HomeMy WebLinkAboutResolution Fort Worth Local Development Corporation (FWLDC) FWLDC-2011-07RESOLUTION NO. FWLDC-2011-07
FORT WORTH LOCAL DEVELOPMENT CORPORATION
RESOLUTION
OF THE BOARD OF TRUSTEES
Authorizing the Retention of Kelly, Hart & Hallman, LLC as Outside Counsel
in an Amount Not to Exceed $5,000.00 to Provide Legal Assistance Related
to a Loan by the Corporation to Oliver's Fine Foods, Inc. for the Purpose of
Funding Tenant Improvements at 415 Throckinorton St. Necessary for
Conversion of that Property into a Grocery Store
WHEREAS, on March 1, 2011 the Corporation adopted a Resolution authorizing a loan
to Oliver's Fine Foods, Inc. ("Oliver's") on the following terms:
• The amount of the loan shall not exceed the lesser of (i) the costs to construct and install
tenant improvements necessary for the Leased Premises to be used as a grocery store or
(ii) $450,000.00 of such costs.
• The term of the loan shall not exceed twenty (20) years.
• The loan shall be interest -free.
• Oliver's will be required to repay the loan in annual installments in the greater amount of
(i) one hundred percent (100%) of the 380 Grant Payment received in the same year or
(ii) the following minimum amount:
o Years 1-2: $15,000.00
o Years 3-5: $20,000.00
o Years 6-20: $24,000.00
• The Corporation shall have a security interest in the 380 Grant Payments made to
Oliver's and to any equipment (non -fixtures) installed in the Leased Premises whose
costs are included as tenant improvements covered by the loan.
• Sundance West Partners, LP, which owns the Leased Premises, will serve as guarantor of
the loan, as follows:
o To pay any shortfall on the minimum annual installment due in a given year of the
loan term; and
o To repay the loan in full on an accelerated schedule in the event Oliver's vacates
the Leased Premises and the Leased Premises are not used and operated as a
comparable grocery store within twelve (12) months following such vacation; and
WHEREAS, it is necessary for the Corporation to retain outside legal counsel with
expertise in secured loan financing to ensure the enforceability of the loan terms and
securitization; and
WHEREAS, the law firm of Kelly, Hart & Hallman, LLC has provided legal assistance
with regard to tax and finance matters since the Corporation's inception;
RESOLUTION NO. FWLDC-2011-07
PAGE 2
NOW, THEREFORE, BE IT RESOLVED that the Corporation hereby authorizes the
retention of Kelly, Hart & Hallman, LLC as outside counsel to provide the Corporation with
legal assistance in an amount not to exceed $5,000.00 related to a loan by the Corporation to
Oliver's for the purpose of funding tenant improvements at 415 Throckmorton St. necessary for
conversion of that property into a grocery store;
FURTHER RESOLVED, that the President or Vice President is hereby authorized to
execute any documents necessary to accomplish such retention; and
FURTHER RESOLVED, that the Secretary or any Assistant Secretary of the
Corporation is hereby authorized and directed to certify the adoption of this Resolution.
Adopted this 7th day of June, 2011.
By:42
Carter Burdette
Secretary