TEMPE IDA DORSEY PROJECT 2026 - RESOLUTION(725056196.1).PDF

A RESOLUTION OF THE BOARD OF DIRECTORS OF THE INDUSTRIAL 
DEVELOPMENT AUTHORITY OF THE CITY OF TEMPE, ARIZONA 
AUTHORIZING THE ISSUANCE OF ITS MULTIFAMILY HOUSING 
REVENUE BONDS (DORSEY STATION APARTMENTS PROJECT), SERIES 
2026, IN THE AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED 
$48,500,000, FOR THE PURPOSE OF FINANCING THE DORSEY STATION 
APARTMENTS; APPROVING THE FORM OF, AND AUTHORIZING THE 
EXECUTION AND DELIVERY BY THE ISSUER OF AN INDENTURE OF 
TRUST, LOAN AGREEMENT, REGULATORY AGREEMENT, NON-
ARBITRAGE CERTIFICATE AND RELATED DOCUMENTS. 
 
WHEREAS, The Industrial Development Authority of the City of Tempe, Arizona (the 
“Issuer”) is an Arizona nonprofit corporation designated as a political subdivision of the State of 
Arizona (the “State”), incorporated with the approval of City of Tempe, Arizona (the “City”), 
pursuant to the provisions of the Constitution and the laws of the State and under the Industrial 
Development Financing Act, Arizona Revised Statutes Section 35-701 et seq., as amended  (the 
“Act”); 
WHEREAS, the Issuer is authorized and empowered, among other things, to issue revenue 
obligations and use the proceeds thereof in accordance with the Act, including the making of 
secured and unsecured loans to finance or refinance the acquisition, construction, improvement, 
equipping or operating of “projects” as defined in the Act, whenever the Board of Directors of the 
Issuer finds such loans to further advance the interest of the Issuer or the public; 
WHEREAS, Residences at Dorsey, LLC, an Arizona limited liability company 
(the “Borrower”), has requested that the Issuer provide taxable and tax-exempt financing to assist 
the Borrower with (a) financing a portion of the costs of the development, construction and 
equipping of a 167-unit multifamily residential rental housing property to be known as Dorsey 
Station Apartments, to be located at the northeast corner of East Apache Boulevard and South 
Dorsey Lane in Tempe, Arizona (the “Project”), and (b) paying certain costs of issuing the Bonds; 
WHEREAS, pursuant to an Indenture of Trust between the Issuer and U.S. Bank Trust 
Company, National Association or, if required by the purchaser of the herein-defined Bonds, U.S. 
Bank Trust Company, National Association (in such capacity, the “Trustee”), the Issuer will issue 
its tax-exempt Multifamily Housing Revenue Bonds (Dorsey Station Apartments Project), Series 
2026 (the “Bonds”), in the aggregate principal amount of not to exceed $48,500,000 and will use 
the proceeds of the Bonds to make a loan (the “Loan”) to the Borrower pursuant to a loan 
agreement;  
WHEREAS, there has been presented to this meeting and there are on file with the Issuer 
forms of the following documents relating to the Bonds and the Loan: 
(1) 
Indenture of Trust between the Issuer and the Trustee (the “Indenture”);  
(2) 
Loan Agreement between the Issuer and the Borrower (the “Loan Agreement”);   
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Resolution—Dorsey Station 2026-Tempe IDA 
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(3) 
Regulatory Agreement among the Issuer, the Trustee, the Borrower and the City of 
Tempe, as lessor (the “Regulatory Agreement”); and 
(4)  
Non-Arbitrage Certificate by the Issuer (the “Non-Arbitrage Certificate”). 
WHEREAS, it appears to this Board of Directors of the Issuer that (a) the execution and 
delivery of the Indenture, the Loan Agreement, the Regulatory Agreement and the Non-Arbitrage 
Certificate (together, the “Bond Documents”) by the Issuer and the sale and delivery of the Bonds 
by the Issuer pursuant to the Indenture will be in the furtherance of the purposes and interests of the 
Issuer; and (b) each Bond Document is in substantially final form and is an appropriate instrument 
to be executed and delivered by the Issuer; and 
WHEREAS, the Bonds shall be payable solely from the revenues received by the Issuer 
from the repayment of the Loan and from other revenues derived from the loan of such moneys and 
from the other security pledged therefor, and the Bonds shall never be construed to constitute an 
indebtedness of the Issuer, the State, the City, or of any other political subdivision of the State, with 
the meaning of any constitutional or statutory provisions whatsoever;  
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF 
THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF TEMPE, 
ARIZONA, as follows: 
1. 
Findings.  It is hereby determined that: (a) the Project to be financed with the 
Bonds is a “project” as defined in and permitted by the Act, and the financing of the Project is 
consistent with the purposes of the Act and will benefit the people of the City; and (b) the financing 
of the Project will require the issuance, sale and delivery of the Bonds as hereinafter provided. 
2. 
Bond Authorization; Terms; Special Limited Obligations.  Pursuant to the Act 
and for the purposes of providing money to make the Loan to the Borrower for financing the 
Project, the Issuer hereby authorizes and approves the issuance of the Bonds to be designated “The 
Industrial Development Authority of the City of Tempe, Arizona Multifamily Housing Revenue 
Bonds (Dorsey Station Apartments Project), Series 2026” and the sale and delivery of the Bonds 
upon the terms set forth in the Indenture. 
The Bonds shall be issued in the aggregate principal amount of not to exceed $48,500,000.  
The Bonds shall bear interest at the rates (which shall not exceed 8.00% per annum) and mature 
(no later than 40 years after their date of issuance) on the dates set forth in the Indenture.  
The Bonds may be subject to optional and mandatory prepayment prior to maturity; shall 
be issued in fully registered form only; and shall be dated and shall bear interest from their date, 
all as provided in the Indenture.   
The Bonds shall be payable solely from the property held and receipts and revenues 
received by or on behalf of the Issuer pursuant to the Bond Documents.  Nothing contained in (a) 
this Resolution, (b) the Bond Documents, or (c) any other agreement, certificate, document, or 
instrument executed in connection with the issuance of any of the Bonds shall be construed as 
obligating the Issuer (except as a special limited obligation to the extent provided in such 
documents or instruments) or obligating the City or the State to pay the principal of or premium, 
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if any, or interest on the Bonds, or as incurring a charge upon the general credit of the Issuer, the 
City or the State, nor shall the breach of any agreement contemplated by this Resolution, the Bond 
Documents, or any other instrument or documents executed in connection herewith or therewith 
impose any charge upon the general credit of the Issuer, the City or the State.  The Issuer has no 
taxing power.  The members of the Board of Directors of the Issuer and any director, officer, 
official, employee or agent of the Issuer shall not be subject to any personal liability or 
accountability by reason of the issuance of the Bonds.  The liability of the Issuer with respect to 
the Bond Documents, or any other document executed in connection with the transactions 
contemplated hereby, shall be limited as provided in the Act and the Bond Documents.  Nothing 
contained in this Resolution or any document referred to herein shall be construed as obligating 
the Issuer except as expressly provided herein or therein, or in any event as creating a claim or 
charge upon the general credit of the Issuer, nor shall the breach of any agreement approved by 
this Resolution or any document executed in connection herewith or therewith impose any charge 
upon the general credit of the Issuer. 
3. 
Approval of Loan. The Issuer hereby authorizes and approves the making of the 
Loan to the Borrower, as evidenced by the Loan Agreement, in an aggregate principal amount not 
to exceed the aggregate principal amount of the Bonds.   
4. 
Approval and Authorization of Bond Documents.  The form, terms and 
provisions of the Bonds and the Bond Documents in the forms presented to this meeting, are hereby 
approved, with such insertions, deletions and changes as are not inconsistent with this Resolution, 
as are approved by any officer or the President or any other member of the Board of Directors 
(each an “Authorized Officer”) (which approvals will be conclusively demonstrated by the 
execution or approval thereof by an Authorized Officer). 
5. 
Authority to Execute and Deliver Bond Documents and Additional 
Documents. Any Authorized Officer is hereby authorized and directed to execute the Bonds and 
the final Bond Documents and all related certificates and other instruments contemplated by the 
Bond Documents, containing terms not inconsistent with this Resolution, and to execute and 
deliver all such documents on behalf of the Issuer as may be necessary or desirable to effectuate 
the intent of this Resolution in connection with the issuance of the Bonds.  Such authority and 
direction shall include the authority and direction to execute and deliver required tax forms on 
behalf of the Issuer and any subsequent amendments, waivers or consents entered into or given in 
accordance with the Bond Documents and related documents. 
6. 
Consent to Engagements. The Issuer consents to Borrower’s request to engage 
(a)  U.S. Bank Trust Company, National Association, as Trustee under the Indenture with respect 
to the Bonds, and (b) Pacifica Law Group LLP as Bond Counsel. 
7. 
Conditions. The issuance of the Bonds shall be conditioned on: (a) the Arizona 
Attorney General not informing the Issuer that the Project does not come within the purview of 
the Act in the manner contemplated by Section 35-721.F of the Act; (b) the approval by the City 
Council of the City of Tempe, Arizona; (c) all agreements, certificates, documents, or instruments 
requiring the execution or consent of Issuer being in a form and substance acceptable to the Issuer’s 
counsel; and (d) the Issuer’s receipt of such opinions, certificates, comfort letters, and consent 
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letters in connection with the Bonds as the Issuer’s counsel or advisors may deem necessary or 
appropriate, in form and substance satisfactory to the Issuer’s counsel and advisors. 
8. 
Ratification. All actions taken by the officers, directors and agents of the Issuer 
that are in conformity with the purposes and intent of this Resolution are hereby ratified, 
confirmed, authorized and approved.  Further, all actions previously taken in connection with the 
preparation and publication of a Notice of Public Hearing and the conducting of a public hearing 
relating to the issuance of the Bonds as required by the Internal Revenue Code of 1986, as amended 
(the “Code”), are also hereby authorized, ratified, and confirmed, and the Issuer hereby approves 
the issuance of the Bonds for all purposes under the Code. 
9. 
Waiver. Any provisions of any bylaw procedural policies, and/or prior resolutions 
of the Issuer inconsistent herewith are hereby waived to the extent only of such inconsistency.  
This waiver shall not be construed as repealing any such bylaw, procedural policies or resolution 
or any part thereof.   
10. 
Open Meeting Laws. All formal actions of the Issuer and its Board of Directors 
concerning this Resolution were adopted in an open meeting and all deliberations that resulted in 
those formal actions were in meetings open to the public, in compliance with the legal requirements 
of the State and the Issuer. 
11. 
Notice. Notice of Arizona Revised Statutes Section 38-511 is hereby given.  The 
provisions of that statute are by this reference incorporated herein to the extent applicable to 
matters contained herein under the laws of the State of Arizona. 
12. 
Severability; Irrepealability. If any section, paragraph, clause, or provision of this 
Resolution shall, for any reason, held to be invalid or unenforceable, the invalidity or 
unenforceability of such section, paragraph, clause, or provision shall not affect any of the 
remaining provisions of this Resolution. 
After the Bonds are issued and delivered, this Resolution shall be and remain irrepealable 
until the Bonds and interest thereon shall have been fully paid, canceled, and discharged. 
13.  
Effective Date. This Resolution shall be effective immediately.  
 
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ADOPTED AND APPROVED on June 10, 2026. 
THE INDUSTRIAL DEVELOPMENT 
AUTHORITY OF THE CITY OF TEMPE, 
ARIZONA 
By  
 
President, Board of Directors 
 
 
ATTEST: 
By _____________________________ 
Secretary-Treasurer 
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