O-51-M
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MISC. ORDINANCES
ORDINANCE No. 51-M
NO. 161
AN ORDINANCE PROVIDING FOR THE REFUNDING OF THE OUTSTANDING WATER AND SEWER REVENUE
BONDS DATED NOVEMBER 1, 1970 OF THE CITY OF CLERMONT, FLORIDA; PROVIDING FOR THE
ISSUANCE OF NOT EXCEEDING $1,540,000 WATER AND SEWER REVENUE REFUNDING BONDS, SERIES
1972 TO PAY THE COST THEREOF; PROVIDING FOR THE RIGHTS OF THE HOLDERS OF SUCH BONDS;
PROVIDING FOR THE PAYMENT THEREOF; AND MAKING CERTAIN OTHER COVENANTS AND AGREEMENTS
IN CONNECTION WITH THE ISSUANCE OF SUCH BONDS.
THE CITY OF CLERMONT, FLORIDA, HEREBY ORDAINS:
SECTION 1. AUTHORITY OF THIS ORDINANCE. This ordinance is adopted pursuant
to the provi s ions of Chapter 67-1217, Laws of, Flori da, Acts 'of 1967, as amended
and supplemented and other applicable provisions of law.
SECTION 2. DEFINITIONS. The following terms shall have the following
meanings herein, unless the text otherwise expressly requires:
A. "Issuer" shall mean the City of Clermont, Florida.
B. "Act" shall mean Chapter 67-1217, Laws of Florida, Acts of 1967, as amended
and supplemented.
C. "Obligations" shall mean the Water and Sewer Revenue Refunding Bonds,
Serie~ 1972, herein authorized to be issued..
D. "Holder of obligations" or "obligation holders" or any similar term shall
mean any person who shall be the bearer or owner of any outstanding obligations
registered to bearer, or not registered, or the registered owner of any such obligation
or òb1igations which shall at the time be registered other than to bearer.
E. "Additional parity obl igations" shall} ¡mean additional obl igations issued
in compliance with the terms, conditions and limitations contained in subsection W
Qf Section 15 hereof, which have an equal 1ien.on the revenues and excise taxes, -
as herein dëfined, and rank equally in all respects with such obligations initially
issued hereunder. .
F. "System" shall mean the complete water distribution facilities now owned,
operated and maintained by the issuer and the new sewerage collection facilities to be
financed in part by the proceeds of the obligations herein authorized, together with
any and all improvements, extensions and additions thereto hereafter constructed or
acquired, all to be operated by the issuer as a single combined utility.
G. "Gross revenues" or "revenues" shall mean all income or earnings, including
any income from the investment of funds as herein provided, derived by the issuer
from the operation of the system.
H. "Cost of operation and maintenance" of the system shall mean the current
expenses, paid or accrued, of operation, maintenance and repair of the system, as
calculated in accordance with sound accounting practice, but shall not include any
reserves or renewals and replacements, extraordinary repairs or any allowance for
depreciation.
1. "Net revenues" of the system shall mean the revenues or gross revenues, as
defined in subsection G above, after deduction of the cost of operation and maintenance,
as defined in subsection H above.
J. "Uti 1 i ti es servi ces taxes" shall mean such tax as 1 evi ed and coll ected by
the issuer, pursuant to a non-emergency ordinance, enacted on September 24, 1957,
on every purchase of electricity, gas (natural, 1iquified petroleum gas or manufactured),
water service and local telegraph and telephone service within the corporate limits
of the issuer under the authority of Section 167.431, Florida Statutes.
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ORDINANCE NO. 51-M
K. "Franchise taxes" shall mean any and all moneys received by the issuer
from the Lake Apopka Natural Gas District, its legal representatives, successors
or assigns under the franchise granted pursuant to ordinance duly enacted on
November 17, 1959, and any and all moneys received by the issuer from the Lake Apopka
Natural Gas District, its legal representatives, successors or assigns, under
any extension or renewal of said franchise or from any new franchise granting the
right to supply natural gas to the issuer or its inhabitants, and received by the
issuer from the Florida Power Corporation, its legal representatives, successors
or assigns under the franchise granted pursuant to ordinance duly enacted on
September 22, 1970, and any and all moneys received by the issuer from the Florida
Power Corporation, its legal representatives, successors or assigns, under any
extension or renewal of said franchise or from any new franchise granting the right
to supply electric power to the issuer or its inhabitants.
L. "Cigarette tax" shall mean the p1edgeab1e portion of the proceeds deriYed
by the issuer, pursuant to an ordinance enacted on March 26, 1968, imposing a tax upon
each and every sale, receipt, purchase, possession, consumption, handling, distri-
bution and use of cigarettes within the corporate limits of the issuer under the
authority of Chapter 210, Florida Statutes.
M. "Excise taxes" shall mean collectively the utilities services taxes,
cigªtett~ tax and the franchise taxes.
N. "Pledged funds" shall mean collectively the net revenues and the excise
taxes.ànd the income from investments in the retirement fund herein c t d d
rea e an established.
O. "Outstanding obligations" shall mean the Water and Sewer Revenue Bonds,
dated November 1, 1970, maturing November 1, H85 and thereafter, issued pursuant to
and for the purposes set forth in the 1970 ordinance hereinafter defined,
P. "Ordinance" shall mean this ordinance.
Q. "1970 ordinance" shall mean the ordinance adopted on January 12, 1971,
as amended, authorizing the issuance of the outstanding obligations.
R. "Retirement of the outstanding ob1 igations" or !'refunding of the outstanding
obligations" or words of similar import shall mean the payment or irrevocable
provision for payment of the principal of the outstanding obligations and any applicable
redemption dates.
S. "Trustee" shall mean the Trustee or the Trustees and Co-Trustees of the
Retirement Fund established pursuant to the ordinance.
T. "Ob1 igations of the United States of America" shall mean direct obl igations
thereof or obligations of its several agencies which are unconditionally guaranteed
by the United States of America.
Words importing singular number shall include the plural number in each case
and vice versa, and words importing persons shall include firms and corporations.
SECTION 3. FINDINGS. It is hereby found and determined as follows:
A. The issuer has heretofore issued $1,700,000 Water and Sewer Revenue Bonds,
dated November 1,1970, which are payable from the pledged funds. All of such
funds are now outstanding and unpaid.
The Water and Sewer Revenue Bonds maturing on or prior to November 1,1984 are
not redeemable prior to their respective maturities. However, the Water and Sewer
Revenue Bonds maturing in the years 1985 and thereafter (herein defined as outstanding
obligations) are subject to prior redemption on May 1, 1985. Such prior redemption
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on such date shall be at a price of 103 per cent of the principal amount thereof
and accrued interest to the date of redemption. All of such outstanding obligations
may be refunded at any time by depositing or investing the proceeds of the sale of
the obligations, herein authorized, in the manner provided in Section _____
hereof, and by placing such investments in trust so that the principal there of will
b e sufficient and available to pay maturing principal of all the outstanding
obligations when due or upon the prior redemption thereof on May 1,1985, together
with the premium required. The outstanding obligations may be advantageiously
refunded with substantial benefit to the issuer in'saving of interest during the
remaining term of such outstanding obligations and it is in the best interest of
the issuer to provide for the refunding of such outstanding obligations in the
manner herein set forth.
B. Pursuant to the Act, the issuer is authorized to pledge the pledged funds
to pay the principal of and interest on the obligations to be issued as hereinafter
set forth.
C. The estimated cost of such refunding as above described, is the sum of
One Million Five Hundred Forty Thousand Dollars ($1,540,000). Such cost shall be
paid from the proceeds of the obligations herein authorized. Such cost may be
deemed to include legal expenses, fiscal expenses, expenses for estimates of costs
and of revenues, administrative expenses, provisions for reserves, discount, and
such other expenses as may be necessary or incidental for the financing authorized
by this resolution.
D. The principal of and interest on the obligations to be issued pursant to this
ordinance and all other payments provided for will be payable solely from the net
revenues derived from the operation of the system and from the proceeds of excise
taxes, as herein provided and such special funds will be sufficient for such purposes.
E. The issuer will never be required to levy taxes on any real property
therein to pay the principal of and interest on the obligations herein authorized or
tocmake any other payments provided for herein. Obligations issued pursuant to
this ordinance shall not constitute a lien upon any properties of or in the
issuer.
SECTION 4. ORDINANCE TO CONSTITUTE CONTRACT. In consideration of the acceptance
of the obligations to be issued hereunder by those who shall hold the same from
time to time, this ordinance 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 any and all of such obligations and the coupons
attached thereto, all of which shall be of equal rank and without preference,
priority or distinction of any of the obligations or coupons over any other thereof,
except as expressly provided therein and herein.
SECTION 5. AUTHORIZATION OF OBLIGATIONS. Subject and pursuant to the provisions
of this ordinance, ob1 igations of the issuer to be known as "Water and Sewer Revenue
Refunding Bonds, Series 1972" herein sometimes referred to as "obligations", are
hereby authorized to be issued in the aggregate principal amount of One Million Five
Hundred Forty Thousand Dollars($1,540,000).
SECTION 6. DESCRIPTION OF OBLIGATIONS. The obligations shall be dated
November 1, 1972; shall be numbered consecutively from one upward; shall be in the
denomination of $5,000 each; shall bear intere~t at not exceeding the maximum rate
per annum as permitted by law; such interest to be payable semi-annually on May 1
and November 1 of eath year, and shall mature in numerical order, lowest numbers
first, on the first day of November in the years and amounts as follows:
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ORDINANCE NO. 51-M
YEAR AMOUNT YEAR AMOUNT
1985 $50,000 1994 $ 85,000
1986 50,000 1995 90,000
l!l87 55,000 1996 95,000
1988 60,000 1997 100,000
1989 60,000 1998 105,000
1990 65,000 1999 115,000
1991 70,000 2000 120,000
1992 75,000 2001 130,000
1993 80,000 2002 135,000
Such obligations shall be issued in coupon form; shall be payable to bearer
unless registered as hereinafter provided; shall be payable with respect to both
principal and interest at a place or p~äces to be determined by the issuer prior
to the delivery of the obligations; shall be payable in lawful money of the United
States of America; and shall bear interest from their date, payable in accordance
with and upon surrender of the appurtenant interest coupons as they severally
mature.
SECTION 7. EXECUTION OF OBLIGATIONS AND COUPONS. The obligations shall be
executed in the name of the issuer by its Mayor and countersigned and attested by
its City Clerk, and its corporate seal or facsimile thereof shall be affixed thereto
or,neproduced thereon. The facsimile signatures of the Mayor or the City Clerk
may be imprinted or reproduced on the obligations 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 obligations shall cease to be such
officer before the delivery of such obligations, 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. Any obligation may be signed and sealed
on behalf of the issuer by such person who at the actual time of the execution of
such obligations shall hold the proper office with the issuer, although at the
date of such obligations such person may not have held such office or may not have
been so authorized.
The coupons attached to the obligations shall be authenticated with the
facsimile signatures of any present or future Mayor and City Clerk of the issuer, and
the validation certificate on the obligations shall be executed with the facsimile
signature of the Mayor. The issuer may adopt and use for such purposes the facsimile
signatures of any persons who shall have been such Mayor and City Clerk at any time
on or after the date of the obligations notwithstanding that they may have ceased
to be such officer at the time such obligations shall be actua11yde1ivered.
SECTION 8. NEGOTIABILITY AND REGISTRATION. The obligations 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 accepting any of said obligations or the coupons appertaining thereto,
shall be conclusively deemed to have agreed that such obligations 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 obligations may be registered at the option of the holder as to principal
only at the office of the City Clerk as Registrar, or such other Registrar as may
be hereafter duly appointed, such registration to be noted on the back of the obliga-
tions in the space provided therefor. After such registration as to principal only,
no transfer of the obligations shall be valid unless made at said office by the
written assignment of the registered owner, or by his duly authorized attorney in a
form satisfactory to the Registrar, and similarly noted on the obligations, but the
obligations may be discharged from registration by being in like manner transferred
to bearer and thereupon transferability by delivery shall be restored. At the option
of the holder, the obligations may thereafter again from time to time be registered
or transferred to bearer as before. Such registration as to principal only shall
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MISC. ORDINANCES
ORDINANCE NO. 5~-M
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not affect the negotiability of the coupons which shall continue to pass by delivery.
SECTION .9. OBLIGATIONS MUTILATED, DESTROYED, STOLEN OR LOST. In case any
obligation shall become mutilated, or be destroyed, stolen or lost, the issuer
may, in its discretion, issue arid deliver a new obligation with all unmatured coupons
attached of like tenor as the obligation and attached coupons, if any, so mutilated,
destroyed, stolen or lost, in exchange and substitution for such mutilated
obligation, upon surrender and cancellation of such mutilated obligation and attached
coupons, if any, destroyed, stolen or lost, and upon the holder furnishing the
issuer proof of his ownership thereof and satisfactory indemnity and complying
with such other reasonable regulations and conditions as the issuer may prescribe
and paying such expenses as the issuer may incur. All obligations and coupons so
surrendered shall be cancelled by the City Clerk of the issuer. If any such
obligations or coupons shall have matured or be about to mature, instead of
issuing a substitute obligation or coupon, the issuer may pay the same, upon
being indemnified as aforesaid, and if such obligation or coupons be lost, stolen·
or destroyed, without surrender thereof.
Any such duplicate obligation and coupons issued pursuant to this section
shall constitute original additional, contractual obligations on the part of the
issuer whether or not the lost, stolen or destroyed obligations or coupons be at any
time found by anyone, and such duplicate obligations and coupons 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 and coupons issued hereunder.
SECTION 10. PROVISION FOR REDEMPTION. The obligations of this issue are
redeemable prior to their stated maturity dates, at the option of the issuer, in
whole or in part, in inverse numerièa1: order if less than all, on November 1,
1982 or on any interest payment date thereafter at par plus accrued interest to date
of redemption plus a premium of three per centum (3%) of the par value thereof
if called on November 1, 1982 or on May 1, 1983, and reducing by one quarter of
one per centum (1/4%) on each annual principal payment date thereafter.
Notice of such redemption shall be published at least once in a financial
newspaper published in the City of New York, New York. The date of such publication
shall be not less than thirty (30) days prior to the redemption date and a written
notice of such redemption shall also be given to the paying agent named in such
ob ligations at least thirty (30) days before such redemption date.
SECTION 11. FORM OF OBLIGATIONS AND COUPONS. The text of the obligations,
the iÁterest coupons and the certificate of validation to be attached thereto shall
be of sUbstantially the following form, with such omissions, insertions and
variations as may be necessary and desirable and authorized or permitted by this
ordinance or in any subsequent ordinance adopted prior to the issuance thereof;
No.
$5,000
UNITED STATES OF AMERICA
STATE OF FLORIDA
COUNTY OF LAKE
CITY OF CLERMONT
WATER AND SEWER REVENUE REFUNDING BOND
SERIES 1972
KNOW ALL MEN BY THESE PRESENTS, that the City of
Cl ermont, Flori da (herei nafter referred to as "City"), for value recei ved, 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 November 19____, solely from the special
funds hereinafter mentioned, the principal sum of
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FIVE THOUSAND DOLLARS
and to pay interest thereon from the date of this bond until payment of such sum
at the rate of
per centum )
%) per annum, payable
semi-annually on the first day of May and the first day of November of each year
upon the presentation and surrender of the annexed coupons as they severally
fall due. Both principal of and interest on this bond are payable at
, or at the option of the holder, 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 One Million"liive Hundred Forty Thousand Dollars ($1,540,000) of like
date, tenor and effect, except as to number and date of maturity, issued to finance
the cost of refunding a portion of certain outstanding Water and Sewer Revenue
Bonds of the City, dated November 1, 1970, under the authority of and in full
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compliance with the Constitution and Statutes of the State of Florida, including
particularly Chapter 67-2117, Laws of Florida, Acts of 1967, as amended and supplemented
and other applicable statutes and an ordinance duly enacted by the City on the
day of
, 1972, (hereinafter called "Ordinance"), and is
sûbject to all the terms and conditions of such Ordinance.
This bond and the coupons appertaining thereto are payable solely from and
.
secured by a lien upon and a pledge of the net revenues to be derived by the City
from the operation of the water and sewer system of the City; the proceeds of the
utilities services taxes imposed by the City on the purchase of certain utilities
services within the corporate limits of the City, under the authority of Section
167.431, Florida Statutes, and pursuant to Ordinance No. 156, enatcted by the City
on October 10, 1957; the proceeds of the cigarette tax collected by the City pursuant
to an ordinance enacted by the City on March 26, 1968, levied upon each and every
sale, receipt, purchase, possession, consumption, handling, distribution and use of
cigar2ttes within the corporate limits of the City under the authority of Section
210.03, Florida Statutes, and the proceeds of a franchise tax to be paid for a period
of thirty (30) years from October 22, 1970, by Florida Power Corporation pursuant
to an Ordinance duly enacted by the City on September 22, 1970 and a franchise
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MISC. ORDINANCES
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tax to be paid for a period of thirty (30) years by Lake Apopka Natural Gas District
pursuant to an Ordinance enacted by the City on November 7, 1959 (all of which
taxes, above described, are herein collectively refèrred to as the "excise taxes");
and income from investments in the Retirement Fund, in the manner provided in the
Ordinance. Reference is made to the Ordinance for the provisions, among others
relating to terms, priority of lien and security of the bonds, the custody and
application of the proceeds of the bonds, the rights and remedies of the holders
thereof~ and t~e rights~i~u~~es ,and ob1i~ations of the City. This bond does not
constitute an indebtedness of the City within the meaning of any constitutional
or statutory provision or limitation.
It is expressly agreed by the holder of this bond that such holder shall
never have the right to require or compel the levy of ad valorem taxes for the
payment of the principal of and interest on this bond or for the making of any
sinking fund or other payment provided for in the Ordinance. This bond and the
indebtedness evidenced thereby shall not constitute a lien upon any property of or
in the City but shall constitute a lien only on the next revenues derived from the
operation of the system and on the excise taxes, in the manner provided in the
Ordinance.
It is hereby certified and recited that all acts, conditions and things required
to exist, to happen and to be performed 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 Statutes and Constitution of the State of Florida applicable
thereto and that this issue of bonds does not violate any constitutional or
statutory limitation.
This bond and the coupons appertaining thereto are and have all the qualities
and incidents of a negotiable instrument under the law merchant and the laws of the
State of Florida.
The bonds are redeemable prior to their stated maturity dates, at the option
of the City, in whole or in part, in inverse numerical order if less than 11 on
November 1,1982 or any interest payment date thereafter at par plus accrued interest
to date of redemption plus a premium of three per centum (3%) of the par value
thereof if called on November 1,1982 or on May 1,1983, and reducing by one quarter
of one per centum (1/4%) on each annual principal payment date thereafter.
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Notice of such redemption shall be given in the manner required by the
aforesaid Ordinance.
This bond may be registered as to principal only in accordance with the
provisions endorsed hereon.
IN WITNESS WHEREOF, the City of Clermont, Florida, has issued this bond and has
caused the same to be executed by its Mayor and attested and countersigned by its
City Clerk, either manually or with their facsimile signatures, and the corporate
seal of said City or a facsimile thereof to be affixed, impressed, imprinted,
lithographed or reproduced hereon and the interest coupons hereto attached to be
executed with the facsimile signatures of such officers, all as of the first day of .
November, 1972
CITY OF CLERMONT, FLORIDA
/6/ LO~, t. L-I1 ,
I Mayor
ATTESTED AND COUNTERSIGNED:
lOÆM~) '0, ~h^J¿
~ City Clerk
FORM OF COUPON
No.
$
On the first day of
will pay to the bearer at
State of
, 19
, the City of Clermont, Florida,
, City of
, or at the option of the holder at
.,
City of
, State of
, 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 presentation and
surrender of this coupon, being six months' interest then due upon its Water and
Sewer Revenue Refunding Bond, Series 1972, dated November 1, 1972 numbered
CITY OF CLERMONT, FLORIDA
(SEAL)
Mayor
ATTESTED AND COUNTERSIGNED:
City Clerk
(Insert in coupons maturing after first callable date the fOllowing "Unless the bond
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to which this coupon is attached has been duly called or prior redemption and provisions
duly made for the payment thereof.")
FORM OF VALIDATION CERTIFICATE
This bond is one of a series of bonds which were validated and confirmed by
judgment of the Circuit Court for Lake County, Florida, rendered on
1972.
Mayor
REGISTRATION PROVISIONS
This bond may be registered as to principal only in the name of the holder
on the books to be kept by the City Clerk as Registrar, or with such other Registrar
as may be subsequently duly appointed, such registration being noted hereon by such
Registrar in the registration blank below, after which no transfer shall be valid
unless made by written assignment on said books by the registered holder, or his
attorney duly authorized, and noted 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, but it may be registered as before.
Such registration shall not restain the negotiability of the coupons by delivery.
DATE OF
REGISTRATION
IN WHOSE NAME
REGISTERED
SIGNATURE OF
REGISTRAR
SECTION 12. OBLIGATIONS NOT DEBT OF ISSUER. Neither the obligations nor coupons
shall be or constitute general obligations or indebtedness of the issuer as "bonds"
within the meaning of the Constitution of Florida, but shall be payable solely from
and secured by a lien upon and a pledge of the special funds as herein provided.
No holder or holders of any obligations issued hereunder or of any coupons appertaining
thereto 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
such obligations or the interest thereon or be entitled to payment of such principal
and interest from any other funds of the issuer except from the special funds in the
manner provded herein.
SECTION 13. PLEDGE OF NET REVENUES. The payment of the principal of and
interest on the obligations shall be secured forthwith equally and ratably by an
irrevocable lien on the net revenues, as defined herein, derived from the operation
of the system, junior and subordinate to the prior lien thereon of the outstanding
Water and Sewer Revenue Bonds, dated November 1, 1970, and the issuer does hereby
irrevocably pledge such net revenues from the system to the payment of the principal
of and interest on the obligations, for the reserves therefor and for all other
required payments.
SECTION 14. PLEDGE OF EXCISE TAXES. The payment of the principal of and
interest on the obligations shall be additionally secured forthwith equally and
ratably by a pledge of and a lien upon the proceeds received by the issuer from the
@xcise taxes, as hereinafter provided, junior and subordinate to the prior lien
thereon of the outstanding Water and Sewer Revenue Bonds, dated November 1,1970,
and the issuer does hereby irrevocably pledge such funds to the payment of the
principal of and interest on the obligations, for reserves therefor and for all
other required payments.
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SECTION 15. COVENANTS OF THE ISSUER. For as long as any of the principal
of and interest on any of the obligations shall be outstanding and unpaid or until
there shall have been set apart in the Sinking Fund, herein established, including
the Reserve Account therein, a sum sufficient to pay when due the entire principal
of the obligations remaining unpaid, together with interest accrued or to accrue
thereon, the issuer covenants with the holders of any and all obligations as follows:
A. REVENUE FUND. The entire gross revenues derived from the operation of the
system shall upon receipt thereof be deposited in the "Clermont Water and Sewer
System Revenue Fund" (herei nafter called the "Revenue Fund"), heretofore created
and established by the 1970 ordinance which fund shall be continued and maintained
as long as the obligations are outstanding and unpaid. Such Revenue Fund shall
constitute a trust fund for the purposes herein provided and shall be kept separate
and distinct from all other funds of the issuer and used only for the purposes and
in the manner herein provided.
B. 1972 EXCISE TAXES FUND. All of the proceeds of the excise taxes, as
defined in the ordinance which authorized the issuance of the outstanding obligations
shall, as collected by the issuer, be continued to be deposited into the Excise
Taxes Fund created by said ordinance which authorized the outstanding 1970 Bonds,
and shall be used, to the extent necessary, to make the required monthlY payments
for principal of, interest on and reserves for said outstanding obligations and all
other payments required by the 1970 ordinance. Thereafter, the remaining proceeds
of such excise taxes, except the proceeds of the cigarette tax, shall be forthwith
deposited into a fund to be known as the "1972 Excise Taxes Fund", hereby created
and estab1 ished.
Such 1972 Excise Taxes Fund shall constitute a trust fund for the purposes
herein provided, and shall be kept separate and distinct from all other funds of
the issuer and used only for the purposes and in the manner herein provided.
C. DISPOSITION OF REVENUES. All revenues at any time remaining on deposit in
the Revenue Fund shall be disposed of on or before the fifteenth day of each month,
commencing in the month immediately following the delivery of the obligations only
in the following manner and in the following order of priority:
(1) Revenues shall first be used for deposit into the "Clermont Water and
Sewer System Operation and Maintenance Fund" (hereinafter called the "Operation and
Maintenance Fund"), heretofore created and established by the 1970 ordinance, such
sums as shall be necessary in order that the moneys on deposit therein shå11 be
sufficient to pay the cost of operation and maintenance, as hereinabove defined,
through the next ensuing month, in accordance with'annua1 budget, and maintain
additionally therein an operation and maintenance reserve in the amount of $7,000.
(2) Revenues shall next be used for the payment of principal and interest
and handling charges thereon becoming due and payable on the outstanding Water and
Sewer Revenue Bonds, dated November 1,1970 maturing on or prior to November 1,1984,
in the manner provided in the 1970 ordinance.
(3) From the moneys rema i ni ng in the Revenue Fund, the issuer shall next
deposit into a separate fund, which is hereby created and designated "1972 Clermont
Water and Sewer Revenue Bonds Sinking Fund" (hereinafter called the "1972 Sinking
Fund"), such sums as will be sufficient to pay one-sixth (1/6) of all interest
becoming due on the obligations on the next semi-annual interest payment date after
allowing for the income withdrawn from the Retirement Fund and deposited into the
1972 Sinking Fund and commencing November 1, 1984 one-twelfth (1/12) of all principal
maturing on the obligations on the next maturity date. All such payments, as
provided above, shall include an amount sufficient to pay the fees and charges of
the paying agents. Such monthly payments shall be increased proportionately to
the extent required to pay intèrest becoming due during the first fiscal year,
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after making allowance for the amounts of money, if any, which will be deposited in
the 1972 Sinking Fund out of proceeds from the sale of the obligations.
(4) Moneys remaining in the Revenue Fund shall commencing with May 1,1985
next be applied by the issuer to maintain a Reserve Account in the 1972 Sinking
Fund, which Reserve Account is hereby created and established. On May 1,1985
or immediately thereafter the moneys on deposit in the Reserve Account for the out-
standing obligations shall be withdrawn and deposited into the Reserve Account in
the 1972 Sinking Fund. No further payments shall be required to be made into such
Reserve Account as long as there shall remain on deposit therein a sum equal to the
maximum amount of principal and interest on all obligations then outstanding becoming
due in any ensuing fiscal year.
Any withdrawals from the Reserve Account shall be subsequently restored from
the first moneys availab 1e in the Revenue Fund after all required current payments
for the Operation and Maintenance Fund, the debt service requirements for the out-
standing obligations, 1972 Sinking Fund and Reserve Account, including all deficiencies
for prior payments, have been made in full.
Moneys in the Reserve Account shall be used only for the purpose of the
payment of maturing principal of or interest on the obligations when the other moneys
in the 1972 Sinking Fund are insufficient therefor, and for no other purpose.
(5) Upon the issuance of any additional partty,\'ob1 igations under the terms,
limitations and conditions as herein provided, the payments into the several accounts
in the 1972 Sinking Fund shall be increased in such amounts as are necessary to make
the payments required above for the principal of and interest on, and reserves for
such additional parity obligations, on the same basis as hereinabove provided
with respect to the outstanding obligations.
The issuer shall not be required to make any further payments into the 1972
Sinking Fund or into the Reserve Account therein when the aggregate amount of moneys
in both the 1972 Sinking Fund and the Reserve Account are at least equal to the
aggregate principal amount of obligations then outstanding, plus the amount of
interest then due or thereafter to become due on such obligations then outstanding.
.\
(6) The issuer shall next apply and deposit monthly from the moneys in the
Revenue Fund, into the "Clermont Water and Sewer Improvement, Repair and Replacement
Fund" (hereinafter called the "Improvement, Repair and Replacement Fund"), heretofore
created and established by the 1970 ordinance, an amount equal to five per centum
(5) of the gross revenues of the immediate prceding month, Dnti1 there shall be on
deposit in such Improvement, Repair and Replacement Fund the sum of $150,000. The
moneys in said Improvement, Repair and Replacement Fund shall be used only for the
purpose of paying the cost of extensions, enlargements or additions to, or the
replacement of capital assets of the system and emergency repairs thereto. Such
moneys on deposit in such Fund shall also be used to implement the Reserve Account
if necessary, in order to prevent a default in the payment of the principal of
and interest on the obligations. The moneys on deposit in such fund shall be
withdrawn only upon the authorization of the City Council upon a recommendation of
the consulting engineers.
(7) Whenever by reason of the insufficiency of moneys on deposit in the
Revenue Fund, the issuer is not able to make promptly the current monthly payments
hereinabove required to be made into the 1972 Sinking Fund and Reserve Account, there
shall be paid from the amount of excise taxes on deposit in the 1972 Excise Taxes
Fund whatever sums are necessary to cure such existing deficit. Whenever all
of the above required current payments have been made into the 1972 Sinking Fund and
Reserve Account, the balance of any moneys on deposit in the 1972 Excise Taxes
Fund may be withdrawn and used by the issuer for any lawful purpose.
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(8) The balance of any moneys remaining in the Revenue Fund, after the
above-required payments shall have been ~de and the maximum required amounts
shall be held on deposit to the credit of the Reserve Account and the Improvement,
Repair and Replacement Fund, may be used for the purchase and redemption of the
obligations or for any lawful purpose.
(9) The Operation and Maintenance Fund, the 1972 Sinking Fund, the
Reserve Account, the Improvement, Repair and Replacement Fund, the Revenue Fund, the
1972 Excise Taxes Fund and any other special funds herein established and created
shall constitute trust funds for the purposes provided herein for such funds.
All such funds shall be continuously secured in the same manner as state and municipal
deposits are required to be secured by the Laws of the State of Florida, Moneys
on deposit in the 1972 Sinking Fund (except the Reserve Account therein) may be
invested and reinvested only in obligations of the United States of America maturing
not later than ten (10) days prior to the date in which the moneys therein will
be needed. Moneys in the Reserve Account in the 1972 Sinking Fund and the
Improvement, Repair and Replacement Fund may be invested and reinvested in obligations
of the United States of America or in time deposits in banks or trust companies
represented by certificates of deposits and continuously secured as above provided,
maturing not later than five (5) years from the date of purchase or must otherwise
be maintained in cash. Any and all income received by the issuer from such
investments shall be deposited into the 1972 Sinking Fund. Moneys in the Revenue
Fund, the 1972 Excise Taxes Fund, and the Operation and Maintenance Fund shall
not be invested at any time.
D. LEVY OF EXCISE TAXES. The issuer will not repeal the ordinances now
in effect levying the excise taxes and will not amend or modify said ordinances
in any manner so as to impair or adversely affect the power and obligation of the
issuer to levy and collect such excise taxes or impair or adversely affect in any
manner the pledge of such excise taxes made herein or the rights of the holders of
the obligations. The issuer shall be unconditionally and irrevocably obligated,
so long as any of the obligations or the interest thereon are outstanding and
unpaid, and the lien upon the exCiætaxes shall not have been released in the
manner provided in subsection thereof, to levy and collect such excise taxes, at
the maximum rates permitted by law, to the extent necessary to pay the principal
of and interest on the obligations and to make the other payments provided for herein.
This provision shall not be construed to prevent reasonable revisions of the rates
of such excise taxes as long as the proceeds of such excise taxes to be collected by
the issuer in each year thereafter, together with the net,revenues, will be sufficient
to pay the principal of and interest on the obligations as the same become due and
to make all 1972 Sinking Fund, Reserve Account and other payments herein required
in such year.
E. EXCISE TAXES NOT SUBJECT TO REPEAL. The issuer has full power to
irrevocably pledge such excise taxes to the payment of the principal of and interest
on the obligations, and the pledging of such excise taxes in the manner provided
herein shall not be subject to repeal, modification, or imþairment by any subsequent
ordinance, resolution or other proceedings of the ~verning body of the issuer or
by any subsequent act of the Legislature of Florida.
, The pledge of the,exëiætaxes herein made shall be for the benefit of any
additional obligations payable on a parity with the obligations herein authorized
from the proceeds of the excise taxes to the same extent as if such additional parity
obligations had been originally issued hereunder.
F. SUBSTITUTION OF FRANCHISE TAX. The issuer hereby covenants with the
holders of the obligations that in the event it shall acquire the properties and
facilities of the Florida Power Corporation and/or the properties and facilities
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of the Lake Apopka Natural Gas District within the issuer, or in the event it
shall acquire and operate an electric power plant and/or natural gas distribution
facilities within the issuer, and all or part of the franchise taxes are not
available to the issuer to make the visions hereof, the issuer will make payment from
the net revenues first available to it from the operation of any such system or
service so owned, acquired, constructed or operated by it of the amounts herein
required to be paid from the franchise taxes.
G. RELEASE OF EXCISE TAXES. At such time as the issuer may be able to
obtain and file in the minutes of its City Council a certificate of an independent
certified public accountant stating that for the next preceding two (2) fiscal
years the net revenues derived from the operation of the system exceeded One Hundred
Thirty-Five per centum (135%) of the maximum amount of principal and interest on
all ob1 igations then outstanding to become due in anyone ensuiñgJiSca.1'.year, then
the lien upon the excise taxes shall/be permanently released, and thereafter the
payment of the obligations shall be solely secured by a lien upon and pledge of the
net revenues to be derived from the operation of the system. Anyone of the excise
taxes may be similarly ~eased, so long as the proceeds of the excise taxes which
shall not be released and the neLrevenues of the system shall have been certified
as having exceeded such 135% requirement. Provided, however, no excise taxes may
be released unless all payments required by this ordinance to have been made to
the 1972 Sinking Fund, Reserve Account and Improvement, Repair and Replacement
Fund shall have been made in full, and the Reserve Account shall have on deposit
therein the maximum amount required to be maintained therein.
H. OPERATION AND MAINTENANCE. The issuer will maintain the system and all
parts thereof in good condition and will operate the same in an efficient and
economical manner making such expenditures for equipment and for renewals, repairs
and replacements as may be proper for the economical operation and maintenance
thereof.
I. RATE ORDINANCE. The issuer will enact a rate ordinance and thereby will
fix, establish, revise from time to time whenever necessary, maintain and collect
always such fees, rates, rentals and other charges for the use of the product,
services and facilities of the system which, together with the proceeds of the excise
taxes, will always produce cash revenues sufficient to pay, and out of such funds
pay, as the same shall become due, all costs of operation and maintenance of the
system, the principal of and interest on the bonds and on all other obligations
p§yab1e on a parity therewith, and all reserve and other payments provided for in this
ordinance. Such rates, fees, rentals or other charges shall not be reduced so as to
be insufficient to provide revenues for such purposes.
J. BOOKS AND RECORDS. The issuer shall keep, separate and apart from all
other books, records and accounts of the issuer, books and records of the net revenues
of the system and books and records of the collection of the excise taxes, and the
holders of not less than ten pßr centum (10%) of the obligations shall have the
right at all reasonable times to inspect all records, accounts and data of the issuer
relating to the operation of the system and the co~lection of the excise taxes.
K. ANNUAL AUDIT. The issuer shall also, at least once a year, within 60 days
after the close of its fiscal year, cause the books, records and accounts .re1ating to
the system and to the excise taxes to be properly audited by a recognized independent
firm of certified public accountants and shall make generally available the report of
such audits to any holder or holders of obligations. Such audits shall contain a
complete report of operations of the system including, but not limited to, a
comparison with the operations in previous years, the balance sheet, a schedule of
insurance in existence, a schedule of the application of all proceeds of the excise
taxes, a schedule of reserves and investments, a schedule showing the number of
customers connected with the system at the end of the fiscal year, and a certificate
by the auditors stating that no default on the part of the issuer of any covenant
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herein has been disclosed by reason of such audit. The auditors selected shä11 be
changed at any time by a written request signed by a majority of the holders
of the obligations or their duly authorized representatives. A copy of such
annual audit shall regularly be furnished to any holder of an obligation who shall
have requested in writing that a copy of such reports be furnished him.
L. NO MORTGAGE OR SALE OF THE SYSTEM. The issuer will not sell, mortgage,
pledge or otherwise encumber the system, or any part thereof, or any revenues to
be derived therefrom, and will not sell, lease or otherwise dispose of any sub-
stantial portion of the system, except as hereinafter provided. The issuer shall
have and herebÿ." reserves the right to sell, lease or otherwise dispose of, in
the manner provided herein, any pi the property comprising a part of the system
hereafter determined to be no longer necessary, useful or profitable in the
operation thereof.
Prior to any such sale, lease or other dispostion of said property, if
the amount to be received therefor is not in excess of $50,000 the general manager
of the system shall make a finding in writing determining that such property
comprising a part of the system is no longer necessary, useful or profitable in
the operation thereof.
If the amount to be received from such sale, lease or other dispostion of
said property shall be in excess of $50,000, but not in excess of $100,000, the
general manager shall first make a finding in writing determing that such property
comprising a part of the system is no longer necessary, useful or profitable
in the operation thereof, and the governing body of the issuer shall be resolution
approve and concur in the finding of such general manager, and authorize such
sale, lease or other dispostion of said property.
If the amount to be received from such sale, lease or other disposition
of said property shall be in excess of $100,000, but not in excess of 10% of the
value of fixed assets of the system according to the most recent annual audit
report, the general manager shall first make a finding in writing determining
that such property comprising a part of the system is no longer necessary, useful
or profitable in the operation thereof, and the consulting engineers shål1~make
a finding that it is in the best interest of the system that such property be
disposed of, and the governing body of the issuer shall be resolution approve and
concur in the findings of such general manager and the consulting engineers and
shall authorize such sale, lease or other dispostion of said property.
The proceeds derived from any such sale, lease or other disposition of said
property shall be placed in the Improvement, Repair and Replacement Fund or in the
1972 Sinking Fund, in such pr.oportions to be determined by the governing body of
the issuer upon the recommendations of the general manager. Such payment of
such proceeds into the 1972 Sinking Fund or the Improvement, Repair and Replacement
Fund shall not reduce the amounts required to be paid into said Funds by other
provisions herein.
No sale, lease or other disposition of the properties of the system shall
be made by the issuer if the proceeds to be derived therefrom shall be in excess
of 10% of the value of the fixed assets of the system according to the most recent
annual audit report and insufficient to pay all of the principal of the obligations
then outstanding, and all interest thereon to their respective dates of maturity,
without the prior approval and consent in writing of the holders or their duly
authorized representatives of sixty-six and two-thirds per centum (66 2/3%) in
amount of obligations then outstanding. The issuer shall prepare the form of such
approval and consent for execution by the holders of obligations or by their duly
authorized representative, which form shall provide for the dispostion of the
proceeds of the sale, lease or other dispostion of such properties of the
system.
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M. INSURANCE. For so long as any of the obligations are outstanding,
the issuer will carry adequate fire and windstocm insurance on all buildings and
structures of the works and properties of the system which are subject to loss
through fire or wind~tor,m, will carry adequate public liability insurance,
and will otherwise carry insurance of all kinds and in the amount normally carried
in the operation of similar facilities and properties in Florida. Any such
insurance shall be carried for the benefit of the holders of the obligations,
All moneys received for losses under any of such insurance, except public
liability, are hereby pledged by the issuer as security for the obligations, until
and unless such proceeds are used to remedy the loss or damage for which such
proceeds are received, either by repairing the property damaged or replacing
the property destroyed within ninety (90) days from the receipt of such proceeds.
N. NO FREE SERVICE. The issuer will not render or cause to be rendered
any free services of any nature by its system, nor will any preferential rates be
established for users of the same class. The issuer, including its departments,
agencies and instrumentalities, shall avail itself of the facilities or services
provided by the system, or any part thereof, and the same rates, fees or charges
applicable to other customers receiving like services under similar circumstances
shall be charged to the issuer and any such department, agency or instrumentality.
Such charges shall be paid as they accrue, and the issuer shall transfer from
its general funds sufficient sums to pay such charges. The revenues,' so received
shall be deemed to be revenues derived from the operation of the system, and
shall be deposited and accounted for in the same manner as other revenues
derived from such operation of the system.
O. MANDATORY CUT OFF. Upon failure of any user to pay for services
rendered by the system within sixty (60) days, the issuer shall shut off the
connection of such user and shall not furnish him or permit him to receive from
the system further service until all obligations owed by him to the issuer
on account of services shall have been paid in full. This covenant shall not,
however, prevent the issuer from causing the system connection to be shut off
sooner.
P. ENFORCEMENT OF COLLECTIONS. The issuer will diligently enforce and
collect the rates, fees and other charges for the services and facilities of the
system and the excise taxes herein pledged; will take all steps, actions and proceed-
ings for the enforcement and collection of such rates, charges, fees and excise
taxes as shall become delinquent to the full extent permitted or authorized by law;
and will maintain accurate records with respect thereof. All such fees, rates,
charges"revenues and excise taxes herein pledged shall, as collected, be held in
trust to be applied as herein provided and not therwise.
Q. REMEDIES. Any holder of obligations or any coupons appertaining thereto,
issued under the provisions hereof or any trustee acting for the holders of such
obligations may either at law or in equity, by suit, action, mandamum or other
proceedings in any court of competent jurisdiction, protect 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 herein, and may enforce
and compel the performance of all duties required herein or by any applicable
statutes to be performed by the issuer or by any officer thereof, including the
collection of excise taxes.
Nothing herein, however, shall be constructed to grant to any holder of such
obligations any lien on any real property of the issuer.
R. OPERATING BUDGET. The issuer shall annually at least forty-five (45)
days preceding each of its fiscal years, prepare and adopt a detailed budget of the
estimated expenditures for operation and maintenance of the system during such next
succeeding fiscal year. No expenditures for the operation and maintenance of the
system shall be made in any fiscal year in excess of ten per centum (10%) of the
amounts provided therefor in such budget without a written finding and recommendation
by the general manaer of such system or other duly authorized officer in charge
thereof, which finding and recommendation shall state in detail the purpose of
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a~d necessity for such increased expenditures, or until the governing body of the
issuer shall have approved such finding and recommendation by a resolution duly adopted,
and there shall have been obtained and filed in the minutes of the governing body
of the issuer a certification of the consulting engineers that such increased expenditures
are necessary and essential to the continuance in operation of the system. The issuer
shall mail copies of such annual budget and all resolutions authorizing increased
expenditures for operation and maintenance to any holder or holders of obligations
who shall file his address with the issuer and request in writing that copies
of all ,such budgets and resolutions be furnished him and shall make available such
budgets and all resolutions authorizing increased expenditures for operation and
maintenance of the system at all reasonable times to any holder or holders of
obligations or to anyone acting for and on behalf of such holder or holders.
S. CONNECTION WITH SEWER SYSTEM. The issuer will, to the full extent
permitted by law, require all lands, buildings and structures within the boundaries of
the issuer which can use the sewage collection facilities of the system, to connect
with and use such sewage collection facilities, and to cease all other means and
methods for the collection, purification, treatment and disposal of sewage and waste
matter.
T. CONSULTING ENGINEER. The issuer will annually retain an independent
consulting engineer or engineering firm having a favorab 1e reputation for skill
and experience for the design, construction and operation of systems of comparable
size and character as the system, for the purpose of providing the issuer competent
engineering counsel affecting the economical and efficient operation of the system
and in connection with the making of capital improvements and renewals and replacements
to the system. The issuer may, however, employ additional engineers at any time
with relation to specific engineering and operation problems arising in connection
with the system..
The issuer shall annually cause to be prepared by the consulting engineers
a report or survey of the system, with respect to the management of the properties
thereof, the sufficiency of the rates, and charges for services, the proper maintenance
of the properties of the system and the necessity mor capital improvements and
recommendations therefor. Such a report or survey shall also show any failure of
the issuer to perform or comply with the covenants herein contained.
If any such report or survey of the consulting engineers shall set forth
that the provisions hereof or any reasonable recommendations of such consulting
engineers have not been complied with, the issuer shall immediately take such reasonable
steps as are necessary to comply with such requirements and recommendations. In making
such report or survey the consulting engineers shall accept certified statements of
the independent certified public accountants. Copies of each report or survey shall
be placed on file with the Clerk and shall be open to the inspection of any holder of
obligations or other interested parties.
U. NO COMPETING SYST~. To the full extent permitted by law, the issuer
will not grant, or cause, consent to, or allow the granting of, any franchise pr Rermjt
to any person firm, corporation or body, or agency or instrumentality whatsoever for
the furnishing of water or sewer services to or within the boundaries of the issuer.
V. ISSURANCE OF OTHER OBLIGATIONS. The issuer will not issue any other
"obligations, except under the conditions and in the manner provided herein, payable
from the revenues of the system or from the excise taxes, nor voluntarily create
or cause to be created any debt, lien, pledge, assignment, encumbrance or other charge
having priortý to or being on a parity with the lien upon said revenues or excise taxes
in favor of the obligations issued pursuant to this ordinance and the interest thereon.
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Any obligations issued by the issuer, other than the obligations herein authorized or
additional parity obligations provided for in subsection W below, payable from such
revenues and excise taxes, shall contain an express statement that such obligations
are junior and subordinate in all respects to the obligations herein authorized, as
to lien on and source and security for payment from such revenues and such excise
taxes. ~
W. 'ISSUANCE OF ADDITIONAL PARTIY OBLIGATIONS. No additional parity
obligations payable on a parity from the net revenues of the system and from the
proceeds of the excise taxes with the obligations herein authorized shall be issued
after the issuance of any obligations herein authorized, except upon the conditions
and in the manner hereinafter provided:
(1) There shall have been obtained and filed in the minutes of the governing
body of the issuer a certificate of an independent certified public accountant of
suitable experience an responsibility state: (a) that the books and records of the
issuer relating to the collection and receipt of the revenues derived from the operation
of the system and of the proceeds of the excise taxes have been audited by him; (b)
the amount of the net revenues and the proceeds of the excise taxes, as defined
herein, received by the issuer for the two fiscal years immediately preceding the
date of delivery of such additional parity obligations with respect to which such
certificate is made; and (c) that the average annual net revenues and proceeds of
the excise taxes for such preceding years will together equal at least 1.40 times the
maximum annual principal and interest requirements on (i) all obligations and all
additional parity obligations, if any, then outstanding and (ii) the additional
parity obligations with respect to which such certificate is made.
(2) If desirable, the net revenues for such two preceding fiscal years
may be adjusted as follows: (a) to reflect for the two preceding fiscal years
changes made in the rates, fees, rentals or other charges from the operation of the
system during such two preceding fiscal years; (b) to reflect any change in such net
revenues caused by any new projects of the system having been placed into use and
operation subsequent to the date of commencement of such two preceding fiscal years
and not less than six months prior to the date of such certificate provided for in
paragraph (1) above; and (c) to include for each such fiscal year the average annual
estimated net revenues to be dervied from the first two full fiscal years' operation
of the project to be acquired or constructed out of the proceeds of such additional
parity obligations.
(3) Each ordinance authorizing the issuance of additional parity obligations
will recite that all of the covenants herein contained will be applicable to such
additional parity obligations.
(4) The issuer shall not be in default in performing any of the covenants
and obligations assumed hereunder, and all payments herein required to have been
made into the accounts and funds, as provided hereunder, shall have been made to
the full extent required.
(5) The additional parity obligations shall be dated May 1 or November 1
of the year of issuance thereof, shall bear interest payable semi-annually on May 1 and
November 1 of each year, and shall mature on November 1 of the year of maturity thereof.
SECTION 16. APPLICATION OF OBLIGATION PROCEEDS AND PROVISION FOR THE
RETIRBMENT OF OUTSTANDING OBLIGATIONS. The issuer shall provide for the retirement
of the outstanding obligations and for the application of the proceeds, including
accrued interest, received from the sale of the obligations (hereinafter called
"obligation proceeds") as follows:
A. Prior to the delivery of the obligations, the issuer shall prepare a
certificate or certificates, setting forth (i) the principal amount of all outstanding
obligations (ii) the amount of the redemption premium applicable to the outstanding
obligations to be redeemed on May 1, 1985, and (iii) the amount of moneys on deposit
to the credit of the Reserve Account, heretofore created for the outstanding obligations.
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B. The issuer shall forthwith apply the obligation proceeds, when received,
in the following order of priority, as follows:
(1) Deposit all accrued interest into the 1972 Sinking Fund, herein established,
and such moneys shall be applied only to the payment of interest on the obligations.
(2) Withhold and reserve an amount sufficient to pay the costs and expenses
to be incurred by the issuer in connection with the preparation, issuance and sale
of the obligations.
(3) Transmit to Trustee, to be hereafter designated as Escrow Agent, for
deposit into a trust fund, hereby created and established, to be known as the "Out-
standing Obl igations Retirement Fund" (hereafter called the "Retirement Fund"), such
amount which shall at least equal in the aggregate (i) the principal amount of the
outstanding obligations, and (ii) the amount of the redemption premium applicable
to the outstanding obligations to be redeemed on May 1, 1985.
Such moneys on deposit in the Retirement Fund shall be irrevocably held in
trust by such escrow Agent for the purpose of providing for the retirement of the
outstanding obligations, pursuant to an Escrow Deposit Agreement to be entered into
between the issuer and the Trustee, as Escrow Agent. Such Agreement shall be in
,~_ such form as shall be prescribed by a resolution of the issuer to be adopted prior
to the delivery of the obligations.
C. The Trustee shall withdraw from the Retirement Fund at such proper time
and transmit to the paying agent the amount which shall, together with the other
funds available therefor, provide for the retirement of the outstanding obligations
on May 1, 1985.
D. Such moneys on deposit in the Retirement Fund shall be invested and re-
invested by the Trustee in obligations of the Onited States of America or in time
deposits represented by certif.icates of deposit secured in the manner required by the
Laws of Florida maturing not later than the dates upon which such moneys will be
needed for the retirement of the outstanding obligations as herein provided. All
moneys on deposit in the Retirement Fund shall be continuously and fully secured in
the manner required by the Laws of Florida. Such obligations of the United States of
America or certificates of deposit shall have in the aggregate par values which shall
be equal to the amount necessary to provide for the retirement of the outstanding
ob1 igations.
All net income or earnings received on such investments shall forthwith be
transmitted by the Trustee to the issuer for deposit in the 1972 Sinking Fund.
E. Prior to the delivery of the obligations, the Board shall transmit to
the Trustee a certified copy of a resolution of the issuer, (i) providing for the
redemption on May 1, 1985 of the outstanding obligations and (ii) irrevocably instructing
the Trustee, not more than forty-five (45) days nor less than thirty (30) days prior
to such redemption date, (2) to publish in a financial journal published in the
Borough of Manhattan, City and State of New York, a notice of such redemption signed
by the Trustee, in the form set forth in such resolution, (b) to file such notice
with the paying agent and (c) mail such notice, postage prepaid, to all registered
owners of the outstanding obligations to be redeemed at their addresses as they appear
on the registration books.
F. After withdrawing from the Retirement Fund and transmitting to the Paying
Agent such amounts which shall, together with the other funds available therefor,
provide for the retirement of the oustanding obligations, the Trustee shall, on or
prior to May 1, 1985, withdraw from such Retirement Fund any excess moneys remaining
therein and transmit the same to the issuer for deposit into the 1972 Sinking Fund.
G. The issuer shall from time to time pay to the Trustee and the Paying
Agent from funds of the issuer available for such purpose, the agreed amount of fees
and expenses incurred or to be incurred by the Trustee and the Paying Agent in connection
with the retirement of the outstanding obligations.
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SECTION 17. RIGHTS OF THE OBLIGATION HOLDERS. The holders of the obligations
shall have no responsibility for the application and use of the proceeds received
from the sale thereof and the application and use of such proceeds by the issuer shall
in no way affect the rights of the obligation holders. The issuer shall be irrevocably
obligated, upon receipt thereof, to use the pledged funds to pay the principal of '
and interest on the obligations and to make all reserve and other payments provided
for herein, notwithstanding any failure of the issuer to apply such obligation
proceeds in the manner provided herein.
SECTION 18. REFUNDING OBLIGATIONS. All of the obligations originally
issued pursuant to this ordinance, then outstanding, may be refunded as a whole or
in part and the lien on the pledged funds pledged hereunder for the refunded obligations
shall be fully preserved for the refunding obligations to the extent permitted by
applicable law.
The holders of any refunding obligations issued pursuant to the provisions
of this Section 18 shall have and be entitled to the same lien on the pledged funds
and all rights, privileges and remedies which are granted to and vested by this
ordinance or any ordinance supplemental thereto in the holders of the obligations
so refunded, to the same extent and as fully as if such refunding obligations constituted
the obligations refunded. All of the covenants, agreements and provisions in this
ordinance shall refer to an apply fully to any refunding obligations issued hereunder.
SECTION 19. MODIFICATION OR AMENDMENT. No material modification or amendment
of this ordinance or of any ordinance hereof or supplemental hereto, may be made
without the consent in writing of the holders of sixty-six and two-thirds per centum
(66 2/3%) or more in principal amount of the obligations then outstanding; provided,
however, that no modification or amendment shall permit a change in the maturity of
such obligations or a reduction in the rate of interest thereon or in the amount of
the principal obligation or affecting the unconditional promise of the issuer to
collect such pledged funds as herein provided, or to pay the principal of and interest
on the obligations as the same shall become due from such funds, or reduce such
percentage of holders of such obligations, required above, for such modification or
amendments, without the consent of the holders of all of such obligations.
SECTION 20. SEVERABILITY. If anyone or more of the covenants, agreements
or provisions of this ordinance shall be held CDntrary 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 remaining covenants, agreements
or provisions, and in no way affect the validity of all the other provisions of
this ordinance or of the obligations or coupons issued thereunder.
SECTION 21. VALIDATION AUTHORIZED. The Attorney for the issuer be and he
is hereby authorized and directed to institute appropriate proceedings in the Circuit
Court for Lake County, Florida, for the validation of said obligations, and the
proper officers are hereby authorized to verify on behalf of the issuer any p1eadΖgs
in such proceedings.
SECTION 22. TEMPORARY OBLIGATIONS. Prior to the preparation of definitive
obligations, the issuer may, under like restrictions, issue interim receipts or
temporary obligations, with or without coupons, exchangeable for definitive obligations
when such obligations shall have been executed and are available for delivery.
SECTION 23. REPEALING CLAUSE. All ordinances or parts thereof of the issuer
in conflict with the provisions herein contained are, to the extent of such conflict,
hereby superseded and repealed.
.
.
MISC. ORDINANCES
ORDINANCE NO. 51-M
N~
180
SECTION 24. ARBITRAGE. No use will be made of the proceeds of the obligations
which will cause the same to be "arbitrage bonds" within the meaning of the Internal
Revenue Code. The issuer at all times while the obligations and interest thereon
are outstanding will comply with the requirements of Section 103 (d) of the Internal
Revenue Code and any valid and applicable rules and regulations of the Internal
Revenue Service.
SECTION 25. EFFICTIVE DATE. This ordinance shall take effect in the
manner provided by law.
First reading this 28th day of November,
Second reading this I ~1l day of
1972
/)f!Jc. ..
, 1972
PASSED AND O~D~1tlED BY THE CIT:Y.~OUNCIE OF THE CITY OF CLERMONT, LAKE COUNTY,
FLORIDA, THIS líJ[Ã., DAY OF U~e-_ ,1972
ATTÈST: 1.0J.44£,) 1; ~
City Clerk -
APPROVED by me thi s 1:1.. ~
CI~NT
By Pre dent ~f C~~
day of LGo-tPw J""" ~
, 1972
CERTIFICATE OF POSTING
I HEREBY CERTIFY that a certified copy of the foregoing Ordinance was posted
on the Public Municipal bulletin board for a period of not less than one (1) week,
Iff requjred under the Charter of the City of Clermont, Florida, beginning
H.!.()AQr- JlI.Av 13 ' 1972. '
rr)-~~I.A) h.~JfJ
D'S~res W. Carroll, City Clerk