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HomeMy WebLinkAboutResolution 399 Backhoe RESOLUTION NO 399 A RESOLUTION PROVIDING FOR THE ACQUISITION BY THE CITY OF WINTER SPRINGS, FLORIDA, OF PERSONAL PROPERTY, TO WIT A BACKHOE; PROVIDING FOR THE ISSUANCE OF A $35,224.00 REVENUE NOTE OF SUCH CITY TO PAY THE COST OF SUCH BACKHOE; PROVIDING FOR RIGHTS TO THE HOLDERS OF SUCH OBLIGATIONS; PROVIDING FOR THE PAYMENT THEREOF; AND MAKING CERTAIN OTHER COVENANTS AND AGREEMENTS IN CONNECTION WITH THE ISSUANCE OF SUCH OBLIGATION. BE IT RESOLVED by the City Commission of the City of Winter Springs, Florida, as follows: SECTION I - AUTHORITY OF THIS RESOLUTION. This resolution, hereinafter called the "Instrument," is adopted pursuant to the provisions of Chapter 166, Part III, Florida Statutes, and other applicable provisions of law. SECTION II. - DEFINITIONS. Unless the context otherwise requires, the terms defined in this section shall have the meanings specified in this section. Words importing singular numbers shall include the plural in each case and vice-versa, and words importing persons shall include firms and corporations. (A) "Issuer" shall mean the City of Winter Springs, Florida. (B) "Act" shall mean Chapter 166, Part III, Florida Statutes. (C) "Obligation" shall mean the $35,224.00 Revenue Note herein authorized to be issued. (D) "Holder of the Obligation" or "Obligation Holder" or similar term shall mean any person who shall be the owner of the obligation. (E) "Fiscal Year" shall mean the period commencing on October 1 of each year and ending on the succeeding September 30. (F) "Revenue" shall mean any and all revenue of the City not previously obligated by the City. Provided, however, revenue shall not include ad valorem tax revenue for the City of Winter Springs, Florida. SECTION III. - FINDINGS. It is hereby ascertained, determined and declared that: (A) It is necessary and desirable to acquire certain personal property more commonly known as a CASE MODEL 680H Tractor/Loader Backhoe, Serial Number 9l40673,(hereinafter called the Backhoe) in order to preserve and protect the public health, safety and welfare of the inhabitants of the issuer. (B) The proceeds of the revenue are not now pledge or encum- bered in any manner, except as provided hereinbelow which are not now being pledged herein: (1) Revenue Improvement Bonds (1979) $600,000.00 Resolution No. 251, February 27, 1979. (2) Franchise Taxes Revenue Note, April 17, 1979, Principal sum sixty-five thousand dollars. (3) Revenue Note,Feb.26,1982 , $135,545.00, Tropic Bank, Resolution No. 381, dated Feb. 23, 1982. (C) The principal of and interest on the obligation shall be payable solely from the proceeds of the revenue as herein defined. The issuers shall never be required to levy ad valorem tax on any property within its corporate territory to pay the principal of or interest on the obligation and such obligation shall not constitute a lien upon any property owned by or situated within the corporate territory of the issuer, nor shall such obligation be a pledge of the issuer. (D) The estimated proceeds to be derived from the revenue will be sufficient to pay the principal of and interest on the obligation to be issued hereunder, as the obligations become due. SECTION IV. - AUTHORIZATION OF ACQUISITION OF BACKHOE. There is hereby authorized the acquisition of the Backhoe referred to above. The cost of such Backhoe may include legal and financing expenses; expenses for estimates of costs and of revenues; administrative expenses relating solely to the acquisition of the Backhoe; interest upon the obligation herein authorized during the ini.tial period of organization and acquisition of the Backhoe; and such other costs and expenses as may be necessary or incidental to the financing herein authorized and the acquisition of the Backhoe and the placing of same in operation. SECTION V. - ENTIRE CONTRACT. In consideration of the acceptance of the obligation authorized to be issued hereunder by those who shall hold the obligation from time to time, this instrument shall be deemed to be and shall constitute a contract between the issuer and such holders. SECTION VI. - AUTHORIZATION OF OBLIGATION. Subject and pursuant to the provisions hereof, an obligation of the issuer to be known as the "Revenue -2- Note", herein sometimes referred to as the "Obligation", is authorized to be issued an amount not to exceed the principal amount Thirty five thousand two hundred twenty four dollars. SECTION VII. - DESCRIPTION OF OBLIGATION. The obligation shall be dated as of the date of its delivery to the purchaser hereof; shall be in the denomination of the $35,224.00; shall bear interest at the rate of 9 percent per annum and shall be payable in two (2) annual installments of principal and accrued interest, the first annual installment to be due and owing one year from the date of the delivery of the obligation to the purchaser hereof, said principal and interest to be payable in lawful money of the United States, and the issuer thereof shall have the right to prepay said principal and interest on or before the maturity of the obligation. SECTION VIII. - EXECUTION OF OBLIGATION. The obligation shall be issued in the name of the issuer by its Mayor and countersigned and attested by its City Clerk, and the corporate seal shall be impressed thereon. SECTION IX. - NEGOTIABILITY. The obligation issued hereunder shall be and shall have all of the qualities and incidents of a negotiable instrument under the law merchant and the Laws of the State of Florida, and each successive holder, in accepting the obligation, shall be conclusively deemed to have agreed that it shall be and shall have all of the qualities and incidents of a negotiable instrument under the law merchant and the Laws of the State of Florida. SECTION X. - FORM OF OBLIGATION. The obligation shall be in substantially in the form set forth in the attached Exhibit "A" to this resolution with such omissions, insertions and variations as may be necessary and desirable and authorized or permitted hereby or by any subsequent resolution adopted prior to the issuance thereof: SECTION XI. - SPECIAL OBLIGATION OF ISSUER. The obligation shall not be or constitute a general obligation or indebtedness of the issuer. but shall be payable solely from and secured by a lien upon and a pledge upon the revenue as herein provided. No holder of the obligation shall ever have the right to compel the exercise of the ad valorem taxing power of the issuer or taxation in any form on any real property herein to pay such obligation or the interest thereon or be entitled to payment of such principal and interest from any other funds of the -3- issuer except from the special funds in the manner provided herein. The payment of the principal of and the interest on the obligation shall be secured forthwith equally and ratably by an irrevocable lien on and pledge of the proceeds except as otherwise provided herein received by the issuer from the revenue, as hereinafter provided, and the issuer does hereby irrevocably pledge such funds to the payment of the principal of and the interest on the obligation and for all other payments required by this instrument. SECTION XII. - COVENANTS OF THE ISSUER. For as long as any of the principal of and interest on the obligation shall be outstanding and unpaid, the issuer covenants with the holder of the obligation as follows: (A) So long as any principal of and interest on the note shall be outstanding, the City covenants and agrees with the holder of the note issued pursuant to this resolution, to maintain and collect such revenues as n,~y be necessary for the payment of the note. (B) Enforcement of Collections. Issuer will diligently enforce and collect the revenues herein pledged; will take steps, actions and proceedings for the enforcement and collection of such revenue which shall become delinquent, to the full extent permitted or authorized by law; and will maintain accurate records with respect thereof. (C) Remedies. Any holder of the obligation issued under the pro- visions hereof or any trustee acting for the holder of such obligation may, either at law or in equity, by suit, action, mandamus 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 law of the State of Florida, or granted and contained therein, and may enforce and compel the performance of all duties required or by an applicable statutes to be performed by the issuer or by any officer thereof, including the collection of the revenue. Nothing herein, however, shall be construed or constructed to grant to any holder of the obligation any lien on any real property of the issuer. SECTION XIII. - MODIFICATION OR AMENDMENT. No modification or amendment of this instrument or any resolution amendatory thereof or supplemental hereto may be made without the consent in writing of the holder of the obligation. SECTION XIV. - SALE OF OBLIGATION. The obligation is hereby awarded and sold to TROPIC BANK OF SEMINOLE, POST OFFICE BOX 859, CASSELBERRY, FLORIDA -4- 32707, for a purchase price in the amount of the par value thereof. SECTION XV. - SEVERABILITY OF INVALID PROVISIONS. If anyone or more of the covenants, agreements or provisions herein contained shall be held contrary to any expressed provision of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid or unenforceable, then such covenants, agreements or provisions shall be null and void and shall be deemed separable from the remaining covenants, agreements or provisions and shall in no way effect the validity of any of the other provisions thereof or of the obligation issued hereunder. SECTION XVI. - REPEALING CLAUSE. All resolutions or parts thereof of the issuer in conflict with the provisions contained herein are, to the extent of such conflict, hereby superseded and repealed. SECTION XVII. - EFFECTIVE DATE. This instrument shall take effect immediately upon its passage and adoption. PASSED and ADOPTED this 23 day of November, 1982. CITY OF WINTER SPRINGS, FLORIDA JOHN V. TORCASO, MAYOR ATTEST: Mary T. Norton CITY CLERK -5- REVENUE NOTE CITY OF WINTER SPRINGS KNOW ALL MEN BY THESE PRESENTS, that the City of Winter Springs, Florida (hereinafter called the "Issuer"), for value received, hereby promises to pay to the order of TROPIC BANK OF SEMINOLE, POST OFFICE BOX 859, CASSELBERRY, FLORIDA 32707, from the special funds hereinafter mentioned, the principal sum of THIRTY FIVE THOUSAND TWO HUNDRED TWENTY FOUR DOLLARS and to pay solely from special funds, together with interest at the rate of nine percent per annum in two (2) equal installments of principal, plus accrued interest. The first annual payment of principal shall be one (1) year from the date of the making of this note. Both the principal of and interest on this obligation are payable in lawful money of the United States of America at the principal office of TROPIC BANK OF SEMINOLE, POST OFFICE BOX 859, CASSELBERRY, FLORIDA 32707. If default be made in the payment of any installment under this note or in the performance of any agreement contained therein or in the resolution hereinafter mentioned, if the default shall continue for more than thirty (30) days following written demand by the holder of this obligation, then, at the option of the holder, the principal sum then remaining unpaid hereunder, together with accrued interest, shall become immediately due and payable. This obligation is issued to finance the cost of acquisition of personal property (hereinafter called the "Backhoe") under the authority of and in full compliance with the Constitution and Statutes of the State of Florida, including particularly Chapter 166, Part III, Florida Statutes, and other applicable provisions of law, and a resolution duly adopted by the issuer on the 23 day of November, 1982, (hereinafter called the "Resolution"), and is subject to all the terms and conditions of such resolution. This obligation is payable solely from and secured by a pledge of the proceeds of all revenue of the City not previously obligated by the City. The issuer hereby reserves the right, at its option, to prepay this obligation or any part thereof. This obligation does not constitute an indebtedness of the issuer within the meaning of any constitutional, statutory or charter provision or limitation, and it is expressly agreed by the holder of this obligation that such holder shall never have the right to require or compel the exercise of ad valorem taxing power of the issuer for the payment of the principal of and interest on this obligation. It is further agreed between the issuer and the holder of this obligation that this obligation and the indebtedness evidenced hereby shall not constitute a pledge of the credit of the City nor a lien upon the backhoe. or any part thereof, or on any other property of or situated within the corporate limits of the issuer, but shall constitute a lien only on the revenues in the manner provided in the resolution. In and by the resolution, the issuer has covenanted and agreed with the holder of this obligation that it will levy and collect the revenues pledged, not exceeding the maximum rates permitted by law, as shall be necessary to provide funds which shall be sufficient in each year to pay, and out of such funds pay as the same shall become due, the principal and interest on this obligation in the manner provided herein and in the resolution and all other payments provided for in the resolution, and that the rates of such revenues shall not be reduced so as to be insufficient to provide funds for such purpose. The issuer has entered into certain further covenants with the holder of this obligation for the terms of which reference is made to the resolution. 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 obligation, exist, have happened and have been performed in regular and due form and time as required by the Constitution of the State of Florida applicable hereto, and the issuance of this obligation does not violate any constitutional or statutory limits or provisions. This obligation is and has all the qualities and incidents of a negotiable instrument under the law merchant and the Laws of the State of Florida. IN WITNESS WHEREOF, the City of Winter Springs, Florida, has issued this obligation and has caused the same to be signed, by its Mayor and attested and countersigned by its City Clerk, and its corporate seal to be impressed thereon, all as of the 29th day of November, 1982. CITY OF WINTER SPRINGS, FLORIDA JOHN V. TORCASO, MAYOR ATTEST AND COUNTERSIGNED: Mary T. Norton CITY CLERK