10/1/1940 - Laserfiche WebLink

Home Browse Search

a 3 ing Bonds; (3) assembling said Original Bonds and delivering Refunding Bonds in lieu thereof; (4) all other expenses in connection herewith which may be approved by First Party, including a total of twenty (20¢) cents per Refunding Bond to the Clerk of the Circuit Court for exeeutini the validation certificate on said Refunding Bonds, and impressing the seal of said Clerk there, on, and signing each Refunding Bond as Clerk of the Board of County Commissioners, and impress,- ing the seal of said Board on each of said Refunding Bonds; (5) the costs and expenses, inclu- ding counsel fees, in legal proceedings to validate said Refunding Bonds. (B) That Second Party does hereby designate and retain Charles A. Mitchell, an Attorney at Law- as its counsel to represent it in all matters connected herewith until the full purposes of this contract have been fulfilled. Section IS. That First Party shall be compensated for services rendered, including risk taken, in connection herewith in the following manner: By Oeoond Party paying to First Party, or its assignee, a sum equal to two and one- half (2) per cent. on the par value of Refunding Bonds issued hereunder; and, if so requested by First Party, the amount due shall be evidenced by certificates issued to First Party by the Clerk of the Board of County Commissioners of Indian River. County, Florida,setting forth the Refunding Bonds issued hereunder and the amount due, which certificates are, by the execution of this contract, authorized and directed to be issued within ten (10) days after any request therefor. Said certificates shall be paid out of the Refunding Bond.Interest and Sinking Fund Account 6f the issuing unit from moneys therein available each six months after interest then due has been paid and before any disbursements from.said Interest and Sinking Fund for any purpose except for the payment of interest on the Refunding Bonds. Section R. That general provisions shall apply to this contract as follows: (A) That the employment of First Party hereunder shall be for the period beginning with date hereof and ending --at the expiration of the.performance.schedule hereinafter set forth and shall be exclusive as to this particular purpose during that period, and nothing herein- after contained shall be construed to prevent First Party from collecting any sums due it here- under for pro tanto performance of this contract covering conversions before any expiration, cancellation, rescission, or surrender hereof; PROVIDED, however, that, unless an extension hereof is granted, First Party hereby guarantees (1) that on or before (a) March 1, 19410 or (b) (90) days after the deposit of executed Refunding Bonds with designated Escrow Bank, which said deposit shall be made as promptly as.possible following the validation decree coveri said Refunding Bonds becoming final (by lack of an appeal or by final adjudication of the Supreme Court of Florida in the event of an appeal) and/or (c) ninety (90) days following final adjudication of any other litigation which might prevent the issuance of Refunding Bonds, whichever date is the last, it will have converted sufficient of the Original Bonds into Refund ing Bonds that the total Original Bonds outstanding on said date will not exceed seventy-five (75%) per cent. of the amount of such Original Bonds outstanding as of the date hereof; (2) tha within six (6) months after the expiration of the period set forth in (1) above, First Party will have converted sufficient of the Original Bonds into.Refunding Bonds that -thea total Original Bonds then outstanding will not exceed fifty (50%) percent. of the amount of such Original Bonds outstanding as of the date hereof; (3) that, within t*elve (12) months after the expiration of the period set forth in (2) above, First Party will have converted the entire amount of the Original. -Bonds into Refunding Bonds; PROVIDED, further, that executed duplicate of this contract, together with Thousand ($5,000,00) Dollars par value of Original Bonds (Refunding Bonds may be substituted therefor when the same are ready for delivery) which said Bonds shall be furnished by First Party, shall be deposited with The First Rational Bank, Orlandq,Florida, as Trustee, and said Original Bonds (or their Refunding Bond substitutes) shal be held by said Trustee Bank (1) as a good faith and performance guarantee deposit by First