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1987-043-RES WHEREAS, the City Council of the City of Paris did heretofore authorize application for a loan from the RESOLUTION NO. 87-043 WHEREAS, the City Council of the City of Paris did heretofore authorize application for a loan from the National Preservation Loan Fund in the amount of $50,000 for Main Street Market Square Development Project which required the obtaining of matching funds; and, WHEREAS, the required matching funds have been obtained in the form of a grant and the loan agreement with National Preservation Loan Fund should be accepted and agreed to using the form of loan agreement attached hereto as Exhibit A; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, as follows: 1. That Billy Joe Burnett, Mayor of the City of Paris, be, and he is hereby authorized and directed to execute on behalf of the City of Paris the loan agreement in the form attached hereto as Exhibit A. 2. That W. E. Anderson, Director of Finance, he is hereby authorized to serve as the City's officer to receive funds for purposes of this Main Market Square Development Project. 3. That Sue Smith, Main Street Project Manager, be, and she is hereby appointed contact person for Main Street Market Square Development Project. be and fiscal Street Passed and adopted this 13th day of April, 1987. ~~e~JI' - Bi e Burnett, Mayor ATTEST: ~~" \..~ ~\. \~~i:&~f~~~>\ Mattie Cunning am, it erk , 1fl~ T. K. Haynes, City Attorney April 13, 1987 Billy Joe Burnett . Mayor City of Paris City Hall Paris, Texas 75460 Re: National Preservation Loan Fund -- $50,000 Loan to the City of Paris MaIn Street Project, Paris, Texas Dear Mayor Burnett The National Trust for Historic Preservation In the United States (the "National Trust") Is pleased to advise you that the application of the City of Paris Main Street Project ("the City") for financial assistance from the Financing Main Street Preservation progran of the National PreservatIon Loan Fund (the "Fund") has been approved. The National Trust will provide financial assistance to the CIty upon the terms and conditions hereinafter set forth: 1. Nature of Assistance, The National Trust will make a loan to the City In the principal ffilOUnt of Fifty Thousand Dollars ($5D,DOD) (the "Loan") for the purpose of assisting In the construction of permanent sheds for the CIty's historic Market Square Fanners' Market (the "Property"). This activity Is hereinafter referred to as the "Project". The Loan Is to be adnlnlstered In accordance with the purposes set forth In your Application for Fund Assistance dated April 1, 1986 (the "Application"). In the event of a conflict between this Agreement and the Application, the provisions of this Agreement shall govern, 2. Loan Provisions A. The Loan shall be for a tenm of five (5) years from the date of disbursement and shall bear Interest on the principal sum at the rate of eight percent (8%). B, The Loan shall be repayable as follows: Interest, at the rate specified, shall be payable on the unpaid principal balance of the Loan quarterly, commencing on the fIrst (1st) day of the fourth (4th) month following disbursement of the Loan and continuing on the first (1st) day of each third (3rd) month thereafter until the first (1st) day of the fourth (4th) month following the first (1st) anniversary of disbursement of the Loan. Commencing on such date, principal and Interest shall be payable In sixteen (16) equal quarterly Installments, based on a four (4) year amortization, until the final quarterly payment when the entire unpaid principal balance, and all accrued and unpaid Interest thereon, shall be due and payable In full. -2- Page T~ C. The City shall have the right at any time and from time to time to prepay all or part of the principal sum without premium or penalty upon the payment of accrued Interest to the date of such prepayment. 3. Matching Funds Requirement. The Loan shall be conditioned upon and made available to the City at the rate of one (1) National Trust dollar for each one (1) dollar provided by the City for use In the Project. Only funds to be used specifically for capital costs for the construction of the Property are eligible to meet the matching requirement. This match shall be satisfied by a resolution from the Paris City Council stating that adequate funds to complete the project have been approved. Such evidence must be satisfactory to the National Trust, 4. Loan Disbursement A. The Loan shall be disbursed within one (1) year from the date of acceptance of this commitment for financial assistance In Increments of not less than Twenty-five Thousand Dollars ($25,OOD) each, Such disbursements shall be made, In the ratio of National Trust funds to funds raised by the City as provided for In paragraph 3, upon your written request and submission of evidence of your receipt of such funds. Disbursement of any undisbursed portion of the Loan shall be conditioned upon your meeting all of the requirements set forth In this letter and there being no default In any Loan documents Issued In conjunction herewith. If not exercised, or to the extent not exercised, this Loan commitment shall tennlnate and shall be null and void one (1) year from the date of acceptance. The Loan Is to be closed at no expense to the National Trust. B. The Loan shall be evidenced by a Promissory Note on the principal amount, or so much thereof as shall have been advanced by the National Trust and remains unpaid, and secured by a loan guaranty, certificate of deposit, or other security deemed acceptable by the National Trust. If the security is In the fonn of real estate, disbursement of the Loan will be made contingent upon approval by the National Trust of an appraisal. The Promissory Note, security Instruments, and other legal matters pertaining to the Loan shall be approved as to fonn and substance by the National Trust's Special Counsel, Financial Services prior to Loan disbursement. The adequacy of collateral and any substitution of collateral shall be detennlned by the National Trust In Its sole discretion, An opinion of the City's legal counsel, satisfactory In fonn and substance to the National Trust, will be required In connection with the disbursement of the Loan. 5. Use of Funds. The proceeds of the Loan shall be used exclusively for construction of permanent sheds and other capital costs associated with the development of the City's Market Square Farmers' Market and shall not be used for defraying administrative or any other expenses of the City or for any other purpose. -3- Page Three G. Approval of Plans and Specifications A. The National Trust must approve the final design of the Market Square project prior to commencement of Project work. B, Prior to commencement of Project work, the City shall obtain written approval from the State Historic Preservation Officer for all plans and specifications used In the Project. The SHPO shall approve the historic site treatment, particularly with respect to Its Impact on potential archeological data. C, The City must ensure that all architectural services necessary for design and construction are perfonmed adequately. This Includes, but Is not limited to, such services as site Inspections; historical, archeologIcal and architectural research; and preparation of architectural plans and technIcal specifications. D. The City must arrange for competent architectural, engineering and, If appropriate, archeological supervision at the construction site to ensure that the work conforms to the approved plans and specifications. E, The construction work must be completed In accordance with the approved plans and specifications. Any changes that substantially alter the scope of work must be approved In advance In writing by the State Historic Preservation Officer and the National Trust, 7, Reportlnq Requirements A. Written reports on the activities Involving Fund monies shall be submitted to the NatIonal Trust quarterly with the fIrst report due one (1) month after the end of the quarter In which this letter was signed (quarters are January-March, April-June, July-September and October-December). Therefore, reports shall be due on May I, August I, November 1 and February 1. The reports should Include a description of the progress made by the CIty; a status report on the Project Including specific Infonmatlon on other preservation projects Implemented as a result of the Project and the terms and conditions of leases signed for use of the market stalls; a complete financial summary with respect to the Project; an update on fund raising for the Project; and any other pertinent Infonmatlon. B. A work completion report also shall be submitted to the National Trust when the Project has been completed. The report shall Indicate In narrative and pictorial (color slides and black and white photographs) fonn that all approved work has been completed satisfactorIly, It also shall Include a statement summarizing the benefits of the Project, lessons learned, future plans for the site and the Main Street Program, a full accounting of preservation activity resulting from the Project, a complete financial statement for the Project and any other Infonmatlon requested by the National Trust. -4- Page Four 8. FInancIal Statements. The City shall submIt to the National Trust current fInancIal statements withIn ninety C9D) days of the end of each fiscal year during the period of Fund financial assistance. This InformatIon should consist of a balance sheet and an Income and expense statement. These statements preferably should be audIted and certifIed by an Independent certified publIc accountant. 9. Acknowledgement of Support. The Trust's loan commItment shall be publIcized widely. Promotional materials and publications related to the Project should contain an appropriate acknowledgment of the NatIonal Trust's partIcipatIon using the following statement: "ThIs project has been accomplIshed In part as a result of financIal assIstance from the National Trust for HistorIc Preservation," A constructIon sIgn shall be displayed prominently at the site acknowledgIng the National Trust's financIal assistance to the Project, ID. Nonassignablllty. This fInancial assIstance commItment Is Issued on the condition that the NatIonal Trust's obligatIon hereunder shall In no event be assignable wIthout its prior wrItten approval. 11. OrganizatIonal AuthorizatIons and Changes A, The National Trust will require at the time of the disbursements of the Loan a certIfication by the CIty that the borrowIng has been properly authorized and that the appropriate officers of the City have been authorized to execute the closing documents, B, DurIng the tenm of the Loan, the CIty shall Immediately notIfy the NatIonal Trust of any contemplated materIal change In Its organization such as, but not lImited to, a change In management personnel, governing Instruments or fInancial status. Please evidence your acceptance of this commitment by duly executing the orIginal of this letter In the IndIcated space below and returnIng It to the National Trust to the attentIon of DIrector, FInancial Services. Your signature should be attested by an officer of the corporation. FaIlure to accept wIthin sixty CGD) days from the date hereof shall render thIs offer for financial assistance null and void. The signed copy of thIs letter Is for your records. If you have any questions concernIng thIs commitment, please feel free to contact Ms. Lyn Howell MoriarIty, Program Officer, The National Trust is pleased to offer this assIstance to the City of Paris Main Street Project to help further Its preservation efforts, SIncerely, J. Jackson Walter PresIdent -5- Page Five The foregoing financial assistance commitment Is accepted and agreed to this 13th day of April , 1987. (Corporate Seal) CITY OF PARIS ATTEST: Mattie Cunningham, City Clerk By: Billy Joe Burnett, Hayor cc: SHPO Regional and Field Offices Anlce Read Bill Parrish