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HomeMy WebLinkAboutDELETE (3) �f RESOLUTION NO , 77-80 r �A RESOLUTION AMENDING THE TITLE AND BODY OF A RESOLUTION HERETOFORE ADOPTED AND ENTITLED: "A RESOLUTION PROVIDING FOR THE ISSUANCE OF REVENUE AND GENERAL OBLIGA- TION NOTES OF INDIAN RIVER COUNTY, FLORIDA, NOT TO EXCEED $850, 000 TO PAY THE COST OF ADVANCING FUNDS FOR SOLID WASTE DISPOSAL IMPROVEMENTS; PLEDGING REVENUES OF THE PROJECT AND AD VALOREM TAXES FOR REPAYMENT THEREOF AND CONTAINING OTHER PROVISIONS RELATING TO THE NOTES; PROVIDING AN EFFECTIVE DATE. " \WHEREAS, this Board has, on May 4 , 1977, duly adopted a resolution authorizing the issuance of $850, 000 Revenue and General Obligation Notes; and WHEREAS, two of said authorized Notes, totaling $800 ,000 have heretofore been issued; and WHEREAS, it is neces-sary that the amount of Notes authorized to be -issued by said resolution be increased to the aggregate principal amount of not exceeding $1, 350 , 000 due to increased costs of the project for which funds derived from the sale of said notes will be needed; and WHEREAS, the First Citrus Bank of Indian River County, the holder of the two outstanding Notes, has consented to the adoption of a resolution increasing the amount of Notes authorized to be issued; now, therefore BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF INDIAN RIVER COUNTY, FLORIDA: SECTION 1. The title and body of the resolution, adopted on May 4, 1977, and referred to by title in the title of this resolution, be and the same are hereby amended in their entirety to read as follows : - "A RESOLUTION PROVIDING FOR THE ISSUANCE OF REVENUE AND GENERAL OBLIGATION NOTES OF INDIAN RIVER COUNTY, FLORIDA, NOT TO EXCEED $1,350 , 000 TO PAY THE COST OF ADVANCING FUNDS FOR SOLID WASTE DISPOSAL IMPROVEMENTS; PLEDGING REVENUES OF THE PROJECT-AND AD VALOREM TAXES FOR REPAYMENT THEREOF AND CONTAINING OTHER PROVISIONS RELATING TO THE NOTES; PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF INDIAN RIVER COUNTY, FLORIDA (hereinafter called "Board") that: SECTION 1. AUTHORITY FOR RESOLUTION. This resolution is adopted pursuant to the provisions of Section 125 . 01, Florida Statutes., Chapter 159, Part I , Florida Statutes, and other applicable provisions of law. SECTION 2 . FINDINGS. It is hereby found, determined and declared as follows , that-.-- A. hat:-A. Itis necessary, desirable, and in the best interest of Indian River County, Florida (hereinafter called "County") , and its inhabitants that revenue and general obligation notes in an amount not exceeding $1, 350 , 000. 00 be issued to advance funds for solid waste disposal system improvements, including the acquisition of land and equipment therefor (herein called "Project") . B. Such revenue and general obligation notes together with all other outstanding general obligation bonded indebtedness of the County will not exceed any statutory debt limitation. SECTION 3. RESOLUTION TO CONSTITUTE CONTRACT. In con- sideration of the acceptance of the Notes authorized to be issued hereunder by those who shall hold the same from time to time, this resolution shall be deemed to be and shall constitute a contract between the County and such holders. The covenants and agreements herein set forth to be performed by the County shall be for the equal benefit, protection and security of the legal holders of any and all of such Notes, all of which shall be of equal rank and without preference, priority or distinction of any of the Notes over any other thereof, except as expressly provided therein and herein. SECTION 4 . AUTHORIZATION OF NOTES . For the purpose of advancing funds to finance the cost of the Project, there are hereby authorized to be issued Revenue and General Obligation Notes of the County (herein called "Notes") , in the aggregate principal amount of not exceeding One Million Three Hundred Fifty Thousand Dollars ($1, 350 ,000) . The Notes shall be payable to bearer unless registered as hereinafter provided; shall be payable in lawful money of the United States of America; shall be issued either at one time or in installments from time to time; shall be numbered consecutively from one upward and each Note shall be dated- as of the date of issuance ;thereof. Said Notes shall mature on or before May 1, 1,978 and shall bear interest, payable at maturity, at the rate of four and sixty-five hundredths per centum (4 . 65%) per annum. Such Notes shall be payable as to principal and interest at First Citrus Bank of Indian River County, Vero Beach, Florida and such Notes shall -be in such denominations, in multiples of $5 , 000 , as may be agreed upon between the purchaser and the County. SECTION 5. SALE OF NOTES . The Notes are hereby awarded and sold at private sale, at the price of par, to First Citrus Bank of Indian River County, Vero Beach, Florida. The Chairman of the Board of County Commissioners is hereby authorized to receive the purchase price of said Notes , as issued, and to apply the proceeds thereof without further authority from this Board. SECTION 6. EXECUTION OF NOTES. The Notes shall be executed in the name of the County by the Chairman of the Board of County Commissioners and countersigned and attested by the Clerk of the Board, and its corporate seal or a facsimile thereof shall be affixed thereto or reproduced thereon. The facsimile signatures of the Chairman or the Clerk may be imprinted or reproduced on the Notes, provided that at least one signature required to be placed thereon shall be manually subscribed. In case any officer whose signature shall appear on any of the Notes shall cease to be such officer before the delivery of such Notes, such signature or facsimile shall nevertheless be Valid and sufficient for all purposes the same as if he had remained in office until such delivery. The Notes may be signed and sealed on behalf of the County by such person who at -2- the actual time of the execution of such Notes shall hold the proper office with the County, although at the date of such Notes such person may not have held such office or may not have been so authorized. SECTION 7. NOTES MUTILATED, DESTROYED, STOLEN OR LOST. In case any Note shall become mutilated, or be destroyed, stolen or lost, the County may in its discretion issue and deliver a new Note of like tenor as the Note so mutilated, destroyed, stolen or lost, in exchange and substitution for such mutilated Note, upon- surrender and cancellation of such mutilated Note, if any, or in lieu of and substitution for the Note, if any, destroyed, stolen or lost, and upon the holder furnishing the County proof of his ownership thereof and satisfactory indemnity and complying with such other reasonable regulations and conditions as the County may prescribe and paying such erxpenses as the County may incur. All Notes so surrendered shall be cancelled by the Clerk of the Board. If any such Notes shall have matured or be about to mature, instead of issuing a substitute Note, the County may pay the same , upon being indemnified as aforesaid, and if such Note be lost, stolen or destroyed without surrender thereof. All such duplicate Notes issued pursuant to this section shall constitute original, additional contractual obligations on the part of the County whether or not the lost, stolen or destroyed Notes be at any time found by anyone, and such duplicate Notes shall be entitled to equal and proportionate benefits and rights as to lien on and source and security for payment from the funds , as hereinafter pledged, to the same extent as all other obligations issued hereunder. SECTION 8 . PRIOR REDEMPTION. The Notes shall be redeemable prior to their stated date of maturity on any date, as provided in said Notes. SECTION 9. NEGOTIABILITY AND REGISTRATION. The Notes issued hereunder shall be and shall have all of the qualities and incidents of negotiable instruments under the law merchant and the Laws of the State of Florida, and each successive holder, in accept- ing any of such Notes shall be conclusively deemed to have agreed -3- that such Notes shall be and have all of the qualities and incidents of negotiable instruments under the law merchant and the Laws of the State of Florida. The Notes may be registered at the option of the holder as to principal and interest at the office of the Clerk of the Board, as Registrar, or such other Registrar as may be hereafter duly appointed, such registration to be noted on the back of the Notes in the space provided therefor. After such registration a"s to principal .and interest, no transfer of the Notes shall be valid unless made at such office by written assignment of the registered owner, or by his duly authorized attorney, in a form satisfactory to the Registrar, and similarly noted on the Notes, but the Notes may be discharged from registration by being in like manner trans- ferred to bearer -form and thereupon transferability by delivery shall be restored. At the option of the holder, the Notes may thereafter again from time to time be registered or transferred to bearer form as before. SECTION 10. FORM OF NOTES. The text of the Notes shall be in substantially the following form and tenor, with such variations , omissions and insertions as may be necessary, desirable and author- ized or permitted by this resolution or any subsequent resolution adopted prior to the issuance thereof : -4- No. $ UNITED STATES OF AMERICA STATE OF FLORIDA COUNTY OF INDIAN RIVER REVENUE AND GENERAL OBLIGATION NOTE KNOW ALL MEN BY THESE PRESENTS, that Indian River County, Florida (hereinafter referred to as "County") , for value received, hereby promises to pay to the bearer, or if this Note be registered, to the registered holder as herein provided, on May 1, 1978 , the principal sum of Dollars with interest thereon at the rate of four" and sixty-five hundredths per centum (4. 650) per annum, payable at the maturity hereof, upon presentation and surrender of this Note. Both principal of and interest on this Note are payable in lawful money of the United States of America at First Citrus Bank of Indian River County, Vero Beach, Florida. For the prompt payment of the principal of and interest on this Note as the same shall become due, the revenues of the project (hereinafter referred to) , and, if necessary, the ad valorem taxing power of the County for the fiscal year 1977-78 at an annual rate not to exceed ten (10) mills on the dollar of assessed value, are hereby irrevocably pledged. This Note is one of an authorized issue of notes in the aggregate principal amount of $1 , 350 ,000 of like date, tenor and effect, except as to date of issue, number and denomination, issued to advance-funds to finance the cost of solid waste disposal system improvements including acquisition of land and equipment therefor (herein called the "project") , under the authority of and in full compliance with the Constitution and Statutes of the State of Florida, including Section 125 . 01, Florida Statutes, Chapter 159 , Fart I , Florida Statutes, and other applicable provisions of law, and pursuant to a resolution of the County duly adopted on the 4th day of May, 1977 , as amended by resolution duly adopted on the 10th day of August, 1977 (hereinafter collectively called "Resolution") . This Note is subject to all the terms and conditions of said Resolution. It is certified and recited that all acts, conditions and things required to happen, to exist and to be performed, precedent -5- to and in the issuance of this Note, have happened, exist, and have been performed in due time, form and manner as required by the Constitution and Laws of the State of Florida, applicable thereto; that the total indebtedness of said County, including the issue of Notes of which this Note is one, does not exceed any constitu- tional, statutory, or other limitation; and that, to the extent the revenues of the project are insufficient therefor, provision has been made for the levy and collection of a direct annual tax for the fiscal year 1977-78, at an annual rate not to exceed ten (10) mills on the dollar of assessed value, upon all property subject to taxation by the County, sufficient to pay the principal of and interest on this Note as the same shall become due, which tax shall be levied and collected at the same time and in the same manner as other ard valorem taxes of the County are assessed, levied and collected. This Note is redeemable, at the option of the County, on any date prior to its stated date of maturity, at the price of par and accrued interest to the date of such redemption; provided that written notice. o , such redemption shall be given to the original purchaser of this Note at least two (2) weeks prior to such redemption. This Note is and has all the qualities of a negotiable instrument under the law merchant and the laws of the State of Florida. This Note may be registered as to both principal and interest in accordance with the provisions endorsed hereon. IN WITNESS WHEREOF, Indian River County, Florida, has issued this Note and has caused the same to be signed by the Chairman of the Board of County Commissioners and the corporate seal of said County or a facsimile thereof to be affixed hereto or impressed, imprinted, lithographed or reproduced hereon and attested and countersigned by the Clerk of the Board, all as of the day of 1977 . -6- SECTION 11 . PLEDGE OF REVENUES AND AD VALOREM TAXES . For the prompt payment of the principal of and interest on the Notes, the revenues derived from the operation of the project and, to the extent such revenues are insufficient therefor, the ad valorem taxing power of the County for the fiscal year 1977-78, at an annual rate not to exceed ten (10) mills on the dollar of assessed value, are irrevocably pledged. SECTION 12. SINKING FUND, DEPOSIT OF REVENUES AND LEVY OF AD VALOREM TAX. There is hereby created a Sinking Fund to be held and administered by the County solely fof' the purpose of paying the principal of and interest on the Notes as they become due . All of the revenues derived from the operation of the project shall be deposited into said Sinking Fund. There shall also be levied and collected a tax during the fiscal year 1977-78 , at an annual rate not to exceed ten (10) mills on the dollar of assessed value, on all property subject to taxation by the County, sufficient in amount to pay the principal of and interest on such Notes as the same shall become due, after deducting therefrom any revenues or other funds which may be so applied. Such tax shall be assessed, levied and collected in the same manner and at the same time as other County taxes are assessed, levied and collected. SECTION 13 . NOTE HOLDERS NOT AFFECTED BY USE OF NOTE PROCEEDS. The holders of the Notes issued hereunder shall have no responsibility for the use of the proceeds of said Notes, and the use of such Note proceeds by the County shall in no way affect the rights of such Note holders. SECTION 14. ARBITRAGE. No use will be made of the proceeds of the Notes which would cause the same to be "arbitrage bonds" within the meaning of the Internal Revenue Code. The County, at all times while the Notes and interest thereon are outstanding, will comply with the requirements of Section 103 (c) of the Internal Revenue Code and any valid and applicable rules and regulations of the Internal Revenue Service. SECTION 15. MODIFICATION OR AMENDMENT. No material modifica- tion or amendment of this resolution or of any resolution amendatory -8- hereof or supplemental hereto, may be made without the consent in writing of the holders of the Notes then outstanding, provided, however, that no modification or amendment- shall permit a change in the maturity of such Notes or the unconditional promise of the County to pay the principal of and interest on the Notes as the same shall become due. SECTION 16. SEVERABILITY OF INVALID PROVISIONS . If any one or more of the covenants, agreements, or provisions of this resolution should be .-held contrary to any express provisions of law or contrary to the policy of express 'law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remainirfg covenants, agreements or provisions, and in no way affect the validity of all the other provisions of this resolution or of the Notes issued hereunder. SECTION 17 . EFFECTIVE DATE . This resolution shall take effect immediately upon its adoption. " -9-