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Resolution 1995-488 SEP - 5 S5 RBSOLtrrIOIr 1r0. 95-488 A RESOLt1'1'ION OF THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, AUTHORIZING THE BORROWING OF NOT EXCEEDING $3,000,000 FROM THE POOLED COMMERCIAL PAPER LOj'~ PROGRAM OF THE FLORIDA LOCAL GOVERNMENT FI:fANCE COMMISSION Pt1RSt1AHT TO THE TERMS OF TH;f: LOAN AGREEMENT BETWEEN THE COMMISSION AND TH~ COUNTY IN ORDER TO REFINANCE CERTAIN OB;-,IGATIONS OF THE COUNTY RELATING TO THE KA.;' :CO ISLAND BEACHPRONT RENOURISHMENT FAi"'ILITIES MUNICIPAL SERVICE TAXING' UNIT; AU'.('HORIZING THE EXECUTION OF A LOAN NOTE TO EV:r.OENCE SUCH BOMOWING; AGREEIN~ TO SECURE SU, H LOAN NOTE WIT: I A COVENANT TO But QET AND APPROPRIATE LEGALL I' AVAI~..ABLE NON-AD VALOREM REVENUES AS PROVIOl ;) IN THE LOAN AGREEJ ENT AND OTJfER PLEDGED Rt.VENUES; AUTHORIZI'G THE EX .CUTION AND DELI' eRY OF SUCH OTHER DC ClTMENTS AS MAY BE NECESSAR' TO EFFECT SUCH BOl ROWING; AND PROVIDING AN Ef'FECTlVE OATE. BB IT RESOLVZD BY ft. BOARD 01' COU1ft'Y COMHISSIOJrDS 01' COLLID COt1JlTY, PLORIDA: 8BCTIO. 1. DEPIJrITIOBS. Unless the context of use indicates anot.her meaninq or '.ntent, the followi:"'q words and terms as used in this Resolution sl sll have the follO\/lnq meaninqs. "Ac~" means" cOllectiv.ly, Part I, Chap".er 125, Florida Statutes, Part I, Chapter l' 3 , Florida Statutes, and all other applicable prcNisions of law. "Ac!c!i~ional Pa1'll.D~." means the payments required to be made by the County pursuant to Sections S.02(b), 5.02,'c), 5.02(d), 5.05 and 6.06(8) of the Loan AqreeJllent. "Board" means the Board of County CODUDission rs of the County. "Chairman" means the Ch....rman or Vice Chair'1an of the Board, and such oth81 person as may be duly authorized to act on hi. or her behalf. "Clerk" means the Clerk )f the Circuit Court for the County, ex-officio Clerk of the Board, and such other person as may be duly authorized to act on his or her behalf. "Co_is.1on" means the Florida Local Gorernment Finance Commission, alJ any assigns or successors thereto. BOOte nOD PAr;[ 139 " " SEP - 5 1995 "COUD~Y" means Collier County, subdivision of the state of Florida. "COUD~Y A4minis~ra~or" means the County Administrator of the County and .uch other per. on a. may be duly authorized to act on bis or her behalf. Florida, a political "D..i9Df~.d R.y.nue." ..ans Public Aqency Mon.ys budq.ted and appropriat.d tor purpo..s of paym.nt of the Loan R.paym.nts and any other amount. due under the Loan Aqr.ement. The Desiqnated Revenu.. .hall al.o include the Pledqed Revenues. "Ora. DI~." has the meaninq set forth in t~e Loan Aqreem.nt. "Loan Bo. A-4" .eans the Loan de.iqnatec;' as "Loan No. A-6ft the proc.eds of , hich are to be ,sed to refinance Project A-6. "Loan" means the loan . 0 be made by the '~ommission to the County from proceeds of the 1:eries A Note. in accordance with the terms of thi: Resolution and of the Loan AgreeJll(nt. "Loan "'l1'e...nt" mean. the Loan Aqreem. lt, dated as of April 12, 19!"1, between the C Junty and the Commi:.ion, a. the same may be amend~d and supplemen~ed. "Loan Rat." has the meaninq s.t forth ill the Loan Aqreement. "Loan Repaya.nt." or "RepaJllent8" means the payments of principal and intere.t at the Loan Rate on the La ',n amounts payable by the County pursuant to the provi.ions of the :~an Aqreem.nt and all other payment., includin,' Aaditional paymen.., payable by the County pur.uant to the provil ion. of the Loan A~~eement. "Iron-Ad Valor.. R.venu.. ' means all leqally .availabl. r.venues of the County d.rived from lny .ource what.oever other than ad valor.m taxat.;.on on r.al and per.onal property, which are legally available to make the Loan Repayments required in the Loan Aqreement, but only after provi.ion haa been made by the County for the payment ot services and proqrallS which are fc ' ....ntial public purpo.es aftectinq the health, welfare ant saf.ty of the inhabitants of the County or which are leg ',lly mandated by applicable law. "Pl.dqed a.v.nu.... mean 5'" of the first !1ree perc.nt (3') of touri.t 6 ev.lop.ent tall received by the County, a. more partiCUlarly described in Ex Lbit A attached hel.to. "program" means the Pt "led COJDJDercial Pa))er Loan Proqram ..tablishod by the commi..ion. "Project A-4" mean. the beach renourishj.,ent improvement. described in .,he County's Resolution No. 89-112, adopted on May 2, 2 aDO( IJOOPAr.r 140 t~~f,.:_ ..);~; SEP - 5 1995 31f! 1989, as amended. Such iJDprovnent. were funded by the County's Marco Island aeachfront RenourishJDent Facilities Municipal Service Taxinq Unit Limited General Obliqation Bonds, Series 1989. Such Bonds shall be refinanced by proceeds of Loan No. A-6. "P\1I)lic Agency Koneys" shall mean the mOlleys budgeted and appropriated by the county for payment of the Loan Repayment. and any other Al.IOunts due bereunder from Non-Ad Valor.. Revenue. pursuant to 1~he County's covenant to budqet and appropriate such Non-Ad Valorem Revenues contained in Section 6.04 of the Loan Aqreement. "Repayabnt 8chedule" means the schedule of Repayment. of the Loan as determined by the County Administrator, liS the same may be amended or m'dified from tim~ to time. "Resolut.ion" means thi. ,tesolu\,;ion, as the lame may from time to time be auended, modified or supplemented. "8erie. A Rotes" ..an. the c01IDIi.sion 's 'ooled C01Il1Dercial Paper Note., Series A (Govern~ental Issue), to D' i.sued from time to time by the Commission. The terms "herein," "hereunder," "hereby," "hereto," "hereOf," and any similar terms, shall refer to this Resolution; the term "heretofore" shall mean before the date of adoption of thi. Resolution; and the term "hereafter" shall mean after the date of adoption of this Resolution. Words ilAporting the mt lculine qender inc lude every other qender. Words importinq the sin9 lar number include :~he plural number, and vice vers",. .1 8ZCTI0B :!. AtrrBORIn I'OR RE80LtrrIOIr. Thi. ReSOlution is adopted pursuant to the provisions of the Act. 8ZCTIOB 3. I'IIfDI.08. It is hereby ascel- ained, determined and declared that: (A) The Co:mais.ion ha. been established i"~or the principal purpose of is.'Jinq cOllJlerciai paper note. in ordr ~ to provide fund. to loan to pm'Lic aqencies, .. ch as the County, c5 '.siring to finance and refinance the cost of e quirinq, construct.nq and equippinq capital improvements and to finance and refinance other governmental needs. (B) In furtherance of the foreqoinq, the Commi.sion shall issue, from t lJDe to time, cODUDercial paper not",s to be known as "Plorida Lact 1 Government Finance Commission 'tooled CODl1llercial Paper Notes, Series A (Gove,onmental Issue)" and shall loan the 3 &00t( 000 PiG! 141 SEP - 5 1995 proceeds of such Series A Notes to public agencies, includinq. the County. (C) Pursuant to the authority of the Act, the commission has aqreed to loan, fro. time to time, to the County such amounts as shall be authorized herein and in the Loan Aq~eement in order to enable the Clunty to finance, reimburse or refinance the cost of acquisition, construction and equippinq of capital improvements. CO) Th~ County has outstandinq $21,628,470 principal amount of Loans prsuant to the Program for the acqui.ition and construction of various capital improvements. (E) The County desires to borrow an additional amount not to exceed $3,00, ,000 in order tt refinance Project A-6. CF) The County hereby c!termines that the J trovision of funds by the Comm~,ssion to the (:)Unty in the form of Loan No. A-6 pursuant to \ he terms of the ..can Agreement and' he refinancinq of Project A-6 ',till assist in tl,e development and Jaintenance of the public welfa::'e of the re.ide'1ts of the County, lnd shall serve a public purpo'~e by improvinq , he health and liviJ 9 conditions, and providinq qovernmental servi~es, facilities and programs and will promote the most efficient and economical development of such services, facilities and proqrams. CG) Loan No. A-6 shall be repaid solely fom the De.iqnated Revenues. Such Designated Revenues shall inclt1e moneys derived from a covenant to budget and appropriate leqallv available Non-Ad Valorem Revenues. Such Oe.ie .ated Revenues shal.:, also include 50\ of the first three percent (3',) of tourist develc;,tJllent tax received by the County which the Coun ,y hereby qrants a pledqe of and lien on in accordance with the t.'~s of Exhibit A attached hereto for purpo.es of rf'~payment of Loal'l No. A-6. The ad va lorem taxinq power of the Count)' will never be necessary or authorized to make the Loan Repa~'JDen~s. SBC'l'IOB 4. TDH8 OJ' LOAH8. The County ,ereby approves of Loan No. A-6 in the principal amount of not exceedinq $3,000,000 for the purpose of providing the County with s\ fficient funds to refinance Project A-6. The Chairman and the Clerk are hereby authorized to execute, seal nd deliver on beha:f of the County a Loan Note wi ,:h respect to Lean No. A-6 and other documents, instruments, r.qreements and c trtificates necessa '''Y or desirable to effectuate Loan No. A-6 as rovided in the Loa. Aqreement. The Loan Note with respect to to n No. A-6 shall retlect the terms of such Loan and shall be substantially in the fo~ attached to the Loan Aqreement as Exhibit I. The County Admini~trator shall make the Draw RequCist with respect to Loan No. A-6 1,1 accordance with the terms of t be Loan Aqreement at such time as s..'all be determined by the County \dministrator as appropriate to ref,.nance Project A-6 and is permit' ,ed by the Loan /lgreement. Loan No. A-6 shall mature 4 SOOK 1J(?(JPA~rJL~~ SEP - 5 f995 on such dates and in such amounts as the County Administrator shall determine; provided, however, the final maturity of Loan No..A-6 .hall not be later than December 1, 19'9. Loan No. A-6 .hall bear intere.t at the Loan Rate in accordance with the term. of the Loan Aqre..ent. The County further aqree. to make all Loan Repayments required of it pursuant to the terms of the Loan Aqre..ent. The Letter of Cr~it fees for Loan No. A-6 shall be 35 basis points. 8BCrI01I ;;. AtrrJlORIIATIOJr 07 PROJECT A-'. The County does hereby authorlze the refinancinq of Project A-6. SBCrIOJI' i. SZCU'RIft rOR '1'KB LOU. The County's obliqation to repay Loan No. A-6 will be secured by a pledqe of and lien upon the Oesignatetl Revenue. in accordance with the t,erms of the Loan Aqreement. 'the obliqation of the county to repay Loan No. A-6 shall not be deemed a pledqe of the faith and credit or taxinq power of the .::ounty and such (bliqation shall not create a lien on any property whatsoever of or in the County other than the Oesignated Revenues. 8BeTIOB 7. VAL I DATI 0 'r AtrrJlORIZZD. To i he extent de..ed necessary by Bond Counsel, t.le County Attorney is authorized to institute aprropriate procee"tnqs for validatior of Loan No. A-6 herein author-ized pursuant tc Chapter 75, Plorid ': Statutes. SECTION 8. GEJrBRAL AUTHORITY. The members of the Board and the officers, attorneys and other aqents or employee. of the County are hereby authorized to do all acts and thinqs required of them by this Resolution and the Loan Aqreement" or desirable or consistent with the requiremf!nts of this Resolu;ion and the Loan Aqreement, fOl' the full punC', ua'l and complete p"'rformance of all the terms, covenant. and aqr ements contained il' this Resolution and the Loan Aqreement, and tach member, empl~lee, attorney and officer of the County or ; ':s Board is herebj' authorized and directed to e~ecute and deliv r any and all paper. and instruments and to do an~! cause to be done any and all acts and thinqs necessary ~r proper for carrylng out the transactions contemplated by this Resolution and the Loan Aqreement. SBCTION 9. SEVERABILITY. If anyone or more of the covenants, agreements or provisions herein conta,'.ned shall be held contrary to any express provi'don of law or contl ary to the policy of express law, thouqh not e~tres.ly prohibited, or aqainst public policy, or shl'll for any rea on whatsoever be ~,tld invalid, then such covenant." aqreements 01 provisions shall be' null and void and shall be deemed separable frc the remaininq COVe nants, aqreements or provisions and shall in no lay affect the vali, Jity of any of the other provisions hereof. SBCTION 10. RZPEAL 01' INCOHSISTIBT arSOLUTIOKS. All resolutions cr parts thereof in conflict her....twith are hereby superseded an. repealed to the extent of such cC''1flict. 5 ~COK noo PA~t 143 ..... At:.~"''''''Y. l~,~;': .N: '", ....>.:: 1". , , J .; - , , , , " ~~:, , i SEP - 5 S95 'G. "~ 8ZCTIOJr 2.1. ....,tac71V. DATa. 'Thi. Re.olution shall take effect imaedia~ely upon its adoption. DULY ADOPlBD thi. s-r~ay of September, 1995. (SEAL) BOARD 0'1 cOOll'n COXIII88IOJrDS 0'1 COLLIn cOUJITY, 1'L01lI~ By: /~~ ~ \ "," . . " . " , ....:. . ,:.' .: ATTEST: : ,., " . ~"'~ , , . ' , ' "=. :. 'C . , ~i:~~N-~~ ~ ~.0 t.- ela ,," . I . '..." ~ - ~ . . ... \ : ~, .. .' " -." APhQVED M,,!.l 0 FORM AND LEGAL 'SttrPIC~ENCY: ,( ,;: ,', .~' ~.~~",~.L County Attorney ~ r f ~ .; t :1" 'f. 'I " .. .~. .i.~. ~ :t /40 '17 ,..,',....,.,...:., " " ,., :....; " . tlr# .~ , 6 &OOtC 000 PAGE 144 . SEP - 5 1995 ZUIBIT A PlecSgecS Revenue. Loan No. A-6 shall be .ecured at such time it i. made by a pledge of an1 lien on 50' of the first. three percent. (3') of tourist development tax received by the County pursuant to Section 125.0104, Fl(rida Statutes, and the County's Ordinance No. 92-60, adopted by tI:". County on Auqust 18, 1992, as amended. The pledqe .- of and lien en such tourist development tax shall terminate upon (1) repayment of Loan No. A-6 in accordance with the terms of the Loan Aqreemer t or (2) aqreement by the Count.y and Pirst Union National Bank of Florida to a" terminate such pl.!dqe and lien. BOOK fJOOpjr,r145 I -~