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R-84-492 - 5/30/198441902 RESOLUTION APPROVING THE RESOLUTION OF THE ROUND ROCK INDUSTRIAL DEVELOPMENT CORPORATION PROVIDING FOR THE ISSUANCE OF ROUND ROCK INDUSTRIAL DEVELOPMENT CORPORATION INDUSTRIAL DEVELOPMENT REVENUE BONDS (CREEKSIDE PLAZA, INC. PROJECT) SERIES 1982 WHEREAS, the Round Rock Industrial Development Corporation (the "Issuer ") was created under the auspices of the City Council of the City of Round Rock, Texas (the "Unit "); and WHEREAS, it is deemed necessary and advisable that this Resolution be adopted; THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ROUND ROCK, TEXAS THAT: Section 1. The Resolution Authorizing Round Rock Industrial Development Corporation Industrial Development Revenue Bonds (Creekside Plaza, Inc Project) Series 1982; a Loan Agreement; an Indenture of Trust; Acceptance of a Personal Guarantee Agreement; a Deed of Trust and Security Agreement; a Collateral Assignment; and Other Matters Connection Therewith, adopted by the Issuer on December 23, 1982, a copy of which is attached hereto as Exhibit "A" and made a part hereof for all purposes providing for the issuance of "Round Rock Industrial Development Corporation Industrial Development Revenue Bonds (Creekside Plaza, Inc. Project) Series 1982," in the original principal amount of $2,030,000 is hereby specifically approved. Section 2. The City Council of the City of Round Rock hereby finds, determines, recites, and declares that the specific project to be financed with the Bonds meets the statutory requirements of the Development Corporation Act of 1979, as amended, and is in compliance with tLa rules of the Texas Industrial Commission for issuing industrial revenue bonds (affective October 12, 1981), and that such project does not pose a danger to the health, morals, or safety of the community involved. The City Council further finds that the proposed project is in an Eligible Blighted Area as previously designated by the City Council, that the project will contribute to the fulfillment of the redevelopment objectives of the City of Round Rock for the Eligible Blighted Area, and is in furtherance of the public purposes of the Development Corporation Act of 1979, as amended, Article 5190.6, Vernon's Texas Civil Statutes. /D2 Section 3. The approval herein given is in accordance with the provisions of Section 25(f) of the Act and is not to be construed as any undertaking by the Unit, and the Bonds shall never constitute an indebtedness or pledge of the Unit, or the State of Texas, within the meaning of any constitutional or statutory provision, and the holders of the Bonds shall never be paid in whole or in part out of any funds raised or to be reaised by taxation or any other revenues of the Issuer, the Unit, or the State of Texas except those revenues assigned and pledged by the Resolution. Section 4. The prograns and expenditures authorized and contemplated by the aforesaid documents are hereby in all respects approved. Section 5. The Mayor and City Secretary and the other officers of the Unit are hereby authorized, jointly, and severally, to execute and deliver such endorsements, instruments, certificates, documents, or papers necessary and advisable to carry out the intent and purposes of this Resolution. RESOLUTION AUTHORIZING ROUND ROCK INDUSTRIAL DEVELOPMENT CORPORATION INDUSTRIAL DEVELOPMENT REVENUE BONDS (CREEKSIDE PLAZA, INC. PROJECT) SERIES 1982; A LOAN AGREEMENT; AN INDENTURE OF TRUST; ACCEPTANCE OF A PERSONAL GUARANTEE AGREEMENT; A DEED OF TRUST AND SECURITY AGREEMENT; A COLLATERAL ASSIGNMENT; AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the Round Rock Industrial Development Corporation (the "Issuer "), on behalf of the City of Round Rock, Texas (the "Unit "), is empowered to finance the cost of projects to promote and develop industrial, manufacturing and commercial enterprises to promote and encourage employment and the public welfare by the issuance of obligations of the Issuer which projects will be inside the Unit's boundaries; WHEREAS, Creekside Plaza, Inc. a Texas corporation (the "User "), has requested the Issuer to finance the cost of acquiring, constructing, reconstructing, improving, or expanding, as the case may be, a commercial project (the "Project "); WHEREAS, on December 9, 1982, the Issuer adopted a "Resolution Concerning Issuance of Bonds to Finance a Project for Creekside Plaza, Inc." (the "Initial Resolution "); WHEREAS, in order to finance the Project, the Issuer proposes to issue bonds styled, "Round Rock Industrial Development Corporation Industrial Development Revenue Bonds (Creekside Plaza, Inc. Project) Series 1982" (the "Bonds "); and WHEREAS, there have been presented to the Issuer proposed forms of each of the following: 1. Loan Agreement, dated as of December 1, 1982, (the "Agreement "), between the Issuer and the User; 2. Indenture of Trust dated as of December 1, 1982, (the "Indenture "), between the Issuer and Bank of Longview, N.A. (the "Trustee "); 3. Deed of Trust and Security Agreement, dated as of December 1, 1982, from the User to George Moody, as Mortgage Trustee. 4. Personal Guarantee Agreement, dated as of December 1, 1982 (the "Guarantee Agreement "), from Robert E. Clark, Ed Babson, and Julian Zimmerman (the "Guarantors ") to the Trustee, and the Issuer. EXHIBIT 5. Collateral Assignment and Security Agreement, dated as of December 1, 1972 (the "Collateral Assignment ") from the Issuer to the Trustee. THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ROUND ROCK INDUSTRIAL DEVELOPMENT CORPORATION THAT: Section 1. Based solely upon the representations made to the Board of Directors (the "Board ") and to the Texas Industrial Commission by the User, it appears and the Board hereby finds that: A. The Project is required or suitable for the promotion of commercial development and expansion or for use by commercial enterprises, irrespective of whether in existence or required to be acquired or constructed after the making of these findings by the Board; and B. Additionally: (i) the Project will have an impact on the employment within the Unit in that jobs will be saved and new jobs will be created thereby stabilizing and increasing employment opportunity. (ii) the Project sought to be financed pursuant to the Agreement is in furtherance of the public purpose of the Development Corporation Act of 1979 (Article 5190.6, Vernon Texas Civil Statutes, as amended), including the promotion and development of commercial enterprises to promote and encourage employment and the public welfare. Section 2. The Board hereby approves the Agreement 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 Issuer, to date, sign, and otherwise execute the Agreement, and the Secretary or any Assistant Secretary of the Board is authorized and directed for and on behalf of the Issuer to attest the Agreement, and such officers are hereby authorized to deliver the Agreement. Upon execution by the parties thereto and delivery thereof, the Agreement shall be binding upon the Issuer in accordance with the terms and provisions thereof. Section 3. The Bonds in the aggregate principal amount of $2,030,000 are authorized to be issued for the purpose of paying the cost of acquiring, constructing, reconstructing, improving, or expanding, as the case may be, the Project. The Board hereby approves the Mortgage, in substantially the form and - 2 - • substance presented to the Board, and authorizes the use of the Mortgage to secure the Bonds. The Board hereby approves the Indenture in substantially the form and substance presented to the Board and the President or any Vice President is authorized and directed for and on behalf of the Issuer to date, sign, and otherwise execute the Indenture and the Secretary or any Assistant Secretary is hereby authorized to attest the Indenture and such officers are hereby authorized to deliver the Indenture. The details of the Bonds shall be as set forth in the Indenture. The sale of the Bonds at a price of 10U% of the principal amount thereof to Bank of Longview, N.A. is hereby specifically approved. Section 4. The Board hereby approves the Personal Guarantee Agreement in substantially the form and substance presented to the Board and the President or any Vice President is authorized and directed, for and on behalf of the Issuer, to date, sign, or otherwise execute the Personal Guarantee Agreement and the Secretary or any Assistant Secretary of the Board is hereby authorized to attest the Personal Guarantee Agreement on behalf of the Issuer, and such officers are hereby authorized to deliver the Personal Guarantee Agreement. Section 5. The Board hereby approves the Collateral Assignment between the Issuer and the Trustee, in substantially the form and substance presented to the Board and the President or any Vice President of the Board is authorized for and on behalf of the Board, to date, sign, or otherwise execute the Collateral Assignment and the Secretary or any Assistant Secretary of the Board is hereby authorized to attest the Collateral Assignment on behalf of the Issuer and such officers are hereby authorized to deliver the Collateral Assignment. Section 6. The President and Secretary /Treasurer are hereby each authorized and directed to execute the Bonds, or have their facsimile signatures placed upon the Bonds, and each is hereby authorized and directed to deliver the Bonds, and the seal of the Issuer is hereby authorized and directed to be affixed or placed in facsimile on the Bonds. Section 7. Bank of Longview, N.A., Longview, Texas is hereby appointed as Trustee under the Indenture thereby serving as Registrar and Paying Agent under the terms of the Indenture. Section 8. The President, any Vice President, or the Secretary or any Assistant Secretary of the Board is hereby authorized to execute and deliver to the Trustee the written order of the Issuer of the authentication and delivery of the Bonds by the Trustee in accordance with the Indenture. - 3 - Section 9. All action (not inconsistent with provisions of this Resolution) heretofore taken by the Board and officers of the Issuer directed toward the financing of the Project and the issuance of the Bonds be and the same hereby is ratified, approved, and confirmed. Section 10. The officers of the Issuer shall take all action in conformity with the Act, if necessary, or reasonably required to effectuate the issuance of the Bonds and take all action necessary or desirable in conformity with the Act to finance the Project and for carrying out, giving effect to, and consummating the transactions contemplated by the Bonds, the Initial Resolution, this Resolution, the Agreement, the Indenture, the Personal Guarantee Agreement, the Deed of Trust and Security Agreement, and the Collateral Assignment, including without limitation, the execution and delivery of any closing documents in connection with the issuance of the Bonds. Section 11. After any of the Bonds are issued, this Resolution shall be and remain irrepealable until the Bonds or interest thereon shall have been fully paid or provisions for payment made pursuant to the Indenture. Section 12. If any section, paragraph, clause, or provisions of the Resolution shall be held to be invalid or enforceable the invalidity or unenforceability of such section, paragraph, clause, provision shall not affect any of the remaining provisions of this Resolution. In case any obligation of the Issuer authorized or established by this Resolution or the Bonds or interest coupons appertaining thereto 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 Issuer to the fullest extent permitted by law. - 4 - CERTIFICATE FOR RESOLUTION APPROVING THE RESOLUTION OF THE ROUND ROCK INDUSTRIAL DEVELOPMENT CORPORATION PROVIDING FOR THE ISSUANCE OF ROUND ROCK INDUSTRIAL DEVELOPMENT CORPORATION INDUSTRIAL DEVELOPMENT REVENUE BONDS (CREEKSIDE PLAZA, INC. PROJECT) SERIES 1982 I, the undersigned City Secretary of the Ci Rock, Texas (the "Unit "), do hereby certify as follows: 1. The City Council (the "Governing Body ") convened in public meeting and as a public hearing at Texas on (the "Meeting "), at the meeting place, and the roll was called of the duly members of the Governing Body, to wit: thus constituting a quorum. Whereupon a written RESOLUTION APPROVING THE RESOLUTION OF THE ROUND ROCK INDUSTRIAL DEVELOPMENT CORPORATION PROVIDING FOR THE ISSUANCE OF ROUND ROCK INDUSTRIAL DEVELOPMENT CORPORATION INDUSTRIAL DEVELOPMENT REVENUE BONDS (CREEKSIDE PLAZA, INC. PROJECT) SERIES 1982 AYES: NOES: [+GC ty of Round of the Unit Round Rock, designated constituted All of such persons were present, except the following absentees: (the "Resolution ") was duly moved and seconded and, after due discussion, said motion, carrying with it the adoption of the Resolution, prevailed and carried by the following votes: 2. A true, full and correct copy of the Resolution is attached to and follows this Certificate; the Resolution has been duly recorded in the minutes of the Meeting; the above and foregoing paragraph is a true, full and correct excerpt from the minutes of the Meeting pertaini.ia to the adoption of the Resolution; the persons named in the above and foregoing paragraph are duly elected, qualifited, and acting members of the Governing Body; each of such members was duly and sufficiently notified officially and personally, in advance, of the time, place and purpose of the Meeting, and that the Resolution would be introduced and considered for adoption at the Meeting, and each of such members consent, in advance, to the holding of the Meeting for such purpose; and the Meeting was open to the public, and the public notice of the time, place, and purpose of the Meeting was given, all as required by Article 6252 -17, Vernon's Texas Civil Statutes, as amended, and that such notice included notice of a public hearing to be held on such date, at such time and place, with respect to the subject of the Resolution, and that such public hearing was held and all members of the public who wished to offer comments were offered the opportunity to do so at such Meeting. SIGNED AND SEALED this City Secretary, City of Round Rock - 2 - TAR 1/X THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS § COUNTY OF WILLIAMSON THAT the undersigned, of the County of Gregg, and State of Texas, the present legal and equitable owner and holder of that one certain promissory note in the original principal sum of TWO MILLION THIRTY THOUSAND AND NO /100 DOLLARS ($2,030,000.00) dated December 1, 1982, executed by Creekside Plaza, Inc., payable to the order of Bank of Longview, N.A., more fully described in a Deed of Trust to George Moody, Trustee, duly recorded in Vol. 354, Page 579 of the Deed of Trust Records of Williamson County, Texas; said note being secured by said Deed of Trust lien against, AMONG OTHER PROPERTY, the following described property, to -wit: A 0.789 acre tract or parcel of land lying and being situated in the Jacob M. Harrell Survey, Abstract No. 284 of Williamson County, Texas, and being a portion of Lot 2 of Creekside Plaza, a subdivision of record in Cabinet E, Slide 203 -204, of the Williamson County, Plat Records, said 0.789 acre tract being described by metes and bounds on Exhibit "B" attached hereto and incorporated herein by reference for a good and valuable consideration paid to the undersigned, the receipt and sufficiency of which is hereby acknowledged, hereby RELEASES and DISCHARGES the above described property from said lien or liens. BUT it is expressly agreed and understood that this is a PARTIAL RELEASE and that the same shall in no wise release, affect or impair said lien or liens against any other property in said instrument mentioned. EXECUTED this 3b }1 day of p►,) , 1984. BANK OF LONGVIEW, N.A. THE STATE OF TEXAS COUNTY OF GREGG This instrument of May bankin corpo ration, PARTIAL RELEASE OF LIEN BY: § § was acknowledged before me on the 30 1984, by George W. Moody Notary Public - State of Texas Printed Name Marti Lawrence Commission expires 9 -7 -86 day of Bank of Longview, N.A., a Texas on behalf of said corporation. 771nAL r l/v*41u METES AND BOUNDS FOR A 0.789 ACRE PUBLIC PARK AND RECREATION RESERVE TRACT OUT OF LOT 2 CREEKSIDE PLAZA, ROUND ROCK WILLIAMSON COUNTY, TEXAS 0 -4 -110 -034 May 8, 1984 Page 1 of 2 BEING A 0.789 ACRE TRACT OR PARCEL OF LAND TO BE USED AS A PUBLIC PARK AND RECREATION RESERVE TRACT, LYING AND BEING SITUATED IN THE JACOB M. HARRELL SURVEY, ABSTRACT NO. 284 OF WILLIAMSON COUNTY, TEXAS, AND BEING A PORTION OF LOT 2 OF CREEKSIDE PLAZA, A SUBDIVISION OF RECORD IN CABINET E, SLIDE 203 -204, OF THE WILLIAMSON COUNTY PLAT RECORDS, SAID 0.789 ACRE TRACT BEING DESCRIBED MORE PARTICULARLY AS FOLLOWS' BEGINNING at an iron rod set for the southwest corner of the herein described tract, being in the common line of Lot 1 and Lot 2o f said Creekside Plaza, from which an iron rod for the common southerly corner of said Lot 1 and Lot 2 on the northerly right —of —way line of R.M. Highway 620, bears S 10° 20' 00" W, 295.00 feet; THENCE N 10° 20' 00" E, passing at a distance of 91.61 feet an iron rod tound tor the bank of Brushy Creek, for a total 'distance of 130.66 teet to a point for the common northerly corner of said Lot 1 and Lot 2, same being the northwest corner of the herein described tract; THENCE with the northerly line of the herein described tract the following three (3) calls' 1) N 66° 42' 00" E, 102.17 feet to a point for corner, 2) S 18° 10' 20" E, 15.00 feet to a point for corner, 3) N 87° 19' 20" E, 160.39 feet to a point for the northeast corner hereot and the southwesterly right —ot —way line of Missouri Pacitic Railroad Co.; THENCE S 17° 19' 00" E, passing at a distance of 34.70 feet an iron rod tound tor the bank of Brushy Creek, continuing for a total distance of 108.00 teet to an iron rod set for the southeast corner hereot; EXHIBIT "B" SIGNED FOIL IDENTIFICATION PURPf?3ES ,`'gY Gift George W. Moody, President THENCE with the southerly line of the herein described tract, same being the south line of the Public Park and Recreation tract shown on said subdivision plat, the following three (3) calls' 1) S 87' 19' 20" W, 118.72 feet to an iron rod set for corner, 2) S 71° 16' 11" W, 180.70.feet to an iron rad set for corner, 3) N 79° 40' 00" W, 25.00 feet to the POINT OF BEGINNING, containing 0.789 acres cf land. I HEREBY CERTIFY THAT THIS METES AND BOUNDS DESCRIPTION WAS PREPARED FROM A SURVEY PERFORMED ON THE GROUND UNDER MY SUPERVISION AND IS TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE. (/ ( / (Z 2 :; STEVEN R. McANGUS', R.P © 83680 George W. Moodf, President SIGNED FOR IDENTIFICATION PURPOSES 0 -4- 110 -034 May 8, 1984 Page 2 of 2 1/x PARTIAL RELEASE OF LIEN THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS § COUNTY OF WILLIAMSON THAT the undersigned, of the County of Williamson, and State of Texas, the present legal and equitable owner and holder of that one certain promissory note in the original principal sum of Four Hundred Thousand and NO /100 ($400,000.00) dated NnvmhPr 18. 19111 , executed by Bob Clark Builders of Texas, Inc., payable to the order of Equitable Savings Associa- tion, more fully described in a Deed of Trust to Don W. Hughes, Trustee, duly recorded in Volume 393 , Page 207 of the Deed of Trust Records of Williamson County, Texas; said note being secured by said Deed of Trust lien against, AMONG OTHER PROPERTY, the following described property, to -wit: A 0.786 acre tract or parcel of land lying and being situated in the Jacob M. Harrell Survey, Abstract No. 284 of Williamson County, Texas, and being a portion of Lot 1 of Creekside Plaza, a subdivision of record in Cabinet E, Slide 203 -204, of the Williamson County, Plat Records, said 0.786 acre tract being described by metes and bounds on Exhibit "A" attached hereto and incorporated herein by reference for a good and valuable consideration paid to the undersigned, the receipt and sufficiency of which is hereby acknowledged, hereby RELEASES and DISCHARGES the above described property from said lien or liens. BUT it is expressly agreed and understood that this is a PARTIAL RELEASE and that the same shall in no wise release, affect or impair said lien or liens against any other property in said instrument mentioned. EXECUTED this 3 day of July THE STATE OF TEXAS COUNTY OF Williamson , 1984. EQUI LE SA INGS ASSOCIATION BY: its President § § This instrument was acknowledged before me on the 3 day of July , 1984, by Don Hughes President of Equitable Savings Association, on behalf of said association. tary Pub4c - State of Texas Printed Namegrad E. Bailey Commission expires 4- 104;8 METES AND BOUNDS FOR A 0.786 ACRE PUBLIC PARK AND RECREATION RESERVE TRACT OUT OF LOT 1 CREEKSIDE PLAZA, ROUND ROCK WILLIAMSON COUNTY, TEXAS 0 -4- 110 -034 May 8, 1984 BEING A 0.786 ACRE TRACT OR PARCEL OF LAND TO BE USED AS A PUBLIC PARK AND RECREATION RESERVE TRACT, LYING AND BEING SITUATED IN THE JACOB M. HARRELL SURVEY, ABSTRACT NO. 284 OF WILLIAMSON COUNTY, TEXAS, AND BEING A PORTION OF LOT 1 OF CREEKSIDE PLAZA, A SUBDIVISION OF RECORD IN CABINET E, SLIDE 203 - 204, OF THE WILLIAMSON COUNTY PLAT RECORDS, SAID 0.786 ACRE TRACT BEING DESCRIBED MORE PARTICULARLY AS FOLLOWS: BEGINNING at an iron rod set for the southeast corner of the herein described tract, being in the common line of Lot 1 and Lot 2 of said Creekside Plaza, from which an iron rod for the common southerly corner of said Lot 1 and Lat 2 an the northerly right -of -way line of R.M. Highway No. 620 bears S 10° 20' 00" W, 295.00 feet; THENCE S 74° 21' 08" W 378.59 feet with the southerly line of the herein described tract, also being the south line of the Public Park and Recreation tract shown on said subdivision plat, to an' iron rod set in the west line of said Lat 1; THENCE N 08° 18' 30" E, passing at a distance of 21.89 feet an • iron rod found for the bank of Brushy Creek, for a total distance of 68.54 feet to a paint for the northwest corner hereof and said Lot 1; THENCE N 66' 42' 00" E, 411.64 feet to a point for corner, same being the northeast corner hereof and said Lot 1; THENCE S 1D° 20' 00" W, passing at a distance at 39.05 feet an iron rod found for the bank at Brushy Creek, for a total distance of 130.66 feet to the POINT OF BEGINNING, containing 0.786 acres at land. I HEREBY CERTIFY THAT THIS METES AND BOUNDS DESCRIPTION WAS PREPARED FROM A SURVEY PERFORMED ON THE GROUND UNDER MY SUPERVISION AND IS TRUE AND CORRECT ?. : r � BEST OF MY KNOWLEDGE. STEVEN R. McANGUS, R.P #3680 EXHIBIT "A" * : Steven R. McAngus /// 3680 A•. F_ O: r