition and leasing of the Property and to carry
out the terms and purposes of this Resolution, including (without limitation) the execution and delivery of all
agreements and other documents and papers, whether or not mentioned herein, contemplated to be delivered in
connection therewith;
(2) perform al l duties and functions of the Town under the Transaction Documents and this Resolution in
order to accomplish the purposes thereof; and
(3) certify as to the accuracy of any information about the Town that is contained in the Transaction
Documents.
4
TOWN AUTHORIZING RESOLUTION
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SECTION 8. Limited Obligations.
The obligations of the Town to pay the Purchase Price of the Property shall be limited obligations of the
Town payable solely from the revenues, funds, and assets payable under the Transaction Documents to secure
payment thereof, and under no circumstances shall the be payable from any other revenues, funds, assets, or income
of the Town.
SECTION 9. Obligations of Town Only.
The obligations of the Town under the Transaction Documents shall not constitute an indebtedness, liability,
general, special, or moral obligation or a pledge or loan of the faith and credit or taxing power, within the meaning of
any constitutional or statutory provision whatsoever, of the United States of America or any agency or instrumentality
thereof, the State of Texas, or any other political subdivision or governmental unit.
SECTION 10. Power to Revise Form of Transaction Documents.
Notwithstanding any other provision of this Resolution, the Mayor or Town Manager of the Town is
authorized to make or approve such revisions in the form of the Transaction Documents as, in the opinion of the
Finance Counsel, may be necessary or convenient to carry out the purposes of this Resolution; and the approval of
such changes shall be conclusively established by the Mayor's or Town Manager's execution of the documents.
SECTION 11. Effective Date of Resolution.
This Resolution shall take effect immediately upon its adoption.
EXECUTION PAGE TO FOLLOW
TOWN AUTHORIZING RESOLUTION
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PASSED AND APPROVED BY TOWN OF'WESTLAKE, TEXAS, this October 14, 2002.
By:
Name: Scott Bradley
Title: Mayor
[SEAT_,]
TOWN AUTHORIZING RESOLUTION
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