Loading...
1558ORDINANCE NO, 1558 (#18-2016) AN ORDINANCE AUTHORIZING A LEASE/PURCHASE AGREEMENT FOR UPGRADES TO THE EQUIPMENTAND SOFTWARE FOR THE 911 COMMUNICA TION SYSTEM THROUGH A SHORT TERM PROMISSORY NOTE WITH SECURITY PLEDGE; PROVIDING FOR PA YMENT OF THE PRINCIPAL OF AND INTEREST ON THE NOTE; DECLARING AN EMERGENCY; AND, PRESCRIBING OTHER MATTERS RELA TING THERETO, Whereas, the City Council of the City of Jacksonville, Arkansas (the "City'), determined it was in the best interest of its citizens to install a digital 911 communication system for our Public Safety Divisions; Whereas, said Capital Improvement purchase is in need of upgrades to the equipment and software, new Call Handling equipment/bundles, including a RevCord Digital Recorder for the telephone and radio communications conducted by the City's Public Safety Divisions (911, Fire, & Police), as well as improved maintenance service contract. In conjunction with budget constraints and the additional costs, said amounts will allow the City to provide for the purchase and service of all such equipment within budgetary provisions anticipated over the next Five (5) years; Whereas, Airbus DS Communications, VESTA 911, a subsidiary of AT&T, in conjunction with AT&T, the providing manufacturer of the digital equipment installed and provider of qualified service agents, provided a competitive rate for the updated Airbus Vesta 911 Call Handling Hardware, upgraded software, installation, training, and associated maintenance costs. A competitive bidding process would be costly, counter-productive to the City Emergency Response operations, and will allow the City to complete payment of the Lease/Purchase Agreement and maintain proper cash flow for continued operation of the City; and, Whereas, the City Council hereby finds and determines, in accordance with information confirmed by the Mayor and Finance Director, that the obligations previously issued under Amendment 78, together with the amount provided for herein, does not exceed Five Percent (5%) of the assessed value of taxable property located within the City as determined by the last tax assessment. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OFJACKSONVILLE, ARKANSAS, THAT: SECTION ONE, Competitive bidding for purchase and maintenance of a Medium Server Bundle upgrade of our 911 Call Handling Equipment and software updates as outlined on the attached would be costly and non-productive, making said competitive bidding unfeasible and impractical. Competitive bidding is hereby waived, pursuant to ACA §14-58-383, to authorize contracting for the purchase and maintenance of a Medium Server Bundle of 911 Call Handling Equipment as outlined on the attached by the 911 Communications Center. Authorization is hereby given to the Mayor and/or his authorized ORDINANCE NO, 1558 (#18-2016) Page Two representative(s) to enter into contract with AT&T, Inc. for said equipment and software upgrades and maintenance service, all for a total cost not to exceed Six Hundred Twenty-six Thousand Seven Hundred Forty-three and 20/100 Dollars ($626,743.20), which will include applicable tax. It should be noted that portions of the maintenance costs will be reimbursed/paid through the Arkansas Emergency Telephone Systems (AETS) program for 911 Centers received by the City due to our participation in the statewide digital 911 system. SECTION TWO. The City Council hereby finds that the needed upgrades and improvements to the Call Handling Equipment/Hardware/Software Bundle for the City's 911 Communication System will have a useful life of more than One (1) year and that the principal amount of the accompanying Promissory Note, plus all other obligations heretofore incurred by City under Amendment No. 78 to the Arkansas Constitution ("Amendment No. 78") and ACA § 14-78-101 et. seq., does not exceed Five Percent (5%) of the assessed value of taxable property located within the City as determined by the last tax assessment. SECTION THREE, Under the authority of the Constitution and laws of the State of Arkansas (the "'State"), including, Amendment No. 78, the Mayor and City Clerk are hereby authorized to execute and deliver, by and on behalf of City, a Promissory Note with Security Interest in favor of AT&T in an amount not to exceed Six Hundred Twenty-six Thousand Seven Hundred Forty-three and 20/100 Dollars ($626,743.20) for the purpose of financing the Upgrade/Maintenance Contract of the City's digital 911 Communication System Medium Server Bundle hardware and software and digital recording system as outlined on the attached documents. The Note shall be dated within Sixty (60) days of the date of enactment of this Ordinance and shall be issuable only as a fully registered Note without coupons. The Note shall evidence a multiple advance, closed-end line of credit not to exceed Six Hundred Twenty-six Thousand Seven Hundred Forty-three and 20/100 Dollars ($626,743.20), and the outstanding principal balance of the Note shall bear interest at the fixed factor rate of Zero and 1823/100000 (0.01823). The Note shall mature and be payable in full on or about December 1, 2022, which is no more than Sixty (60) months from the issuance date of the Note (the "Maturity Date"). Payments on the Note shall be as follows: Sixty (60) equal monthly installments of principal and interest at the rate of Ten Thousand Four Hundred Forty-five and 72/100 Dollars ($10,445.72) shall be due and payable on the same day of each successive month thereafter equal to that amount, which will fully and completely amortize the outstanding principal balance of the Note from the date of the interest payment to the Maturity Date of the Note. The Note is due in full upon the Maturity Date and, in no manner, does this Ordinance authorize debt of this purchase to exceed Six Hundred Twenty-six Thousand Seven Hundred Forty-three and 20/100 Dollars ($626,743.20) for the purpose of acquisition, installation, and maintenance of said Capital Improvement. As security for the performance of the obligations of City pursuant to the Amended Note, there is authorized the execution by the Mayor and City Clerk and delivery of a Security Interest Paragraph granting unto and in favor of AT&T (as Secured Party) a lien upon the 911 Digital Communication Equipment Medium Service Bundle Upgrade involved in the Purchase/Maintenance Contract. Lender is authorized to file One (1) or more financing ORDINANCE NO, 1558 (#18-2016) Page Three statements to perfect the lien granted by the Security Agreement. As well, the Mayor and City Clerk are hereby authorized to execute and deliver, by and on behalf of City, any and all other documents or instruments which may be reasonably requested by AT&T to finalize the transactions contemplated by this Ordinance. SECTION FOUR, The Note shall be in such form as shall be approved by the Lender and the Mayor and City Clerk. As provided in Amendment No. 78, the debt service payments on the Note in each fiscal year shall be charged against and paid from General Revenues of City for such fiscal year. For the purpose of making the debt service payments, there is hereby and shall be appropriated to pay the Note an amount of General Revenues of the City sufficient for such purposes in each fiscal year of City. City covenants that for each fiscal year in which the Note is outstanding, General Revenues of City shall exceed the amount of debt service payments due on the Note in that fiscal year. SECTION FIVE. City has its financial statements audited annually by an independent auditor in compliance with the State of Arkansas requirements. While this Note is outstanding, a copy of said Audit Report shall be furnished to AT&T upon request. SECTION SIX. City agrees to prepare and adopt a Budget for each fiscal year in accordance with Arkansas law and to furnish AT&T a copy of the same by January 31St of each year, or within Thirty (30) days of adoption thereof, while the Note is outstanding. Each budget shall make provision for the payment of debt service due on the Note in that fiscal year. SECTION SEVEN, If there be any default in the payment of the principal of or interest on the Amended Note(s) or in the performance of any of the other covenants contained in this Ordinance! Lender may, in addition to any other remedies available to AT&T, by proper suit, compel the performance of the duties of the officials of City under the laws of Arkansas. No remedy conferred upon or reserved to Lender is intended to be exclusive of any other remedy or remedies, and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Ordinance or by law. AT&T may waive any default which shall have been remedied before the entry of final judgment or decree in any suit, action or proceeding instituted under the provisions of this Ordinance or before the completion of the enforcement of any other remedy, but no such waiver shall extend to or affect any other existing or any subsequent default or defaults or impair any rights or remedies of AT&T with respect thereto. No delay or omission of AT&T to exercise any right or power accrued upon any default shall impair any such right of power or shall be construed to be a waiver of any such default or an acquiescence therein; and every power and remedy given by this Ordinance to AT&T may be exercised from time to time and as often as may be deemed expedient. In any proceeding to enforce the provisions of this Ordinance, AT&T shall be entitled to recover from City all costs of such proceeding, including reasonable attorneys' fees. ORDINANCE NO, 1558 (#18-2016) Page Four SECTION EIGHT, The terms of this Ordinance, the Note, and the Security Agreement shall constitute a contract between City and AT&T, Inc., and no variation or change in the undertaking herein set forth shall be made while the Note is outstanding, except as may be agreed in writing as between City and AT&T, Inc. SECTION NINE. City covenants that it shall not take any action or suffer or permit any action to be taken or conditions to exist which causes or may cause the interest payable on the Note to be included in gross income for federal income tax purposes, including, without limitation, any action in violation of the applicable provisions of the Internal Revenue Code of 1986, and the Regulations thereunder. City represents that it has not used or permitted the use of, and covenants that it will not use or permit the use of the Capital Improvements or the proceeds of the Note, in such manner as to cause the Amended Note to be ""private activity bonds" within the meaning of Section 141 of the Code. The Amended Note is hereby designated as a "qualified tax-exempt obligation" within the meaning of Section 265(b)(3)(B) of the Code. City covenants that it will submit to the Secretary of the Treasury of the United States, not later than the Fifteenth (15th) day of the Second (2nd) calendar month after the close of the calendar quarter in which the Amended Note is issued, a statement as required by Section 149(e) of the Code. SECTION TEN, City does not reasonably anticipate that more than Ten Million Dollars ($10,000,000.00) of "qualified tax-exempt obligations," as that term is defined in Section 265(b)(3)(D) of the Internal Revenue Code of 1986 ("the Code"), will be issued by it and any subordinate, superior, or affiliated entities during the calendar year in which the Agreement is executed. City further hereby designates the obligation evidenced by the Agreement as comprising a portion of the Ten Million Dollars ($10,000,00.00) in aggregate issues to be designated as 'qualified tax exempt obligations" eligible for the exemption contained in Section 265(b)(3)(D) of the Code. SECTION ELEVEN, The provisions of this Ordinance are hereby declared to be separable and if any provision shall for any reason be held illegal or invalid, such holding shall not affect the validity of the remainder of this Ordinance. SECTION TWELVE, All Ordinances and Resolutions or parts thereof in conflict herewith are hereby repealed to the extent of such conflict. SECTION THIRTEEN, This Ordinance, because of the immediate need to continue construction of the Capital Improvements addressed herein for public safety and financial savings, requires that an emergency is hereby declared. As a result, this Ordinance shall take effect immediately upon passage and publication, as provided by and subject to the requirements of applicable law. ORDINANCE NO, 1558 (#18-2016) Page Five APPROVED AND ADOPTED THIS 6T" DA Y OF OCTOBER, 2016. CITY OF- CKSONVILLE, ARKANSAS WIM , • A TTEST'