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Resolution 1989-002 JANUARY 3, 19S9 RESOLUTION NO. 39-2 A RESOLUTION PRESCRIBING THE FORMS, AND AUTHORIZING THE EXECUTION AND DF.LIVERY, OF AMENDMENTS TO THE INDENTURES OF TRUST SECURING THE COUNTY'S SOLID WA~TE REVENUE BONDS (RESOURCE RECOVERY OF COLLIER, INC. PROJECT), SERIES 1985A AND THE COUNTY'S SOLID WASTE REVENUE BONDS (RESOURCE RECOVERY OF COLLIER, INC. PROJECT), SERIES 1985B; AND PRESCRIBING AN EFFECTIVE DATE HERETO. WHEREAS, Collier County, Florida (the "Issuer") is authorized by the provisions of the Florida Industrial Development Financing Act, being Part II of Chapter 159, Florida statutes (the "Act"), to, among other things, issue revenue bonds for the purpose of using the proceeds thereof to acquire, construct, equip and install certain capital projects in order to promote the economy of the state of Florida and welfare of the citizens thereof; and -,' WHEREAS, the Issuer has heretofore issued its $70,400,000 Solid Waste Revenue Bonds (Resource Recovery of Collier, Inc. project), Series 1985A (the "Series 1985A Bonds") and its $17,600,000 Solid Waste Revenue Bonds (Resource Recovery of Collier, Inc. project), Series 1985B (the "Series 1985B Bonds"), pursuant to the Act in order to loan the proceeds thereof to Resource Recovery of Collier, Inc. (the "Borrower") to finance the acquisition, construction, equipping and installation of a facility suitable for processing and disposing solid waste, which facility shall be located in collier county; and WHEREAS, the Series 1985A Bonds are issued pursuant to, and secured by, an Indenture of Trust, dated as of December 31, 1985 (as amended, the "Series 1985A Indenture"), between the Issuer and Sun Bank, National Association, Orlando, Florida (the //9 "Trustee"); and // i; ", "* '....: ,'~ ,- WHEREAS. the Series 1985B Bonds are issued pursuant to, and secured by, an Indenture of Trust, dated as of December 31. 1985 (as amended, the "Series 1985B Indenture"). between the Issuer and the Trustee; and or -i-r WHEREAS, the Issuer deems it appropriate and desirable to reduce the amount of Series 1985A Bonds outstanding from $70,400,000 to $48,000,000 and the amount of Series 1985B Bonds outstanding from $17,600,000 to $12,000,000 and to amend the Series 1985A Indenture and the Series 1985B Indenture in certain respects in order to clarify matters contained therein: :,p ()~54-1f, 3 ..._.__.,_~.~___.~_'~.d_~_"_ SECTION 3. AUTHORIZATION OF AMENDMENT TO THE SERIES 1985B INDENTURE. The Issuer hereby authorizes and directs the Vice-Chairman of the Board of County Commissioners to e):ecute, and its Clerk to attest under the seal of the Issuer, the Fourth Amendatory Indenture of Trust relating to the Series 1985B Indenture and to deliver such Fourth Amendatory Indenture of Trust to the Trustee and does hereby authorize and direct the execution, sealing and delivery of such Fourth Amendatory Indenture of Trust'. All of the provisions of such Fourth /Zo Amendatory Indenture of Trust when executed and delivered by the Issuer as authorized herein and when duly authorized, executed and delivered by the Trustee and consented to by the Borrower shall be deemed to be a part of this Resolution as fully and to the same extent as if incorporated verbatim herein, and such Fourth Amendatory Indenture of Trust shall be in substantially the form of the Fourth Amendatory Indenture of Trust attached hereto as Exhibit B with such changes, amendments, modifications, omissions and additions, including the date of such Fourth Amendatory Indenture of Trust, as may be approved by said vice- Chairman. Execution by the Vice-Chairman of such Fourth JAHUARY 3, 1989 NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA: SECTION L AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted pursuant to the provisions of Part II of Chapter 159, Florida Statutes, and other applicable provisions of law. SECTION 2. AUTHORIZATION OF'" AMENDMENT TO TIlE SERIES 1985A INDENTURE. The Issuer hereby authorizes and directs the Vice-Chairman of the Board of County Commissioners to execute, and its Clerk to attest under the seal of the Issuer, the Fourth Amendatory Indenture of Trust relating ':0 the Series 1985A Indenture and to deliver such Fourth Am,mdatory Indenture of Trust to the Trustee and does hereby aut~orize and direct the execution, sealing and delivery of such Fourth Amendatory Indenture of Trust. All of the provisions of the Fourth Amendatory Indenture of Trust when executed and delivered by the Issuer as authorized herein and whBn duly authorized, executed and delivered by the Trustee and consented to by the Borrower shall be deemed to be a part of this Resolution as fully and to the same extent as if incorporated verbatim herein, and such Fourth Amendatory Indenture of Trust shall be in substantially the form of the Fourth Amendatory Indenture of Trust attached hereto as Exhibit A with such changes, amendments, modifications, omissions and additions, including the date of such Fourth Amendatory Indenture of Trust, as may be approved by said Vice- Cha irman. Execution by the Vice-Chairman of such Fourth Amendatory Indenture of Trust shall be deemed to be conclusive evidence of approval of such changes. 2 9~54-- 1'9. '/ JAHUARY 3. 19S9 Amendatory Indenture of Trust shall be dep.med to be conclusive evidence of approval of such changes. SECTION 4. AUTHORIZED OFFICERS. The term "Clerk" as used herein shall include any Deputy Clerk Qf the Board of County .Commissioners if the Clerk is absent or unavailable to perform his obligations hereunder. SECTION 5. SEVERABILITY AND INVALID PROVISIONS. If any one or more of the covenants, agreements or provisions herein contained shall 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 invalid, then such covenants, agreements or provisions shall be null and void and sha1.1 be deemed separate from the remaining covenants, agreements or provisions and shall in no way affect the validity of any of the other provisions hereof or for the Series 19B5A Bonds or Series 1985B Bonds. SECTION 6. REPEALING CLAUSE. All resolutions or parts thereof of the Issuer in conflic~ with the provisions herein contained are, to the extent of such conflict, hereby superseded and repealed. SECTION 7. EFFECTIVE DATE. This resolution shall take effect immediately upon its adoption. RESOLVED in Regular Session, this 3rd day of January, 1989. (SEAL) BOARD OF COUNTY COMMISSIO~g OF "'~. ,,,no. By: a . Vio. Ch'irn~ . '0J;\~a Of' /' ~: ., ""...?,,., .... ,..,.. , ,:ATTEST:, I .....-;~. ,.. : :, . '",:"" r.,:~' ';_l~' ~'... y,.~- '"2.,../'...... ..,,~ .,f' - - -.--. ~ '~, \, erk, _,'~ .: -:~ 'f. ", "..' .;~: ',<,,;:; '1' ~; '\; ~\~'\' ~f! Approved os to form & legal sufficiency ~d'!;;"d./ County Alto ". . 3 Ot4r'V54-,rJ .S- /Z/