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HomeMy WebLinkAbout1978-007RESOLUTION 140. 78-7 A RESOLUTION AUTHORIZING THE ISSUANCE OF NOT EXCEEDING $402,500 WATER AND SEWER REVENUE BONDS, SERIES 1979, ANTICIPATION NOTES OF INDIAN RIVER COUNTY, FLORIDA; PROVIDING FOR THE PAYMENT THEREOF AND ENTERING INTO CERTAIN COVENANTS AND AGREEMENTS WITH TETE IiOLDERS THEREOF. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF INDIAN RIVER COUNTY, FLORIDA (the "Issuer"), as follows: SECTION 1. AUTHORITY FOR RESOLUTION. This resolution is adopted pursuant to Section 215.431, Florida Statutes (1975), and other applicable provisions of law. A. On January 23 1978, the Issuer adopted a resolution (the "Enabling Instrument") authorizing the issuance of $402,500 Water and Sewer Revenue Bonds, Series 1979, of the Issuer (the "Bonds"), for the purpose of paying a part of the cost of acquiring water distribution and sewage collection and treatment facilities and constructing extensions and improvements thereto (the "Project"). B. The Bonds and the coupons appertaining thereto will be payable solely from and secured by a prior lien upon and pledge of the gross revenues to be derived by the Issuer from the operation of such facilities (the "Pledged Funds"). Reference is made to the Enabling Instrument for a more complete description of the covenants, liens and pledge securing payment of the Bonds and the coupons appertaining thereto. C. It is necessary and urgent that funds be made immediately available in order to provide money for the com- mencement of the Project at this time. The Issuer must, there- fore, anticipate the receipt by it of the proceeds to be derived from the sale of the Bonds, and the Issuer has determined it to be in the best interest of the Issuer and its residents and inhabitants that interest bearing notes of the issuer (the "Notes") be issued pursuant to this resolution in anticipation of the receipt by the Issuer of the proceeds from the sale of the Bonds. The principal of and interest on the Nates will be payable solely from and secured by a lien upon and pledge of the proceeds to be derived from the sale of the Bonds and, if necessary, the Pledged Funds. SECTION 2. RESOLUTION TO CONSTITUTE CONTRACT. In consideration of the acceptance of the Notes 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 Issuer and such holders. The covenants and agreements herein set forth to be performed by the Issuer shall be for the equal benefit, protection and security of the legal holders of the Notes, all of which shall be of equal rank and without preference, priority or distinction of any of the Notes over any other thereof, ex- cept as expressly provided therein and herein. SECTION 3. AUTHORIZATION OF NOTES. There are hereby authorized to be issued Water and Sewer Revenue Bonds, Series 1979, Anticipation Notes of the Issuer in an aggregate principal amount not exceeding Four Hundred and Two Thousand Five Hundred Dollars ($402,500). The Notes shall be dated as of the dates of their res- pective deliveries to the initial purchasers thereof, shall mature on or prior to January 23 19981 , and may be in such denomination or denominations as shall be acceptable to such purchasers. The Notes shall be payable at such bank or banks, shall bear such rate or rates of interest not exceeding the legal rate and shall be in substantially the following form, with only such omissions, in- sertions and variations as may be necessary and desirable and ap- proved by the Chairman of the Board of County Commissioners of the Issuer prior to the issuance thereof (which approval may be presumed by his execution of the Notes and the delivery of the Notes to the . purchasers thereof): -2- No. UNITED STATES OF AMERICA STATE OF FLORIDA COUNTY OF INDIAN RIVER WATER AND SEWER REVENUE BONDS, SERIES 1979 ANTICIPATION NOTE FOR VALUE RECEIVED, the County of Indian River, Florida (the "Issuer"), hereby promises to pay to the order of at its principal office in the city of Florida, on or before , 19�, solely from the special funds hereinafter mentioned, in lawful money of the United States of America, the principal sum of Dollars ($ ) and, quarterly from the date hereof, solely from such special funds, interest on such principal sum from the .date hereof at the rate of per centum ( $) per annum, until such principal sum shall be paid. This Note is issued pursuant to the Constitution and laws of the State of Florida, particularly Section 215.431, Florida Statutes (1975), and a resolution duly adopted by the Issuer on 1977 (the "Resolution"), in anticipation of the receipt by the Issuer of the proceeds from the sale of .not exceeding $402,500 principal amount of Water and Sewer Revenue Bonds, Series 1979, of the Issuer (the "Bonds"). This Note and the interest due thereon are payable solely from and secured by a prior lien upon and a pledge of the proceeds to be derived from the sale of the Bonds and, if necessary, from and secured by a prior lien upon and a pledge of the gross revenues to be derived from the operation of the Issuer's water and sewer system, all in the manner provided in the Resolution. This Note shall not constitute a general obligation of the Issuer, and the holder thereof shall never have the right to require or compel the exercise of the power of the Issuer to levy ad valorem taxes for the payment of the principal of and interest on this Note. It is hereby certified, recited and declared that all acts, conditions and things required to exist, to happen and to be performed precedent to and in connection with the issuance -3- of this Note, 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 Nete and of the issue of Notes of which this Note is one does not violate any constitutional or statutory limitations or provisions. IN WITNESS WHEREOF, the County of Indian River, Florida, has issued this Note and has caused the same to be signed by the Chairman of its Board of County Commissioners and its corporate seal to be impressed hereon and attested and countersigned by the Clerk of such Board, all as of the day of , 19 (SEAL) ATTESTED AND COUNTERSIGNED: Clerk, Board of County Commissioners COUNTY OF INDIAN RIVER, FLORIDA -By Chairman, Board of County Commissioners -4- SECTION 4. SALE OF NOTES. The Notes shall be sold at public or private sale, at prices not less than the par value thereof and accrued interest, either at one time or from time to time, as the Chairman and Clerk shall determine, who are hereby authorized to award the Notes, execute and deliver the same, receive the purchase price therefor and apply the proceeds thereof as here- inafter provided, without further authority from this Board of County Commissioners. SECTION 5. NOTES NOT GENERAL INDEBTEDNESS. The Notes shall not be or constitute a general obligation of the Issuer within the meaning of any constitutional, statutory or other limitation of indebtedness, but shall be payable solely from the proceeds derived from the sale of the Bonds and, if neces- sary, from the Pledged Funds. No holder or holders of the Notes shall ever have the right to compel the exercise of the ad valorem taxing power of the Issuer or taxation in any form of any real property therein to pay the Notes or the interest due thereon. SECTION 6. SECURITY OF NOTES. The payment of the principal of and interest on the Notes shall be secured forth- with•, equally and ratably, by a prior lien on and pledge of the proceeds to be derived from the sale of the Bonds and, if necessary, by a prior lien on and pledge of the Pledged Funds. The Issuer does hereby irrevocably pledge the funds to the payment into the Sinking Fund and Reserve Account created pursuant to the Enabling Instrument, at the times provided, of the sums required to secure to holders of the Notes the payment of the principal thereof and the interest thereon when due. SECTION 7. APPLICATION OF PROCEEDS. The monev received from the delivery of the Notes shall be deposited into the Construc- tion Fund created pursuant to the Enabling Instrument and applied as provided therein. The holders of the Notes shall have a lien upon -5- all the proceeds thereof until the same have been applied as pro- t vided in the Enabling Instrument. SECTION 8. COVENANTS OF THE ISSUER. For so long as the principal of and interest on the Notes shall be outstand- ing and unpaid or until there shall have been irrevocably set apart a sum sufficient to pay, when due, the entire principal of the Notes remaining unpaid, together with interest accrued and to accrue thereon, the Issuer covenants with each of the holders of the Notes as follows: A. PROCEEDS FROM BONDS. Upon the receipt of the proceeds of the Bonds, excluding accrued interest, the Issuer shall apply such proceeds as follows: (1) To pay forthwith the principal of the outstand- ing Notes and the interest accrued thereon to such date of payment. (2) For deposit and application of the balance of such proceeds pursuant to the provisions of the Enabling Instrument. B. APPLICATION OF PRIOR COVENANTS. The covenants and pledges contained in the Enabling Instrument for the benefit of the holders of the Bonds to the extent that the same are not inconsistent with the provisions of this resolution shall be deemed to be for the benefit, protection and security for the payment of the Notes and for the holders thereof in like manner as applicable to the Bonds for the benefit of the holders there- of. The Sinking Fund and Reserve Account created and established pursuant to the Enabling Instrument, to the extent necessary, shall be maintained for the benefit of the Notes and the holders thereof. - C. SALE OF BONDS. From time to time the Issuer shall in good faith endeavor to sell a sufficient principal amount of the Bonds in order to have funds available to pay the Notes and the interest thereon as the same become due. SECTION 9. SUPPLE^lENTAL INSTRUMENTS. The Issuer shall, as necessary, from time to time and at any time, adopt -6- such resolutions and/or ordinances as shall not be inconsistent With the terms and conditions of this resolution: A. To cure any ambiguity, defect, or omission herein; and/or B. To secure, extend or renew to the holders of the Notes the pledges made herein for the payment of the Notes and the interest to accrue thereon. SECTION 10. MODIFICATION AND MIENDMENT. No material modification or amendment of this resolution or of any resolution amendatory hereof or supplemental hereto may be made without the consent in writing of the holders of the Notes. SECTION 11. SEVERABILITY. If any one or more of the covenants, agreements or provisions of this resolution 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 whatsoever be held valid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions, and in no way affect the validity of all the other provisions of this resolution or of the Notes. SECTION 12. EFFECTIVE DATE. This resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED this 23 day of January 19 78. -7- P =ITIFICATE Or.''��:7iiDI�:C 017I'ICL12 The undersigned I,"_RZ3Y CERTIFIES that: 1. SIIo is the duly appointed, qualified, and acting Clerk of the' Board of County Commissioners (herein called the oar �, and ton=er of the records thereof, including the minutes Of its proceedings; 2. The annexed copy cf extracts from the minutes Of the Special meeting of the Board - held on the day of January 19,78 , is a true, corre^t, and compared coPy of the whole of the original minutes of said moeti-'a. on file and of record insofar as the same relate to the resolution referred -to in said extracts and to the other matters referred to therein; 3. Said meeting was duly convened in conformity with all api)11^_able requirenen`.s; a nr^per, quorum was present through- out said meetin4 and t o resolution hereinafter mentioned was duly preposad, considered, and adopted in conformity -,:ith appli- cable requirements: and all otter requirements and proceedings incident to the proper adoption of said resolution have been duly fulfilled, carried out, and otherwise observed; and 4. SHa is duly authorized to execute this Certificate; .5. The copy of the resolution annexed hereto entitled: RESOLUTION NO. 78-7 'A'Resolution authorizing the issuance of not exceeding $402,500 water and sewer revenue bonds, series 1979, aniticipation notes of Indian River County, Florida; providing for the payment there- of and entering into certain covenants and agreements with the holders thereof. is p. tr�ic, correct, and ecmpared copy of the original reso'_u-ion referi:cd tc. in sai.c: o: -:tracts and a5 finally adcctcd at Said ^ee=- ing and, _.. thrt extent required by la. as thereafter duly si=n^ -d or acproved by the proper officer or officers of the Board which resolution is on file and of record. V1I �I:I:3S my hand and "he seal of the Clerk , this 23 day or January i n 78 Freda Wright, Glerk . (rj;nL.) 1 EXTRACTS FROM THE MINUTES OF A Special. MEETING OF THE Board of County Commissioners OF Indian River County, Florida HELD ON THE 23rd DAY OF January 19 78 The Board of County Commissioners of Indian RiverCounty, Florida ,met in Special meeting at Indian River County Courthouse in the City of Vero Beach _ Florida at .9:00' o'clock A .M. on the 23rd day of January 1978 , the place, hour, and date duly established for the hold- ing of such meeting. The Chairman called the meeting to order and on roll call the following answered present: William C. Wodtke, Jr. Alma Lee Loy Edwin S. Schmucker R. Don Deeson and the following were absent: Willard W. Siebert, Jr. The Chairman declared a quorum present. A Resolution entitled: RESOLUTION NO. 78-7 A Resolution authorizing the issuance of not exceeding $402,500 water and sewer revenue bonds, series 1979, anticipation notes of Indian River County, Florida; providing for the payment thereof and entering into certain covenants and agreements with the holders thereof, was introduced by Mr. William C. Wodtke, Jr. Said Resolution was than read in full znd discussed and considered. Miss ®7mn Lee Lou then moved the adoption of the Resolution as introduced and read. Mr.Edwin S. Schmucker I seconded the motion, and, on roll call, the following voted "Aye": R. Don Deeson, Edwin S. Schmucker, Alma Lee Loy and William C. Wodtke, Jr. and the following voted "Nay": None The Chairman thereupon declared the motion carried and the Resolution adopted as introduced and read. There being no further business to come before the meeting, upon motion duly made and seconded, the meeting was adjourned.