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R-07-47 RESOLUTION NO. R-07-47 RESOLUTION AlVIENDING A PRIOR RESOLUTION ADOPTED lVIAY 25. 2004. AS PREVIOUSLY AlVIENDED ON JVlARCH 13. 2007. TO APPROVE THE DETAILS OF LEASE FINANCING FOR OPEN SPACE. PARKS. RECREATION AND HISTORIC PRESERVATION PURPOSES AND TO AUTHORIZE THE EXECUTION AND DELIVERY OF RELATED DOCUJVlENTS ,,",HEREAS. J'V1ay 25, 2004, the City Council (the ""Council") or the City or Fairrax, Virginia (the "City"")" adopted a resolution to authorize a financing for the acquisition" construction, renovation, improvement and equipping, as applicable, of one or more of the rollovving projects (the ""J'V1ay 2004 Resolution"): (a) the properties located at (i) 10735 VVest Drive (referred to as the Jester Property), (ii) 10090 - 10120 Lee HighVv'"uy (referred to as the Stafford Property), (iii) 9910 Barbara Ar1ne Lane, 9990 l\I1c>sby Road.. and 4143 Evergreen Drive (collectively, referred to as the Grefe Property), (iv) 9817 Ashby Road (referred to as the Ashby Road Property), (v) 10421-25 North Street (rererred to as the VVeight VVatchers Property), and (vi) 10610 J'V1oore Street (referred to as the Ratcliffe Cemetery), all located V\7ithin the City limits, for the purposes of open space preservation, parks UI1d recreation". and (b) the property located at 3610 Old Lee Highvvay (rererred to as the Blenheim Property), located V\1"ithin the City limits, for the purposes of historic preservation and a ne",," museum~ all in the aggregate amount of $15~OOO~OOO (collectively~ such real property to be referred to herein as the ""Property~" and such projects to be referred to herein as the ""Original Projects~"); VVI-IER.EAS!O on :rv1:arch 13, 2007~ the Council amended the :rv1:ay 2004 Resolution (the "":rv1:arch 2007 Resolution"~) to finance the acquisition, construction and equipping of additional projects, such projects to include the construction of ball fields at Providence Park~ Providence ElemeTltary~ "\."\Testmore Elementary and Green Acres Elementary Schools and on the Starford Property in the aggregate principal amount or $5,800,000 (the ""Ball Field Prc>jects"~); VVI-IER.EAS!O to accomplish the financing of the Original Projects and the Ball Field Projects~ the City (a) conveyed to SunTrust Bank (the ""Ban..k~") a leasehold interest in the Property pursuant to the terms of a Ground Lease dated as of July 26, 2004, as amended by a First Amendment to Ground Lease dated as of August 27, 2004, a Second Amendment to Ground Lease dated as of ~ovember 10, 2004, and a Third Amendment to Ground Lease dated as or August 15, 2005 (collectively, the ""Ground Lease--), and (b) the Bank leased the Property back to the City in return for the payments of basic rent (""Basic Rent~~) pursuant to the terms of a Financing Lease Agreement dated as of July 26, 2004, as amended by a First Amendment to Financing Lease Agreement dated as of August 27~ 2004, a Second Amendment to Financing Lease Agreement dated as of ~ovember 20, 2004, a Third Amendment to Financing Lease Agreement dated as of August 15, 2005, and a Fourth Amendment to Financing Lease Agreement dated as of l'v1arch 27 ~ 2007 (collectively, the ""Financing Lease~~); and VVI-IEREAS!O the Council desires to amend the lVIarch 2007 Resolution to add to the listing of the Ball Field Projects the construction of ball fields at Draper Drive Park; VVI-IER.EAS!O there has been presented at this meeting a draft Fifth Amendment to Financing Lease Agreement (the ""Fifth Amendment"~)~ pursuant to ,-,,"hich the description of the Ball Field Projects shall be modified; NO""'. THEREFORE. BE IT RESOLVED BY CITY COUNCIL OF THE CITY OF FAIRFAX. VIRGINIA: 1. The Council approves amending the l\/larch 2007 Resolution to modify the description oT the Ball Field Projects to add to the listing of the Ball Field Projects the construction ofball fields at Draper Drive Park. 2. The :rv1:ayor and the City lVIanager, either of """hom may act, are authorized and directed to execute the Fifth AmeT1dment~ the form of """hich submitted to this meeting is hereby approved, """ith such completions, omissioT1s~ insertions and changes not inconsistent """ith this resolution as may be approved by the officer executing the Fifth Amendment~ such execution to constitute conclusive evidence of his approval of any such completions, omissions, insertions and changes. 3. Such officers of the City as requested by the City Manager are authorized and directed to execute and deliver all certificates and instruments and to take all actions necessary or desirable in connection with the execution and delivery of the Fifth Amendment. 4. Except as amended by the terms of this resolution, the Amended Resolution is hereby ratified and affirmed. 5. This resolution shall take effect immediately. Introduced: October 23,2007 Adopted: November 13, 2007 8~~, Mayor ATTEST: VJt~~ City Clerk The vote on the motion to approve was recorded as follows: VOTE: Councilwoman Cross Aye Councilman Greenfield Aye Councilwoman Lyon Aye Councilman Rasmussen Aye Councilman Silverthorne Aye Councilmember Winter Aye 2