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HomeMy WebLinkAboutResolution_04-75/76_12/01/1975 • RESOLUTION NO. 4 - 75/76 A RESOLUTION PROVIDING FOR THE ISSUANCE BY THE VILLAGE OF TEQUESTA_ L IDA, OF TAX ANTICIPATION NOTES IN THE AMOUNT OF $x'6"5 -; -0 - DUE AND PAYABLE DECEMBER 15, 1976, TO ADVANCE FUNDS FOR THE COST OF MOVING WATER LINES TO ACCOMMODATE THE WIDENING OF ROADS IN THE VILLAGE; CON- TAINING OTHER PROVISIONS RELATING TO SUCH NOTES; AND PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF TEQUESTA, FLORIDA: SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted pursuant to the provisions of the Charter of the Village of Tequesta and other applicable provisions of law. SECTION 2. FINDINGS. It is hereby found, determined and declared as follows, that: A. The Village of Tequesta (the "Issuer ") is obligated to move certain of its water lines at its own expense to accommodate the widening of U.S. Highway 1, through the Village, presently being undertaken by the Florida Department of Transportation (the "Project "). B. Although it is contemplated that the Issuer's share of the cost of the Project will be financed on a long -term basis by other methods, i.e., by the issuance of water revenue bonds, which may be pursuant to the existing Charter of the Issuer or pursuant to other lawful authority, it is immediately necessary, in order to accommodate the present plans and schedules of the Florida Department of Trans - �300,0 portation, that the $3f>3;0.0-0-be made immediately available for such purpose. • C. It is, therefore, necessary to issue short term notes in � aog000 the amount of $3 in order to immediately receive funds in anticipation of the receipt of the proceeds of such long -term financ- ing, and it is necessary to pledge the taxing power of the Issuer for the fiscal year 1976 -77 and other revenue sources described herein as security for said Notes. SECTION 3. RESOLUTION TO CONSTITUTE CONTRACT. In consideration of the acceptance of the Notes authorized to be issued hereunder by those who shall hold the same from time to time, this resolution shall AS P1ZESF n +eo Ar%cl AMC nOrb A+ 4a Lu tnei L M EN -��n . o� T��e.Y. 23 ,1�1`t5 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 Notes, all of which shall be of equal rank and without preference, priority or distinction of any of the Notes over any other thereof, as expressly provided therein and herein. SECTION 4. AUTHORITY OF ISSUANCE OF SHORT TERM NOTES. For the purpose of financing the cost of the Project there are hereby author- ized to be issued Tax Anticipation Notes of the Issuer in the aggregate principal amount of not exceeding Three Hundred -Si*ty- F-inrc Thousand �3oo,g Dollars The Notes shall be dated as of their date of • delivery, but not earlier than December 16, 1975, shall be payable to bearer unless registered as hereinafter provided, shall be payable in lawful money of the United States of America, shall be numbered consecutively from one upward, shall mature on December 15, 1976, and shall bear interest from their date payable at maturity., The X7's Notes shall be issuable in denominations of ors, -E�O-0- er— i�rtee�a� meligles- theree-f- to be -d-et-e ned -p-ri -0r 450-d -el -lver-y- by- the Mayor - anal -the 4i4 -lage 44a."age-r -with- the- &pp-re-1 -o& -the - punch -asei, shall bear interest at such rate or rates, not exceeding the maximum rate permitted by law, as are hereinafter specified and shall be payable with respect to both principal and interest at such place or places as the Mayor and Manager shall determine prior to delivery of the Notes. SECTION 5. SALE OF NOTES. The Notes are hereby sold and awarded to William R. Hough & Co. at the price of $ 2CJ9 ,Qp and shall bear interest at the rate of _�` per annum. SECTION 6. EXECUTION OF NOTES. The Notes shall be executed in the name of the Issuer by the Mayor and countersigned and attested by the Village Clerk and the corporate seal of the Issuer shall be affixed thereto. The Notes may be signed and sealed on behalf of the Issuer by such person who at the actual time of the execution of such Notes shall hold the proper office in the Issuer, although at the date of As '�- �sGi� +�� r�mcnnEn A-� a Counc,'l, M�G��nn a� D�cFn.ber'L3191t -2 • such Notes such person may not have been so authorized. SECTION 7. NEGOTIABILITY AND REGISTRATION. The Notes shall be -and shall have all of the qualities and incidents of negotiable instru- ments under the law merchant and the laws of the State of Florida, and each successive holder,.in accepting any of said Notes appertaining thereto, shall be conclusively deemed to have agreed that such Notes 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 Notes may be registered at the option of the holder as to principal and interest at the office of the Village Clerk, as Registrar, or such other Registrar as may be hereafter duly appointed, such regis- tration to be noted on the back of the Notes in the space provided • therefor. After such registration as to principal and interest, no transfer of the Notes shall be valid unless made at such office by written assignment of the registered owner, or by his duly authorized attorney, in a form satisfactory to the Registrar, and similarly noted on the Notes, but the Notes may be discharged from registration by being in like manner transferred to bearer form and thereupon trans- ferability by delivery shall be restored. At the option of the holder, the Notes may thereafter again from time to time be registered or transferred to bearer form as before. SECTION 8. NOTES MUTILATED, DESTROYED, STOLEN OR LOST. In case any Note shall become mutilated, or be destroyed, stolen or lost, the Issuer may in its discretion issue and deliver a new Note of like tenor as the Note so mutilated, destroyed, stolen or lost, in exchange • and substitution for such mutilated Note, upon surrender and cancella- tion of such mutilated Note, if any, or in lieu of and substitution for the Note, 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 Notes so surrendered shall be cancelled by the Village Clerk. If any such Note shall have matured or be about to mature, instead of issuing a substitute Note, the Issuer may pay the -3- same, upon being indemnified as aforesaid, and if such Note be lost, stolen or destroyed without surrender thereof. All such duplicate Notes issued pursuant to the section shall constitute original, additional contractual obligations on the part of the Issuer whether or not the lost, stolen or destroyed Notes be at any time found by anyone, and such duplicate Notes 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 Notes issue + d hereunder. no SECTION 9. PRIOR REDEMPTION. The Notes shall /be redeemable prior to their stated date of maturity, en -or- after - - - - - - - r 2 -9 4 6'. at the- pr-i-ee -e pa-r -and - aceriae-d - interest to the- date o-€ -re&empt-io • l�xs -a- premirur @-f - -of- per- vfalue - ther -eo-f .- I+ot+ce ot- redemption +1-3 - sl-a]71 *e- peb-li:- slted- at- least- t- hirtry -(3-0)- da )&s -pi�ircr- to -tlte --redempti-on date- in - -a- f4nen -e ia1- jau�nzrl - ptrbA 91 eEl }n - tie -B o-roitgY3 - 0-f - MarTh a-tta -n C-iby -�aprd - SbtLte -off New -Yark- ( -ii)- fi4e4- with- the- payi-rrg- agetzta, and -(iir) -skaH. -be -meri +eel-, -pos-t a pre-j9ai-d, -to--a4-l- regist� - &re4 ownera-ef obrl-igations -to -be-- redeemed --at- their-- a&drssses - as tipsy-- appear on - r ezj s tr a-t-i on -b oo lts -re re i-nb e -fare- p-r o-a i A ed to ae-e rsua en - arty -N o+. e 1p cal ie d o r3 o-r -� eel e tp t io brr -the-- re d emp-ti-oh -date, -if payment- th-e-r -eofr- 4-raa- been- dui- prrev -ide4. SECTION 10. FORM OF NOTES. The text of the Notes shall be in substantially the following form and tenor, with such variations, omissions and insertions as may be necessary, desirable and authorized or permitted by this Resolution or any subsequent resolution adopted prior to the issuance thereof: 4S WE- SE (\+C'D 4- R rnMC STN CIN r 4E Caux . �M�E ��q o Uecembex�3,19 -4- No. $ UNITED STATES OF AMERICA STATE OF FLORIDA COUNTY OF PALM BEACH VILLAGE OF TEQUESTA TAX ANTICIPATION NOTE KNOW ALL MEN BY THESE PRESENTS, that the Village of Tequesta, Florida (hereinafter referred to as "Village "), for value received, hereby promises to pay to the bearer., or, if this Note be registered, .to the registered holder as herein provided, the principal sum of DOLLARS with interest thereon from date at the rate of per centum ( %) per annum, both the principal • sum and interest thereon payable on the 15th day of December, 1976, upon presentation and surrender of this Note. Both principal of and interest on this Note are payable in lawful money of the United States of America at ,For the prompt payment of the principal of and interest on this Note as the same shall become due, the ad valorem taxing power of the Village for the fiscal year 1976 -77, to be levied and assessed at an annual rate not exceeding ten (10) mills on the dollar of assessed value, is hereby irrevocably pledged. In addition, the Notes and interest thereon are payable from and secured by a lien on the Franchise.Taxes levied and collected by an ordinance enacted by the Village Council of the Village on September 6, 1960, and the Utilities Services Taxes levied and collected in the Village pur- suant to Section 167.431, Florida Statutes, subject to the prior lien thereon in favor of the holders of the outstanding Excise Tax Revenue Bonds, dated October 1, 1964, and the outstanding Excise Tax Revenue Bonds, Series 1969, dated October 1, 1969, of the Village. This Note is one of an issue of notes in the aggregate goo, 00 0 principal amount of not exceeding $a6- 516Q0- of like date, tenor and effect, except as to number and issued to advance the cost of moving water lines of the Village to accommodate highway widening projects in the Village, under the authority of and in full compliance with the Constitution and Statutes of the State of Florida, A - ikF, CouW-.,'L ` g" n q off- T>Cu mbf r 2 3 ,1 CO F -5- including the Charter of the Village, and other applicable provisions of law, and pursuant to a Resolution of the Village enacted on the day of , 1975 (hereinafter called "Resolution "). This Note is subject to all the terms and conditions of said Resolution. It is hereby certified and recited that all acts•, conditions and things required to happen, to exist and to be performed, pre- cedent to and in the issuance of this Note, have happened, exist, and have been performed in due time, form and manner as required by the Constitution and Laws of the State of Florida, applicable thereto; that the total indebtedness of said Village, including the issue of Notes of which this Note is one, does not exceed any constitutional, statutory, or charter limitation; and that provision has been made • for the levy and collection of a direct annual tax for the fiscal year 1976 -77, to be levied and assessed at an annual rate not exceeding ten (10) mills on the dollar of assessed value'upon all property subject to taxation by the Village to the extent necessary to pay the principal of and interest on this Note as the same shall become due. not This Note is� redeemable prior to its stated date of maturity. -era- or- 2rf *_�-_r - - - - - - - - - r 1.946.- at -trke- p-riee -o-f pa-r -&nd-aecru_& irrte-rest to the- tiate -of- re-dcmp+ien , p4us -err premiurtr of - - - t - Of - PUT - jaal-Ke- t-kc eef .- Not4ca o-f -rode p ian- sha -11- be- c}}ve r - the - tan e� � ovided ifr t-he- leesali+ti -en, This Note is and has all the qualities of a negotiable instru- ment under the law merchant and the Laws of the State of Florida. • This Note may be registered as to principal and interest in accordance with the provisions endorsed hereon. IN WITNESS WHEREOF, the Village of Tequesta has caused this Note to be signed by its Mayor and countersigned and attested by its Village Clerk and its corporate seal to be affixed hereto all as of the day of A. 197_ AS P to - SC14 Eli 4 laME6\0M P1+ `{ r,, 0ou Na; L 1�1�EE���Iq ba- �CCE�bIN- 23, I �1l S -6- VILLAGE OF TEQUESTA, FLORIDA ( SEAL) By Mayor COUNTERSIGNED AND ATTESTED: Village Clerk PROVISION FOR REGISTRATION , This Note may be registered as to principal and interest in the name of the holder on the books to be kept by the Village Clerk, as Registrar, or such other Registrar as may hereafter be duly appointed, such registration being noted hereon by such Registrar in the registration blank below after which no transfer shall be valid unless made on said books by�the registered holder or attorney duly authorized and similarly noted in the registration blank below, but it may be discharged from registration by being transferred to bearer form after which it shall be transferable by delivery but it may be again registered as before. Date of In Whose Name Signature of Registration Registered Registrar ` -7- • SECTION 11. PLEDGE OF FUNDS For the prompt payment of the principal of and interest on the Notes, the ad valorem taxing power of the Issuer for the fiscal year 1976 -77, to be levied and assessed, at an annual rate not to exceed ten (10) mills on the dollar of assessed value, is irrevocably pledged. The principal of and interest on the Notes are additionally secured by and payable from a lien on and pledge of the proceeds of'the franchise taxes levied and collected by an ordinance enacted by the Village Council of the Village on September 6, 1960, and the Utilities Services Taxes levied and collected in the Village pursuant to Section 167.431, Florida Statutes (herein called the "Excise Taxes "), subject to the prior lien thereon in favor of the holders of the outstanding Excise Tax Revenue Bonds, . dated October 1, 1964, and the outstanding Excise Tax Revenue Bonds, Series 1969, dated October 1, 1969, of the Village (herein collective- ly called the "Prior Lien Bonds "). SECTION 12 LEVY OF AD VALOREM TAX; COVENANT TO BUDGET EXCISE TAXES (a) There shall be levied and collected a tax during the fiscal year 1976 -77, to be levied and assessed at an annual rate not to exceed ten (10) mills on the dollar of assessed value, on all property subject to taxation by the Village, to the extent necessary to.pay the principal of and interest on such Notes as the same shall become due, after deducting therefrom any other funds which may be available for such principal and interest payments and which may • be so applied. (b) The Village, in preparing, approving and adopting its budget controlling or providing for the expenditure of its funds for the fiscal year 1976 -77, will appropriate, allot and approve, from the proceeds of the E34cise Taxes, after making all of the payments required by the ordinances authorizing the outstanding Prior Lien Bonds, amounts sufficient to pay the principal of and interest on the Notes as the same shall become due, after deducting therefrom any other funds which may be available for such payments and which may be so applied. -8- • • SECTION 13. 'NOTEHOLDERS NOT AFFECTED BY USE OF NOTE PROCEEDS. The holders of the Notes issued hereunder shall have no responsibility for the use of the proceeds of said Notes, and the use of such Note proceeds by the Village shall in no way affect the rights of such Noteholders. SECTION 14. MODIFICATION OR AMENDMENT. No material modifica- tion or amendment of this Resolution or of any resolution amendatory hereof or supplemental hereto, may be made.without the consent in writing of the holders of sixty -seven per centum (67 %) or more in principal amount of the Notes then outstanding, provided, however, that no,modification or amendment shall permit a change in the maturity of such Notes 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 pay the principal of and interest on the Notes as the same shall become due, or reduce such percentage of holders of such Notes, required above, for such modifications or amendments, without the consent of holders of all of such Notes. SECTION 15. SEVERABILITY OF INVALID PROVISIONS. If any one or more of the covenants, agreements or provisions of this Resolution should be held contrary to any express provision of law or contrary to the policy of express.law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalic then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions, and in no way affect the validity'of all the other provisions of this Resolution or of the Notes issued thereunder. SECTION 16. ARBITRAGE. No use will be made of the proceeds of the Notes which would cause the same to be "arbitrage bonds" within the meaning of the Internal Revenue Code. The Issuer at all times while the Notes 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. -9- • SECTION 17. PRIOR RESOLUTIONS REPEALED. All prior resolutions inconsistent with this Resolution, including specifically Resolution No. 13/74 -75, are repealed. SECTION 18. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED ON READING THIS DAY OF A.D. , 1975 layor 1 Attest• Villagg Clerk -10- • CERTIFICATE OF RECORDING OFFICER The undersigned HEREBY CERTIFIES that: 1. She: is the duly appointed, qualified, and acting Clerk of the Village of Teouesta (herein called the Village Clerk ), and keeper of the records thereof, including the minutes of its proceedings; 2. The annexed copy of extracts from the minutes of the _ regular meeting of the Village Council .held on the 23 day of December , 19 75 , is a true, correct, and compared copy of the whole of the original minutes of said meeting on file and of record insofar as the same relate to the resolution referred to in said extracts and to the other matters referred to therein; 3. Said meeting was duly convened in conformity with all applicable requirements; a proper quorum was present through- out said meeting and the resolution hereinafter mentioned was - duly proposed, considered, and adopted in conformity with appli- cable requirements; and all other requirements and proceedings • incident to the proper adoption of said resolution have been duly fulfilled, carried out, and otherwise observed; 4. He is duly authorized to execute this Certificate; and 5. The copy of the resolution annexed hereto entitled: A RESOLUTION PROVIDING FOR THE ISSUANCE BY THE VILLAGE OF TEQUESTA, LOJIDA, OF TAX ANTICIPATION NOTES IN THE AMOUNT OF $ ?' 94, F}-DUE AND PAYABLE DECEMBER 1-5, 1970 TO ADVANCE FUNDS FOR THE COST OF MOVING WATER LINES TO ACCOMMODATE THE WIDENING OF ROADS IN THE VILLAGE; CON- TAINING OTHER PROVISIONS RELATING TO SUCH NOTES; AND PROVIDING AN EFFECTIVE DATE. is a true, correct, and compared copy of the original resolution referred to in said extracts and as finally adopted at said meet- ing and, to the extent required by law, as thereafter duly signed or approved by the proper officer or officers of the Village of Tecuesta which resolution is on file and of record. WITNESS my hand and the seal of the Village of Teguesta • this day of 19 Village Clerk (SEAL)