IRON COUNTY COMMISSION MEETING
May 12, 1997
Minutes of the regular meeting of the Iron County Commission held May 12, 1997 convened at 9:00 a.m. in Commission Chambers at the Iron County Courthouse, Parowan, Utah. Officers in attendance included:
Thomas B. Cardon Commission Chairman
Roy P. Urie Commissioner
Dennis E. Stowell Commissioner
David I. Yardley County Clerk
Scott M. Burns County Attorney
Karla Staheli Asst. County Attorney
SYNOPSIS :
ADJOURN 8
COUNTY LIABILITY INSURANCE 7
IRON COUNTY CENTENNIAL HISTORY PROJECT 8
MINUTES 1
PARAGONAH FIRE DEPARTMENT - ROYCE BARTON 6
PERSONNEL 8
RAINBOW RANCHOS WATER COMPANY REQUEST 7
RESOLUTION 97-7 UAC BUILDING FINANCING 2
ROY GERBER - BIG BROTHER/BIG SISTER PROGRAM 6
SALES AGREEMENT - COX PROPERTY 1
SUBDIVISION REVIEW 7
TAX HEARING - COUNTY OPTION SALES TAX 8
TAX MATTER - JIM ZAHLEN 7
THREE PEAKS USE REQUEST 7
MINUTES :
Minutes from the regular Iron County Commission meeting held April 24, 1997 were approved as amended on a motion by Dennis Stowell, second by Roy Urie and Tom Cardon voted in favor.
SALES AGREEMENT - COX PROPERTY :
Scott Burns discussed with the Commission a proposed agreement for the sale of the Cox Motor property located at about 585 South Main in Cedar City. He explained concerns that have been discovered with old rights of way which were granted to adjacent property owners prior to the time Iron County acquired the property and with future development on the Northwest corner of the lot.
This corner contains an old underground tank site which was partially cleaned up. The county has had the site tested and the State Department of Environmental Quality has issued a letter stating that as long as a basement is not constructed over the tank area that no further remediation will be required. The buyers would like the County to clear title to the rights of way and to add a clause which would obligate the buyer for the first $20,000 of clean up costs and the county for up to $150,000 of additional clean up costs if they were to become necessary.
Scott was ask to contact the prospective buyers and their attorney to see if a suitable agreement can be reached. The matter is to be placed on the next agenda for additional action.
RESOLUTION 97-7 UAC BUILDING FINANCING :
RESOLUTION 97-7
A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF IRON COUNTY, UTAH (THE "COUNTY") AUTHORIZING AND APPROVING THE EXECUTION OF A LEASE/PURCHASE AGREEMENT, DATE AS OF MAY 15, 1997 (THE "LEASE"), BY AND BETWEEN THE UTAH ASSOCIATION OF COUNTIES (THE "ASSOCIATION"), AS LESSEE, AND ZIONS FIRST NATION BANK, AS LESSOR ( THE "TRUSTEE"); AUTHORIZING THE EXECUTION, SALE AND DELIVERY BY THE TRUSTEE OF CERTIFICATES OF PARTICIPATION, SERIES 1997, IN THE TOTAL PRINCIPAL AMOUNT OF $1,710,000, REPRESENTING A PROPORTIONATE INTEREST IN THE ASSOCIATION’S LEASE PAYMENTS UNDER THE LEASE; AUTHORIZING THE EXECUTION BY THE ASSOCIATION OF AN INDENTURE TRUST AND PLEDGE, A GROUND LEASE AGREEMENT AND OTHER DOCUMENTS REQUIRED IN CONNECTION THEREWITH; AUTHORIZING THE ACQUISITION OF LAND AND THE LEASING OF SAID LAND TO THE TRUSTEE PURSUANT TO A GROUND LEASE AGREEMENT; AUTHORIZING THE TAKING OF ALL OTHER ACTIONS NECESSARY TO THE CONSUMMATION OF THE TRANSACTION CONTEMPLATED BY THIS RESOLUTION; AND RELATED MATTERS.
WHEREAS, the Utah Association of Counties ( the "Association") has been duly and regularly created, established and is organized and validly existing as a non-profit corporation under and by virtue of the provisions of the Constitution and laws of the State of Utah, including, in particular, the provisions of the Utah Nonprofit Corporation and Co-operative Association Act, Title 16, Chapter 6, Utah Code Annotated 1953, as amended (the "Nonprofit Corporation Act"); and
WHEREAS, the Association is a nonprofit organization operated exclusively for the benefit of its membership, the membership of which is comprised solely of counties of the State of Utah (the "Members"); and
WHEREAS, under the Articles of Incorporation of the Association (the "Articles") the objects and purposes for which the Association has been founded and incorporated are to provide services to its Members within the constraints of the Association’s budget and available resources in order to promote better county government though cooperative and mutual effort; and
WHEREAS, the Association desires to finance the cost of acquiring land (the "Property") and constructing, acquiring, equipping and furnishing thereon a facility and certain improvements thereto (the "Facility") and together with the Property, the ("Project") which shall be used by its Members for county purposes; and
WHEREAS, The Association has authority, pursuant to the Nonprofit Corporation Act, to purchase, take, receive, lease, or otherwise acquire, own, hold, improve, use and otherwise deal in and with real or personal property or any interest therein, wherever situated; and
WHEREAS, the Association desires to enter into a Lease/Purchase Agreement dated May 15, 1997 (the "Lease"), by and between the Association and Zions First National Bank (the "Trustee"), under which the Trustee sill lease the Project to the Association; and
WHEREAS, pursuant to an Indenture of Trust and Pledge dated as of May 15, 1997 (the "Indenture"), by and between the Association and the Trustee, Certificates of Participation (the "Certificates") evidencing assignments of proportionate interest in rights to receive certain payments under the Lease, will be executed and delivered; and
WHEREAS, the proceeds from the sale of the Certificates to the owners thereof will be disbursed by the trustee, as trustee, to lease the Property and to acquire the project and to accomplish the other purposes set forth herein and in the Indenture; and
WHEREAS, the Certificates shall evidence assignments of proportionate interests in rights to receive Base Rentals (as defined in the Lease) and certain other payments, shall be payable solely from the sources provided in the Indenture, and shall not constitute or give rise to a general obligation or other indebtedness of the Members within the meaning of any constitutional or statutory debt limitation or a mandatory charge or requirement against the Members in any ensuing budget year beyond the current budget year; and
WHEREAS, neither the lease nor the issuance of the Certificates shall directly or indirectly obligate the Members to make any payments beyond those appropriated for each Member’s then current budget year; and
WHEREAS, the Trustee and the Association have negotiated the purchase of the Certificates with Merrill Lynch, Pierce, Fenner & Smith Inc. (The "Purchaser"); and
WHEREAS, the Purchaser has offered to purchase the Certificates at the purchase price equal to 100% (less a placement fee of $29,925) of the principal amount thereof, plus accrued interest to the date of delivery in accordance with a Certificate Purchase Agreement by and between the Association and the Purchaser (the "Purchase Agreement"); and
WHEREAS, the Association desires to award formally the sale of the Certificates to the Purchaser in accordance with the terms of the Purchase Agreement; and
WHEREAS, IRON County, Utah (the "County") is a body corporate and politic duly and regularly created, established, organized and existing under and by virtue of the Constitution and laws of the State of Utah; and
WHEREAS, the County, as a Member of the Association, desires to authorize certain actions to be taken by the Association, in acting on behalf of the County, in connection with the transactions contemplated by the lease, the Ground lease, the Indenture, the Certificates, and the Purchase Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF IRON COUNTY, UTAH AS FOLLOWS:
Section 1. All action heretofore taken, not inconsistent with the provisions of this Resolution, by the Board and by the officers of the County directed toward the leasing of the Project by the Association are hereby ratified, approved and confirmed.
Section 2 The Board hereby approves the costs of the Project and finds and determines, pursuant to the Constitution and the laws of the State of Utah, that the leasing of the Project under the terms and provisions and for the purposes set forth in the Lease and the other documents, instruments and conveyances hereinafter approved and authorized, is necessary, convenient and in furtherance of the governmental and proprietary purposes of the County and is in the best interest of the citizens of the County. In particular, the Board hereby finds and determines that the project will enhance the health, safety, welfare, good order, comfort and convenience of County residents. The Board hereby authorizes the financing of the Project in accordance with the provisions of the Indenture, the leasing of the Property to the Trustee by the Association in the manner provided in the Ground lease and the leasing of the project to the Association by the Trustee in the manner provided in the Lease.
Section 3. The Lease, the Indenture and the Ground lease in the forms presented to this meeting and attached hereto as Exhibits "B", "C", and "D", respectively, are in all respects approved, authorized and confirmed and the President of the Association and Secretary-Treasurer are authorized to execute and deliver the Lease, the Indenture and the Ground lease in the forms and with substantially the same content as set forth in Exhibits "B", "C", and "D", respectively, for and on behalf of the Association.
Section 4. The Board hereby authorizes the execution by the President of the Association and delivery of the Certificates in the aggregate principal amount of $1,710,000, and the sale of the Certificates at a purchase price equal to 100% of the par amount of the Certificates, less a placement fee of $29,925. The signature of the President may be by facsimile
or manual execution the Certificates shall bear interest at the rate or rates and shall mature as described in the Indenture. Interest shall be payable in semiannual installments on May 15 and November 15 of each year, commencing November 15, 1997. The principal amount of the Certificates shall be due and payable and subject to prior call in accordance with the Indenture. The president is hereby authorized to execute the Purchase Agreement attached hereto as Exhibit "E" for and on behalf of the Association.
The President of the Association is hereby authorized to award the sale of the Certificates to the purchaser.
The form, terms and provisions of the Certificates and the provisions for the signatures, authentication, payment, registration, transfer, exchange, redemption and number shall be as set forth in the Indenture.
Section 5. The Board hereby agrees to pay its building assessment to the Association directly to the Trustee at such time and in such manner as shall be directed by the Association. THE BOARD HEREBY ACKNOWLEDGES AND AGREES THAT IN THE EVENT THE BOARD FAILS TO PAY TO THE ASSOCIATION ITS ANNUAL BUILDING ASSESSMENT WHICH WILL BE APPLIED BY THE ASSOCIATION TO THE PAYMENT OF ITS LEASE PAYMENT OBLIGATION UNDER THE LEASE, THE BOARD WILL FORFEIT ANY RIGHT, TITLE OR INTEREST IT MAY HAVE IN THE PROJECT BY VIRTUE OF IT BEING A MEMBER OF THE ASSOCIATION, AND THAT THE ASSOCIATION MAY, IF THE BOARD FAILS TO PAY ITS ANNUAL BUILDING ASSESSMENT TO THE ASSOCIATION, REALLOCATE THE EQUITY INTEREST OF THE BOARD TO THE OTHER MEMBERS OF THE ASSOCIATION WHO HAVE PAID THEIR ANNUAL BUILDING ASSESSMENT IN A TIMELY MANNER, SUCH THAT UPON RETIREMENT OF THE CERTIFICATES, ONLY THOSE MEMBERS OF THE ASSOCIATION WHO HAVE PAID ALL THEIR ANNUAL BUILDING ASSESSMENT IN A TIMELY MANNER SHALL BE DEEMED TO HAVE AN EQUITY INTEREST IN THE PROJECT.
The Board further acknowledges and agrees that in the event a member of the Association fails to pay its building assessment in full, the Association shall adjust prop rata the building assessments of the remaining members in such amounts as shall be necessary to assure the Association that it will receive sufficient building assessments to pay its lease payment obligation under the lease.
Section 6. The President of the Association is hereby authorized to execute and deliver to the Trustee a written order of the Association for authentication and delivery of the Certificates by the Trustee in accordance with the provisions of the Indenture.
Section 7. The appropriate officials of the Association are authorized to take all action necessary or reasonably required to carry out, give effect to and consummate the transactions contemplated thereby and are authorized to take all action necessary to finance the acquisition of the Project, to lease the Property to the Trustee pursuant to the Ground Lease and to lease the Project from the Trustee pursuant to the lease, including, without limitation, the execution and delivery of any closing and other documents required to be delivered in connection with the sale and delivery of the Certificates.
Section 8. The appropriate officials of the County are authorized to take all action necessary or reasonably required to carry out, give effect to and consummate the transactions contemplated by the Indenture, the Lease and the Ground lease and are authorized to take all action necessary to finance the acquisition of the project, including without limitation, the execution and delivery of any closing and other documents required to be delivered in connection with the sale and delivery of the Certificates.
Section 9. No provision of this Resolution, the Lease, the Indenture, the Certificates, the ground Lease, the Purchase Agreement, or any other instrument, shall be construed as creating a general obligation of the Members, or as incurring or creating a charge upon the general credit of the Members or against their taxing powers.
Section 10. The Board hereby authorizes the president of the Association to appoint Zions First National Bank, a banking corporation organized under the laws of the State of Utah possessed of full and complete corporate trust powers, to act as trustee, paying agent and registrar under the terms of the Indenture.
Section 11. The appropriate officials of the Association are hereby authorized to make any alterations, changes or additions in the Indenture, the Lease, the Ground Lease, the Purchase Agreement or related documents herein approved and authorized necessary to correct errors or omissions therein, to remove ambiguities therefrom, or to conform the same to other provisions of such instruments, to the provisions of this Resolution or the provisions of the laws of the State of Utah or the United States.
Section 12. If any provisions of this Resolution (including the exhibits attached hereto) should be held invalid, the invalidity of such provisions shall not affect any of the other provisions of this Resolution or the Exhibits.
Section 13. The Secretary-Treasurer of the Association is hereby authorized to attest to all signatures and acts of any proper official of the Association, and to place the seal of the Association on the Lease, the Ground Lease, the Indenture, the Purchase Agreement and related documents. The president of the Association and other proper officials of the Association and each of them are hereby authorized to execute and deliver for and on behalf of the Association any and all additional certificates, documents and other papers and to perform all other acts that they may deem necessary or appropriate in order to implement and carry out the matters herein authorized.
Section 14. All bylaws and resolutions of the County or parts thereof inconsistent herewith are hereby repealed to the extent only of such inconsistency. This repealer shall not be construed as reviving any bylaw, order, resolution or ordinance or part thereof.
Section 15. This Resolution shall become effective immediately upon adoption by the Board.
PASSED BY THE BOARD OF COUNTY COMMISSIONERS OF IRON COUNTY, UTAH THIS 12TH DAY OF MAY, 1997.
/s/ Thomas B. Cardon
Thomas B. Cardon, Chairman
ATTEST:
/s/ David I. Yardley
David I. Yardley, Iron County Clerk
A motion to adopt the foregoing resolution was then duly made by Commissioner Urie duly seconded by Commissioner Stowell, and was put to a vote and carried, the vote being as follows:
Those Voting AYE: Thomas B. Cardon
Roy P. Urie
Dennis E. Stowell
Those voting NAY: None
Those Absent: None
ROY GERBER - BIG BROTHER/BIG SISTER PROGRAM :
Roy Gerber, placement coordinator at the Iron County Youth Correction Facility came before the Commission to seek County support for the Big Brother/Big Sister youth mentoring program. This program is sponsored to help keep juveniles out of the court system with early intervention. In the communities where the program is established, it has helped reduce the number of children progressing into more serious crime.
Mr. Gerber explained that youth counselors will be volunteers and will all be subject to NCIC background checks prior to working with youth. Mr. Gerber requested a letter of support from the County Commission in their efforts to establish this program in the Iron and Beaver County area.
Roy Urie made a motion to authorize the County Clerk to write a letter of support for the Big Brother/Big Sister program in Iron County. Second was by Dennis Stowell and Tom Cardon voted in favor.
PARAGONAH FIRE DEPARTMENT - ROYCE BARTON :
Royce Barton, representing Paragonah Fire Department came before the Commission to present a budget request for 1997-98. He explained the funding they were seeking from the County which includes participation in the purchase of a brush truck. The total budget request was for $31,410. The financing will be applied by the agreed upon formula which is dependant on the number of fire runs made by the department.
The budget request was taken under advisement and will be considered with the 1998 budget.
Commissioner Cardon requested that the fire department bill the insurance companies of vehicles and home fires to which they respond. He suggested that they contact the Leeds fire chief for information on what procedure they follow in filing claims.
UTAH POWER & LIGHT EASEMENT :
A request from Utah Power & Light Company for an easement for an underground power line to service the new Cedar City TV site was approved on a motion by Roy Urie, second by Dennis Stowell and Tom Cardon voted in favor. David Yardley was authorized to execute the deed on behalf of Iron County.
THREE PEAKS USE REQUEST :
A request to reserve the Three Peaks Recreation Area on June 20 and 21, 1997 to conduct a "Webelos Woods" program by the Boy Scouts of America was approved on a motion by Dennis Stowell. Second was by Roy Urie and Tom Cardon voted in favor.
SUBDIVISION REVIEW :
Chad Nay, Iron County Building Inspector, met with the County Commission to discuss current development within existing subdivisions that have not been brought to current county standards. Many of these subdivisions were approved prior to the adoption of the Land Management Code 1981 and therefore do not have adequate water systems or roads.
A question has been raised if building permits should be issued in these old subdivisions without provisions for adequate water systems and roads being in place.
Joe Melling representing Cedar City and Worth Grimshaw representing Enoch stated to the Commission that it was the practice within their communities to require such improvements prior to any additional growth within the subdivisions.
It was the consensus of the Commission that before any building permits could be issued, that adequate water and roads to meet current ordinance requirements must be in place. The Commission directed the Building Inspector to enforce the zoning ordinance requirements prior to issuing building permits within subdivisions until an opinion could be rendered by the County Attorney. The County Attorney will research this matter and render an opinion as soon as possible. The matter is to be placed on the next agenda for further action.
RAINBOW RANCHOS WATER COMPANY REQUEST :
A letter from Rainbow Ranches Water Company requesting County approval of their wellhead protection area which includes existing county roads was reviewed. The water company also requested the authority to construct signs within the road rights of way designating the protection area.
After reviewing their request, the Commission approved designating that area as a protection area and the County will inform County departments to notify the water company in case of accidental spills of toxic chemicals by the County within that area. The Commission also requested that the signs to be placed within the rights of way must be approved by the County prior to installation.
TAX MATTER - JIM ZAHLEN :
A request by Jim Zahlen to remove a parcel of property he purchased from the May tax sale was presented by David Yardley. Mr. Zahlen cited health problems during the past year with his inability to bring the taxes current. There are no buildings on the property.
After reviewing his request, the Commission decided to follow County policy in which waivers have not been issued unless there is a home on the property and a contract has been executed for payment of delinquent taxes.
COUNTY LIABILITY INSURANCE :
Steve Corry and Darrel Child came before the Commission to present proposed specifications for bidding the 1998 liability insurance for the County. Values on County owned buildings need to be reviewed and the new visitor center needs to be added.
Bids will need to be submitted by September 1, 1997 to allow adequate time for review.
PERSONNEL :
Claire Dalton came before the Commission to discuss and clarify the County Personnel policy in hiring and transferring between departments of county employees.
The policy allows for transfers or promotions within departments without advertising. A transfer from one department to another county department is considered like a new hire. At the Supervisor option, this may be advertised "in house" or opened to all interested applicants.
TAX HEARING - COUNTY OPTION SALES TAX :
At 1:30 as advertised, a public hearing was opened on a motion by Dennis Stowell, Second by Roy Urie and Tom Cardon voted in favor.
Purpose of the hearing was to explain a County Option Sales Tax in which the County will assess a 0.25% sales tax starting January 1, 1998. The money generated by the Sales and Use tax will be offset by a reduction in the County Property tax. This results in a tax shift and not a tax increase.
Judy Gubler, Brian Head City Manager, commented that during the last legislative session a bill was passed which allows resort communities to assess a 1.0% sales tax. It is the intention of Brian Head Town to adopt this tax. She was concerned with the impact an additional 0.25% tax would cause.
No other public comments were made at this time. A second public hearing has been scheduled for May 15, 1997 at 7:00 p.m. in the Iron County Convention Center located on the campus of Southern Utah University.
The public hearing was closed at 2:30 p.m.
IRON COUNTY CENTENNIAL HISTORY PROJECT :
Roy Urie presented a draft copy of the Iron County History Project. The manuscript is in the final editing stages and has been submitted to the Utah State Historical Society for their review and publishing. Janet Seegmiller has been the County representative that has chaired the work in drafting the history. The Commission expressed their thanks for the work she has done and authorized the final payment to her.
ADJOURN :
After the bills were reviewed and either approved the meeting was adjourned at 3:00 p.m.
Approved: /s/ Thomas B. Cardon
Thomas B. Cardon, Chairman
ATTEST:
/s/ David I. Yardley
David I. Yardley, Iron County Clerk