R-74-241RESOLUTION N0. 241
_-
~"`~ ._~
A R~:SOLLiTI0.1 AUT:iO:?ISI'.iG TIIE ISSUI~i7CE ~'
EXC:E~I•,r $' S5, Ovv :~;=T~Z AND SE6dER REVl':~UE
BONDS ~?'•:IC2°aTIO.+ '~C"'?S 0~ TIE CITY OF
CLER"~~'`:^, F:~ORiD~; ? J'TDI`iG cOP. TILE P~IY:`LiiT
TIIi.RE•_~~ ~-_..~-.~~.vl'::_.__,~. _..0 Ci;Tt~II COVE=~A::TS
A~iD :_G'<E'-'J` 1S ~~i.ll'~ "_'ri :?OLDERS THEREOF.
BE IT Z.SOLVED 3Y T E CITY COUNCIL OF TFiE CITY OF
Ci,~: i•10NT, FLORIS`. (hereinafter called "issuer") , as follo[vs:
•
SECTION 1. AUTHO?ITY FOR RESOLUTION. This resolution
is adopted pursuant to Section 215.431, Florida Statutes, and
other applicable provisions of law.
SECTION 2. FIA~DINGS. It is hereby ascertained, deter-
mined and declared that:
A. Cn "-~~_.~'-~.,~_~>.ti ~ ~- , 197x, the issuer adopted a
resolution (herein called the "Enabling Instru:-nent") authorizing
the issuance of $155,000 L•dater and Sewer Revenue Bonds, Series
1°75, of the issuer (herein called the "bonds"), for the purpose
:~f paying the cost of acquiring and constructing extensions and
_._-.~ro~rements to t`I~°. [4ater and S~[•J2r system of tre issuer (herein
called the "project"}.
B. Such bonds and the coupons appertaining thereto will
be payable solely from and secured by a lien upon and pledge
of the net revenues to be derived by the issuer from the opera-
flop of the system, a lien upon and pledge of the proceeds of
~ certain excise taxes described in the Enabling Instrument and
a pledge of other mop=~ys of the issuer derived from sources other
than ad valorem taxation and legally available for such purpose
(hereinafter called the "pledged funds"). The lien in favor of
those [•~ho will be file holders of the bonds on the revenues of the
system and the excise taxes will be junior, subordinate and inferior
in every respect to the lien thereon in favor of the holders of
certain outstanding obligations of the issuer described in the
Enabling II1StruMent as the outstanding prior lien obligations.
Reference is made to the Enabling Instrument for a more complete
description of the covenants, liens and pledge securing pay:cent
of the bonds and the coupons appertaining tt:ereto.
C. It 1S necessary and urgent that funds be IiladCG
i.~..:.ediately avai:~able ir. or~:e.- to provide money for the comrnenc~.
Went of the pro;oct at this t ..e. The issuer must, therefore,
anticipate the receipt by =_ ~_ to proceeds to be derived from
the sale of the bonds, and t^e _ssuer has determined it to be in
the best interest of the iss~.~e, a:~d its residents ar_d inhabitants
that interest baring notes of the issuer be ,issued pursuant to
this resolution in anticipation of the receipt by the issuer of
the proceeds from t::e sale of the bonds. The principal of and
interest on the anticipation notes to be issued pursuant to this
resolution ~•rill be payable solely from and secured by a lien upon
and a pledge of the proceeds to be derived from the sale of the
bands and, if necessary, the pledged funds.
SECTIO~i 3. P,ESOLUTION .TO COi1STITUTE COi~ITRz1CT , In
consideration of the acceptance of the anticipation notes autho-
rized to be issued hereunder by those w~~o shall hold the same
from time to tine, This resolution shall be deemed to be and shall
constitute a contract between the issuer and such holders. The
covenants and agreements herein sot forth to be perforrled by the
issuer shall be for the equal benefit, protection and security of
the legal holders of such anticipation notes, all of which shall
be of equal rank and without preference, priority or distinction
of any of the anticipation notes over any other thereof, except
as expressly provided therein and herein.
SECTIOi~ 4 . AUTHOnI Z~1TIOi OF A~TTICIPATIOV ~:OTES . For
the purpose of financing the cost of the project, there are hereby
authorized to be issued ?•.ater and 5carer Revenue Bonds Ar_ticipation
Notes of the issuer (herein called the "notes"), in an aggregate
principal amount not exceeding One Hundred Fifty-five Thousand
Dollars ($155,000). T;~e notes shall be dated as of the dates of
their respective :deliveries to the initial purchasers thereof,
shall nature on or prior to 1, 19 , and shall be in
such deno:.~ination or denominations as may be agreed on between the
issuer and such purchasers. `~~he r.otcs shall be payable at such
bare}: or banks, shall bear such ray.' or rates of interest and shall
~•v in _,ubst~:nti~;l l,: t}io iollc:•:~: morn, ~•rith only such ommiJSionJ,
-2-
r ,
i _~tions and variations as ,:gay be n~c~ssary and desirable and
aparoved by the _:ayo; prior to t7e issuance thereof (which ap-
proval nay be presu^ed by nis execution of the notes and the
issuer's delivery of tl:e notes to the purchasers thereof):
~i O .
S
UNI T%.D STATES OF Ar:EP.ICA
STATE OF FLORIDA
CITY OF CLEPdONT
S4t'1TER A:1D SE`.ti'ER REVENUE BONDS ANTICIPATION NOTE
FOR V~..LUE R CF.IVED, the City of Clermont, Florida (here-
inafter called the "issuer") hereby promises to pay the the order
of , at its principal office in the City
of , Florida, on or before , I9~,
solely from the special funds hereinafter mentioned, in lawful
money of the United States of America, the principal sum of
Dollars ($ ) and, quarterly from
the date hereof, solely from such special funds, interest on such
principal sum at the rate of per centu_m ( ~)
nor arnun, until such principal sure shall be paid.
•rhis note is issued pursuant to the Constitution and
Laws of the State of Florida, particularly Section 215.431, .
Florida Statutes, and a resolution duly adopted by the issuer on
1974 (herein referred to as the "Resolution"), in
anticipation of the receipt by the issuer of the proceeds from
the sale of not exceeding $155,000 t4ater and Sewer Revenue Bonds,
Series 1975, of the issuer (hereinafter called 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, the net
revenues to be derived by the issuer from the operation of the
issuer's water and sewer system, the proceeds of certain el:cise
taxes described in the Resolution and all other moneys of the
issuer derived from ~c~urrPS other than ad valorem t-~~ation and
legally available for such purpose, all in the manner provided in
the Resolution. The lien in. favor of the holder of this note on
the revenues of the system and the excise ta::es is junior., subor-
dinate and interior 'n every resp~~ct to the lien thereon in favor
-3-
o_ the holders of certain c•~ts~.an''=nq obligations of the issue
described in the Resalutio^.
This note shall no_ =~^stitute a general obligation of
the issuer, and tha ;ZOlder ther_of shall never have the right to
require c,r co~r~p°1 the exercise of the power of the issuer to levy
ad valorem tares ror the payment of the principal of and interest
on this mote.
It is hereby certified, recited and declared that all
acts, conditions and things required to exist, to happen, and
to be perfor:;~ed precedent to and in connection with the issuance
of this note, e~{ist, have happened, and have been performed in
regular and due fore and time as required by the Laws and Consti-
tution of the State of Florida applicable thereto, and that the
issuance of this rote and of the issue of notes of which this note
is one does not violate any constitutional or statutory limitations
or provisions.
Iid ~•:IT.<ESS t~?Fi REOr , the City of Clerrlont, Florida,
has issued this note and has caused the sarn.e to be signed by its
i~tayor and its corporate seal to be impressed hereon and attested
and countersigr_ed by its. Cler}c, all as o-f the
19
CITY OF CLERI~iO?3T, FLORIDA
day of
By '
i~!ayor -
{SEAL?
ATTESTED AI~TD COUNTERSIGti'ED:
Clerk
SECTIO`d 5. SALE OF NOTES. The notes shall be sold at
public or private silo, at prices not less than the par value
thereof and accrued interest, either at one ti*_:~e or fror*t titre to
ti*~e, as t!ze ,'ayor and Clark shall d~~~terr-iine, who are hereby
authorized to a~•:ard the notos, e..ecute ar_d deliver the same,
receive thc~ purchase price tf:ere=oY _=,nd apply -the proceeds
thereof as }?ereina~=ter provido::, .•rit~out further authority from
this Cou~icil.
_~_
•
,~
u
SECTIO_: 5, i~OiES `"~~_ ~~=;:~ ~~3L Ir?DE~3TLDNES5. The notes
shall not be or cons`i mute ~. ~-__aYa1 obligation of the issuer
:within the meani:~g of any •~~rs ~; ~ational, s tatutory or other
limitation of indebtedness, bum sZal1 be payable solely from the
pracee;Is c:lerive3 fro:.! the sale oT the bonds and, if necessary,
from the pledged furls. No holder or holders of the notes issued
hereunder shall ever have the right to compel the e:sercise of the
ad ~ralorom~taxing po-,wer of the issuer or taxation in any form of
any real property therein to pay the notes or the interest due
thereor_.
5ECTI0~•~ 7. 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 a pledge of
the proceeds to be derived from the sale of the bonds and, if
necessary, by a lien on and pledge of the pledged funds, as herein.
described.. The lien in favor of those who will be the holders of
the notes on such pledged funds is junior, subordinate and in-
ferior in every respect to the lien thereon in favor of the holders
of said outstanding prior lien obligations. The issuer does
hereby irrevocably pledge said funds to the payment into the
Sinking Fund and Reserve Account created pursuant to the Enabling
Instrument at the times provided, of the su_*ns required to secure
to holders of the notes the payment of the principal of and in-
terest thereon at their maturity. -.
SECTIO!3 8. APPLICATION OF PROCEEDS. The moneys
received from the delivery of the notes shall be deposited into
to Construction Fund created pursuant to the Enabling Instrument
and applied as provided therein. The holders of the notes shall
have a lien upon all the proceeds thereof until the same have been
applied as provided in the Enabling Instrument.
SECTION 9. COVi,~~;Ai1TS Off' Tt-IE ISSUER. For so long as
the principal of and interest on the rotes shall be outstanding
and unpai d or. until there shall :;a-re been irrevocably set apart
a su:n sufficient ~o pay, ~wh~n a~~p, t:e entire principal of the
rotes r_e:~aining un,:aiu, to~•~~t;•:=~_•- -.with interest accru°d and to
a~~c~-uc thF~;:con, ti.e issuor co~renants ~•~i.th each of the holders of
" J -
` ~?„.
t:. rotes as follows:
•
A. PROCESDS FP,G:-~ _ ~`;~S . upon thw receipt of the pro--
ceeds of the bo :is, e.{clud;~~ ~..c=ued interest, the issuer, shall
apply such proceeds as follo,:s:
(1) To pay forth;r~.t.n the principal of the outstanding
rotes and the interest accrue3 thereon to such date of payment.
(2) ror deposit and application of the balance of such
proceeds pursuant to the provisions of the Enabling Instrument.
B. APPLICATIOI`d OF PRIOR COVEiJANTS . The covenants
and pledges contair_e3 in the Enabling Instrument for the benefit
of the holders o` 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 pates and for the holders thereof in like manner
as applicable to the bonds for the benefit of the holders thereof.
The Sin};.ing Fun3 and Reserve Account created and established pur-
suan~ to the Er."blirg Instru~:tent, to the e~:tent necessary, shall
be maintained for the benefit of the notes and the holders thereof.
C. SALE OF BO`dDS. Fromm 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.
SECTIOi1 14. SUPPLE.'-IEC:TAL Ii~STP.U~'IE23TS. The issuer
shall, as necessary, from time to time and at any time, adopt
such resolutions and/or ordinances as shall not be inconsistent
with the terms and conditions of this resolution:
A. To cure any a~~:biguity, defect, or omission herein;
and/or
B. To secure, extend or rene;a to the holders of the
notes the pled:~es made herein for the pay::tont of the notes and
the interest to accrue thereon.
SECiIO~; 11. NIODTFICf'1TI0`I A~JD 11~~1EN~?;ENT. No material
modification or amendment of this resolution or of any resolution
ar;,~nuatory hereoF or supnle~:~ent- ? oreto may be madE without the
crn.;ent in ~•rriti n~ of th` i~clc_rs of"_ the notes.
SFCTIO:~; l2. SI~I~.___ ~TLI`~Y.
Tf any one or more of the
- G --
-gym:
... r-Er
- ..
covenants, agreer~?er.ts or a_o~.•_s:o~s o= this resolution should
be held contrary to a:?y ef:. r~~s ~r.,,vi.sion of law or contrary to
the policy of ex~Yess iaw, ~_.~ _~. not expressly prohibited, or
against public :policy%, or s':a=? `or any reason ~•~hatsoever be
held invalid, ti:en 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 13. EFFECTIVE DATE. This resolution sha11
take ef.tect immediately upon its adoption.
PASSED ADD t~DOPTED this 24th day of September ,
1974.
CITY OF CLERMONT
B Y : C/ i~~ -
, .,
ATTEST:
0 ores W. arro ~ ty er
:r
_~_
...
:~