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EXHIBIT "A"
RESOLUTION AUTHORIZING GEORGETOWN INDUSTRIAL
DEVELOPMENT CORPORATION INDUSTRIAL DEVELOPMENT
REVENUE BONDS (TEXAS BENCHMARK INNS PROJECT)
SERIES 1983; A LOAN AGREEMENT; A TRUST INDENTURE;
A GUARANTY AGREEMENT; APPROVAL OF A DEED OF TRUST AND
SECURITY AGREEMENT; AND MATTERS IN CONNECTION THEREWITH
WHEREAS, the Georgetown Industrial Development Corporation (the "Issuer"),
on behalf of the City Council of the City of Georgetown, Texas (the "Unit"),
is empowered to finance the cost of projects to promote and develop 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; and
WHEREAS, Texas Benchmark Inns, a Texas joint venture (the "Company"), has
requested the Issuer to finance the cost of a 100 room motel and related
facilities (the "Project") which will be in furtherance of the public purposes
of the Development Corporation Act of 1979, Article 5190.6 Vernon's Annotated
Texas Civil Statutes, as amended (the "Act"); and
WHEREAS, on September 27, 1983, the Issuer adopted a "Resolution with
Respect to the Issuance of Bonds" (the "Initial Resolution");
WHEREAS, in order to finance the Project, the Issuer proposes to issue
bonds styled, "Georgetown Industrial Development Corporation Industrial
Development Revenue Bonds (Texas Benchmark Inns Project) Series 1983" (the
"Bonds"); and
WHEREAS, the Ckty Council of the City of Georgetown, Texas, being the
governing body of said home -rule city, found and determined, after public
hearing in accordance with the Act, that the Project is in an economically
depressed area, as defined by the Act, and approved the Project; and
WHEREAS, there have been presented to the Issuer proposed forms of each
of the following:
1. Loan Agreement, dated as of December 1, 1983, (the "Agreement"),
between the Issuer and the Company;
2. Trust Indenture dated as of December 1, 1983, (the "Indenture"), be-
tween the Issuer and Allied Bank of Texas, as trustee (the "Trustee");
3. Guaranty Agreement, dated as of December 1, 1983, (the "Guaranty
Agreement"), among Larry A. Richardson, J. K. Richardson, Michael A. Barnett
and J. Michael Lengen, four individuals (the "Guarantors") and the Trustee;
4. A Deed of Trust and Security Agreement dated as of December 1, 1983
(the "Mortgate") from the Company to James H. Albert, as Mortgate Trustee for
the sue and benefit of the Issuer; and
5. A Memorandum of Trust Indenture dated as of December 1, 1983
(the "Memorandum") executed by the Issuer and the Company.
THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE GEORGETOWN
INDUSTRIAL DEVELOPMENT CORPORATION THAT:
Section 1. Based soley upon the representations made to the Board of
Directors (the "Board") and to the Texas Economic Development Commission by
the Company, it appears and the Board hereby finds that:
(i) The Project is required or suitable for the promotion of commercial
development and expansion or for the development and expansion of
commercial facilities and related facilities;