RESOLUTION NO. 6625

            A RESOLUTION AUTHORIZING THE CITY OF LAWRENCE, KANSAS TO ENTER INTO AN AMENDMENT TO A PERFORMANCE AGREEMENT WITH SUNSHINE PROPERTY, L.L.C. AND MICROTECH COMPUTERS, INC., ENTERED INTO IN CONNECTION WITH THE ISSUANCE OF THE CITY’S INDUSTRIAL REVENUE BONDS (SUNSHINE PROPERTY, L.L.C. PROJECT), SERIES 1997A AND 1997B, FOR THE PURPOSE OF PROVIDING FUNDS TO PAY THE COST OF A MANUFACTURING FACILITY.

            __________________________________________________________

            WHEREAS, on October 15, 1997, the City of Lawrence, Kansas (the “City”) issued its Industrial Revenue Bonds (Sunshine Property, L.L.C. Project), Series 1997A, in the principal amount of $775,000 (the “Series 1997A Bonds”), and its Taxable Industrial Revenue Bonds (Sunshine Property, L.L.C. Project), Series 1997B, in the principal amount of $1,325,000 (the “Series 1997B Bonds”; the Series 1997A Bonds and the Series 1997B Bonds are collectively referred to herein as the “Bonds”), for the purpose of financing the acquisition, construction, furnishing and equipping of a 32,000 square foot facility to manufacture personal computers (the “Project”), and the City leased the Project to Sunshine Property, L.L.C., a Kansas limited liability company (the “Company”), which subleased the Project to Microtech Computers, Inc., a Kansas corporation (the “Subtenant”); and

            WHEREAS, the Bonds were issued pursuant to Ordinance No. 6941 passed by the governing body of the City on September 16, 1997 (the “Ordinance”), and pursuant to a Trust Indenture dated as of October 1, 1997 (the “Indenture”), between the City and INTRUST Bank, N.A., as trustee (the “Trustee”); and

            WHEREAS, the City entered into a Performance Agreement dated as of October 1, 1997 with the Tenant and the Company (the “Performance Agreement”) in consideration of the Tenant’s and the Company’s commitment to purchase, construct and equip the Project and to create a certain number of jobs; and

            WHEREAS, due to a change in business conditions, the Company has reduced its total work force below the projected 48 employees, and the Company has asked the City to amend the Performance Agreement to increase the payments the Company makes to the City in lieu of taxes to 100% of the ad valorem taxes which would otherwise be due with respect to the Project if it were not exempt from ad valorem taxation;

            NOW, THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF LAWRENCE, KANSAS, AS FOLLOWS:

            Section 1.        Authorization of Amendment.  The City hereby authorizes and approves the First Amendment to Performance Agreement in substantially the form presented to and reviewed by the governing body of the City at this meeting and attached hereto as Exhibit A (a copy of which shall be filed in the records of the City), with such changes therein as shall be approved by the officers of the City executing such document, such officers’ signatures thereon being conclusive evidence of their approval thereof.

            Section 2.        Further Authority.  The Mayor and City Clerk are hereby authorized and directed to execute and deliver such other documents and certificates as may be necessary to transfer the Project, terminate all interest of the City in the Project and carry out the intent of this Resolution.

            Section 3.        Effective Date.  This Resolution shall take effect and be in force from and after its adoption.

            ADOPTED by the Governing Body of the City of Lawrence, Kansas this ____ day of ______________, 2006.

(Seal)                                                                           ___________________________________

                                                                                                            Mayor

Attest:

City Clerk