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HomeMy WebLinkAbout1/4/1979s THURSDAY, .JANUARY 4, 1979 THE BOARD OF COUNTY COMMISSIONERS OF INDIAN RIVER COUNTY, FLORIDA, MET IN SPECIAL SESSION AT THE COURTHOUSE, VERO BEACH, FLORIDA, ON THURSDAY, .JANUARY 4, 1979, AT 3:00 O'CLOCK P.M. PRESENT WERE WILLIAM C. WODTKE, JR., CHAIRMAN;.ALMA LEE Loy, VICE CHAIRMAN; WILLARD W. SIEBERT, JR.; R. DON DEESON AND PATRICK B. LYONS. ALSO PRESENT WERE GEORGE G. COLLINS, JR., ATTORNEY TO THE BOARD OF COUNTY COMMISSIONERS, AND VIRGINIA HARGREAVES, DEPUTY CLERK. THE CHAIRMAN CALLED THE MEETING TO ORDER AND ANNOUNCED THAT IT WAS HELD FOR THE PURPOSE OF RECEIVING REPORTS AND RECOMMENDATIONS FROM THE NORTH COUNTY AND SOUTH COUNTY FIRE STUDY COMMITTEES. HE REPORTED THAT THE COUNTY HAS INDICATED THEY WOULD PAY FOR A STUDY OF THE PROPOSED FORMATION OF NORTH AND SOUTH COUNTY FIRE TAXING DISTRICTS. CHAIRMAN WODTKE STATED THAT HE COULD SPEAK AS CHAIRMAN OF THE SOUTH COUNTY FIRE STUDY COMMITTEE, AND COMMISSIONER SIEBERT AS VICE CHAIRMAN OF THE NORTH COUNTY FIRE STUDY COMMITTEE. CHAIRMAN 14ODTKE CONTINUED THAT THEY HAVE MET WITH AND INTERVIEWED TWO APPLICANTS WHO PRESENTED PROPOSALS ON CONDUCTING SUCH A STUDY. THE FIRM OF BOOZE, ALLEN & HAMILTON MADE A PROPOSAL OF $20,250 WITH A TIME FRAME OF EIGHT WEEKS, AND SOUTHERN-KELTON & ASSOCIATES PROPOSED TO DO THE STUDY FOR $13,500, WITH A TIME FRAME OF 90 DAYS. THE CHAIRMAN REPORTED THAT BASICALLY BOTH OF THE COMMITTEES APPROVED THE PROPOSAL MADE BY_SOUTHERN-KELTON & ASSOCIATES, AND HE CONTINUED THAT THIS FIRM HAS INDICATED IF THE CONTRACT IS AWARDED TODAY, THE STUDY WOULD BE COMPLETED BY THE 1ST OF MARCH. CHAIRMAN WODTKE STATED THAT IT WAS MADE PLAIN THAT THE COUNTY WOULD BE CONCERNED ABOUT FUNDING A STUDY FOR THE FORMATION OF A SOUTH COUNTY FIRE TAXING DISTRICT IF THERE ARE ANY PRECONCEIVED IDEAS, EITHER WITHIN THE TOWN OF INDIAN RIVER SHORES, THE CITY OF VERO BEACH, OR THE COUNTY, THAT THE DISTRICT MUST BE ORGANIZED IN A SPECIFIC WAY OR ONLY COVER A SPECIFIC AREA. HE STATED THAT HE TRIED TO REACH AN UNDERSTANDING THAT THE COUNTY WAS NOT GOING TO FUND A STUDY THAT HAD NO CHANCE OF BEING ACCEPTED EITHER BY THE MUNICIPALITIES OR THE COUNTY. THE CHAIRMAN CONTINUED THAT AT THE MEETING EARLIER TODAY HE GOT THE FEELING FROM THE 938 PAS JAN 41979 A :l REPRESENTATIVES OF BOTH THE TOWN AND THE CITY THAT THEY ARE OPEN-MINDED; ARE BASICALLY IN FAVOR OF THE SOUTH COUNTY DISTRICT AND SUPPORTIVE OF THE BASIC IDEA BEHIND THE STUDY, BUT THEY DO WANT TO HAVE THE FACTS AND FIGURES TO SUBSTANTIATE FOR THEIR TAXPAYERS THE BENEFIT•OF SUCH A DISTRICT. CHAIRMAN WODTKE NOTED MAYOR FLOOD, CHAIRMAN OF THE NORTH COUNTY FIRE STUDY COMMITTEE, IS PRESENT TODAY, AND HE BELIEVES THAT BOTH COMMITTEES HAVE APPROVED THE SOUTHERN-KELTON PROPOSAL. HE FURTHER NOTED THAT BOTH PROPOSALS SEEM TO OUTLINE ABOUT THE SAME TYPE OF TASK AND THE SAME FORMAT AS TO HOW THEY WILL APPROACH THIS, AND HE FELT THEY UNDERSTAND WHAT THE VARIOUS PROBLEMS ARE AND WILL TRY TO STAY OUT OF THE POLITICAL ARENA. CHAIRMAN WODTKE THEN DISCUSSED THE TIME FRAME FOR BRINGING THESE DISTRICTS INTO BEING IF THEY ARE APPROVED, AND NOTED THAT SINCE A REFERENDUM WOULD HAVE TO BE HELD, ORDINANCES PREPARED, ETC., IT WAS VERY DOUBTFUL THAT'THIS COULD BE ACCOMPLISHED BY EARLY SPRING. HE STATED THAT THE PRIMARY EMPHASIS IS ON HAVING THIS STUDY DONE AND TAKING THE TIME TO ANALYZE IT THOROUGHLY BEFORE TRYING TO SELL IT TO THE PUBLIC. CHAIRMAN WODTK8 REPORTED THAT THERE WAS A NEGATIVE RESPONSE FROM ONE REPRESENTATIVE OF THE NORTH COUNTY AREA, WHO BASICALLY DID NOT APPROVE OF HIRING ANY OUTSIDE CONSULTANTS, BUT FELT THE STUDY SHOULD BE DONE IN-HOUSE. THE CHAIRMAN STATED THAT HE DID NOT BELIEVE WE HAVE THE EXPERTISE IN THE COUNTY TO DO SUCH A STUDY, AND IN ADDITION, NOTED THAT UNLESS THE STUDY WERE DONE BY AN OUTSIDE CONSULTANT, THE TOWN OF INDIAN RIVER SHORES WOULD NOT PARTICIPATE. COMMISSIONER SIEBERT STATED THAT, IN SPITE OF WHAT HAS BEEN SAID ABOUT NO PRECONCEIVED IDEAS, HE WOULD FEEL THAT, ON AN INDIVIDUAL BASIS, THERE ARE SOME. HE FELT, HOWEVER, EVEN IF THE FINAL REPORT WERE NOT ADOPTED, THAT IT WOULD BE WELL WORTH IT JUST TO GAIN MORE KNOWLEDGE THAN WE PRESENTLY HAVE. COMMISSIONER LOY AGREED THAT WE DO NOT HAVE THE NECESSARY TOOLS TO WORK WITH AT THIS MOMENT AND STATED THAT SHE WAS READY TO ACT ON THE RECOMMENDATION MADE, MOTION WAS MADE BY COMMISSIONER SIEBERT,' SECONDED BY COMMIS- SIONER DEESON, TO ACCEPT THE PROPOSAL OF SOUTHERN KELTON & ASSOCIATES JAN 4 1979 BOX IN THE AMOUNT OF $13,500 TO CONDUCT A STUDY IN REGARD TO FORMATION OF FIRE TAXING DISTRICTS AND TO AUTHORIZE THE CHAIRMAN TO SIGN A CONTRACT WITH THEM. CHAIRMAN WODTKE ASKED MR. KELTON TO CONFIRM THAT SUCH A STUDY COULD BE COMPLETED BY EARLY MARCH, AND MR. KELTON STATED THAT IT COULD BE DONE BY THE FIRST WEEK IN MARCH. THE CHAIRMAN CALLED FOR THE QUESTION. IT WAS VOTED ON AND CARRIED UNANIMOUSLY. ATTORNEY COLLINS ASKED THAT AN ITEM BE ADDED TO TODAYIS AGENDA IN ORDER TO EXPEDITE A MATTER THAT IS ON THE AGENDA OF THE .JANUARY 10TH MEETING IN REGARD TO THE EXPANSION OF THE WATER SYSTEM IN THE-GIFFORD AREA. ON MOTION BY COMMISSIONER LYONS, SECONDED BY COMMISSIONER Loy, THE BOARD UNANIMOUSLY ADDED THE ITEM REQUESTED BY ATTORNEY COLLINS TO TODAY'S AGENDA. ATTORNEY COLLINS NOTED THAT THE BOARD PREVIOUSLY APPROVED AN EXPANSION OF THE WATER SYSTEM IN THE GIFFORD AREA, AND IN ANTICIPATION OF THIS, WE HAVE FILED APPLICATION WITH THE FHA FOR ADDITIONAL FINANCING. j HE REPORTED THAT HE HAS JUST RECEIVED THE RESOLUTION WHICH IT IS NECESSARY I THAT THE BOARD PASS PRIOR TO THE BOND VALIDATION SUIT BEING FILED. HE STATED THAT THE RESOLUTION IS ON THE SAME BASIC FORM AS PREVIOUS ONES THE BOARD HAS SIGNED; IT APPEARS TO BE IN GOOD ORDER; AND IF THE BOARD IS INCLINED, HE WOULD RECOMMEND THAT THEY PASS THE RESOLUTION AND AUTHORIZE THE FILING OF THE VALIDATION SUIT. THE ATTORNEY NOTED THAT THE BOND ISSUE WILL BE IN THE AMOUNT OF $236,000. CHAIRMAN WODTKE INFORMED THOSE PRESENT THAT THE TIME FACTOR INVOLVED IN THE MECHANICS OF THIS ACTION IS QUITE CRITICAL, AND IN ADDITION, POINTED OUT THAT OUR BIDS ON THE EXPANSION ARE ONLY GOOD UNTIL FEBRUARY 4TH. ON MOTION BY COMMISSIONER Loy, SECONDED BY COMMISSIONER SIEBERT, THE BOARD UNANIMOUSLY ADOPTED RESOLUTION N0. 79-1 AUTHORIZING THE ISSUANCE OF $236,000 WATER AND SEWER REVENUE BONDS TO"FINANCE THE EXPANSION OF THE WATER SYSTEM IN THE GIFFORD AREA, AND ALSO AUTHORIZED THE ATTORNEY TO FILE THE BOND VALIDATION SUIT. e3WA 3% JAN 4 1979 RESOLUTION NO. 79-1 RESOLUTION PROVIDING FOR THE ACQUISITION, CONSTRUCTION AND ERECTION OF EXTENSIONS AND IMPROVEMENTS TO THE WATER AND SEWER SYSTEM OF INDIAN RIVER COUNTY, FLORIDA; AUTHORIZING THE ISSUANCE BY THE COUNTY OF NOT EXCEEDING $236,000 WATER AND SEWER REVENUE BONDS, SECOND SERIES 1979, TO FINANCE A PART OF THE COST THEREOF; PLEDGING THE GROSS REVENUES OF SAID SYSTEM, TO SECURE PAYMENT OF THE PRINCIPAL. OF AND INTEREST ON THE BONDS; AND PROVIDING FOR THE RIGHTS OF THE HOLDERS OF THE BONDS. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF INDIAN RIVER COUNTY, FLORIDA, as follows: ARTICLE I GENERAL 1.01 Definitions. When used in this Instrument, the following terms shall have the following meanings, unless the text clearly otherwise requires: "Bonds" shall mean the obligations of'the Issuer authorized to be issued pursuant to Section 2.01 of this Instrument and shall be deemed to include also any obligations issued hereafter by the Issuer pursuant to the provisions of Section 3.04 (H) of the Original Instrument. "Chairman" shall- mean the Chairman of the Board of ' County.Commissioners of the Issuer. "Clerk" shall mean the Clerk of the Circuit Court of Indian River County, ex officio - Clerk of the Board of County Commissioners of the Issuer. "Construction Account" shall mean the account or accounts created pursuant to Section 3.03 of this Instrument for the purpose �t of receiving bond proceeds and other funds to pay the Cost of the Project. "Cost," when used in connection with the Project, shall mean all expenses necessary, appurtenant or incidental to the acquisition and construction of the Project, including without limitation the cost of any land or interest therein or of any fix- tures, equipment or personal property necessary or convenient therefor, the cost of labor and materials to complete such construction, engineering and legal expenses, fiscal expenses, expenses for estimates of costs and of revenues, expenses for plans, specifications and surveys, interest during construction and administrative expenses related solely to the acquisition and' construction of the Project. "Fiscal Year" shall mean the period commencing on October 1 of each year and continuing to and including the suc- ceeding September 30. "Government" shall mean the United States of America, acting through the Farmers Home Administration, U.S. Department of Agriculture. "Gross Revenues" shall mean all moneys received from rates, fees, rentals or other charges or income received by the Issuer or accruing to it in the management and operation of the System, all calculated in accordance with accepted accounting methods employed in the operation of public water and sewer systems similar to the System. . "Instrument" shall mean this resolution and all resolu- tions amendatory hereof which may be hereafter duly adopted by the Issuer. "Issuer" shall mean Indian River County, Florida. "Net Revenues" shall mean Gross Revenues less Operating Expenses. "Operating Expenses" shall mean the current expenses, paid or accrued, for the operation, maintenance and repair of all facilities of the System, as calculated in accordance with such accepted accounting methods, and shall include, without limiting the generality of the foregoing, insurance premiums, administrative expenses of the Issuer related solely to the System, labor, cost of materials and supplies used for such operation and charges for the accumulation of appropriate reserves for current expenses not -2- annually recurrent but which are such as may reasonably be expected to be incurred in accordance with such accepted accounting methods, but shall exclude payments into the Sinking Fund or the Reserve Account therein and any allowance for depreciation or for renewals or replacements of capital assets of the System. "Original Instrument" shall mean the resolution duly adopted by the Board of County Commissioners of the Issuer on January 23, 1978, authorizing issuance of the Parity Obligations. "Parity Obligations" shall mean the Issuer's Water and Sewer Revenue Bonds, Series 1979, authorized pursuant to the Original Instument. "Pledged Funds" shall mean the Gross Revenues. "Project" shall mean the extensions and improvements to the water facilities of'the System in the Gifford area, to be constructed pursuant to the authorization contained in this Instrument in accordance with certain plans and specifications now on file with the Clerk. "Revenue Fund" shall mean the account created pursuant to the provisions of Section 3.04(B) of the Original Instrument, into which all Gross Revenues shall be deposited by the Issuer. "Sinking Fund" shall mean the account created pursuant to Section 3.04(C) of the Original Instrument, into which moneys shall be transferred from the Revenue Fund for the payment of the prin- cipal of and interest on the Bonds. "System" shall mean the complete water and sewer system now owned, operated and maintained by the Issuer, together with any and all improvements, extensions and additions thereto hereafter constructed or acquired. 1.02 Authority for this Instrument. This. Instrument- is •`` adopted pursuant to the provisions of Part I of Ch. 159, Florida Statutes.(197.7), and other applicable provisions of law. - i,.. Findings. It is hereby found and determined that: (A) For the benefit of its inhabitants, the' Issuer pre- sently owns and operates the System, and the Project is necessary -3- P auox :wu- for the continued preservation of the health, welfare, convenience and safety of the Issuer and its inhabitants. (B) The Issuer has been advised by its consulting engi- neers and it is hereby found and determined that the estimated Cost of the Project is $553,600, which shall be paid with the proceeds of the sale of the Bonds and a federal grant in the amount of $317,600. (C) The revenues to be derived annually from the rates, rentals, fees and other charges made and collected for the services and facilities of the System are estimated to be $ 33,660.00, and will be sufficient to pay, as the same shall become due and payable, the principal of and interest on the Parity Obligations and the principal of and interest on the Bonds and Operating Expenses, the aggregate annual amount of which is estimated to be $23,990 00 It is estimated that the period of usefulness of the Project will exceed forty-one years. (D) It is deemed necessary and desirable to pledge the Pledged Funds to the payment of the principal of and interest on the Bonds. No part of the Pledged Funds have been pledged or hypothecated except with respect to the Bonds and the Parity Obligations. (E) The Original Instrument, in Section 3.04(H) thereof provides for the issuance of additional parity obligations under s - the terms, limitations and conditions provided therein; and the Issuer is authorized to issue the Bonds as additional parity obli- gations within the authorization contained in Section 3.04(H) of the Original Instrument, by reason of the waiver of the conditions contained therein by the Government which will purchase all of the Parity Obligations. The Bonds shall be on a parity and rank equally as to lien on and source and security for payment from the Pledged Funds, and in all other respects, with the Parity Obligations. (F) This Instrument is declared to be and shall consti- tute a contract between the Issuer and all of the holders of the Bonds; and the covenants and agreements herein set forth to be per- -4- lu� �'D formed by the Issuer are and shall be for the equal benefit, pro- tection and security of all of the legal holders of any and all of the Bonds, all of which shall be of equal rank and without pre- ference, priority or distinction of any of the Bonds over any other, except as hereinafter provided. (G) The Issuer is not, under this Instrument, obligated to levy any ad valorem taxes on any real or personal property" situated within its corporate territorial limits to pay the prin- cipal of or interest on the Bonds or to pay Operating Expenses. The Bonds shall not constitute a lien upon the System or any other property of the Issuer or situated within its corporate territorial limits. 1.04 Project Authorized. The Project is hereby authorized. ARTICLE II AUTHORIZATION, TERMS, EXECUTION AND REGISTRATION OF REVENUE BONDS 2.01 Authorization of Revenue Bonds. Subject and pur- suant to the provisions of this Instrument, obligations of the Issuer to be known as "Water and Sewer Revenue Bonds, Second Series 1979" are hereby authorized to be issued in an aggregate principal amount not exceeding Two Hundred Thirty-six Thousand Dollars ($236,000) for the purpose of providing funds to pay a part of the Cost of the Project. s 2.02 Description of Bonds. The Bonds shall be dated as of the date of their delivery; shall bear interest at the rate of 5% per annum, payable on September 1, 1979 and annually thereafter on September 1 of each year; shall be -numbered consecutively from one upward in order of maturity; and shall be in the denominations, -,. be numbered and mature on September 1 of each year of maturity thereof (not exceeding forty years from their date) as shall be provided by subsequent resolution of the Board of County Commissioners of the Issuer adopted prior to delivery of the Bonds to the purchaser thereof. 2.03 Places of Payment. The Bonds shall be issued in coupon form; shall be payable as to both principal and interest at -5- f JAN 4 � � such place or places as the Issuer shall hereafter by resolution' designate, in lawful money of the United States of America; 'and shall bear interest from the date of issue, in accordance with and upon surrender of the appurtenant interest coupons as they severally mature, unless registered; provided, however, that Bonds held by the Government shall be payable at "Finance Office, U.S. Department of Agriculture, Farmers Home Administration, 1520 Market Street, St. Louis, Missouri 63101," or at such other places as the Government shall from time to time in writing designate to the Issuer. 2.04 Provisions for Redemption. Bonds maturing on or before September 1, 1989 are not subject to redemption prior to their respective stated dates of maturity. Bonds maturing September 11 1990 and thereafter shall, at the option of the Issuer, be redeemable in whole or in part, in inverse numerical and maturity order, on September 1, 1989 or on any interest payment date thereafter at par and accrued interest, plus the following premiums, expressed as percentages of the par value of the Bonds so redeemed, if redeemed in the following years: 58, if redeemed on September 1, 1989 or thereafter, to and including September 1, 1991; 48, if redeemed on September 1, 1992 or thereafter, to and including September 1, 1996; 3%, if redeemed on September 1, 1997 or thereafter, - to and including September 1, 2000; 2%, if redeemed on September 1, 2001 or thereafter, to and including,September 1, 2004; 1%,' if redeemed on September 1, 2005 or thereafter, to and including September 1, 2008; .Without premium, if redeemed September 1, 2009 or thereafter, but prior to maturity; provided, however, that at least thirty (30) days prior to the redemption date written notice of such redemption shall be given to the paying agents for the Bonds and to each of the registered owners at their respective addresses as they appear upon the registration books of the Clerk and shall be published at least once in a financial newspaper published in the City of New York, New York. Bonds held by the Government may be redeemed by the -6- JAN 4 1979 'oJ'ss 1714 J Issuer on any interest payment date prior to maturity at the price of par and accrued interest, without premium. 2.05 Execution of Bonds. The Bonds shall be executed in the name of the Issuer with the manual or facsimile signature of the Chairman and the corporate seal of the Issuer shall be imprinted thereon, attested and countersigned with the manual or facsimile signature of the Clerk, provided that the signature of one of such officers shall be manually executed thereon. In case any one or more of the officers who shall have signed or sealed any of the Bonds or whose facsimile signature shall appear thereon shall cease to be such officer of the Issuer before the Bonds so signed and sealed have been actually sold and delivered such Bonds may nevertheless be sold and delivered as herein provided and may ! be issued as if the person who signed or sealed such Bonds had not ceased to hold such office. The validation certificate endorsed on { the Bonds shall be executed with the manual or facsimile signature of the Chairman. Any Bond may be signed and sealed on behalf of j the Issuer by such person who at the actual time of the execution of such Bond shall hold the proper office of the Issuer, although at the date of such Bonds such person may not have held such office or may not have been so authorized. The coupons attached to the Bonds shall be authenticated with the facsimile signatures of any e present or future Chairman and Clerk. The Issuer may adopt and use for such purposes the facsimile signatures of any such persons who shall have held such offices at any time after the date of the adoption of this Instrument, notwithstanding that either or both shall have ceased to hold such office at the time the Bonds shall be actually sold and delivered. 2.06 Negotiability and Registration. The•Bonds shall be and -shall have all the qualities and incidents of negotiable instruments under the law merchant and the Laws of the State of Florida, and each successive holder, in accepting any of the Bonds or the coupons appertaining thereto, shall be conclusively deemed to have agreed that the Bonds shall be and have all of said quali- ties and incidents of negotiable instruments. -7- JAN 41979 Y t The Bonds may be registered, at the option of the holder, y. . as to both principal and interest upon the books kept for the registration and transfer of Bonds by the Clerk, as Bond Registrar, and endorsed upon the Bonds by the Bond Registrar in the space pro- vided thereon. After such registration, no transfer of the Bonds shall be valid unless made at the office of the Bond Registrar by the registered owner or by his duly authorized agent or represen- tative and similarly noted on the Bonds, but at the expense of the holder the Bonds may be discharged from registration by being in like manner transferred to bearer, and thereupon transferability by delivery shall be restored. At the option and expense of the holder, the Bonds may thereafter again from time to time be. registered or transferred to bearer as before. The Bond Registrar shall not be required*to make any such transfer of Bonds during fifteen (15) days next preceding an interest payment date on the Bonds, or in the case of any proposed redemption of Bonds, after such Bonds have been selected for redemption. The person in whose name any Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of or on account of the principal of any Bond and the interest on any Bond shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon - such Bond including the interest thereon to the extent of the sum M or sums so paid. 2.07 Bonds Mutilated, Destroyed, Stolen or Lost. In case any Bond shall become mutilated, or be destroyed, stolen or lost, the Issuer may in its discretion issue and deliver a new Bond of like tenor as the Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such mutilated Bond,•upon surrender and cancellation of such mutilated Bond, or -in lieu of and substitution for the Bond destroyed, stolen or lost, and upon the owner furnishing the Issuer satisfactory indemnity and complying with such other reasonable regulations and conditions as the Issuer may prescribe and paying such expenses as the Issuer may JAN 41979 -8- 1 509 38 PAU21113 1 s incur. All Bonds so surrendered shall be cancelled by the Clerk,, If any such Bonds shall have matured or be about to mature, instead of issuing a substitute Bond the Issuer may pay the same, upon being indemnified as aforesaid, and if such Bond be lost, stolen or destroyed, without surrender thereof. Any such duplicate Bonds issued pursuant to this section shall constitute original, additional contractual obligationson the part of the Issuer whether or not the lost, stolen or destroyed Bonds be at any time found by anyone, and such duplicate Bonds shall be entitled to.equal and proportionate benefits and rights as to lien on and source and security for payment from the Pledged Funds to the same extent as all other Bonds issued hereunder. 2.08 Form of Bonds. The text of the Bonds shall be in substantially the following form, with only such omissions, inser- tions and variations as may be necessary and/or desirable and approved by the Chairman or the Clerk prior to the issuance thereof (which necessity and/or desirability and approval'shall be presumed by such officer's execution of the Bonds and the Issuer's delivery of the Bonds to the Government or other purchaser thereof): No. $ UNITED STATES OF AMERICA STATE OF FLORIDA COUNTY OF INDIAN RIVER WATER AND SEWER REVENUE BOND SECOND SERIES 1979 KNOW ALL MEN BY THESE PRESENTS, that Indian River County, a political subdivision of the State of Florida (the "Issuer"), for value received, hereby promises to pay to the bearer, or if this Bond be registered to the registered holder as herein provided, on the first day of September, 19_, from the special funds hereinafter mentioned, the principal sum of THOUSAND DOLLARS and to pay interest thereon, from the date of the delivery of this Bond to the purchaser thereof, solely from said special funds, at the rate of five per centum (5%) per annum, payable on September 1, 1979 and annually thereafter on the first day of September of each year upon the presentation and surrender of the annexed coupons as JA N 4 1979 -9- bcox 38 fnaf_- 274 they severally fall due, unless registered. Both principal of and .e interest on this Bond are payable at , in lawful money of the United States of America. This Bond is one of an authorized issue of Bonds in the aggregate principal amount of $236,000 of like date, tenor and effect, except as to number, denomination and date of maturity, issued to finance a part of the cost of acquiring, .erecting and constructing extensions and improvements to the combined water and sewer system of the Issuer (the "System"), under the authority of and in full compliance with the Constitution and Statutes of the State of Florida, particularly Part I of Ch. 159, Florida Statutes (1977), and a resolution duly adopted by the Issuer on January 23, 1978, as supplemented by a resolution duly adopted by the Issuer on , 1979 (jointly, the "Resolution'), and is subject to all the terms and conditions of the Resolution. This Bond and the interest thereon are payable solely from and secured by a prior lien upon and a pledge of the gross revenues to be derived from the operation of the System, in the I` t manner described in the Resolution. It is expressly agreed by the holder*of this Bond that the full faith and credit of the Issuer , are not pledged to the payment of the principal of and interest on this Bond and that such holder shall never have the right to - • require or compel the exercise of any taxing power of the Issuer' to the payment of such principal and interest or the cost of main- taining, repairing and operating the System. This Bond and the obligation evidenced hereby shall not constitute a lien upon the System or any part thereof or upon any other property of the Issuer or situated within its corporate limits, but shall constitute a lien only on the gross revenues derived from the operation of the System. The Bonds of this issue are payable on a parity, equally and ratably, from such gross revenues with the Issuer's Water and Sewer Revenue Bonds, Series 1979 authorized pursuant to said resolution adopted by the Issuer on January 23, 1978 (the -10- JAN 41979 M "parity obligations"). In and by the Resolution, the Issuer has covenanted.and agreed with the holders of the Bonds of this issue that it will fix, establish, revise from time to'time whenever necessary, main- tain and collect always -such fees, rates, rentals and.other charges for the use of -the product, services and facilities of the System which will always produce cash revenues sufficient to pay, and out of such funds pay, as the same shall become due, the principal of and interest on the parity obligations and the Bonds, the necessary expenses of operating and maintaining the System and all reserve, Sinking Fund or other payments required by the Resolution, and that such rates, rentals, fees and other charges will not be reduced so as to -be insufficient to provide funds for such purposes. The Bonds of this issue maturing on or before September 1, 1989 are not subject to redemption prior to their respective stated dates of maturity. Bonds maturing September 1, 1990 and thereafter shall, at the option of the Issuer, be•redeemable in whole or in part, in inverse numerical and maturity order, on September 1, 1989 or on any interest payment date thereafter at par and accrued interest, plus the following premiums, expressed as percentages of the par value of the Bonds so redeemed, if redeemed in the following years: 58, if redeemed on September 1, 1989 or thereafter, ° to and including September 1, 1991; 4%, if redeemed on September 1, 1992 or thereafter, to and including September 1, 1996; 38, if redeemed on September 1, 1997 or thereafter, to and including September 1, 2000; 2%, if redeemed on September 1, 2001 or thereafter, to and including September 1, 2004; 18, if redeemed on September 1, 2005 or thereafter, to and including September 1, 2008;. Without premium, if redeemed September 1, 2009 or ...,.thereafter, but prior to maturity; ' provided, however, that notice of such redemption shall be given in the manner required by the Resolution. It is hereby certified and recited that all acts, con- ditions, and things required to exist, to happen and to be per- -11- 'f1U 3-97 en JAN 4 1979 formed precedent to and in the issuance of this Bond, exist, have happened and have been performed, in regular and due form and time as required by.the Laws and Constitution of the State of Florida applicable thereto, and that the issuance of this Bond, and of the issue of Bonds of which this Bond is one, does not violate any constitutional, statutory or charter limitations or provisions. This Bond and the coupons appertaining thereto are and have all the qualities and incidents of negotiable instruments under the law merchant and the Laws of the State of Florida. This Bond 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 Bond and has caused the same to be signed by the Chairman of its Board of County Commissioners and attested and countersigned by the Clerk of the Circuit Court for Indian River County, ex officio Clerk of the Board of County Commissioners, either manually or with their facsimile signatures, and its cor- porate seal or a facsimile thereof to be affixed, impressed, imprinted or engraved hereon, and the interest coupons hereto attached to be executed with the facsimile signatures of such offi- cers, all as of ► 19'. INDIAN RIVER COUNTY, FLORIDA By - Chairman, Board of County Commissioners •M (SEAL) ATTESTED AND COUNTERSIGNED: Clerk of t e Circuit Court, ex officio Clerk of the Board of County Commissioners FORM OF COUPON No. . $ On the 1st day of September 19_01 unless the Bond to which this..coupon;.is attached is callable and shall have been pre - viously'dulytallea for prior redemption and payment thereof duly -12- JAN 4 1979 made or provided for, Indian River County, Florida, will pay to bearer at , Florida, from the special funds described in the Bond -to which this coupon is attached, the amount shown hereon in lawful money of the United States of America, upon pre- sentation and surrender of this coupon, being one year's interest then due on its Water and Sewer Revenue Bond Second Series 1979, dated , 19_, No. INDIAN RIVER COUNTY, FLORIDA By Chairman, Board of County Commissioners (SEAL) ATTESTED AND COUNTERSIGNED: Clerk of the Circuit Court, ex officio Clerk of the Board of County Commissioners FORM OF VALIDATION CERTIFICATE This Bond is one of a series of Bonds which were vali- dated by judgment of the Circuit Court for Indian River County, Florida rendered on , 190 Clerk, Board of County Commis- sioners, Indian River County PROVISIONS FOR REGISTRATION This Bond may be registered as to both principal and interest on books kept for such -purpose by said Clerk, as Bond Registrar, such registration being noted hereon by the Bond Registrar in the registration blank below, the coupons being surrendered and the interest being payable only to the registered holder, remitted by mail, after which registration no transfer shall be valid unless made by the registered holder or his legal representative and similarly noted by the Bond Registrar on said books and in the registration blank below, but it may be discharged from registration by being transferred to bearer, after which it shall be transferable by delivery, or it may again be registered as -13- 38 � Gz27 JAN 4 1979 before. Upon reconversion of this Bond into a coupon Bond, coupons 4 representing the interest to accrue upon the Bond to date of maturity shall be attached hereto. Date of Name and Address of Signature of Registration Registered Owner Bond Registrar ARTICLE III COVENANTS, SPECIAL FUNDS AND APPLICATION THEREOF 3.01 Bonds Not to Be Indebtedness of Issuer. Neither the Bonds nor the coupons attached thereto shall be or constitute general obligations or indebtedness of the Issuer as "bonds" within the meaning of Article VII, Section 12 of the Constitution of Florida, but shall be payable solely from and secured by a prior lien upon and pledge of the Pledged Funds as herein provided. No owner or holder of any Bond or coupon appertaining thereto shall ever have the right to compel the exercise of any ad valorem taxing power to pay such Bond or coupon or Operating Expenses, or be entitled to payment of such Bond'or coupon from any moneys of the Issuer except from the Pledged Funds in the manner provided herein. • 3.02 Security for Bonds. The payment of the principal of and interest on the Bonds shall -be secured forthwith equally and ratably by a pledge of and prior lien upon the Pledged Funds. The Issuer does hereby irrevocably -pledge the Pledged Funds to the payment of the principal of and interest on the Bonds and to the payment into the Sinking Fund at the times provided of the sums required to secure to the holders of the Bonds the payment of the principal thereof and interest thereon at the respective maturities of the Bonds and coupons so held by them.. The Bonds are payable from the Pledged Funds on a parity, equally and ratably, with the Parity Obligations. 3.03 Application of Bond Proceeds. The Issuer hereby covenants that it will establish with the -14- JAN 41979 1— 1 Bank, , Florida, a separate account or accounts into which shall be deposited the proceeds from the sale of the Bonds e. (except such portion thereof as shall be necessary to pay interest on the Bonds during the construction of the Project, which shall be deposited in the Sinking Fund), grant funds and the additional funds, if any, required to assure payment in full of the Cost of the Project. Withdrawals from the Construction Account shall be made only for such purposes as shall have been previously specified in the Project Cost estimates and as shall be approved by the Issuer's consulting engineers for the Project. The Issuer's share of any liquidated damages or other moneys paid by defaulting contractors or their sureties, and.all proceeds of insurance compensating for damages to the Project during the period of construction, shall be deposited in the Construction Account to assure completion of the Project. Moneys in the Construction Account shall be secured by the depository bank in accordance with U.S. Treasury Department Circular 176 and in the manner prescribed by the Laws of the State of Florida relating to the securing of public funds. When the moneys on deposit in the Construction Account exceed the estimated disbursements on account of -the Project for the next 90 days, the Issuer may direct the depository bank to invest such excess funds in direct obligations of or obligations the principal of and interest on which are guaranteed by the United States of America, which shall be subject to redemption at any time at face value by the holder thereof. The earnings from any such investment shall be deposited in the Construction Account.. When the construction of the Project has been completed and all construction costs have been paid in full, all funds remaining in the Construction Account, except grant funds, shall be deposited in the Sinking Fund, and the Construction Account shall be closed. All moneys deposited in the Construction Account shall be and constitute a trust fund created for the purposes stated, and there is hereby created a lien upon such fund in favor of the -15- JAN 41979 M holders of the Bonds until the moneys thereof shall have been applied in accordance with this Instrument. 3.04 Covenants of the Issuer. So long as any of the principal of or interest on any of the Bonds shall be outstanding and unpaid, or until there shall have been set apart in the Sinking Fund, including the Reserve Account therein, a sum sufficient to pay, when due, the entire principal of the Bonds remaining unpaid, together with interest accrued and to accrue thereon, the Issuer covenants with the holders of any and all of the Bonds as follows: (A)- Application of Provisions of Original Instrument. The Bonds shall for all purposes (except as herein expressly changed) be considered to be additional parity obligations issued under the authority of Section 3.04(H) of the Original Instrument and shall be entitled to all the protection and security provided therein for the parity obligations, as respectively issued, and shall be in all respects entitled to the same security, rights and privileges enjoyed by the Parity Obligations. The covenants and pledges contained in Section 3.04 of the Original Instrument shall be applicable to the Bonds in like manner as applicable to the Parity Obligations. The principal of, interest on and redemption premiums on the Bonds shall -be payable from the Sinking Fund established by the Original Instrument on a parity with the Parity Obligations, and payments shall be made into such Sinking Fund by the Issuer in amounts fully sufficient to pay the principal of and interest on the Parity Obligations and on the Bonds as such prin- cipal and interest become due. .The Reserve Account established by the Original Instrument shall be applicable pro rata to the Bonds in the same manner as applicable to the Parity Obligations. (B). Increased Deposits to Reserve Account. The monthly it deposits to the Reserve Account pursuant to the.provisions of Section 3.04(C)(3) of the Original Instrument shall be in the amount of Three Hundred Twenty Dollars ($320); until such time as the funds and investments in the Reserve Account shall equal Thirty-eight Thousand Four Hundred Dollars ($38,400), and monthly thereafter such amount as shall be necessary to maintain in the -16- JAN 41979 Boa 38 W281 t, Reserve Account the sum of Thirty-eight Thousand Four Hundred Dollars ($38,400) but not exceeding Three Hundred Twenty Dollars ` ($320) monthly. (C) Issuance of Other Obligations. The Lssuer covenants and agrees that it will not issue any other obligations payable from or secured by the Pledged Funds or any part thereof unless the conditions set forth in Section 3.04(H) of the Original Instrument shall be met, or unless the lien of such obligations is junior and subordinate in all respects to the lien of the Bonds. (D) Compliance with Laws and Regulations. The Issuer covenants and agrees to perform and comply with, in every respect, the loan and grant agreements which it might have with the Government or with any other governmental agency and all applicable Federal and State Laws and regulations. (E) Remedies. Any holder of the Bonds or any coupons appertaining thereto issued under the provisions of this Instrument, or any trustee acting for the holders of such Bonds and coupons, may either at law or in equity, by suit, action, mandamus or other proceedings in any court of competent jurisdiction, pro- tect and enforce any and all rights, including the right to the appointment of a receiver, existing under the Laws of the State of Florida, or granted and contained in this Instrument, and may enforce and compel the performance of all duties required by this Instrument or by any applicable State or Federal statutes to be performed by the Issuer or by any officer thereof. Nothing herein, however, shall be construed to grant to any holder of such Bonds or coupons any lien on any real property of the Issuer. (F) Government Approval of Extensions and Financing. Anything herein to the contrary notwithstanding, while the Government is the holder of any of the Bonds, the Issuer will not , borrow any money from any source or enter into any contract or agreement or incur any other liability in connection with making extensions of or improvements to the System, other than normal maintenance of the System, or permit others to do so, without -17- P* JAN 4 1979 '300A fUZ obtaining the prior written consent of the Government. (G) Reimbursement of Advances and Interest Thereon. While the Government shall be the holder of any of the Bonds, the Government shall have the right to make advances for the payment of insurance premiums and/or other advances which, in the opinion of the Government, may be required to protect the Government's security interest. In the event of any such advances, the Issuer covenants and agrees to repay the same, together with interest thereon at the same rate per annum as specified in the Bonds, upon demand made at any time after any such expenditure by the Government. Any such amount due the Government shall be secured by a pledge of and lien upon the Pledged Funds, on a parity with the Bonds, and payment thereof shall take priority over any other payments from the Reserve Account. ARTICLE IV MISCELLANEOUS PROVISIONS 4.01 Modification or Amendment. No material modifica- tion or amendment of this•Instrument may be made without the con- sent in writing of the holders of two-thirds or more in principal amount of the Bonds then outstanding; provided, however, that no modification or amendment shall permit a change in the maturity of such Bonds or a reduction in the rate of interest thereon, or in the amount of the principal obligation, or affect the unconditional $ promise of the Issuer to charge and collect such rates, fees, ren- tals and charges for the use of the product, services and facili- ties of the System and apply thq same as herein provided, or reduce the number of such Bonds the written consent of the holders of which are required by this Section for such modification or amend- ment, without.the consent of the holders.of all such -Bonds.. 4.02 Creation of Superior Liens. The Issuer covenants that except as herein provided it will not issue any other Bonds, certificates or obligations of any kind or nature or create or cause or permit to be created any debt, lien, pledge, assignment or encumbrance or charge payable from or enjoying a lien upon any of the Pledged Funds ranking prior and superior to the lien created by -18- BOX � � JAN 41979 J this Instrument for the benefit of the Bonds. 4.03 Severability of Invalid Provisions. If any one or more of the covenants, agreements or provisions of this Instrument or of the Bonds should be held contrary to any express provision of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason what- soever be held invalid, then such covenants, agreements or provi- sions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Instrument and of the Bonds. 4.04 Validation Authorized. The Issuer's Attorney is hereby authorized and directed to institute appropriate proceedings in the Circuit Court for Indian River County, Florida, for the validation of the Bonds and the proper officers of the Issuer are hereby authorized to verify on behalf of the Issuer any pleadings in such proceedings. 4.05 Sale of Bonds. The Bonds are hereby sold and awarded to the Government at the price of par. 4.06 Conflicts Repealed. All resolutions or parts of resolutions in conflict herewith are hereby repealed. 4.07 Effective Date. This Instrument shall take effect immediately upon its passage. This Resolution shall take effect Januaxx 4r x.979. -19- aha 3'AIU 4`84 THERE BEING NO FURTHER BUSINESS TO COME BEFORE THE MEETING,, ON MOTION MADE, SECONDED AND CARRIED, IT ADJOURNED AT 3:22 O'CLOCK P.M. ATTEST: CLERK CHAIRMAN Box 28 JAN 41979 a