HomeMy WebLinkAboutCooperation Agr for St. Vincent Seminary Property.2nd Amendment BILL NO. 04-4 ORDINANCE NO. 3(11S
AN ORDINANCE AUTHORIZING THE EXECUTION OF A
SECOND AMENDMENT TO AMENDED AND RESTATED
COOPERATION AGREEMENT FOR ST. VINCENT SEMINARY
PROPERTY BETWEEN SOUTHEAST MISSOURI STATE
UNIVERSITY AND THE CITY OF CAPE GIRARDEAU
WHEREAS, on January 25, 1999, Southeast Missouri State University and the City entered into
an Amended and Restated Cooperation Agreement for St. Vincent Seminary Property (as amended, the E:
"Cooperation Agreement"); and
WHEREAS,the City finds it necessary and desirable to further amend the Agreement;
NOW, THEREFORE,BE IT ORDAINED BY THE COUNCIL OF THE CITY OF CAPE
GIRARDEAU,MISSOURI,AS FOLLOWS:
Section 1. The City Manager is hereby authorized and directed to execute, on behalf of the City,
the Second Amendment to Amended and Restated Cooperation Agreement for St. Vincent Seminary
Property (the "Second Amendment") between the City and the University, and the City Clerk is hereby
authorized and directed to attest to said document and to affix the seal of the City thereto. The First
Amendment shall be in substantially the form attached hereto as Exhibit A, which document is hereby
approved by the City Council,with such changes therein as shall be approved by the officers of the City
executing the same.
Section 2.This Ordinance shall be in full force and effect 10 days after its passage and approval.
PASSED AND APPROVED THIS `", 'day of :max-) ,20( L-( .
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SECOND AMENDMENT
TO AMENDED AND RESTATED COOPERATION AGREEMENT FOR ST.VINCENT
SEMINARY PROPERTY
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This Second Amendment to Amended and Restated Agreement (this "Second Amendment"), is
made this , W t 71 day of A ,20 C -(,between Southeast Missouri State University,a state
educational institution of;Ile State of Missouri (the "University") and the City of Cape Girardeau,
Missouri,a home rule city and political subdivision of the State of Missouri (the "City").
RECITALS
A. On January 25, 1999,the University and the City entered into an Amended and Restated
Cooperation Agreement for St. Vincent Seminary Property Redevelopment Agreement(as amended, the
"Cooperation Agreement").
B. The parties agree to amend the Cooperation Agreement as herein provided.
AGREEMENT
Now, therefore, in consideration of the premises and promises contained herein and other good
and valuable consideration, the adequacy and sufficiency of which are hereby acknowledged, the parties
hereto agree as follows:
1. Paragraph 3 of the Cooperation Agreement is hereby amended by inserting the
following sentence at the end of said paragraph: "Notwithstanding any provision to the contrary set forth
in the Agreement, Ordinance 3111 or the letter dated November 14, 2002 from the University (executed
by Kenneth W.Dobbins,President)to the City,the parties agree that the City's payment obligation under
this Agreement shall terminate when the principal of, redemption premium and interest on the Bonds (as
hereinafter defined) have been paid in MI or provision for such payment has been paid in accordance
with the documents pursuant to which such Bonds were issued and the City has reimbursed the University
for all amounts paid by the University with respect to the principal of or interest on. the Bonds or to
replenish the debt service reserve fund with respect to the Bonds, in either case, resulting from the
insufficiency of the proceeds of the hotel/motel/restaurant license tax set forth in Section 15-397 to
provide funds to pay the principal of and interest on the Bonds as and when due (the "Payment of the
Bonds"). The University agrees that if at any time the City appropriates and provides to the University
proceeds of the hotel/motel/restaurant tax in an amount sufficient to provide for the Payment of the Bonds
in full, the University will promptly apply such proceeds to the defeasance of the Series A Bonds in
accordance with the terms of,the Trust Indenture relating to the Series A Bonds. For the purposes of this
Agreement, "Bonds" means the Missouri Development Finance Board Educational Facilities Revenue
Bonds (Southeast Missouri State University River Campus Project), Series 2003A originally issued in the
principal amount of$9,975,000 and any Bonds or other obligations issued for the purpose of refunding
the same. In no event, however, shall more than$16 million of the proceeds of the hotel/motel/restaurant
license tax set forth in Section 15-397 be used to pay the principal of and interest on the Bonds unless the
total amount of such principal and interest is increased due to refunding the Bonds to extend the maturity
thereof to prevent the available proceeds of such tax from being insufficient to pay the principal of and
interest on the Bonds as and when due."
2. Except as amended hereby, the Cooperation Agreement is and shall remain in full force
and effect in accordance with the provisions thereof.
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3. This Second Amendment may be executed in multiple counterparts, each of which shall
constitute one and the same instrument. - -
4. In the event of any inconsistency between the terms and provisions of the Cooperation
Agreement and this Second Amendment, the terms and provisions of this Second Amendment shall
prevail.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day and
year first written above.
CITY OF CAPE GIRARDEAU,MISSOURI
Douglas eslie,City Manager
ATTEST:
Gayle L.9nrad, City Clerk
SOUTHEAST MISSOURI STATE
UNIVERSITY
By: 'liK"
Donald L.Dicker•on�
President of the 'oard of Regents
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