HomeMy WebLinkAboutRES-1997-062 Resolution Providing Final Approval of Terms and Documents Related to Financing for Skills Development Center Improvements M 2
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Resolution Providing Final Approval of Terms and Documeuts ,
Related to Financing for Skills Development Center Improvements
WHEREAS:
The Board of Commissioners (the "Board") of Orange County, North Carolina (the
"County"), has previously approved and determined to undertake a plan for renovations (the
"Project") to the County's"Skills Development Center."
There has been presented to this meeting a draft dated November 24, 1997, of a
Modification Agreement (the "Agreement") to be dated as of December 1, 1997, from the
County to a deed of trust trustee for the benefit of NationsBank, N.A. ("NationsBank"),
providing for NationsBank to finance the County's undertaking of the Project, a copy of which
draft shall be filed with the County's permanent records.
Such document appears to be in a form appropriate for the contemplated purpose and for
the Board's approval.
BE IT THEREFORE RESOLVED by the Board of Commissioners of Orange
County,North Carolina, as follows:
1. The County hereby determines to finance the Project through NationsBank in
accordance with the plan of financing described in the Agreement.
2. The Chair and Vice Chair of the County's Board of Commissioners, or either of
them, are hereby authorized and directed to execute the Agreement and deliver the same to the
appropriate counterparties, and the Clerk to this Board (or any assistant clerk) is hereby
authorized and directed to affix the County's seal to the Agreement and to attest the same. The
Agreement shall be in substantially the form submitted to this meeting, which is hereby
approved, with such changes as may be approved by the Chair or Vice Chair, such officer's
execution to constitute conclusive evidence of such officer's approval of any such changes. The
Agreement in final form, however, must provide for the amount advanced to the County not to
exceed $780,000, for a nominal annual interest rate (in the absence of default or change in tax
status) not to exceed 5.03%, and for a term not to exceed eleven years from closing.
3. The County's payment of Exempt Payments, as defined in the Agreement, shall be
subject to annual appropriation of funds by the Board of Commissioners. The County shall not
be obligated to make any payments under the Agreement beyond those for which funds have
been appropriated in the County's sole discretion during the County's then-current fiscal year.
The Agreement shall not constitute a pledge of the County's full faith and credit. Neither the
County's full faith and credit nor its taxing power is pledged directly, indirectly or contingently
to secure any moneys due under the Agreement.
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4. The County Manager and Finance Officer are hereby authorized and directed,
together or separately, to hold executed copies of the Agreement, and any other documents
authorized or permitted by this resolution, in escrow on the County's behalf until the conditions
for the delivery of the Agreement have been completed to such officer's satisfaction, and
thereupon to release the executed copies of such documents for delivery to the appropriate
persons or organizations. Without limiting the generality of the foregoing, this authorization and
direction is hereby specifically extended to authorize such officers to approve changes to any
documents (including the Agreement) or closing certifications previously signed by County
officers or employees, provided that such changes shall not substantially alter the intent of such
certificates from that expressed in the forms of such certificates as executed by such officers.
Such officer's authorization of the release of any such document for delivery shall constitute
conclusive evidence of such officer's approval of any such changes.
5. The County's officers are hereby authorized and directed to deliver all certificates
and instruments and to take all such fiu-ther action as they may consider necessary or desirable in
connection with the execution and delivery of the Agreement and the consummation of the
transactions contemplated thereby.
6. Resolutions as to tax matters —
(a) The County's officers are hereby authorized and directed to deliver a
certificate setting forth the expected use and investment of the proceeds to be derived from the
execution and delivery of the Agreement (the "Proceeds"), and to make any elections such
officers deem desirable regarding any provision requiring rebate of earnings to the United States,
for purposes of complying with the provisions of the Internal Revenue Code of 1986, as the same
may be amended through the closing date, including applicable Treasury regulations (the
"Code"), applicable to "arbitrage bonds."
(b) The County shall not take or omit to take any action the taking or omission
of which will cause its obligations to pay Exempt Payments (the "Obligations") to be "arbitrage
bonds," within the meaning of Code Section 148, or otherwise cause interest components of
Exempt Payments to be includable in the gross income for federal income tax purposes of the
registered owners of the Obligations. Without limiting the generality of the foregoing, the
County shall comply with any provision of the Code that may require the County to pay to the
United States any part of the earnings derived from the investment of the Proceeds. The County
shall pay any such required rebate from its general funds.
(c) The County covenants that it shall not permit the Proceeds to be used in
any manner that would result in (i) 5% or more of the debt service on the Obligations being
directly or indirectly (A) secured by an interest in property, or (B) derived from payments in
respect of property or borrowed money,being in either case used in a trade or business carried on
by any person other than a governmental unit, as provided in Code Section 141(b), (ii) 5% or
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4. The County Manager and Finance Officer are hereby authorized and directed,
together or separately, to hold executed copies of the Agreement, and any other documents
authorized or permitted by this resolution, in escrow on the County's behalf until the conditions
for the delivery of the Agreement have been completed to such officer's satisfaction, and
thereupon to release the executed copies of such documents for delivery to the appropriate
persons or organizations. Without limiting the generality of the foregoing, this authorization and
direction is hereby specifically extended to authorize such officers to approve changes to any
documents (including the Agreement) or closing certifications previously signed by County
officers or employees, provided that such changes shall not substantially alter the intent of such
certificates from that expressed in the forms of such certificates as executed by such officers.
Such officer's authorization of the release of any such document for delivery shall constitute
conclusive evidence of such officer's approval of any such changes.
5. The County's officers are hereby authorized and directed to deliver all certificates
and instruments and to take all such further action as they may consider necessary or desirable in
connection with the execution and delivery of the Agreement and the consummation of the
transactions contemplated thereby.
6. Resolutions as to tax matters--
(a) The County's officers are hereby authorized and directed to deliver a
certificate setting forth the expected use and investment of the proceeds to be derived from the
execution and delivery of the Agreement (the "Proceeds"), and to make any elections such
officers deem desirable regarding any provision requiring rebate of earnings to the United States,
for purposes of complying with the provisions of the Internal Revenue Code of 1986, as the same
may be amended through the closing date, including applicable Treasury regulations (the
"Code"), applicable to "arbitrage bonds."
(b) The County shall not take or omit to take any action the taking or omission
of which will cause its obligations to pay Exempt Payments (the "Obligations") to be "arbitrage
bonds," within the meaning of Code Section 148, or otherwise cause interest components of
Exempt Payments to be includable in the gross income for federal income tax purposes of the
registered owners of the Obligations. Without limiting the generality of the foregoing, the
County shall comply with any provision of the Code that may require the County to pay to the
United States any part of the earnings derived from the investment of the Proceeds. The County
shall pay any such required rebate from its general funds.
(c) The County covenants that it shall not permit the Proceeds to be used in
any manner that would result in (i) 5% or more of the debt service on the Obligations being
directly or indirectly (A) secured by an interest in property, or (B) derived from payments in
respect of property or borrowed money, being in either case used in a trade or business carried on
by any person other than a governmental unit, as provided in Code Section 141(b), (ii) 5% or
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more of such Proceeds being used with respect to any "output facility" (other than a facility for
the furnishing of water), within the meaning of Code Section 141(b)(4), or (iii) S% or more of
such Proceeds being used directly or indirectly to make or finance loans to any persons other
than a governmental unit, as provided in Code Section 141(c); provided, however, that if the
County receives an opinion of bond counsel acceptable to NationsBank that compliance with any
such covenant is not required to prevent the interest components of Exempt Payments from being
includable in the gross income for federal income tax purposes of the registered owners of the
Obligations under existing law, the County need not comply with such covenant.
(d) The County hereby designates the Obligations as "qualified tax-exempt
obligations" for the purpose of Code Section 265(b)(3). The County represents and covenants as
follows:
W The County will in no event designate more than $10,000,000 of
obligations as qualified tax-exempt obligations in 1997, including the Obligations, for the
purpose of such Section 265(b)(3);
(ii) Barring circumstances unforeseen as of the date of delivery of the
Agreement, the County will not issue tax-exempt obligations itself or approve the
issuance of tax-exempt obligations of any "subordinate entities," within the meaning of
Code Section 265(b)(3), and all entities which issue tax-exempt obligations on behalf of
the County and its subordinate entities, if the issuance of such tax-exempt obligations
would, when aggregated with all other tax-exempt obligations theretofore issued in 1997
by the County and such other entities, result in the County and such other entities having
issued a total of more than $10,000,000 of tax-exempt obligations in 1997 (not including
"private activity bonds," within the meaning of Code Section 141, other than "qualified
501(c)(3) bonds," within the meaning of Code Section 145), including the Obligations;
and,
(iii) The County has no reason to believe that the County and such other
entities will issue tax-exempt obligations in 1997 in an aggregate amount that will exceed
such$10,000,000 limit;
provided, however, that if the County receives an opinion of bond counsel acceptable to
NationsBank that compliance with any covenant set forth in (i) or (ii) above is not required for
the Obligations to be qualified tax-exempt obligations, the County need not comply with such
covenant.
7. Miscellaneous provisions— All other actions of County officers in furtherance of
the purposes of this resolution are hereby ratified, approved and confirmed. All other
resolutions, or parts thereof, in conflict with this resolution are hereby repealed, to the extent of
the conflict. This resolution shall take effect immediately.
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NationsBank. V.A. Tel 919 918-4240 5
Commercial Banking Group Fax 919 967-3881
F. 0. Box 570
Chapel Hill,INC 27514-0570
NationsBank
November 20, 1997
Mr. Ken Chavious
Finance Officer
Orange County Finance Office
P.O. Box 8181
Hillsborough, N.C. 27278
Dear Mr. Chavious:
NationsBank, NA (the "Bank") is pleased to provide this financing
commitment to Orange County (the "Borrower"). The terms and conditions
are as follows:
BORROWER: Orange County, N.C..
PURPOSE: To provide financing for the renovation of the
property located at 501 & 503 West Franklin St.,
Chapel Hill, N.C.
AMOUNT: $780,000.00.
INTEREST RATE: 5.03% Fixed.
FUNDING: Full funding of the credit facility at closing. Closing
to occur no later than December 19, 1997.
TERMS: Equal payments of principal and interest shall be
due semi-annually beginning on July 1, 1998. See
attached amortization schedule for payment
amounts.
MATURITY: January 1, 2008
FEE: The Bank's standard fee of 1% will be waived.
Member FDIC
NationsBank. NT.A. Tel 919 918-4240 5
Commercial Banking Group Fax 919 967-3881
F. O. Box 570
Chapel Hill,NC 27514-0570
NationsBank
November 20, 1997
Mr. Ken Chavious
Finance Officer
Orange County Finance Office
P.O. Box 8181
Hillsborough, N.C. 27278
Dear Mr. Chavious:
NationsBank, NA (the "Bank") is pleased to provide this financing
commitment to Orange County (the "Borrower"). The terms and conditions
are as follows:
BORROWER: Orange County, N.C..
PURPOSE: To provide financing for the renovation of the
property located at 501 & 503 West Franklin St.,
Chapel Hill, N.C.
AMOUNT: $780,000.00.
INTEREST RATE: 5.03% Fixed.
FUNDING: Full funding of the credit facility at closing. Closing
to occur no later than December 19, 1997.
TERMS: Equal payments of principal and interest shall be
due semi-annually beginning on July 1, 1998. See
attached amortization schedule for payment
amounts.
MATURITY: January 1, 2008
FEE: The Bank's standard fee of 1% will be waived.
Member FDIC
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INSURANCE: Borrower will obtain and maintain such insurance
as the Bank may reasonably require and also
exhibit or deliver such policy to the Bank and
provide appropriate loss payable clauses in the
insurance policy in favor of the Bank.
SECURITY: A second security interest in the land and building
and improvements located at 501 & 503 West
Franklin St., Chapel Hill, N.C. and as described in
the Orange County Installment Financing Proposal
dated June 14, 1996.
CONDITIONS TO
FIRST ADVANCE: Prior to advancing proceeds for this loan, the
following precedent conditions shall have occurred:
The Bank shall have received, duly executed, all
promissory notes, loan agreements, deeds of trust,
security agreements, financing statements,
borrowing authorization documents and
resolutions, and other documents necessary or
advisable in connection with the loan, all of which
shall be in form and substance satisfactory to
Orange County, and to the Bank and its counsel. A
complete legal description of the collateral will be
sent to the Bank, if this commitment is accepted. It
should also be noted that the Bank will not require
a new survey, appraisal, or environmental report.
Borrower shall provide to the Bank such opinions
of legal counsel satisfactory to the Bank as the
Bank may request, including but not limited to an
opinion of legal counsel to the Borrower that the
transaction is authorized under Section 160A-20 of
the North Carolina General Statutes, that interest
on the Note is excludable from the gross income of
the Bank under state and federal law, and that the
Note meets the requirements of a "qualified tax-
exempt obligation" under Section 265(b)(3) of the
Internal Revenue Code of 1986, as amended.
Borrower shall provide to the Bank a copy of the
estimates for the renovation of the subject property.
OTHER CONDITIONS: The loan documents shall include a non-
appropriation clause, and a "no deficiency
judgment" provision.
This financing commitment is made under
provisions of North Carolina General Statute 160A-
20, and is subject to approval by the Local
Government Commission.
This financing commitment is contingent upon the
Town of Carrboro's qualification as a small issuer
pursuant to IRS Section 265 (b)(3). If the Town of
Carrboro should issue more than $10,000,000.00 in
tax-exempt obligations during the calendat year
1998, the Bank will adjust its interest rate on this
credit facility to the extent necessary to produce the
same yield to the Bank using the 100% TEFRA
Disallowance Rate as required if The Town of
Carrboro is classified as a "large issuer".
Should Standard & Poors or Moody's downgrade
any of Orange County's debt by two grades or more
from its current rating, NationsBank will have the
right to adjust its interest rate on this credit
facility. Further, if any recognized rating agency
downgrades any of Orange County's long term debt
to below an investment grade rating, then it will be
an event of default.
The Bank will engage its'counsel to prepare loan
documents, including all documents required to
perfect the Bank's real estate lien. All the Bank's
legal expenses associated with closing this facility
will be paid by the Borrower.
The facility will close by December 19, 1997.
The interest rate indicated herein, if accepted in
writing by the deadline, will be guaranteed until
December 19, 1997.
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OTHER CONDITIONS: The loan documents shall include a non-
appropriation clause, and a "no deficiency
judgment" provision.
This financing commitment is made under
provisions of North Carolina General Statute 160A-
20, and is subject to approval by the Local
Government Commission.
This financing commitment is contingent upon the
Town of Carrboro's qualification as a small issuer
pursuant to IRS Section 265 (b)(3). If the Town of
Carrboro should issue more than $10,000,000.00 in
tax-exempt obligations during the calendaf year
1998, the Bank will adjust its interest rate on this
credit facility to the extent necessary to produce the
same yield to the Bank using the 100% TEFRA
Disallowance Rate as required if The Town of
Carrboro is classified as a "large issuer".
Should Standard & Poors or Moody's downgrade
any of Orange County's debt by two grades or more
from its current rating, NationsBank will have the
right to adjust its interest rate on this credit
- facility. Further, if any recognized rating agency
downgrades any of Orange County's long term debt
to below an investment grade rating, then it will be
an event of default.
The Bank will engage its counsel to prepare loan
documents, including all documents required to
perfect the Bank's real estate lien. All the Bank's
legal expenses associated with closing this facility
will be paid by the Borrower.
The facility will close by December 19, 1997.
The interest rate indicated herein, if accepted in
writing by the deadline, will be guaranteed until
December 19, 1997.
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If the above financing offer is acceptable to you, please acknowledge by
having the appropriately authorized representative(s) of Orange County
execute the original copy of this letter and return it to the undersigned. This
commitment will expire on December 19, 1997, if not accepted and returned
to the Bank before then.
We appreciate the opportunity to work with the Orange County on this
project and hope you find our financing offer acceptable. If you have any
questions, please contact me at 918-4238.
Sincerely,
NationsBank, NA
Henr . Essey CJ%
Seni Vice President
The above financing commitment to Orange County, North Carolina is
hereby accepted:
Orange County
By: Date:
Title:
9
11120/1997 Page 1
Orange County
Compound Period ........ : Exact Days
Nominal Annual Rate .... : 5.030 % ArMocrrorrsc +tDci� [xsp��u = =!='
Effective Annual Rate ... : Undefined .M
Periodic Rate ..................: 0.0138 % +rr�o!cenrin a ^_-erJ Bala rd
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Daily Rate .........................: 0.01378 %
CASH FLOW DATA io_nC'ne,i- .�.:
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Event Start Date Amount Number Period End Date
1 Loan 12119/1997 780,000.00 1
2 Payment 07/01/1998 50,195.55 19 Semiannual 07101/2007
3 Payment 01/0112008 50,195.64 1
AMORTIZATION SCHEDULE - Normal Amortization
Date Payment Interest Principal Balance
Loan 12/19/1997 780,000.00
1997 Totals 0.00 0.00 0.00
1 07/01/1998 50,195,55 20,853.14 29,342.41 750,657,59
1998 Totals 50,195.55 20,853.14 29,342.41
2 01101/1999 50,195.55 19,034.21 31,161.34 719,496.25
3 07/01 11999 50,195.55 17,946.60 32,248.95 687,247.30
1999 Totals 100,391.10 36,980.81 63,410.29
4 01/01/2000 50,195.55 17,426.33 32,769.22 654,478,08
5 07/01/2000 50,195.55 16,415.03 33,780.52 620,697.56
2000 Totals 100,391.10 33,841.36 66,549.74
6 01/01/2001 50,195.55 15,738.85 34,456.70 586,240.86
7 07/01/2001 50,195.55 14,622.77 35,572.78 550,668.08
2001 Totals 100,391.10 30,361.62 70,029.48
8 01/01/2002 50,195.55 13,963.13 36,232.42 514,435.66
9 07/01/2002 50,195.55 12,831.72 37,363.83 477,071.83
2002 Totals 100,391.10 26,794.85 73,596.25
10 01/01/2003 50,195.55 12,096.97 38,098.58 438,973.25
11 07/01/2003 50,195.55 10,949.44 39,246.11 399,727.14
2003 Totals 100,391.10 23,046.41 77,344.69
12 01/01/2004 50,195.55 10,135.77 40,059.78 359,657,36
13 07/01/2004 50,195.55 9,020.85 41,174.70 318,492.66
2004 Totals 100,391.10 19,156.62 81,234.48 '
14 01/0112005 50,195.55 8,075.93 42,119.62 276,373.04
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11/20/1997 Page 2
Orange County r
_ Date Payment Interest Principal Balance
15 07/01/2005 50,195.55 6,893.65 43,301.90 233,071.14
2005 Totals 100,391.10 14,969.58 85,421.52
16 01/01/2006 50,195.55 5,909.92 44,285.63 188,785.51
17 07/01/2006 50,195.55 4,708.93 45,486.62 143,298.89
2006 Totals 100,391.10 10,618.85 89,772.25
18 01101/2007 50,195.55 3,633.59 46,561.96 96,736.93
19 07/01/2007 50,195.55 2,412.94 47,782.51 48,954.32
2007 Totals 100,391.10 6,046.53 94,344.57
20 01101/2008 50,195.64 1,241.32 48,954.32 0.00
2008 Totals 50,195.64 1,241.32 48,954.32
Grand Totals 1,003,911.09 223,911.09 780,000.00
AM.OSTIZATION SCHcDU--G DtSCIA12N
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*« TOTAL PAGE.03 **
9
11120/1997 Page 1
Orange County
Compound Period ........ . Exact Days
Nominal Annual Rate .... : 5.030 /o §CMtbiJC9R 4ii ER��-
Effective Annual Rate ... : Undefined „°<,�•�,, F _
Periodic Rate ..................: 0.0138 % �N be .... °'fc rr cerldn esv_^w --req datk wd
r.
ac::ro S o
Daily Rate ......................... 0.01378 %
CASH FLOW DATA
p:c;:c,=or d=ages
Y"f re-.a:c9 C71„_�r.
Event -- Start Date Amount Number Period End Date
1 Loan 12119/1997 780,000.00 1
2 Payment 07/01/1998 50,195.55 19 Semiannual 07/01/2007
3 Payment 01/01/2008 50,195.64 1
AMORTIZATION SCHEDULE - Normal Amortization
Date Payment Interest Principal Balance
Loan 12/19/1997 780,000.00
1997 Totals 0.00 0.00 0.00
1 07/01/1998 50,196,55 20,853.14 29,342.41 750,657.59
1998 Totals 50,195.55 20,853.14 29,342.41
2 01/01/1999 50,195.55 19,034.21 31,161.34 719,496.25
3 07/01/1999 50,195.55 17,946.60 32,248.95 687,247.30
1999 Totals 100,391.10 36,980.81 63,410.29
4 01/01/2000 50,195.55 17,426.33 32,769.22 654,478.08
5 07/0112000 50,195.55 16,415.03 33,780.52 620,697.56
2000 Totals 100,391.10 33,841.36 66,549.74
6 01101/2001 50,195.55 15,738.85 34,456.70 586,240.86
7 07/01/2001 50,195.55 14,622.77 35,572.78 550,668.08
2001 Totals 100,391.10 30,361.62 70,029.48
8 01/01/2002 50,195.55 13,963.13 36,232.42 514,435.66
9 07/01 12002 50,195.55 12,831.72 37,363.83 477,071.83
2002 Totals 100,391.10 26,794.85 73,596.25
10 01/01/2003 50,195.55 12,096.97 38,098.58 438,973.25
11 07/01/2003 50,195.55 10,949.44 39,246.11 399,727.14
2003 Totals 100,391.10 23,046.41 77,344.69
12 01/01/2004 50,195.55 10,135.77 40,059.78 359,667.36
13 07/01/2004 50,195.55 9,020.85 41,174.70 318,492.66
2004 Totals 100,391.10 19,156.62 81,234.48
14 01/01/2005 50,195.55 8,075.93 42,119.62 276,373.04
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RMJ Draft of November 24, 1997
Prepared By and Return After
Recording To:
Robert M.Jessup,Jr.
Post Office Box 3163
Chapel Hill,NC 27515
This instrument has been preaudited in the
manner required by The Local Government
Budget and Fiscal Control Act.
Kenneth T. Chavious
Finance Officer
Orange County, North Carolina
MODIFICATION AGREEMENT
STATE OF NORTH CAROLINA ) COLLATERAL IS OR INCLUDES FIXTURES
ORANGE COUNTY )
THIS MODIFICATION AGREEMENT (this ":Modification Agreement") is dated as
of December 1, 1997, and is granted by ORANGE COUNTY, NORTH CAROLINA, a
political subdivision and a body politic of the State of North Carolina (the "Grantor"), to
Stephen D. Poe, a resident of Forsyth County, North Carolina, as trustee (the "Deed of Trust
Trustee"), for the benefit of NATIONSBANK, N.A., a national banking association organized
and existing under the laws of the United States,having an office in Chapel Hill,North Carolina
(the`Beneficiary').
This Modification Agreement, among other things, modifies and amends (1) an
Installment Purchase Contract dated as of July 23, 1996 (the "Contract"), between the
Grantor and the Beneficiary, and (2) a Deed of Trust and Security Agreement dated as of
July 23, 1996(the"Deed of Trust;"together with the Contract,the"Original Documents"),
from the Grantor to the Trustee for the benefit of the Beneficiary,which Deed of Trust has
been recorded on July 23, 1996, at Book 1491, Page 508, Orange County Registry. The
North Carolina Local Government Commission joins in the execution of this instrument for the
purpose of evidencing its approval of the modifications effected by this instrument.
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The parties desire to modify the Original Documents. Pursuant to the Original
Documents, the Beneficiary provided financing to the Grantor for the acquisition and
improvement of the Project, as defined in the Original Documents. The purpose of the
modification is to provide additional financing to the Grantor for the improvement of the Project.
This Modification Agreement provides for an additional advance to the Grantor of
8780,000 (the"1997 Advance"), and is therefore given to secure a current advance of$780,000.
The current scheduled date for final repayment of the 1997 Advance is on or about January 1,
2008. The total amount, including present and future obligations, that may be secured by the
Original Documents, as modified by this Modification Agreement, shall be$1,980,000.
The security interest evidenced hereby is a "construction mortgage" within the meaning
of N.C. Gen. Stat. § 25-9-313.
Now, therefore, for and in consideration of the premises, the Grantor covenants and
agrees with the Deed of Trust Trustee and Beneficiary (and their respective heirs,
successors and assigns), as follows:
1. Pursuant to this Modification Agreement, the Beneficiary shall advance $780,000
to the Grantor by making deposits to the credit of such accounts as Grantor shall direct.
2. The Grantor shall repay the 1997 Advance, together with interest thereon at the
rate of 5.03% per year, by making additional Exempt Payments, within the meaning of the
Contract, to the Beneficiary on each January 1 and July 1, beginning July 1, 1998, on the dates
and in the amounts set forth on Exhibit A. Such payments reflect the amortization of principal
and include an interest component. All payments shall be applied first to interest accrued and
unpaid to the payment date and then to principal. If not sooner paid, all remaining principal and
interest shall be due and payable by the Grantor on January 1, 2008.
3. The County may prepay principal components of the Exempt Payments related
to the 1997 Advance in whole or in part at any time at the Grantor's option, at a prepayment
price equal to the principal amount to be prepaid plus interest accrued to the prepayment date,
without premium. Any prepayment shall be applied first to any accrued and unpaid interest
and then to installments of principal in inverse order of maturity. No such prepayment shall in
any way affect the Grantor's obligation to pay when due the remaining scheduled installments
of principal and interest. Upon any such prepayment, the Grantor shall continue to make
payments at the times and in the total amounts shown on Exhibit A, with the effect of the
prepayment to be to increase the amount of each payment allocated to principal.
4. Except as modified by this Modification Agreement, the terms and provisions of
the Original Documents are in all respects ratified and confirmed. The terms and provisions of
the Original Documents are incorporated in this Modification Agreement by this reference, and
shall bind the Grantor with respect to the 1997 Advance to the extent applicable. The County's
2
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RMJ Draft of November 24, 1997
Prepared By and Return After
Recording To:
Robert M.Jessup,Jr.
Post Office Box 3163
Chapel Hill,NC 27515
This instrument has been preaudited in the
manner required by The Local Government
Budget and Fiscal Control Act.
Kenneth T. Chavious
Finance Officer
Orange County, North Carolina
MODIFICATION AGRFEMENT
STATE OF NORTH CAROLINA ) COLLATERAL IS OR INCLUDES FIXTURES
ORANGE COUNTY )
THIS MODIFICATION AGREEMENT (this ":Modification Agreement") is dated as
of December 1, 1997, and is granted by ORANGE COUNTY, NORTH CAROLINA, a
political subdivision and a body politic of the State of North Carolina (the "Grantor"), to
Stephen D. Poe, a resident of Forsyth County, North Carolina, as trustee (the "Deed of Trust
Trustee"), for the benefit of NATIONSBANK, N.A., a national banking association organized
and existing under the laws of the United States, having an office in Chapel Hill,North Carolina
(the`Beneficiary'.
This Modification Agreement, among other things, modifies and amends (1) an
Installment Purchase Contract dated as of July 23, 1996 (the "Contract"), between the
Grantor and the Beneficiary, and (2) a Deed of Trust and Security Agreement dated as of
July 23, 1996(the"Deed of Trust;"together with the Contract, the"Original Documents"),
from the Grantor to the Trustee for the benefit of the Beneficiary, which Deed of Trust has
been recorded on July 23, 1996, at Book 1491, Page 508, Orange County Registry. The
North Carolina Local Government Commission joins in the execution of this instrument for the
purpose of evidencing its approval of the modifications effected by this instrument.
1
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obligations with respect to the 1997 Advance shall be secured by the provisions of the Contract
and the Deed of Trust, including a security interest in that portion of the real property subject to
the Deed of Trust which is described in Exhibit B.
5. Notwithstanding any other provision of this Modification Agreement or the
Original Documents, the Grantor, the Deed of Trust Trustee and Beneficiary intend that this
transaction comply with North Carolina General Statutes Section 160A-20. No deficiency
judgment may be entered against the Grantor in violation of such Section 160A-20, including,
without limitation, any deficiency judgment for amounts that may be owed under this agreement
or the Original Documents when the sale of all of the Property,as defined in the Deed of Trust, is
insufficient to produce enough money to pay in full all Installment Payments, as defined in the
Contract, and other amounts payable under the Original Documents..
6. Beneficiary shall attach a copy of this Modification Agreement to the original
copy of the Contract. Grantor shall cause a fully-executed original copy of this Modification
Agreement to be recorded in the real estate records in the office of the Register of Deeds of
Orange County,North Carolina.
7. This document may be executed in counterparts, including separate counterparts,
all of which shall constitute but a single agreement.
[The remainder of this page has been left blank intentionally.]
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IN WITNESS WHEREOF, the Grantor has caused this instrument to be executed as of
the day and year first above written by duly authorized officers.
ATTEST: (SEAL) ORANGE COUNTY,NORTH CAROLINA
Beverly A. Blythe William L. Crowther
Clerk, Board of Commissioners Chair,Board of Commissioners
NATIONSBANK,N.A.,
By:
Senior Vice President
Stephen D. Poe, as trustee
Stephen D. Poe
This contract has been approved under the provisions of Article 8,
Chapter 159 of the General Statutes of North Carolina.
Robert M. High
Secretary, North Carolina
Local Government Commission
By
[Robert M. High or
Designated Assistant]
[Modification Agreement dated as of December 1, 1997]
Exhibit A -Payment Schedule
Exhibit B—Real Property Description
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obligations with respect to the 1997 Advance shall be secured by the provisions of the Contract
and the Deed of Trust, including a security interest in that portion of the real property subject to
the Decd of Trust which is described in Exhibit B.
5. Notwithstanding any other provision of this Modification Agreement or the
Original Documents, the Grantor, the Deed of Trust Trustee and Beneficiary intend that this
transaction comply with North Carolina General Statutes Section 160A-20. No deficiency
judgment may be entered against the Grantor in violation of such Section 160A-20, including,
without limitation, any deficiency judgment for amounts that may be owed under this agreement
or the Original Documents when the sale of all of the Property, as defined in the Deed of Trust, is
insufficient to produce enough money to pay in full all Installment Payments, as defined in the
Contract, and other amounts payable under the Original Documents..
6. Beneficiary shall attach a copy of this Modification Agreement to the original
copy of the Contract. Grantor shall cause a fully-executed original copy of this Modification
Agreement to be recorded in the real estate records in the office of the Register of Deeds of
Orange County,North Carolina.
7. This document may be executed in counterparts, including separate counterparts,
all of which shall constitute but a single agreement.
[The remainder of this page has been left blank intentionally.]
3
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STATE OF NORTH CAROLINA
ORANGE COUNTY
I, a Notary Public of such County and State, certify that William L. Crowther and
Beverly A. Blythe personally came before me this day and acknowledged that they are the Chair
and Clerk, respectively, of the Board of Commissioners of Orange County, North Carolina, and
that by authority duly given and as the act of Orange County, North Carolina, the foregoing
instrument was signed in the County's name by such Chair, sealed with its corporate seal and
attested by such Clerk.
WITNESS my hand and official stamp or seal,this day of December, 1997.
Notary Public
My commission expires:
5
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EXHIBIT A
PAYMENT S�'HEDIIi F WIZ n nv.�T.,,,
EXHIBIT B
-PROP RTY DE CIRT tjLQNi(1997
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STATE OF NORTH CAROLINA
ORANGE COUNTY
I, a Notary Public of such County and State, certify that William L. Crowther and
Beverly A. Blythe personally came before me this day and acknowledged that they are the Chair
and Clerk, respectively, of the Board of Commissioners of Orange County, North Carolina, and
that by authority duly given and as the act of Orange County, North Carolina, the foregoing
instrument was signed in the County's name by such Chair, sealed with its corporate seal and
attested by such Clerk.
WITNESS my hand and official stamp or seal,this day of December, 1997.
Notary Public
My commission expires:
5
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11120/1997 Page 1
Orange County
Compound Period ........ : Exact Days
Nominal Annual Rate .... : 5.030 °la r� A�►a7AYtrc�cuscsi�,;uiasp� ��--- ,?
Effective Annual Rate ... : Undefined -�
Periodic Rate ..................: 0.0138 % xU. a.I.q a:m
c:r�Daily Rate ........................ 0.01378 ! c
_
CASH FLOW DATA lo.:t n: : _ --:..'a ^rcct_cx c na Kic
.. �^S::'.: '.:/" •= . '::':.; p:w�c:ast^,cr ameges
Event Start Date Amount Number Period End Date
1 Loan 12/19/1997 780,000.00 1
2 Payment 07/01/1998 50,195.55 19 Semiannual 07/01/2007
3 Payment 01/01/2008 50,195.64 1
AMORTIZATION SCHEDULE - Normal Amortization
Date Payment Interest Principal Balance
Loan 12/19/1997 780,000.00
1997 Totals 0.00 0.00 0.00
1 07/01/1998 50,195,55 20,653.14 29,342.41 750,657.59
1998 Totals 50,195.55 20,853.14 29,342.41
2 01/01/1999 50,195.55 19,034.21 31,161.34 719.496.25
3 07/01/1999 50,195.55 17,946.60 32,248.95 687,247.30
1999 Totals 100,391.10 36,980.61 63,410.29
4 01/01/2000 50,195.55 17,426.33 32.769.22 654,478.08
5 07/01/2000 50,195.55 16,415.03 33,780.52 620,697.56
2000 Totals 100,391.10 33,841.36 66,549.74
6 01/01/2001 50,195.55 15,738.85 34,456 70 586,240.86
7 07/01/2001 50,195.55 14,622.77 35,572.78 550,668.08
2001 Totals 100,391.10 30,361.62 70,029.48
8 01/01/2002 50,195.55 13,963.13 36,232.42 514,435.66
9 07/01/2002 50,195.55 12,831.72 37,363.83 477,071.83
2002 Totals 100,391.10 26,794.85 73,596.25 r
10 01101/2003 50,195.55 12.096.97 38,098.58 438,973.25 ;
11 07/01/2003 50,195.55 10,949.44 39,246.11 399,727.14
2003 Totals 100,391.10 23,046.41 77,344.69 'I
12 01101/2004 50,195.55 10,135.77 40,059.78 359,667.36 '
13 07101/2004 50,195.55 9,020.85 41,174.70 318,492.66
2004 Totals 100,391.10 19,156.62 81,234.48 `
14 01/01/2005 50,195,55 8,075.93 42,119.52 275,373.04
-i
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11/20/1997 Page 2
Orange County
Date Payment Interest Principal Balance
15 07/01/2005 50,195.55 6,893.65 43,301.90 233,071.14
2005 Totals iQ0,391.10 14,969.58 85,421.52
16 0110112006 54,195.55 5,909.92 44,285.63 188,785.51
17 07/01/2006 50,195.55 4,708.93 45.486.82 143,298.89
2006 Totals 100,391.10 10,618.85 89,772.25
18 01;01/2007 50,195.55 3,633.59 46,561.96 96,736.93
19 07101/2007 50,195.55 2,412.94 47,782.61 48,954.32
2007 Totals 100,391.10 6,046.53 94,344.57
20 01/01/2008 50,195.64 1,241.32 48,954.32 0.00
2008 Totals 50,195.64 1,241.32 48,954.32
Grand Totals 1,003,911.09 223,911.09 780,000.00
a,V.04TlZP,TioN SCr+cCU c�;SC'+�•'rcA
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11/20/1997 Page 1
Orange County
• Compound Period ........ : Exact Days
Nominal Annual Rate .... : 5.030 % 14tr^crtsCs!ECtnaBCUnk
Effective Annual Rate ... : Undefined me e"OMM
Periodic Rate ..................: 0.0138 % �a,s�:It+e r`,c r. o�ac?`cr +ems--wd--t-d +a.w
�l"PJ G:P::"+. t:e:y%' C •. " ' t°
Daily Rate ........................: 0.01378 % �.� _.; _
CASH FLOW DATA I _�"n; --s_: ; ,.. :..._ __:. �n:GcS'C.l C' tic
f'.:w;JiQ;;C;d y�:i'ld:t.•C°cl '^:�v, .._� .. ,•._ �_...�'cn_•c..:p:c;ac:�ru cr C�m;,ges
Event Start Date Amount Number Period End Date
1 Loan 12/1911997 780,000.00 1
2 Payment 0710111998 50,195"55 19 Semiannual 07/01/2007
3 Payment 01/01/2008 50,195.64 1
AMORTIZATION SCHEDULE - Normal Amortization
Date Payment Interest Principal Balance
Loan 12119/1997 780,000.00
1997 Totals 0.00 0.00 0.00
1 07/0111998 50,19555 20,853:14 29,342.41 750,657.59
1998 Totals 50,195.55 20,853.14 29,342.41
2 01/01/1999 50,195.55 19,034.21 31,161.34 719,496"25
3 07/01/1999 50,195.55 17,946.60 32,248.95 687,247.30
1999 Totals 100,391.10 36,980.81 63,410.29
4 011101/2000 50,195.55 17,426.33 32,769.22 654,478.08
5 07101/2000 50,195.55 16,415.03 33,780.52 620,697.56
2000 Totals 100,391.10 33,841.36 66,549.74
5 01/01/2001 50,195.55 15,738.85 34,456 70 586,240.86
7 07/01/2001 50,195.55 14,622.77 35,572.78 550,668.08
2001 Totals 100,391.10 30,361.62 70,029"48
8 01/01/2002 50,195.55 13,963.13 36,232.42 514,435.66
9 07/01/2002 50,195.55 12,831.72 37,363.83 477,071.83
2002 Totals 100,391.10 26,794.85 73,596.25
10 01101/2003 50,195.55 12,096.97 38,098.58 438,973.25 R`
11 07/01/2003 50,195.55 10,949.44 39,246.11 399,727.14 J;
2003 Totals 100,391.10 23,046.41 77,344.69
r
12 01/01/2004 50,195.55 10,135.77 40,059.78 359,667.36 '
13 07101/2004 50,195.55 9,020.85 41,174.70 318,492.66
2004 Totals 100,391.10 19,156.62 81,234.48 ;
14 01/0 1/2005 50,195.55 8,075.93 42,119.52 276,373,C4
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NOTICE OF PUBLIC
HEARING CONCERNING
A PROPOSED
INSTALLMENT PAYMENT
AGREEMENT OF THE
COUNTY OF ORANGE,
NORTH CAROLINA TO
FINANCE THE
RENOVATION OF
PROPERTY LOCATED AT
501-503 WEST FRANKLIN
STREET,CHAPEL HILL,
FOR THE PURPOSE OF
OPERATING A SKILLS
DEVELOPMENT CENTER
TO AIO PERSONS
SEEKING EMPLOYMENT
AFFIDAVIT OF PUBLICATION OR BETTER EMPLOYMENT.
NOTICE IS HEREBY
GIVEN of a public hearing
to be held at 7:30 P.M.on
December 1, 1997, in the
Old Courthouse on King
State of North Carolina street in Hillsborough,
North Carolina, for the
County of Durham Purpose of `Bciordringg
whether the Board of
Commissioners for the
County of Orange, North
Carolina should approve a
proposed installment pay-
ment agreement and cer-
Donna B. Minor being duly sworn tain related documents
under which the County
would obtain financing for
the renovation of Property
says that she is the Principal Clerk of The Durham Franked at 3 West
Franklin Street, Chapel
Hill, North Carolina, for
the purpose of operating
Herald Co. Inc. publishers of a r fols Development s in-
, ter for services such as in-
formation, assessment,
referral and training for
citizens seeking access to
these services to prepare
The Chapel Hill Herald them for and help them
locate employment or
higher paying employ-
ment.
A Newspaper published in and of general . Under the proposed in-
sfollment ayment aggu
ree-
ment andp related doc -
circulation in said County and that a notice of manta the County would
/ secure the repayment by it
which the annexed is a true copy, was published of moneys advanced pur-
suant to such installment
payment agreement by
granting a security interest
in Said newspaper one time in the property purchased.
newspaper A.Blythe
21st November 97 Clark to the Board of
Commissioners for the
o County of Orange,
n the day of 19
North Carolina
CHH:November 21, 1997
—r
Principal Clerk
Sworn to and subscribed before me this
21st November 19 97
d
Not �ublic
My commission expires December 16, 2001
Durham, y;,North Carolina