R-14-63 RESOLUTION NO. R-14-63
A RESOLUTION AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND
EXECUTE A PAYMENT AGREEMENT IN AN AMOUNT NOT TO EXCEED
$19,000,000 TO SATISFY THE CITY'S OBLIGATION DUE TO FAIRFAX COUNTY
WATER AUTHORITY PURSUANT TO THE TERMS OF THE JANUARY 3,2014
ASSET PURCHASE AGREEMENT AND PROMISSORY NOTE
WHEREAS, the City of Fairfax, Virginia (the "City") and Fairfax County Water Authority
(FCWA) are parties to an Asset Purchase Agreement, dated January 3, 2014, pursuant to
which FCWA acquired certain water system assets of the City (the "Agreement"). In
connection with the transactions described in the Agreement, the City made and delivered to
FCWA a Confessed Judgment Promissory Note, dated January 3, 2014; and
WHEREAS, the Note provides that the City must (i) begin making interest payments
commencing on the fifth anniversary of the Note, and (ii)pay all unpaid principal, interest and
other sums due thereunder on the seventh anniversary of the Note. The Note permits, but
does not require, the City to prepay the amounts due under the Note at any time; and
WHEREAS, FCWA has requested that the City prepay the Note so that FCWA can fund
certain operations relating to its water system, and the City has agreed to prepay the Note, all
in accordance with the terms of this Payment Agreement.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Fairfax,
Virginia, that the City Manager is authorized to negotiate and execute a Payment Agreement
with FCWA in an amount not to exceed $19,000,000 to satisfy the City's obligation due to
FCWA pursuant to the terms of the January 3, 2014 Asset Purchase Agreement and
Promissory Note, to be in a form approved by the City Attorney.
Adopted this 23`d day of September, 2014.
ca),
Mayor
ATTEST:
City Clerk
The vote on the motion to approve was recorded as follows:
VOTE:
Councilman DeMarco Aye
Councilman Greenfield Aye
Councilmember Loftus Nay
Councilman Meyer Aye
Councilmember Miller Aye
Councilmember Schmidt Aye