MEMORANDUM OF UNDERSTANDING

THIS CONTRACT and AGREEMENT hereinafter referred to as Agreement is made and entered as of the 24 day of February 2010 by and between Augusta Georgia
hereinafter referred to as AUGUSTA BANK

a political subdivision of the State of Georgia

and the Augusta Georgia Land Bank Authority hereinafter referred to as LAND
WHEREAS the General Assembly saw the necessity in returning tax delinquent non revenue producing or non tax producing properties to an effective utilization status in order to provide housing new industry and jobs for the citizens of the county and enacted the LAND BANK Authority Act hereinafter The Act and
WHEREAS AUGUSTA pursuant to the Act on July 16 1997 created the Augusta Georgia Land Bank Authority granting the LAND BANK with the powers provided by Georgia Code as well as such powers as necessary and incidental to the

exercise of such powers including but not limited to the power to contract all in furtherance of its purpose to acquire tax delinquent non revenue or non tax producing properties and return such property to a status which can provide housing new industry and jobs for the citizens of the county and
WHEREAS AUGUSTA has previously determined and resolved that several historic neighborhoods located within the boundaries of old city limits are in need of rehabilitation conservation or redevelopment and that AUGUSTA initial efforts S would be concentrated in the historic Laney Walker and Bethlehem neighborhoods which contain a large number of historic residential and commercial properties the Project
Area

WHEREAS AUGUSTA is in the process of creating an Urban Redevelopment

Agency the URA

pursuant to O 3661 18 for the purpose of rehabilitation A G C

conservation or redevelopment of properties with the Project Area and WHEREAS the LAND BANK has previously and continues to acquire properties in the Project Area in furtherance of this stated purpose of acquiring tax delinquent non revenue or non tax producing properties and return such property to a status which can provide housing new industry and jobs for the citizens of the county and WHEREAS the LAND BANK is willing to and is desirous of cooperating and coordinating with AUGUSTA and the URA the acquisition of properties in the Project
Area and

WHEREAS to facilitate the acquisition of the property AUGUSTA desires to

make available to the LAND BANK and the LAND BANK desires that AUGUSTA

make available to the LAND BANK 1 for the purchasing of property in the 00 000 000 Project Area provided that if and upon the sale of such acquired property the LAND BANK shall refund to AUGUSTA funds advanced for such acquisition

NOW THEREFORE in consideration of their mutual covenants and within the

limitations of this Agreement AUGUSTA and the LAND BANK covenant and agree as
follows
SECTION 1 1

AUGUSTA covenants and agrees to advance up to One Million Dollars 00 000 000 1 at zero percent 0 interest per annum to the LAND BANK to purchase property in the Project Area and to pay such capitalizable costs associated with the acquisition of the property such advances to be made in conformance with the request and authorization process currently utilized between S AUGUSTA Housing and Community Development department and the LAND
BANK

2 1

The LAND BANK covenants and agrees that any properties acquired with funds advanced pursuant to this Agreement the Acquired Property shall be made available for purchase by the URA for the purpose of rehabilitating conserving
and redeveloping such properties The LAND BANK covenants and agrees that the sales price of the Acquired Property shall be equal to or greater than the amount of the LAND BANK s

3 1

4 1

adjusted cost basis acquisition cost plus capitalizable costs The LAND BANK covenants and agrees that it will use the revenue derived from
the sale of Acquired Property to reimburse AUGUSTA for all monies advanced to

the LAND BANK for the purpose of purchasing such property

SECTION II 1 2 2

DURATION This Agreement shall commence on the date the funds becomes

available to the LAND BANK and shall be in effect until July 1 2010
FUNDING SOURCE

AUGUSTA shall advance funds to the LAND BANK

funds derived from its general fund or other funds lawfully available to it for such purposes to provide monies sufficient to fulfill its obligation
3 2

from

SECURITY INTEREST

In order to assure that the AUGUSTA will be

reimbursed funds advanced for the purchase of the Acquired Property AUGUSTA shall have the right but not the obligation to evidence it security s interest by recording a Security Deed in the Office of the Clerk of the Superior Court and the LAND BANK shall cooperate with AUGUSTA if it elects to record
4 2

such security instrument LEGISLATIVE MODIFICATION Notwithstanding any other provision of this

Agreement to the contrary in the event that any federal state or local law rule regulation or interpretation thereof restricts prohibits or in any way materially changes the rights or obligations of either party then this Agreement shall to the extent permitted by the laws of Georgia be deemed amended by the parties in a manner consistent with any such probation restriction or limitation

ti

5 2

TERMINATION FOR CAUSE

Should AUGUSTA in its sole discretion

determine that the LAND BANK is failing to substantially comply with the terms and conditions of this Agreement AUGUSTA may terminate this Agreement
upon three 3 calendar day written notice to the LAND BANK and have no s

further obligation to make additional advances for the purchase of property Upon termination the LAND BANK shall refund to AUGUSTA the previously
advanced but unexpended monies
6 2

Either party may terminate this Agreement by providing thirty 30 days written notice to non terminating party The LAND BANK shall refund to AUGUSTA the previously advanced but
unexpended monies

TERMINATION FOR CONVENIENCE

7 2

AGENCY Neither Party becomes the agent of the other under this Agreement and each will continue to perform its statutory functions and the functions transferred or retained under this Agreement at its own sole cost and responsibility independently of the other Neither party will be responsible for the contracts nor other obligations of the other except as specifically stated and
transferred hereinabove

8 2

SEVERABILITY If any term or provision in this Agreement shall be deemed illegal or unenforceable notwithstanding the offending terms or provisions this Agreement shall remain in full force in effect and such terms or provisions shall
be deemed stricken

9 2

10 2

ASSIGNMENT Neither party may assign its respective obligations arising out of this agreement without the prior written consent of the other party WAIVER The waiver by either party of any breach of any provision contained in the Agreement shall not be deemed to be a waiver of such provision on any

subsequent breach of the same or any other provision contained in this

Agreement
11 2

GOVERNING LAW This Agreement shall be construed in accordance with and governed by the laws of the State of Georgia and jurisdiction shall lie in the
Superior Court of Richmond County COMPLETE AGREEMENT This agreement sets forth all provisions and understandings between the parties There are no provisions understandings representations or inducements either oral or written between the parties other than those hereinabove set forth It is further understood and agreed that no subsequent alteration amendment modification change or addition to this

12 2

Agreement shall be binding upon the parties hereto unless the same is reduced to
writing and signed by the parties to this Agreement
IN WITNESS WHEREOF this Agreement is executed as the date first
written above

Augusta Richmond County

By Its Mayor

k Atte A

commission

Augusta Land Bank Authority

By
Its

Attes

ts Secretary

CALLED MEETING

CONMSSION CHAMBER
December 7 2009

December 07 2009 the Honorable Alvin Mason Mayor Pro Tem presiding PRESENT Hons Smith Grantham Hatney Beard Johnson Jackson Bowles and Brigham members of Augusta Richmond County Commission ABSENT Hons Deke Copenhaver Mayor Holland member of Augusta Richmond
County Commission

The Augusta Richmond County Commission convened at 11 a Monday 30 m

Also Present Fred Russell Administrator Chiquita Johnson General Counsel Nancy
Morawski Deputy Clerk of Commission

1 Discussapprove finance and projectdevelopment plans for the TEE Center Laney
Walker Bethlehem Projects

Mr Grantham Motion to approve the recommendation of the TEE Center Laney Walker Bethlehem Subcommittee regarding the funding with the addendum to increase
eight districts at 40
Mr Hatney Second

the original funding to Transit up to 400 once 1 million is collected and the amount 000 5

over 1 million would be split between Transit at 60 and a revitalization fund for all 5

verbage in the documents that are

document that attached s

Mr Russell If you could you need to incorporate motion needs to second tothe relevant that motion and include include the The entire
relevant

Bethlehem Project and the Transportation Fee

Motion to approve the following actions regarding the TEE Center Laney Walker
design and construction of a parking deck consistent with the TVSdesign parking study at
a total cost of 48 for the parking deck and TEE Center Funding for the projects 000
to come for the following sources

As to the TEE Center Project 1 proceed with the TVSdesign for the TEE Center and the

000 20 from SPLOST V a net amount of

000 19 from the issuance of tax exempt bonds 1 from cost savings from the 000 500 Judicial Center Project 5 from additional SPLOST V collections and 2 000 000 000 500

from SPLOST V interest earnings Sources of funds for the repayment of the bonds will be

000 000 1 from the Hotel tax and 425 from the car rental franchise fee 2 Motel 000 Approve the execution by the Mayor and Clerk of Commission the TEE Center Management and Catering Agreement and TEE Center CORE Agreement with a provision that the parking lot and deck is and be operatedbybybond TEE tax counsel 3 to approval the and Center operator
Authorize the Administrator to proceed with the necessary RFQ RFP
Such agreement to be subject to review
for a construction

manager at risk for the construction of the parking deck and the TEE Center

Authorize the Administrator to acquire the necessary land for the construction of the TEE

Center and parking deck and to undertake such action as necessary to begin construction of the parking deck and TEE Center 5 Authorize the Administrator to engage bond
counsel for the issuance of bonds for the construction of the projects and to obtain the Coliseum Authority consent to issue the bonds for the projects s

As to the Laney Walker Bethlehem Project 1 Approve the issuance of 8 of 000 000
taxable bonds to continue the Laney WalkerBethlehem Project with the bonds being

amortized of 30 year with a 5 year maturity The bonds will be repaid from a portion of
the Transportation Fee designated for the Laney Walker
Bethlehem Project
2

Authorize the Administrator to develop programmatic requirements for use of funds for land acquisition developer loans and down payment assistance 3 Advance 1 000 000 from the general fund to continue the project such advance to be repaid from the bond
proceeds 4 Authorize the Administrator to take such action as necessary to form a

Urban Redevelopment Agency for the issuance of the bonds 5 Obtain bond counsel s approval that the use of the bonds funds will not violate bond covenants or law 6
Authorize the Administrator to engage bond counsel to issue the bonds

As to the Transportation Fee Amend the ordinance to provide that the 350 of the 000 initial collections of 1 shall go to TEE Center project for operational and capital 000 500 expenditures 750 of the initial collections of 1 shall to the Bethlehem Laney 000 000 500 Walker Project for payment of bond costs and pay as you go projects 400 of the 000
initial collections of 1 shall go to Transportation and that collections over 000 500 000 500 1 shall be split 60 to Transportation and the remaining 40 to county wide
urban revitalization
Mr Mason votes No
Ms Beard abstains
Motion carries 71 1

MEETING ADJOURNED

Nancy W Morawski Deputy Clerk of Commission