Loading...
2005-43.. .:. x s • UNITED STATES OF AMERICA • STATE OF FLORIDA CITY OF CLERMONT CAPITAL IMPROVEMENT REVENUE NOTE, SERIES 1998B Principal Interest Sum Rate Date of Issuance $138,500 3.95% December 23, 1998 • ~ c~ o q 2 c.~'l z i3 ~l CITY OF CLERMONT, FLORIDA (the "City"), for value received, hereby promises to pay, solely from the Pledged Funds described in the within mentioned Agreement, to the order of SUN~RUSi BAl~'i~, CE:~ITF~L FL.v:~IDA, NAi'ICNAL AS_~OCIATIOiV, Leesburg, Florida, or its successors or assigns (the "Noteholder"), the Principal Sum specified above loaned to the City pursuant to that certain Loan Agreement by and between SunTrust Bank, Central Florida, National Association, and the City, dated as of December 23, 1998 (the "Agreement"), and to pay interest on such Principal Sum from the Date of Issuance specified above or from the most recent date to which interest has been paid at the Interest Rate per annum specified above (subject to adjustment as hereinafter provided) on June 1 and December 1 of each year, commencing June 1, 1999, until such Principal Sum shall have been paid. The Principal Sum hereof shall be payable in seven (7) annual installment payments on the dates and in the amounts as follows: Payment Date December 1 Payment Amount 1999 $17,842.99 2000 18,213.45 2001 18,932.84 2002 19,680.65 2003 20, 458.00 2UU~ 21 ~,~~ {1G .,,~ 2005 22,106.02 Such Principal Sum and interest is payable in any coin or currency of the United States of America which, at the time of payment, is legal tender for the payment of public and private debts. This Note is one of an authorized issue of Notes (the "Notes") authorized to be issued in the aggregate principal amount of $397,000 of like date, tenor and effect, except as to maturity date, issued under the authority of and in full compliance with the Constitution and laws of the State of Florida, including, particularly, Chapter 166, Part II, Florida Statutes, as • • • amended, and other applicable provisions of law, and a resolution duly adopted by the City on • December 8, 1998 (the "Resolution"), as such resolution may be amended and supplemented from time to time, and is subject to all terms and conditions of the Resolution and the Agreement. Any term used in this Note and not otherwise defined shall have the meaning ascribed to such term in the Agreement. This Note is being issued to finance or refinance a part of the cost of certain capital projects in and for the City, including the acquisition of new computer equipment and a new fire truck for the City, as described in the Agreement and the Resolution. This Note is secured by and shall be payable from the Pledged Funds as described in and in accordance with the Agreement. Pursuant to the Agreement, th;; City has cov!:r~a.~tcd io appropriate in its annual budget, by amendment, if necessary, from Non-Ad Valorem Funds lawfully available amounts sufficient, together with other available moneys, to pay the principal of and interest on the Notes, as the same become due (whether by redemption, at maturity or otherwise). Such covenant and agreement on the part of the City to budget and appropriate such amounts of Non-Ad Valorem Funds shall be cumulative to the extent not paid, and shall continue until such Non-Ad Valorem Funds or other legally available funds in amounts sufficient to make all such required payments under the Notes shall have been budgeted, appropriated and actually paid. Notwithstanding the foregoing, the City has not covenanted to maintain any services or programs, now provided or maintained by the City, which generate Non-Ad Valorem Funds. Such covenant and agreement on the part of the City to budget and appropriate such amounts • of Non-Ad Valorem Funds is subject, however, in all respects to certain appropriation constraints contained in Section 166.241(3), Florida Statutes, as amended, and to the payment of services and programs which are for essential public purposes affecting the health, welfare and safety of the inhabitants of the City or which are legally mandated by applicable law. This Note shall bear interest from its Date of Issuance at the Interest Rate specified above on the basis of twelve 30-day months over a 360-day year. The Interest Rate specified above is subject to adjustment as provided in Section 3.1(d) of the Agreement in the event of a Determinati:ir_ of Taxability. In addition, t'~is Note is s»l+ject to adiustment in accordance with the provisions in Section 3.3 of the Agreement. The Noteholder shall provide to the City upon request such documentation to evidence the amount of interest due on this Note. Notwithstanding any provision in this Note to the contrary, in no event shall the interest contracted for, charged or received in connection with this Note (including any other costs or considerations that constitute interest under the laws of the State of Florida which are contracted for, charged or received) exceed the maximum rate of interest allowed under the State of Florida as presently in effect. In the event the maturity of this Note is accelerated or prepaid in accordance with the provisions hereof or of the Agreement, then such amounts that constitute payments of interest, together with any costs or considerations which constitute interest under the laws of the State of Florida, may never exceed an amount which would result n 1~ 2 004.1 19468.4 r • in payment of interest at a rate in excess of (a) the applicable maximum rate of interest allowed • by Sections 215.84 and 159.825(4), Florida Statutes, as amended, or (b) the nonusurious interest allowed by the laws of the State of Florida or the United States, to the extent applicable, as presently in effect and to the extent an increase is allowable by such laws; and excess interest, if any, shall be cancelled automatically as of the date of such acceleration, or, if theretofore paid, shall be credited on the principal amount of this Note unpaid, but such crediting shall not cure or waive any default under this Agreement. All payments made by the City hereon shall apply first to accrued interest, and then to the principal amount then due on this Note. The City may prepay this Note as a whole or in part, at any time or from time to time, without premium, by paying to the N~teho:der all .;r part of the Principal Sun.. of the ivote, together with the unpaid interest accrued on the amount of principal so prepaid to the date of such prepayment. Each prepayment of this Note shall be made on such date and in such principal amount as shall be specified by the City in a written notice delivered to the Noteholder not less than five (5) Business Days prior thereto. Notice having been given as aforesaid, the Principal Sum of this Note stated in such notice or the whole thereof, as the case may be, shall become due and payable on the prepayment date stated in such notice, together with interest accrued and unpaid to the prepayment date on the principal amount then being paid; and the amount of principal and interest then due and payable shall be paid (a) in case the entire unpaid balance of the principal of this Note is to be paid, upon presentation and surrender of this Note at the office of the City, and (b) in case only part of the unpaid balance • of principal of this Note is to be paid, upon presentation of this Note at the office of the City for notation thereon of the amount of principal and interest on this Note then paid. If on the prepayment date moneys for the payment of the principal amount to be prepaid on this Note, together with interest to the prepayment date on such principal amount, shall have been paid to the Noteholder as above provided and if notice of prepayment shall have been given to the Noteholder as above provided, then from and after the prepayment date interest on such principal amount of this Note shall cease to accrue. If said moneys shall not have been so paid on the prepayment date, such principal amount of this Note shall continue to bear interest until payment thereof at the rate or rates providea far in the. r~greeme..t. This Note, when delivered by the City pursuant to the terms of the Agreement and the Resolution, shall not be or constitute an indebtedness of the City or of the State of Florida or any political subdivision or agency thereof, within the meaning of any constitutional, statutory or charter limitations of indebtedness, but shall be payable solely from the Pledged Funds, as provided in the Agreement and the Resolution. No Noteholder shall ever have the right to compel the exercise of the ad valorem taxing power of the City or the State of Florida, or taxation in any form on any property therein to pay this Note or the interest thereon. Upon the occurrence of an Event of Default relating to this Note, the Principal Sum of this Note may become or be declared due and payable before the maturity date hereof in the 3 004.1 19468.4 • manner, with the effect and subject to the conditions set forth in the Agreement and the Resolution. The Noteholder shall also have such other remedies as described in the Agreement. If this Note shall be declared to be immediately due and payable or any amounts due on this Note shall remain unpaid past any scheduled payment date, this Note shall bear interest at the lesser of the Taxable Rate (as defined in the Agreement) or the maximum rate permitted by law until all amounts then due under this Note are paid in full. The City hereby waives demand, protest and notice of dishonor. • _. '~:.. ~:. No obligation under the Agreement or this Note shall be or be deemed to be an obligatio~~ :,f any member of the City Coun~;ii or an;' officer, er~~i~lo-yce or agent of the City ir,. his or her individual capacity, and none of such persons executing the Agreement or this Note shall be liable personally thereon or hereon by reason thereof. It is certified, recited and declared that all acts, conditions and things required to exist, happen and be performed precedent to and in connection with the execution and delivery of the Agreement and the issuance of this Note do exist, have happened and have been performed in due time, form and manner as required by law, and that the issuance of this Note, together with all other obligations of the City under the Agreement, does not exceed or violate any constitutional or statutory limitation. IN WITNESS WHEREOF, the City of Clermont, Florida, caused this Note to be signed by the manual signature of its Mayor and- its official seal to be affixed hereto or irnprinted or reproduced hereon, and attested by the manual signature of its City Clerk, and this Note to be dated the Date of Issuance set forth above. CITY OF CLERMONT, FLORIDA EOFFICIAL ,SEAL) ATTEST: J^ City Clerk • Bye Mayor ~ ii ', ~1 ~~ .,;j,.i.,,,l., Suntrus~ L ^ ~ , 4 INIT, 'JA7E ~' kErp• ~ o~ i '~V "~` -- , t~ ~~ ; 004.1 19468.4