ORDINANCE NO. 135-14 – 12/5

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ORDINANCE NO.  135-14

AN ORDINANCE AUTHORIZING A PROJECT DEVELOPMENT AGREEMENT BETWEEN THE CITY OF OPELIKA, ALABAMA AND TERRA OPELIKA, LLC

BE IT ORDAINED by the City Council of the City of Opelika (the “Council”), as the governing body of the City of Opelika, Alabama (the “City”) as follows:

Section 1. Findings.  The City Council, upon evidence duly presented to it and considered by it, has found and determined and does hereby find, determine and declare as follows:

(a)  Pursuant to the applicable laws of the State of Alabama, the City and Terra Opelika, LLC, an Alabama limited liability company (the “Developer”) have agreed to the terms of that certain Project Development Agreement to be dated the date of delivery (the “Project Development Agreement”), a copy of which Agreement is attached hereto as Exhibit “A”, for the purposes referenced herein.

(b)  The City is authorized to do any of the actions or undertakings referenced in Amendment 642 of the Constitution of Alabama of 1901, as amended (“Amendment 642”).

(c)  The City is authorized under Amendment 642 and Section 11-47-2 of the Code of Alabama (1975) to issue warrants for the purpose of constructing commercial facilities of any kind.

(d)  The Project, as defined in the Project Development Agreement, is the development of approximately 33,365 square feet of retail and service area on property located at the intersection of Interstate Drive and Gateway Drive within the corporate limits of the City.  The Project will constitute “commercial facilities” within the meaning of Amendment 642.

(e)  Pursuant to, and for the purposes of Amendment 642, it is necessary, desirable and in the public interest for the City to provide financial incentives to the Developer, and for such purposes, to issue its Limited Obligation Project Revenue Warrant, Series 2014-B (the “Warrant”) in a principal amount equal to fifty percent (50{44c616e11cf70d617c8dd92fb0bc15f41001df771f775c6b004238009c89a3f0}) of the aggregate sales revenues collected by the City within the Project (but not to exceed $125,000).  Pursuant to the terms of the Project Development Agreement and the Warrant, the City’s obligation to make such payments shall terminate not later than the last day of the month which is three (3) years after the month in which the Project is substantially completed.

(f)  The expenditure of public funds for the purposes specified in the Project Development Agreement and in Section 1 will serve a valid and sufficient public purpose, notwithstanding any incidental benefit accruing to Terra Opelika, LLC, an Alabama liability company, or any other private entity or entities.

(g) (1)  On November 25, 2014, the City caused to be published in The Opelika-Auburn News, which newspaper has the largest circulation in the City, the notice required by Amendment 642, a true and correct copy of which is attached hereto as Exhibit “B”.

(2)  The information set forth in said notice is true and correct.

(3) Publication of said notice is hereby ratified and confirmed.

(h) On December 2, 2014, the Council conducted a public hearing during the meeting referenced in said notice with respect to the matters therein contained.  No person presented (orally or in writing) any objection to the issuance of the Warrant for the aforesaid purposes.

(i)  The total indebtedness of the City chargeable against the debt limitation of the City prescribed in Section 224 of the Constitution of Alabama, as amended (which indebtedness do include warrants issued under Amendment 642), is not more than twenty percent (20{44c616e11cf70d617c8dd92fb0bc15f41001df771f775c6b004238009c89a3f0}) of said assessed valuation.

Section 2.  Authorization of Project Development Agreement.  The Council does hereby approve, adopt, authorize, direct, ratify and confirm:

(a)  the agreements, covenants and undertakings of the City as set forth in the Project Development Agreement.

(b)  the terms and provisions of the Project Development Agreement, in substantially the form set forth therein, with such changes thereto (by addition or deletion), as the Mayor shall approve (other than an increase in the amount of the City’s financial commitment, which must be approved by this Council), which approval shall be conclusively evidenced by execution and delivery of the Project Development Agreement as herein provided.

Section 3.  Execution and Delivery of Project Development Agreement.  The Mayor is hereby authorized and directed to execute and deliver the Project Development Agreement for and on behalf and in the name of the City.  The Clerk is hereby authorized and directed to affix the official seal of the City to the Project Development Agreement and to attest the same.

Section 4.  Authorized Acts. The Mayor and the officers of the City are each hereby authorized and directed to take all such actions, and execute, deliver and perform all such agreements, documents, instruments, notices, assurances, communications and proceedings, with respect to the Project Development Agreement, as the Mayor and such officers shall determine to be necessary or desirable to carry out the provisions of this ordinance or the Project Development Agreement or duly and punctually observe and perform all agreements and obligations of the City under the Project Development Agreement.

Section 5.  Severability.  All ordinances, resolutions, orders or parts thereof, of the City Council in conflict, or inconsistent with any provision of this ordinance are, to the extent of such conflict or inconsistency, repealed.

Section 6.  Effective Date.  This ordinance shall take effect upon adoption and publication as required by law.

ADOPTED AND APPROVED by the City Council of the City of Opelika, Alabama, on this the 2nd day of December, 2014.

/s/ C. E. “Eddie” Smith, Jr.

PRESIDENT OF THE CITY COUNCIL OF THE

CITY OF OPELIKA, ALABAMA

ATTEST:

/s/ R. G. Shuman

CITY CLERK

TRANSMITTED TO MAYOR on this the 3rd day of December, 2014.

/s/ R. G. Shuman

CITY CLERK

ACTION BY MAYOR

APPROVED this the 3rd day of December, 2014.

/s/ Gary Fuller

MAYOR

ATTEST:

/s/ R. G. Shuman

CITY CLERK

Legal run 12/5/14

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