0485 Water and SewerORDINANCE NO. 485
AN ORDINANCE AUTHORIZING THE ACQUISITION AND CONSTRUCTION OF1EXTENSIONS
AND IMPROVEMENTS TO THE WATER & SEWER SYSTEM AND THE REFUNDING OF
CERTAIN OUTSTANDING OBLIGATIONS OF THE CITY OF OKEECHOBEE, FLORIDA;
PROVIDING FOR THE ISSUANCE OF NOT EXCEEDING $3,212,900 WATER AND SEWER
REVENUE BONDS, SERIES 1983, TO FINANCE PART OF THE COST OF SUCH PROJECT
• AND THE REFUNDING: PROVIDING FOR THE PAYMENT THEREOF; PROVIDING FOR THE
RIGHTS OF THE HOLDERS OF THE BONDS; MAKING CERTAIN OTHER COVENANTS AND
AGREEMENTS IN CONNECTION THEREWITH; AMENDING ORDINANCE NO. 356 OF THE
CITY, RELATING TO THE CITY'S OUTSTANDING WATER AND SEWER REVENUE BONDS,
SERIES 1972, IN CERTAIN RESPECTS SO AS TO ENHANCE THE MARKETABILITY OF
THE BONDS; AND PROVIDING AN EFFECTIVE DATE.
BE IT ENACTED BY THE CITY COUNCIL OF THE CITY OF OKEECHOBEE, FLORIDA (the
"Issuer"):
SECTION 1. AUTHORITY FOR THIS ORDINANCE. This ordinance is adopted pursuant to
the provisions of Chapter 8318, Laws of Florida, Special Acts of 1919, as amended and
supplemented, Chapter 166, Part III, Florida Statutes, and other applicable provisions
of law, and pursuant to Section 3.04(J) of Ordinance No. 356, duly enacted by the City
Council of the Issuer on February 22, 1972, (hereinafter referred to as the "Original
Ordinance"). These applicable provisions of law and the Original Ordinance are here-
inafter collectively referred to as the "Act".
SECTION 2. DEFINITIONS. All terms defined in the Original Ordinance shall have
the same meaning herein, unless the text otherwise expressly requires. All terms
defined herein shall have the same meaning in the Original Ordinance, which is hereby
amended by adding this Section 2 thereto in full. Words importing singular number
shall include the plural number in each case and vice versa, and words importing persons
shall include firms and corporations. The following terms shall have the following
meanings herein:
"1983 Bonds" shall mean the Water and sewer Revenue Bonds, Series 1983, herein
authorized to be issued.
"Additional Parity Bonds" shall mean additional bonds issued by the Issuer in
compliance with the terms, conditions and limitations contained in Section 3.04(J) of
the Original Ordinance which have an equal lien on the Pledged Revenues with the 1983
Bonds and the Parity Bonds.
"Amortization Installment", with respect to any Term Bonds of a series, shall
mean an amount or amounts so designated which is or are established for the Term Bonds
of such series, provided that the aggregate principal amount of such installments or
the aggregate principal amount of the Federal Securities, hereinafter defined, purchased
with such installments, as the case may be, for each maturity of Term Bonds of such
series shall equal the aggregate principal amount of each maturity of Term Bonds of such
series delivered on original issuance.
"Annual Debt Service Requirement" as of any date of calculation and with respect to
any period, as applied to the Bonds of any series, shall mean the sum of:
(1) The amount required to pay the interest becoming due on the Bonds of
such series during such period except to the extent that such interest shall have been
provided by payments into the Sinking Fund out of bond proceeds.
(2) The amount required to pay the principal of Serial Bonds of such series
maturing in such period.
(3) The Amortization Installment for the Term Bonds of such series for such
period. In computing the Annual Debt Service Requirement for any period for Bonds of
any series, the Issuer shall assume that an amount of the Term Bonds of such series
(2)
equal to the Amortization Installment for the Term Bonds of such series for such
period will be retired by purchase or redemption in such period or that payment of
• such amount of Term Bonds at maturity will be fully provided for in such period.
When determining the amount of principal of and interest on the Bonds which mature in
any year, for purposes of this Ordinance or the issuance of any Additional Parity Bonds,
the stated maturity date of Term Bonds shall be disregarded, and the Amortization
Installment, if any, applicable to Term Bonds in such year shall be deemed to mature in
such year. In the event the Issuer has purchased or entered into an agreement to pur-
chase Federal Securities from moneys in the Bond Amortization Account, then the income
received.or to be received on such Federal Securities from the date of acquisition
thereof to the date of maturity or earlier redemption thereof shall be taken into
consideration in calculating the payments which will be required to be made into the
Sinking Fund.
"Authorized Investments" shall mean any of the following if and to the extent the
same are at the time legal for investment of municipal funds:
(1) Direct obligations of, or obligations the principal of and interest on
which are unconditionally guaranteed by, the United States of America, including obli-
gations issued or held in book entry form on the books of the Department of the
Treasury of the United States;
(2) Bonds, debentures, notes, participation certificates or other evidences
of indebtedness issued, or the principal of and interest on which are unconditionally
guaranteed, by the Bank for Cooperatives, the Federal Intermediate Credit Bank, the
Federal Home Loan Bank System, the Export-Import Bank of the United States, the Federal
Financing Bank, the Federal Land Banks, the Government National Mortgage Association,
the Federal National Mortgage Association, the United States Postal Service or any
other agency or instrumentality of or corporation wholly owned by the United States of
America;
(3) New Housing Authority Bonds or Project Notes issued by public agencies
or municipalities and fully secured as to the payment of both principal and interest by
a pledge of annual contributions to be paid by the United States of America or any
agency thereof;
(4) Direct and general obligations, to the payment of which the full faith
and credit of the issuer is pledged, of any state which at the time of investment is
rated by any nationally recognized bond rating agency and assigned by such agency a
rating which denotes a security with investment characteristics at least equal to the
investment characteristics of a security presently rated by Moody's Investors Service,
Inc., as "A" or better;
(5) Bank time deposits evidenced by certificates of deposit, and bankers'
acceptances, issued by any bank, savings and loan association, trust company or national
banking association insured by the Federal Deposit Insurance Corporation, or the Federal
Savings and Loan Insurance Corporation; provided, that such deposits are secured by ob-
ligations described in paragraphs 1, 2 or 3 of this definition;
(6) Repurchase agreements with any bank, trust company or national banking
association insured by the Federal Deposit Insurance Corporation or with any govern-
. ment bond dealer recognized as a primary dealer by the Federal Reserve Bank of New York,
which agreement is fully and continuously secured by obligations described in paragraph
(1),(2) or (3) of this definition;
(3)
(7) Shares of investment companies which invest principally in United
States government securities, Government agency securities, bank money instruments,
• corporate debt instruments, including commercial paper and variable amount master
demand notes, and repurchase and reverse repurchase agreements, having a maturity of
no more than two years; and
(8) Commercial paper which has received the highest investment grade rating
from two nationally recognized rating agencies.
"Bond Year" shall mean the annual period ending on a principal maturity date.
"Bonds" shall mean the Parity Bonds, the 1983 Bonds, and all Additional Parity
Bonds hereafter issued by the Issuer.
"Consulting Engineers" shall mean such qualified and recognized consulting
engineers, having a favorable repute for skill and experience as consulting engineers
to facilites similar to the System, at the time retained by the Issuer to perform the
acts and carry out the duties as herein provided for such Consulting Engineers. The
functions of the Consulting Engineers hereunder may be divided between or among con-
sulting engineers.
"Escrow Deposit Agreement" means that certain Escrow Deposit Agreement to be
entered into by and between the Issuer and a bank or trust company to be selected and
named by the Issuer prior to the delivery of the 1983 Bonds, in substantially the form
attached hereto as Exhibit A.
"Excise Revenues" shall mean the Franchise Revenues, the Public Service Tax, and
the Guaranteed Entitlement Funds, as herein defined.
"Federal Securities" shall mean direct obligations of the United States of
America and obligations the principal of and interest on which are fully guaranteed by
the United States of America, none of which permit redemption prior to maturity at the
option of the obligor.
"Franchise Revenues" shall mean the amounts due and payable to the Issuer under
franchises granted by the Issuer, more particularly described below, as such franchises
may be renewed or extended from time to time:
(1) Franchise granted to Okeairco, Inc. cable television of Okeechobee for
a community antenna television system, pursuant to an ordinance enacted on May 23, 1972;
(2) Franchise granted to Florida Power & Light Company for electric light
and power facilities, pursuant to Ordinance No. 376 of the Issuer, enacted on August 5,
1975, as amended; and
(3) Franchise granted to United Telephone Company of Florida for a
communications systems, pursuant to franchise agreement dated August 1, 1982.
"Government" shall mean the Farmers Home Administration of the United States
Department of Agriculture.
"Guaranteed Entitlement Funds" shall mean the revenue sharing trust funds to be
received by the Issuer pursuant to Chapter 218, Part II, Florida Statutes, as amended.
"Maximum Annual Debt Service Requirement" for any series of Bonds shall mean, as
of any particular date of calculation, the Annual Debt Service Requirement as contem-
plated for the then current or any future Bond Year in which such sum is the greatest.
"Parity Bonds" shall mean the Issuer's Water and Sewer Revenue Bonds, Series 1972.
• "Pledged Funds" shall mean the Net Revenues of the System, as defined in the
Original Ordinance and the Excise Revenues, as defined herein.
(4)
"Project" shall mean the acquisition and construction of extensions and improve-
ments to the System more particularly described in reports to the Issuer by Broome,
• Van Ostran & Associates, Inc., entitled "Sanitary Sewer Master Plan", September 1972
as revised November 1982, and "Sewage Treatment Facilities and Spray Irrigation",
March 1983, as such reports may be revised or supplemented from time to time, on file
with the Issuer.
"Public Service Tax" shall mean the proceeds of a tax levied and collected by the
Issuer on the purchase of electricity, bottled gas (natural or manufactured), and
local telephone service in the territorial limits of the Issuer, pursuant to law and
Ordinance No. 216, duly enacted by the Issuer on October 8, 1945, as the same may be
amended or supplemented from time to time.
"Refunded Bonds" shall mean the Issuer's outstanding Water and Sewer Revenue Bonds,
dated July 1, 1958, authorized by Resolution No. 320 of the Issuer, adopted July 3,
1958.
"Reserve Account Requirement" shall mean the Maximum Annual Debt Service Require-
ment.
"Serial Bonds" shall mean the Bonds of a series which shall be stated to mature
in annual installments.
"System" shall mean the Issuer's presently existing water and sewer system,
referred to in the Original Ordinance, together with all additions, extensions and
improvements thereto heretofore or hereafter constructed or acquired.
"Term Bonds" shall mean the Bonds of a series all of which shall be stated to
mature on one date and which shall be subject to retirement by operation of the Bond
Amortization Account.
SECTION 3. FINDINGS. It is hereby ascertained, determined and declared that:
A. The Issuer now owns, operates and maintains the System and derives revenues
from fees, rates, rental and other charges made and collected for the products, services
and facilities of the System.
B. Pursuant to law and the official actions of the Issuer referred to in the
definitions herein, the Issuer derives revenues from the following sources: Franchise
Revenues, Guaranteed Entitlement Funds and Public Service Taxes, which revenues are
not now pledged or encumbered in any manner except for payment of the Parity Bonds now
outstanding, and, as to the cigarette tax portion of the Guaranteed Entitlement Funds,
for payment of the Refunded Bonds.
C. The Net Revenues are not now pledged or encumbered in any manner, except for
the payment of the Refunded Bonds and the Parity Bonds now outstanding.
D. It is necessary and desirable to acquire and construct the Project in order
to preserve and protect the public health, safety, and welfare of the inhabitants of
the Issuer.
E. Section 3.04(1) of the original Ordinance provides for the issuance of Addi-
tional Parity Bonds under the terms, limitations and conditions provided therein.
Notwithstanding the provisions of that Section, the holder of all of the Parity Bonds
has agreed that the 1983 Bonds may rank on a parity in all respects with the Parity
Bonds without compliance with the requirements of Section 3.04(J) and upon issuance of
• the 1983 Bonds will evidence such agreement by execution of the "Consent to the Issuance
of Additional Parity Bonds", in substantially the form attached hereto as Exhibit B.
F. The 1983 Bonds herein authorized shall rank on a parity, as to lien on and
source and security for payment from the Pledged Funds and in all other respects, with
(5)
the Parity Bonds.
G. The Issuer has previously issued the Refunded Bonds, of which the sum of
• $119,000 principal amount is outstanding and unpaid.
H. The Issuer deems it advisable and in its best interest to provide for the
refunding of the Refunded Bonds. The refunding program herein described will be
advantageous to the Issuer by (1) effecting a favorable restructuring of the debt servicE
requirements applicable to bonded indebtedness issued to finance the projects financed
by the Refunded Bonds, (2) improving the security of the obligations issued to finance
the Project by defeasing certain priorliens on the funds to be pledged for repayment
of such obligations, (3) reducing the pledged revenue coverage requirement for the
issuance of Additional Parity Bonds, and (4) modernizing the covenants made for pro-
tection and security of the Bondholders.
I. The estimated cost of such refunding as herein described and of the Project
is a sum in excess of $3,212,900, the actual cost to be determined prior to the delivery
of the1983 Bonds. Such cost shall be paid from the proceeds derived from the sale of
the 1983 Bonds, together with the proceeds of anticipated grants from the U.S. Environ-
mental Protection Agency and, the Farmers Home Administration and, if necessary, certain
other funds available to the Issuer. An amount which, when invested, together with
the interest earned thereon, will be sufficient to effect the refunding will be deposited
in an irrevocable escrow account established for the holders of the Refunded Bonds, and
invested in Federal Securities. The principal amounts of such Federal Securities, to-
gether with the interest earnings therefrom, will be sufficient to make timely payments
of all presently outstanding principal and interest in respect to the Refunded Bonds
and all costs associated with the acquisition and management of such Federal Securities.
Such costs shall be deemed to include such expenses as may be necessary, incidental
and proper for the financing herein authorized.
J. The estimated Pledged Funds will be sufficient to pay all the principal of and
interest on the 1983 Bonds and the Parity Bonds, as the same become due, and to'make
all required sinking fund, reserve and other payments required by this Ordinance and
the Original Ordinance.
K. The principal of and interest on the 1983 Bonds and all required sinking fund,
reserve and other payments shall be payable solely from the Pledged Funds as provided
herein on a parity with the Parity Bonds. The Issuer shall never be required to levy
ad valorem taxes on any property therein to pay the principal of and interest on the
1983 Bonds or to make any of the required sinking fund, reserve or other payments and
such Bonds shall not constitute a lien upon any property of, or in, the Issuer. The
1983 Bonds shall not constitute a general indebtedness of the Issuer within the meaning
of any constitutional or statutory provision.
L. It is deemed necessary and desirable to pledge the Pledged Funds to the pay-
ment of the principal of and interest on the 1983 Bonds, and to modify the Original
Ordinance so as to pledge all the Pledged Funds to secure payment of the Parity Bonds.
SECTION 4. AUTHORIZATION OF PROJECT AND REFUNDING OF REFUNDING BONDS. There is
hereby authorized the refunding of the Refunded Bonds in the manner provided herein
and the acquisition, installation, construction and outfitting of the Project pursuant
• to the report of the Consulting Engineers, presently on file or to be filed with the
Issuer. The cost of the Refunding and of the Project in addition to the items set
forth in Section 3(I) of this Resolution and in addition to the items set forth in the
plans and specifications, may include, but need not be limited to, the acquisition of
any lands, rights-of-ways or interest therein or any other properties deemed necessary
or convenient therefor; engineering, legal and financing expenses, expenses for
(6)
estimates of costs and of revenues; expenses for plans, specifications and surveys;
the fees of fiscal agents, financial advisors or consultants; initial working capital
• and reserves therefor; operating costs incurred during construction; administrative
expenses relating solely to the construction and acquisition of the Project; the
capitalization of interest on those Bonds attributable to the cost of the Project for
a reasonable period after the issuance of the 1983 Bonds; the creation and establish-
ment of reasonable reserves for debt service; the discount on the sale of the 1983
Bonds, if applicable; repayment of interim advances and indebtedness; premiums for
bond insurance; and such other costs and expenses as may be necessary or incidental
to the financing herein authorized and the construction and acquisition of the Project
and the placing of same in operation.
SECTION 5. ORIGINAL ORDINANCE AND ORDINANCE TO CONSTITUTE CONTRACT. In considera-
tion of the acceptance of the 1983 Bonds authorized to be issued hereunder by those
who shall hold the same from time to time, this Ordinance and the Original Ordinance
shall be deemed to be and shall constitute a contract between the Issuer and such
holders. The covenants and agreements herein and therein 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 the 1983 Bonds and the coupons, if any, attached thereto, all of
which shall be of equal rank and without preference, priority or distinction of any of
the 1983 Bonds or coupons over any other thereof, except as expressly provided therein
and herein.
SECTION 6. AUTHORIZATION OF 1983 BONDS. Subject and pursuant to the provisions
hereof, bonds of the Issuer to be known as "Water and Sewer Revenue Bonds, Series 198311,
herein sometimes referred to as 111983 Bonds", are authorized to be issued in the
aggregate principal amount of not exceeding Three Million Two Hundred Twelve Thousand
Nine Hundred Dollars ($3,212,900).
SECTION 7. DESCRIPTION OF 1983 BONDS. The 1983 Bonds shall be numbered consecu-
tively from one upward within each installment in the order of their maturities; shall
be in such denominations; and shall be dated, shall bear interest, payable annually or
semiannually, on January 1 and, if semiannually, on July 1 of each year, at such rate
or rates not exceeding the maximum rate fixed by the Act or other applicable law, and
shall mature on January 1 in such years and amounts as shall be determined by resolu-
tion of the Issuer adopted prior to the delivery of each installment thereof.
The 1983 Bonds shall be issued in coupon or fully registered form or both, as
provided at the time of sale; shall be payable to bearer unless registered as herein-
after provided; shall be payable with respect to both principal and interest at such
place or places as shall hereafter be determined by resolution of the Issuer; shall be
payable in lawful money of the United States of America; and shall bear interest from
their date, or such other date provided for by the Issuer, payable in accordance with
and upon surrender of the appurtenant interest coupons as they severally mature;
provided that interest on fully registered Bonds shall be paid by check or draft
mailed to the registered owner at his address as shown on the books of the Registrar.
SECTION 8. EXECUTION OF 1983 BONDS AND COUPONS. The 1983 Bonds shall be executed
in the name of the Issuer by its Mayor and attested by its City Clerk, and its corporate
• seal or a facsimile thereof shall be affixed thereto or reproduced thereon. The
facsimile signatures of said officers may be imprinted or reproduced on the 1983 Bonds,
provided that at least one signature required to be placed thereon shall be manually
(7)
subscribed. In case any officer whose signature shall appear on any of the 1983
Bonds shall cease to be such officer before the delivery of such 1983 Bonds, such
signature or facsimile shall nevertheless be valid and sufficient for all purposes
• the same as if he had remained in office until such delivery. The 1983 Bonds may
be signed and sealed on behalf of the Issuer by such person who at the actual time of
the execution of such 1983 Bonds shall hold the proper office with the Issuer, although
at the date of such 1983 Bonds such person may not have held such office or may not
have been so authorized.
The coupons attached to the coupon 1983 Bonds shall be authenticated with the
facsimile signatures of any present or future Mayor and attested by the facsimile
signature of any present or future City Clerk, and may be sealed by having imprinted
thereon the word "Seal". The validation certificate on the 1983 Bonds shall be
executed with the facsimile signature of any present or future Mayor. The Issuer may
adopt and use for such purposes the facsimile signature of any person who shall have
held such office at any time on or after the date of the 1983 Bonds notwithstanding
that he may have ceased to be such officer at the time such 1983 Bonds shall be
actually delivered.
SECTION 9. NEGOTIABILITY AND REGISTRATION.
A. The 1983 Bonds shall have such attributes of negotiability as are provided
for under the Uniform Commercial Code - Investment Securities of the State of Florida.
B. The coupon 1983 Bonds may be registered at the option of the holder as to
principal only on the books of the Issuer at the office of the City Clerk, as Registrar,
or such other Registrar as may hereafter be duly appointed, such registration to be
noted on the back of the coupon 1983 Bonds in the space provided therefor. After such
registration as to principal only no transfer of the coupon 1983 Bonds shall be valid
unless made at such office by written assignment of the registered owner, or by his
duly authorized agent or representative and similarly noted on the coupon 1983 Bonds,
but the coupon 1972 Bonds may discharged from registration by being in like manner
transferred to bearer and thereupon transferability by delivery shall be restored. At
the option of the holder, the coupon 1983 Bonds may thereafter again from time to time
be registered or transferred to bearer as before. Such registration as to principal
only shall not affect the negotiability of the coupons which shall continue to pass by
delivery.
C. The Issuer shall cause books for the registration and the transfer of the fully
registered 1983 Bonds to be kept by the Registrar. Upon surrender for transfer of any
fully registered 1983 Bond at such office, the Registrar shall deliver, in the name of
the transferee or transferees a new fully registered 1983 Bond or Bonds of authorized
denominations of the same maturity for the aggregate principal amount which the
registered owner is entitled to receive.
D. Any fully registered 1983 Bond or Bonds shall be exchangeable for a fully
registered 1983 Bond or Bonds of the same maturity and interest rate, in any authorized
denomination, but in a principal amount equal to the unpaid principal amount of the 1983
Bond or Bonds presented for exchange. Bonds to be exchanged shall be surrendered at the
principal office of the Registrar, and the Registrar shall deliver in exchange therefor
. the 1983 Bond or Bonds which the Bondholder making the exchange shall be entitled to
receive. All fully registered 1983 Bonds delivered upon transfer or exchange shall bear
interest from such date that neither gain nor loss in interest shall result from the
transfer or exchange.
(8)
E. All 1983 Bonds presented for transfer, exchange, redemption or payment (if
so required by the Issuer), shall be accompanied by a written instrument or instruments
of transfer or authorization for exchange, in form and with guaranty of signature satis-
factory to the Issuer, duly executed by the registered holder or by his duly authorized
attorney.
F. The Issuer may charge the Bondholders a sum sufficient to reimburse the Issuer
for any expenses incurred in making any exchange or transfer of 1983 Bonds, and the
Issuer may require payment from the Bondholder of a sum sufficient to cover any tax,
fee or other governmental charge that may be imposed in relation thereto. Such charges
and expenses shall be paid before any such new 1983 Bond shall be delivered.
G. The Registrar shall not be required (i) to transfer or exchange any 1983 Bonds
during a period beginning at the opening of business on the 15th business day next
preceding either any interest payment date or any date of selection of 1983 Bonds to be
redeemed and ending at the close of business on the interest payment date or day on
which the applicable notice of redemption is given or (ii) to transfer or exchange any
1983 Bonds selected, called or being called for redemption in whole or in part.
H. New 1983 Bonds delivered upon any transfer or exchange shall be valid limited
obligations, evidencing the same debt as the 1983 Bonds surrendered, shall be secured
by this Ordinance and shall be entitled to all of the security and benefits hereof to
the same extent as the 1983 Bonds surrendered.
I. The personin,whose name is registered any coupon 1983 Bond registered as to
principal or any fully registered 1983 Bond may be deemed the owner thereof by the
Issuer, and any notice to the contrary shall not be binding upon the Issuer.
SECTION 10. BONDS MUTILATED, DESTROYED, STOLEN OR LOST. In case any 1983 Bond
shall become mutilated, or be destroyed, stolen or lost, the Issuer may in its discre-
tion issue and deliver a new 1983 Bond with all unmatured coupons attached, if any, of
like tenor as the 1983 and attached coupons, if any, so mutilated, destroyed, stolen
or lost, in exchange and substitution for such mutilated 1983 Bond, upon surrender and
cancellation or such mutilated 1983 Bond and attached coupons, 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 condi-
tions as the Issuer may prescribe and paying such expenses as the Issuer may incur.
All 1983 Bonds and coupons so surrendered shall be cancelled. If any such 1983 Bond or
coupon shall have matured or be about to mature, instead of issuing a substitute 1983
Bond or coupon, the Issuer may pay the same, upon being indemnified as aforesaid, and
if such 1983 Bond or coupon be lost, stolen or destroyed, without surrender thereof.
All such duplicate 1983 Bonds and coupons issued pursuant to this section shall
constitute original, additional contractual obligations on the part of the Issuer whether
or not the lost, stolen or destroyed 1983 Bonds or coupons be at any time found by any-
one, and such duplicate 1983 Bonds and coupons shall be entitled to equal and proportion-
ate 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 1983 Bonds and coupons issued
hereunder.
SECTION 11. PROVISIONS FOR REDEMPTION. The 1983 Bonds of each installment shall
• be subject to mandatory redemption by operation of the Bond Amortization Account or
at the option of the Issuer, as provided by subsequent resolution of the Issuer adopted
at or prior to the sale of such installment of the 1983 Bonds.
(9)
Notice of redemption of 1983 Bonds to be redeemed shall be given not less than
thirty days prior to the redemption date by first class mail (postage prepaid) to banks
or trust companies serving as paying agents and to owners of fully registered bonds and
• coupon bonds registered as to principal (other than to bearer), and, if any coupon 1983
Bonds not registered as to principal (or registered to bearer) are outstanding, by
publication at least once not less than thirty days prior to such redemption date in a
financial newspaper or journal of general circulation published in the City of New York,
New York. Upon giving of such notice and the deposit with the paying agent of sufficien
funds to pay the principal of the 1983 Bonds to be redeemed, plus interest accrued to th,
redemption date, plus any applicable redemption premium, interest on the 1983 Bonds so
redeemed shall cease to accrue after the date fixed for redemption.
SECTION 12. FORM OF 1983 BONDS AND COUPONS. The 1983 Bonds, the interest coupons
to be attached thereto, and the certificate of validation shall be in substantially the
following form, with such omissions, insertions and variations as may be necessary and
desirable and which are herein authorized or permitted or which are subsequently
authorized or permitted prior to the issuance of the 1983 Bonds:
(FORM OF COUPON BONDS)
No.
UNITED STATES OF AMERICA
STATE OF FLORIDA
CITY OF OKEECHOBEE
WATER AND SEWER REVENUE BOND, SERIES 1983
$5,000
KNOW ALL MEN BY THESE PRESENTS, that the City of Okeechobee, Florida, a municipal
corporation created and existing under and by virtue of the laws of the State of Florida
(hereinafter called "City"), for value received, hereby promises to pay to the order of
the bearer or, if this Bond be registered, the registered holder as herein provided,
upon presentation and surrender hereof, on the first day of January, , from
the special funds hereinafter mentioned, the principal sum of
DOLLARS
and to pay solely from such special funds, interest thereon from the date hereof, at the
rate of per centum ( per annum until paymen+ of the principal sum, such
interest to the maturity hereof being payable on 198 , and semiannually
thereafter on January 1 and July 1 of each year upon the presentation and surrender of
the annexed coupons as they severally fall due. Both principal of and interest on this
Bond are payable in lawful money of the United States of America at
, or at the option of the holder at
This Bond is one of an authorized issue of Bonds in the aggregate principal amount
of $3,212,900 of like tenor and effect, except as to date, number, installment, interest
rate, redemption and date of maturity, issued to finance a part of the cost of the
acquisition and construction of extensions and improvements to the water and sewer
facilities of the combined municipal water and sewer system (the "System") of the City
(hereinafter called "Project") and to refund the City's outstanding Water and Sewer
Revenue Bonds, dated July 1, 1958, under the authority of and in full compliance with
the Constitution and Statutes of the State of Florida, including particularly Chapter
8318, Laws of Florida, Special Acts of 1919, as amended and supplemented, Chapter 166,
(10)
Part III, Florida Statutes, and other applicable provisions of law, and Ordinance No.
356, of the City, duly enacted on February 22, 1972, as amended and supplemented and
particularly as supplemented by Ordinance No. duly enacted by the City on
• , 1983, as supplemented (hereinafter collectively called "Ordinance"),
and is subject to all the terms and conditions of such Ordinance.
This Bond and the coupons appertaining thereto are payable solely from and secured
by a lien upon and pledge of (1) the net revenues derived from the operation of the
System, (2) the proceeds derived by the City from its public service tax levied and
collected pursuant to Ordinance No. 216, duly enacted by the City on October 8, 1945, as
amended or supplemented from time to time,to every purchase of electricity, bottled gas
(natural or manufactured), and local telephone service within the corporate limits of
the City (the "Public Service Tax"), (3) the amounts due and payable to the Issuer under
franchises granted by the Issuer, more particularly described below, as such franchises
may be renewed or extended from time to time (the "Franchise Revenues"), and (4) the
revenue sharing trust funds received by the City pursuant to Chapter 218, Part II,
Florida Statutes, as amended (the "Guaranteed Entitlement Funds"), all in the manner
provided in the Ordinance (such Net Revenues, Public Service Tax, Franchise Revenues and
Guaranteed Entitlement Funds hereinafter collectively called the "Pledged Funds"). The
pledge of and lien on the Pledged fudns will rank on a parity with the pledge of and lier
on the Pledged Funds to secure payment of the City's outstanding Water and Sewer Revenue
Bonds, Series 1972 (hereinafter called the "Parity Bonds").
(Insert Redemption Provisions)
Notice of such redemption shall be given in the manner required by the Ordinance.
This Bond does not constitute a general indebtedness of the City within the meaning
of any constitutional or statutory provision or limitation, and it is expressly agreed
by the holder of this Bond and the coupons appertaining hereto that such holder shall
never have the right to require or compel the exercise of the ad valorem taxing power
of the City for the payment of the principal of and interest on this Bond or the making
of any sinking fund, reserve or other payments provided for in the Ordinance.
It is further agreed between the City and the holder of this Bond that this Bond
and the obligation evidenced thereby shall not constitute a lien upon the System, or
any part thereof, or on any other property of or in the City, but shall constitute a
lien only on the Pledged Funds, in the manner provided in the Ordinance.
In and by the Ordinance, the City has covenanted and agreed with the holders of
the Bonds that it will maintain and collect such schedule of water and sewer rates and
charges for the use of the product, services and facilities of the System which, to-
gether with the proceeds of the Public Service Tax, Franchise Revenues and Guaranteed
Entitlement Funds, will produce Net Revenues each fiscal year sufficient to provide for
125% of the annual Debt Service Requirement for such years on the outstanding Parity
Bonds and the Bonds, and any outstanding additional Parity Bonds, and 100% of all other
payments provided for in the Ordinance, and that such water and sewer rates, and charges
shall always be revised so as to be sufficient to provide funds for such purposes.
The City, in and by the Ordinance, has covenanted that it will not repeal the
Ordinance now in effect levying the Public Service Tax and will not amend or modify said
Ordinance in any manner so as to impair or adversely affect the power and obligation of
• the City to levy and collect the Public Service Tax as presently in effect or to impair
or adversely affect in any manner the pledge of the proceeds of the Public Service Tax
made in the Ordinance or the rights of the holders of the Bonds.
(11)
The City in and by the Ordinance, further covenants that it will not repeal, amend
or modify the Ordinances or agreements pursuant to which the franchise revenues are to
be collected and received in any manner so as to reduce or impair, or adversely affect,
the undertaking of the City to apply the franchise revenues as provided in the Ordinance
The City in and by the Ordinance, further covenants that it will not take any
action which will jeopardize the receipt of the Guaranteed Entitlement Trust Funds in
any way as to reduce or impair, or adversely affect, the undertaking of the City to
apply the Guaranteed Entitlement. Trust Funds as provided in the Ordinance.
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 Bond,
exist, have happened and have been performed in regular and due form and time as
required by the laws and Constitution of the State of Florida applicable thereto, and
that the issuance of the Bonds of this issue does not violate any constitutional or
statutory limitations or provisions.
This Bond and the coupons appertaining hereto are and have such attributes of
negotiability as are provided for investment securities under the Uniform Commercial
Code - Investment Securities of the State of Florida.
This Bond may be registered as to principal only inaccordance with the provisions
endorsed hereon.
IN WITNESS WHEREOF, the City of Okeechobee, Florida, has issued this Bond and has
caused the same to be signed by its Mayor and attested by its City Clerk, either
manually or with their facsimile signatures, and the corporate seal of the City or a
facsimile thereof to be affixed, impressed, imprinted, lithographed or reproduced hereon
and the interest coupons hereto attached to be executed by the facsimile signatures of
such officers, all as of the first day of , 1983.
CITY OF OKEECHOBEE, FLORIDA
(SEAL) Mayor
ATTEST:
City Clerk
(Form of Coupon)
No.
Unless the Bond to which this coupon is attached shall have been previously duly
called for prior redemption and payment thereof duly made or provided for, on the lst
day of , 19 , the City of Okeechobee, Florida, will pay to the bearer
at , solely from the special funds described in the Bond to
which this coupon is attached, the amount shown hereon in lawful money of the United
States of America, upon presentation and surrender of this coupon, being interest then
due on its Water and Sewer Revenue Bond, Series 1983, dated , 1983, No.
CITY OF OKEECHOBEE, FLORIDA
Mayor
(12)
(SEAL)
ATTEST:
City Clerk
VALIDATION STATEMENT
This Bond is one of a series of Bonds which were validated by judgment of the
Circuit Court for Okeechobee County, Florida, rendered on
, 1983.
Mayor, City of Okeechobee, Florida
PROVISION FOR REGISTRATION
This Bond may be registered in the name of the holder on the books to be kept by
the City Clerk of the City, as Registrar, or such other Registrar as may hereafter be
duly appointed, as to principal only, such registration being noted hereon by such
Registrar in the registration blank below, after which no transfer shall be valid unless
made on the 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 registered to bearer, after which it shall be transferable by delivery, but it may
be again registered as before, The registration of this Bond as to principal shall not
restrain the negotiability of the coupons by delivery.
Date of
Registration
In Whose Name
Registered
Signature of
Registrar
(FORM OF REGISTERED BONDS)
No. t
UNITED STATES OF AMERICA
STATE OF FLORIDA
CITY OF OKEECHOBEE
WATER AND SEWER REVENUE BOND, SERIES 1983
NOW ALL MEN BY THESE PRESENTS, that the City of Okeechobee, Florida, a municipal
corporation created and existing under and by virtue of the laws of the State of Florida
(hereinafter called "City"), for value received, hereby promises to pay to the order of
January from the special funds hereinafter men
DOLLARS
and to pay solely from such special funds, interest to
at the rate of per centum
of the principal sum, such interest being payable on
semiannually) thereafter on January 1 (and July 1, if
, on the first day of
tioned, the principal sum of
the maturity hereof from
per annum until payment
198 , and (annually or
semiannual) of each year by check
(13)
or draft mailed to the registered owner. Both principal of and interest on this Bond
are payable in lawful money of the United States of America. The principal of this
Bond shall be payable upon presentation and surrender at
, or at the option of the holder at
This Bond is one of an authorized issue of Bonds in the aggregate principal amount
of $3,212,900 of like tenor and effect, except as to date, number, installment, interest
rate, redemption and date of maturity, issued to finance a part of the cost of the
acquisition and construction of extensions and improvements to the water and sewer
facilities of the combined municipal water and sewer system (the "System") of the City
(hereinafter called "Project") and to refund the City's outstanding water and Sewer
Revenue Bonds, dated July 1, 1958, under the authority of and in full compliance with
the Constitution and Statutes of the State of Florida, including particularly Chapter
8318, Laws of Florida, Special Acts of 1919, as amended and supplemented, Chapter 166,
Part III, Florida Statutes, and other applicable provisions of law, and Ordinance No. 356
of the City, duly enacted on February 22, 1972, as amended and supplemented and particu-
larly as supplemented by Ordinance No. duly enacted by the City on ,
1983, as supplemented (hereinafter collectively called "Ordinance"), and is subject to
all the terms and conditions of such Ordinance.
This Bond is payable solely from and secured by a lien upon and pledge of (1) the
net revenues derived from the operation of the System (the "Net Revenues"), (2) the
proceeds derived by the City from its public service tax levied and collected pursuant
to Ordinance No. 216, duly enacted by the City on October 8, 1945, as amended or supple-
mented from time to time, on every purchase of electricity, bottled gas (natural or
manufactured), and local telephone service within the corporate limits of the City (the
"Public Service Tax"), (3) the amounts due and payable to the Issuer under franchises
granted by the Issuer, more particularly described below, as such franchises may be
renewed or extended from time to time (the "Franchise Revenues"), and (4) the revenue
sharing trust funds derived by the City pursuant do Chapter 218, Florida Statutes, (the
"Guaranteed Entitlement Funds"), all in the manner provided in the Ordinance (such Net
Revenues, Public Service Tax, Franchise Fees and Guaranteed Entitlement Funds herein-
after collectively called the "Pledged Funds"). The pledge of and lien on the Pledged
Funds will rank on a parity with the pledge of and lien on the Pledged Funds to secure
payment of the City's outstanding Water and Sewer Revenue Bonds, Series 1972 (herein-
after called the "Parity Bonds").
(Insert Redemption Provisions)
Notice of such redemption shall be given in the manner required by the Ordinance.
This Bond does not constitute a general indebtedness of the City within the
meaning of any constitutional or statutory provision or limitation, and it is expressly
agreed by the holder of this Bond and the coupons appertaining thereto that such holder
shall never have the right to require or compel the exercise of the ad valorem taxing
power of the City for the payment of the principal of and interest on this Bond or the
making of any sinking fund, reserve or other payments provided for in the Ordinance.
It is further agreed between the City and the holder of this Bond that this Bond
and the obligation evidenced thereby shall not constitute a lien upon the System, or
• any part thereof, or on any other property of or in the City, but shall constitute a
lien only on the Pledged Funds, in the manner provided in the Ordinance.
In and by the Ordinance, the City has covenanted and agreed with the holders of
the Bonds that it will maintain and collect such schedule of water and sewer rates
and charges for the use of the product, services and facilities of the System which
together with the proceeds of the Public Service Tax, Franchise Revenues and Guaranteed
(14)
Entitlement Funds, will produce Net Revenues in each fiscal year sufficient to provide
125% of the Annual Debt Service Requirement for such year on the outstanding Parity
Bonds and the Bonds and any outstanding Additional Parity Bonds, alid 100% of all other
• payments provided for in the Ordinance, and that such water and sewer rates and charges
shall always be revised so as to be sufficient to provide funds for such purposes.
The City, in and by the Ordinance, has covenanted that it will not repeal the
Ordinance now in effect levying the Public Service Tax and will not amend or modify said
Ordinance in any manner so as to impair or adversely affect the power and obligation of
the City to levy and collect the Public Service Tax as presently in effect or to impair
or adversely affect in any manner the pledge of the proceeds of the Public Service Tax
made in the Ordinance or the rights of the holders of the Bonds.
The City, in and by the Ordinance, further covenants that it will not repeal, amend
or modify the Ordinances or agreements pursuant to which the franchise revenues are to
be collected and received in any manner so as to reduce or impair, or adversely affect,
the undertaking of the City to apply the franchise revenues as provided in the Ordinance.
The City, in and by the Ordinance, further covenants that it will not take any
action which will jeopardize the receipt of the Guaranteed Entitlement Trust Funds in any
way as to reduce or impair, or adversely affect, the undertaking of the City to apply
the Guaranteed Entitlement Trust Funds as provided in the Ordinance.
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 Bond; exist,
have happened and have been performed in regular and due from and time as required by
the laws and Constitution of the State of Florida applicable thereto, and that the
issuance of the Bonds of this issue does not violate any constitutional or statutory
limitations or provisions.
This Bond is and has such attributes of negotiability as are provided for investment
securities under the Uniform Commercial Code - Investment Securities of the State of
Florida.
This Bond is transferable by the registered holder hereof in person or by his
attorney duly authorized in writing, at the principal office of the City Clerk as
Registrar, but only in the manner, subject to the limitations and upon payment of the
charges provided in the Ordinance, and upon surrender and cancellation of this Bond.
Upon such transfer a new registered Bond or Bonds of the same maturity or maturities and
of authorized denomination or denominations, for the same aggregate principal amount,
will be issued to the transferee in exchange therefor.
The Issuer may deem and treat the registered holder hereof as the absolute owner
hereof (whether or not this Bond shall be overdue) for the purpose of receiving payment
of or on account of principal hereof and interest due hereon and for all other purposes,
and the Issuer shall not be affected by any notice to the contrary.
Upon payment of the transfer charge and any required tax, fee or other governmental
charge, as specified in the Ordinance, and upon the surrender thereof at the principal
office of the Registrar with a written instrument of transfer, in form and with
guarantee of signature satisfactory to the Registrar, duly executed by the registered
owner or his duly authorized attorney, registered Bonds may, at the option of the
registered owner thereof, be exchanged for an equal aggregate principal amount of
• registered Bonds without coupons of the same maturity and interest rate and of any other
authorized denomination.
(15)
The Issuer shall not be required (a) to transfer or exchange any Bonds during a
period beginning at the opening of business on the 15th business day next preceding
either any interest payment date or any date of selection of Bonds to be redeemed and
• ending at the close of business on the interest payment date or day on which the
applicable notice of redemption is given or (b) to transfer or exchange any Bonds
selected, called or being called for redemption in whole or in part.
IN WITNESS WHEREOF, the City of Okeechobee, Florida, has issued this Bond and has
caused the same to be signed by its Mayor and attested by its City Clerk, either
manually or with their facsimile signatures, and the corporate seal of the City or a
facsimile thereof to be affixed, impressed, imprinted, lithographed or reproduced
hereon, all as of the first day of , 1983.
CITY OF OKEECHOBEE, FLORIDA
(SEAL)
ATTEST: Mayor
t
City Clerk
PROVISIONS FOR ASSIGNMENT
For value received, the undersigned sells, assigns and transfers unto
the within Bond and all rights
thereunder, and hereby irrevocably constitutes and appoints
attorney to transfer the within Bond on the books kept for registration thereof, with
full power of substitution in the premises.
Dated:
SECTION 13. APPLICATION OF PROVISIONS OF THE ORIGINAL ORDINANCE.
A. The 1983 Bonds shall for all purposes be considered to be Additional Parity
Bonds issued under the authority of the Original Ordinance, and shall be entitled to all
the protection and security provided therein for the Parity Bonds, and shall be in all
• respects entitled to the same security, rights and privileges enjoyed by the Parity Bonds.
(16)
The 1983 Bonds, and the coupons representing interest on the 1983 Bonds issued
in coupon form, shall not be or constitute an indebtedness of the Issuer within the
meaning of any constitutional or statutory limitation of indebtedness, but shall be
• payable solely from and secured by a lien upon and pledge of the Pledged Funds. No
holder of any of the 1983 Bonds or of the coupons, of any, appurtenant thereto shall
ever have the right to require or compel the exercise of the ad valorem taxing power
of the Issuer for payment of the principal of and interest on the 1983 Bonds or the
making of any sinking fund, reserve, or other payments provided for in this Ordinance.
The 1983 Bonds and the obligation evidenced thereby shall not constitute a lien upon
the System, or any part thereof, or on any property of or in the Issuer, but shall
constitute a lien only on the Pledged Funds, in the manner provided herein.
B. The covenants and pledges contained in the Original Ordinance, as amended by
this Ordinance, shall be applicable to the 1983 Bonds herein authorized in like manner
as applicable to the Parity Bonds, and the Revenue Fund, the Operation and Maintenance
Fund, the Sinking Fund and the Reserve Account therein, shall be continued and main-
tained as long as any of the 1983 Bonds issued hereunder and interest thereon are
outstanding and unpaid. The principal of (including Amortization Installments, if any),
interest on and redemption premiums, if any, on the 1983 Bonds herein authorized shall
be payable from the Sinking Fund heretofore established on a parity with the Parity
Bonds, and payments shall be made into such Sinking Fund by the Issuer from the Revenue
Fund in amounts fully sufficient to pay the principal of (including Amortization Install-
ments, if any), and interest on Parity Bonds and on the 1983 Bonds herein authorized as
such principal, Amortization Installments, if any, and interest become due. In accor-
dance with the provisions of the Original Ordinance whenever by reason of the insuffi-
ciency of moneys on deposit in the Revenue Fund the Issuer is not able to make promptly
the current monthly payments required to be made pursuant to the provisions of Section 6
of the Original Resolution and pursuant to this Section 13, there shall be paid into the
Revenue Fund whatever sums are necessary to cure such existing deficit, first from the
proceeds of the Public Service Tax, second from the proceeds of the Franchise Revenues
and third from the Guaranteed Entitlement Funds.
C. The amount of the reserve provided for in Section 5(b), Water and Sewer
Revenue Bonds Sinking Fund, of the Original Resolution shall be applicable pro rata to
the 1983 Bonds in the same manner as applicable to the Parity Bonds, and the amounts set
aside for such reserve shall be increased proportionately to provide a reserve equal to
the maximum amount of principal and interest becoming due in any succeding calendar year
for account of all Bonds Outstanding, as provided in the Original Resolution.
D. The Issuer hereby covenants and represents that the Franchise Revenues are and
will continue to be available to the payment of the Annual Debt Service Requirements on
the Bonds. From and after the issuance of any of the 1983 Bonds, and so long as any
Bonds remain outstanding, there shall be paid into the Sinking Fund each month from the
Franchise Revenues received during the current Bond Year all or such portion thereof as
will be equal to the amount, if any, of the deficiency in the Net Revenues and the
proceeds of the Public Service Tax, to make the prescribed monthly payments into the
Sinking Fund and according to the provisions of this paragraph D, and all of the Franchse
Revenues are pledged for that purpose. The Issuer hereby covenants and agrees that so
• long as any of the Bonds are outstanding it will not repeal, amend or modify the
ordinances or agreements pursuant to which the Franchise Revenues are to be collected
(17)
and received in any manner as to reduce or impair, or adversely affect, the undertaking
of the Issuer to apply the Franchise Revenues as hereinabove provided.
E. The Issuer hereby covenants and represents that the Guaranteed Entitlement
• Funds are and will continue to be available to the payment of the principal and interest
on the Bonds. From and after the issuance of any of the 1983 Bonds, and so long as any
Bonds remain outstanding, there shall be paid into the Sinking Fund each month from the
Guaranteed Entitlement Funds received during the current Bond Year all or such portion
thereof as will be equial to the amount, if any, of the deficienty in the Net Revenues
and the proceeds of the Public Service Tax and the Franchise Revenues, to make the
prescribed monthly payments into the Sinking Fund and according to the provisions of
this paragraph E, and all of the Guaranteed Entitlement Funds are pledged for that
purpose. The Issuer hereby covenants and agrees that so long as any of the Bonds are
outstanding it will not take any action which will jeopardize the receipt of the
Guaranteed Entitlement Funds in any way as to reduce or impair, or adversely affect,
the undertaking of the Issuer to apply the Guaranteed Entitlement Funds as hereinabove
provided.
F. Upon the sale of any Term Bonds of any series of 1983 Bonds, the Issuer shall,
by resolution, establish the amounts and maturities of the Amortization Installments for
such Term Bonds. Notwithstanding anything in paragraph B of this Section to the contrary
there is hereby established a special account within the Sinking Fund designated the
1983 Bond Amortization Account (the "Bond Amortization Account"). On a parity with
other required deposits for payment of maturing principal on the Parity Bonds and on
the 1983 Bonds, Pledged Funds shall be deposited into the Bond Amortization Account if
and to the extent required, in such sum as will be equal to one-sixth (1/6) or one-
twelth (1112) of the amount of the Amortization Installment which shall next become due
and payable semiannually or annually, respectively. Credit shall be allowed against the
total interest, Amortization Installment and principal due on the next interest and
principal payment dates, respectively, for any other funds on hand and available for
such purpose in the Sinking Fund for such period. Monies held for the credit of the
Bond Amortization Account shall be applied to the retirement of Term Bonds as follows:
(1) Subject to the provisions of paragraphs (2) and (3) below, the Issuer
shall endeavor to purchase Term Bonds then outstanding, at the most advantageous price
obtainable with reasonable diligence, such price not to exceed the principal of such
Term Bonds and the redemption premium which would be applicable if the moneys applied to
such purchase were otherwise applied to the redemption of Term Bonds under paragraph (2)
below. The Issuer shall pay.the interest accrued on such Term Bonds to the date of
delivery thereof from the Sinking Fund and the purchase price from the Bond Amortization
Account, but no such purchase shall be made by the Issuer within the period of forty-
five (45) days immediately preceding any interest payment date on which such Term Bonds
are subject to call for redemption except from moneys in excess of the amounts set aside
or deposited for the redemption of Term Bonds.
(2) Subject to the election provided for in paragraph (3) below, moneys in
the Bond Amortization account shall be applied by the Issuer in each Bond Year to the
retirement by mandatory redemption of Term Bonds then outstanding to the extent of the
mandatory redemption requirement, if any, for such Bond Year for the Term Bonds of each
such series then outstanding; provided, however, that if the Term Bonds of any series
shall not then be subject to mandatory redemption from moneys in the Bond Amortization
(18)
Account and if the Issuer shall at any time be unable to exhaust the moneys applicable
to the Term Bonds of such series under the provisions of this clause in the purchase of
such Term Bonds under the provisions of paragraph (1) above, such moneys or the balance
• of such moneys, as the case may be, shall be retained in the Bond Amortization Account
and, as soon as it is feasible, applied to the retirement of Term Bonds of such series.
(3) In lieu of purchasing or redeeming Term Bonds immediately upon deposit
of Amortization Installments into the Bond Amortization Account under paragraphs (1) or
(2) hereof, the Issuer may elect to retain the funds deposited into the Bond Amortization
Account, or any portion thereof, until a stated maturity or mandatory redemption date
of such Term Bonds of a series and invest such funds in the manner provided by this
Resolution, provided such investments mature not later than such stated maturity or
mandatory redemption date of such Term Bonds. Such election shall be made, as to all or
a part of the Term Bonds of a series, at the time of sale of such Term Bonds, in which
case such election shall be binding on the Issuer; provided, however, that if an election
is made to retain the funds in the Bond Amortization Account until stated maturity or
mandatory redemption dates of such Term Bonds of any series, such Term Bonds may never-
theless be subject to redemption prior to maturity at the option of the Issuer on such
terms and conditions as are fixed by resolution of the Issuer at the time of the sale of
the Bonds of such series.
(4) The Issuer shall deposit into the Bond Amortization Account Amortization
Installments for the amortization of the principal of the Term Bonds of any series, to-
gether with any deficiencies for prior required deposits into the Bond Amortization
Account, such Amortization Installments to be in such amounts (or calculable amounts)
and to be due on such date or dates and in such years as shall be determined by resolution
of the governing body of the Issuer at or prior to the sale of the Bonds of such series.
After all other required payments have been made, the Issuer shall pay from the
Sinking Fund all expenses in connection with any such purchase or redemption.
The funds and principal of investments constituting each Amortization Installment
in the Bond Amortization Account shall be applied exclusively for payment of Term Bonds
of each resepctive series for which such Amortization Installment was deposited into
the Bond Amortization Account, by purchase, redemption or payment at maturity, as
applicable, and shall not be available for payment, purchase or redemption of Term Bonds
of any other series or for transfer to the Sinking Fund to make up any deficiencies in
required payments therein.
SECTION 14. APPLICATION OF PROCEEDS OF 1983 BONDS. All moneys recieved from the
sale of the 1983 Bonds shall be applied by the Issuer as follows:
A. All accrued interest to the date of delivery plus, at the opiton of the Issuer,
an additional amount sufficient to pay all or a portion of the interest to accrue on
the 1983 Bonds attributable to the Project through the estimated date of completion of
the Project (as determined by the Consulting Engineer) and for not more than one year
thereafter, shall be deposited in the Sinking Fund and shall be used only for the
purpose of paying interest becoming due on the 1983 Bonds.
B. A sum of One Hundred Twenty Thousand Dollars ($120,000.00) deposited therein
on the date of delivery of the 1983 Bonds will be deposited in the Reserve Account as
the reserve for the Series A Bonds.
• C. To the extent not paid or reimbursed therefor by the original purchaser of the
1983 Bonds, the Issuer shall next pay all engineering fees, legal fees, fees of financial
advisors, cost of the issuance of the 1983 Bonds, and all other similar costs incurred in
(19)
connection with the preparation, issuance, and sale of the 1983 Bonds.
D. A sum specified in the Escrow Deposit Agreement which, when invested in
Federal Securities, the income earned thereon and the other funds described in the
• Escrow Deposit Agreement to be deposited in escrow, will be sufficient to pay, as of
any date of calculation, the principal of and premium, if any, and interest on the
Refunded Bonds as the same shall become due or are redeemed as provided by subsequent
resolution of the Issuer, whichever is earlier, shall be deposited into the Escrow
Account established in the Escrow Deposit Agreement.
Simultaneously with the delivery of the 1983 Bonds or the first installment thereof
to the original purchaser thereof, the Issuer shall enter into the Escrow Deposit
Agreement in substantially the form attached hereto as Exhibit A with a bank or trust
company approved by the Issuer, which shall provide for the deposit of sums into the
Escrow Account and for the investment of such monies in appropriate Federal Securities,
so as to produce sufficient funds to make all of the payments described in this section.
At the time of execution of the Escrow Deposit Agreement, the Issuer shall furnish to
the Escrow Holder named therein appropriate documentation to demonstrate that the sums
being deposited and the investments to be made will be sufficient for such purposes
Such funds shall be kept accounted for separately from all other accounts of the
Issuer, and the monies on deposit therein shall be withdrawn, used and applied by the
Escrow Holder solely for the purposes set forth herein and in the Escrow Deposit Agree-
ment. All such funds shall be and constitute trust funds for such purposes and there is
hereby created a lien in favor of the holders of the Refunded Bonds upon such money
until so applied.
E. The balance of the monies remaining after making all the deposits and payments
provided for in paragraphs A through D, inclusive, above shall be paid into a separate
fund to be designated Water and Sewer Revenue bonds, Series 1983 Construction Fund
(herein called "Construction Fund"), hereby created and established, shall be withdrawn,
used and applied by the Issuer solely to the payment of the cost of the Project and
purposes incidental thereto, as hereinabove described and set forth. All proceeds of
any federal grants received from the U.S. Environmental Protection Agency and the
Farmers Home Administration for partial financing of the Project, and all other funds,
if any, from other sources intended to be used for costs of the Project shall be
deposited upon receipt into the Construction Fund.
Any funds on deposit in the Construction Fund may be invested and reinvested in
Authroized Investments maturing at such times as the moneys in this Fund will be needed
for their intended purposes. All such securities shall be held by the depository bank,
and all income derived therefrom shall be deposited in the Construction Fund until the
Project has been completed, at which time said income together with any balance remaining
in the Construction Fund shall be deposited in the Sinking Fund, and the Construction
Fund shall be closed.
All expenditures or disbursements from the Construction Fund (except disbursements
to provide for retirement of any notes issued in anticipation of the 1983 Bonds for
temporary financing of the Project) shall be made only after such expenditures or
disbursements shall have been approved in writing by the Consulting Engineer. The date
of completion of the applicable portion of the Project shall be determined by the
• Consulting Engineer, who shall certify such fact in writing to the Issuer. All such
proceeds shall be and constitute trust funds for such purposes, and there is hereby
created a lien upon such moneys until so applied in favor of the holders of 1983 Bonds.
(20)
The cash required to be accounted for in each of the foregoing funds established
herein may be deposited in a single bank account, provided that adequate accounting
records are maintained to reflect and control the restricted allocation of the cash
on deposit therein for the various purposes of such funds as herein provided.
• The designation and establishment of the various funds in and by this Resolution
shall not be construed to require the establishment of any corlpletelyindependent, self-
balancing funds as such term is commonly defined and used in governmental accounting,
but rather is intended solely to constitute an earmarking of certain revenues and assets
of the System for certain purposes and to establish certain priorities for application
of such reveneus and assets as herein provided.
SECTION 15. ARBITRAGE. The Issuer at all times while the 1983 Bonds and the
interest thereon are outstanding will comply with the requirements of Section 103 (c)
of the Internal Revenue Code of 1954 and any valid and applicable rules and regulations
promulgated thereunder.
SECTION 16. AMENDMENT OF ORIGINAL ORDINANCE. Sections 3.01, 3.02 and 3.04 of the
Original Ordinance are hereby amended to read as follows:
3.01 Bonds Not To Be Indebtedness of Issuer. Neither the bonds nor the
coupons attached thereto shall be or constitute general obligations or indebtedness of
the Issuer as "bonds" within the meaning of the Constitution of Florida, but shall be
payable solely from and secured by a lien upon and a pledge of the Pledged Funds as
herein provided. No owner or holder of any bond or coupon issued hereunder shall ever
have the right to compel the exercise of any ad valorem taxing power, or taxation in
any form, to pay such bond or coupons or the cost of operating and maintaining the
system, or be entitled to payment of such bond or coupon from any funds of the Issuer
except from the Pledged Funds in the manner provided herein.
3.02 Bonds Secured by Pledge of Pledged Funds and Special Funds Created
Therefrom. The payment of the debt service of all of the bonds issued hereunder shall
be secured forthwith equally and ratably by a pledge of and a first lien upon the
Pledged Funds. The Issuer does hereby irrevocably pledge the Pledged Funds to the
payment of the principal of and interest on the bonds issued pursuant to this ordinance
and to the payment into the Sinking Fund at the times provided of the sums required to
secure to the holders of the bonds issued hereunder the payment of the principal of
and interest thereon at the respective maturities of the bonds and coupons so held by
them.
3.04 Covenants of the Issuer. So long as any of the principal of or interest
on any of the bonds shall be outstanding and unpaid, or until there shall have been set
apart in the Sinking Fund herein established, including the Reserve Account therein, a
sum sufficient to pay, when due, the entire principal of the bonds remaining unpaid,
together with interest accrued and to accrue thereon, the Issuer covenants with the
holders of any and all of the bonds issued pursuant to this ordinance as follows:
(A) Annual Budget of Revenue and Current Expenses. The Issuer covenants
and agrees that on or before the date of completion of construction of the project, or
the date of delivery of the bonds to the purchasers thereof if the system shall then be
revenue producing, it will adopt a budget of Revenue and Current Expenses for the
system for the remainder of the then current fiscal year and thereafter, on or before
the first day of each fiscal year during which any of the bonds are outstanding, it
10 will adopt an Annual Budget of Current Expenses for the ensuing fiscal year, and will
mail a copy of such budget or amendments thereto to any requesting bondholder. Current
(21)
Expenses shall include all reasonable and necessary costs of operating, repairing,
maintaining and insuring the system, but shall exclude depreciation, payments into the
Sinking Fund and payments into the Reserve Account and Renewal and Replacement Fund.
The Issuer covenants that the Current Expenses incurred in any year will not exceed the
• reasonable and necessary amounts required therefor, and that it will not expend any
amount or incur any obligations for operations, maintenance and repair in excess of the
amount provided for Current Expenses in the Annual Budget, except upon resolution by its
Council that such expenses are necessary to operate and maintain the system.
(B) Revenue Fund. The Issuer covenants and agrees that as soon as the bonds
shall be delivered to the purchasers thereof, it will establish with a depository in the
State of Florida, which is a member of the Federal Deposit Insurance Corporation and
which is eligible under the Laws of the State of Florida to receive municipal funds, and
maintain so long as any of the bonds are outstanding, a special fund to be known as the
"Okeechobee Water and Sewer System Revenue Fund", hereinafter called the "Revenue Fund".
The Revenue Fund shall be held by the Issuer separate and apart from all other funds
and shall be expended and used only in the manner and order specified in paragraphs (C),
(D) and (E) of this Section.
The Issuer further covenants and agrees that all revenues of the system shall
forthwith, and not less frequently than monthly, be deposited into said Revenue Fund
hereby created. The Issuer shall deposit into the Revenue Fund, promptly as received,
all cash income received from the ownership and operation of the system.
(C) Operation and Maintenance Fund. The Issuer covenants and agrees to
establish with a depository in the State of Florida, which is a member of the Federal
Deposit Insurance Corporation, and which is eligible under the Laws of the State of Florio
to receive municipal funds, a special fund to be known as the "Okeechobee Water and Sewer
System Operation and Maintenance Fund", which shall be used exclusively for the purpose
of receiving funds to be transferred monthly by the Issuer from the Revenue Fund, and
for paying, as they accrued, the Current Expenses of the system pursuant to the Annual
Budget. The Issuer shall transfer on or before the fifteenth day of each month from
the Revenue Fund and deposit to the credit of the Operation and Maintenance Fund a sum
sufficient to pay the Current Expenses of the System for the current month, all in
accordance with the Annual Budget. Any balance remaining in the Operation and MaintenancE
Fund at the end of the fiscal year and not required to pay costs incurred during said
fiscal year shall be deposited promptly into the Revenue Fund.
(D) Bond and Interest Sinking Fund. The Issuer covenants and agrees to
establish with a depository in the State of Florida, which is a member of the Federal
Deposit Insurance Corporation, and which is eligible under the Laws of the State of
Florida to receive municipal funds a special fund or funds, collectively called
"Okeechobee Water and Sewer System Bond and Interest Sinking Fund", hereinafter called
the "Sinking Fund", to be used exclusively for the purposes hereinafter mentioned. After
having made the deposits to the Operation and Maintenance Fund as provided in paragraph
(C) above, the Issuer shall transfer on or before the 15th day of each month from the
Revenue Fund and deposit to the credit of the Sinking Fund the following amounts:
(1) A sum equal to 1/6 or 1112 of the amount of one year's semiannual
or annual interest coming due on all the bonds then outstanding, together with the
• amount of any deficiency in prior deposits for interest; and
(2) Beginning on January 15, 1984, a sum equal to 1112 of the principal
(including Amortization Installments for retirement of Term Bonds, if any) of the bonds
(22)
maturing on the next succeeding anniversary date, together with the amount of any
deficiency in prior deposits for principal (including such Amortization Installments).
(3) After fulfillment of the requirements of paragraphs (C) (1) and (2),
the Issuer shall trasfer on or before the 15th day of each month from the Revenue Fund
• and deposit to the credit of a special account in the Sinking Fund, herein called the
"Reserve Account", the sum of One Thousand Seven Hundred Ninety Four Dollars ($1,794.00)
until such time as the funds and investments therein shall equal Two Hundred Fifteen
Thousand Two Hundred Sixty Dollars ($215,260.00), and monthly thereafter such amount as
may be necessary to maintain in the Reserve Account the sum of Two Hundred Fifteen
Thousand Two Hundred Sixty Dollars ($215,260.00) but not exceeding One Thousand Seven
Hundred Ninety Four Dollars ($1,794.00) monthly. Moneys in the Reserve Account shall be
used only for paying the principal of (including Amortization Installments, if any) and
interest on the bonds in the event that the moneys in the Sinking Fund shall ever be
insufficient to meet such payments. Surplus moneys in the Reserve Account shall be
transferred to the Sinking Fund.
(E) Renewal and Replacement Fund. After disposing of revenues as required
in paragraphs (C) and (D) above, the Issuer shall deposit into the City of Okeechobee
Water and Sewer Renewal and Replacement Fund, hereby created (the "Renewal and Replacemen
Fund") the sum of 1112 of $20,000 monthly; provided, however, that no further deposits
shall be required to be made whenever and so long as the amount on deposit therein shall
be at least $100,000. The moneys in the Renewal and Replacement Fund shall be used
only for the purpose of paying the cost of extensions, enlargements or additions to,
or the replacement of capital assets of the System and emergency repairs thereto. Such
moneys on deposit in such Fund shall also be used to supplement the Reserve Account if
necessary, in order to prevent a default in the payment of the principal of and interest
on the Bonds. The moneys on deposit in such fund shall be withdrawn only upon the
authorization of the governing body of the issuer and the consulting engineer.
(F) Transfer of Excess Funds. Subject to the provisions for the disposition
of revenues in paragraphs (C), (D) and (E), which are cumulative, the Issuer may use the
balance of excess funds in the Revenue Fund for any lawful purpose.
(G) Excise Revenues. The issuer covenants and agrees to establish with a
depository in the State of Florida, which is a member of the Federal Deposit Insurance
Corporation, and which is eligible under the Laws of the State of Florida to receive
municipal funds, a special fund to be known as the "Okeechobee Excise Revenues Fund",
hereinafter called the "Excise Revenues Fund", which shall be used exclusively for the
purpose of receiving all of the proceeds of the Excise Revenues as soon as the same are
collected by the Issuer. Whenever by reason of the insufficiency of moneys on deposit
in the Revenue Fund, the Issuer is not able to make promptly the current monthly payments
required to be made pursuant to the provisions of paragraph (D) above, there shall be
paid into the Revenue Fund from the moneys on deposit in the Excise Revenues Fund what-
ever sums are necessary to cure such existing deficit. After the 15th day of each month,
if all of the above-required current payments have been made from the Revenue Fund, and
from the Excise Revenues Fund to the extent necessary, the balance of any moneys on
deposit in the Excise Revenues Fund shall be held therein until all such payments have
been made for the Current Bond Year and then any excess may be withdrawn and used by
the Issuer for any lawful municipal purpose.
(H) Trust Funds. The funds and accounts created and established by this
(23)
ordinance shall constitute trust funds for the purpose provided herein for such funds.
All of such funds, except as hereinafter provided, shall be continuously secured in the
same manner as municipal deposits of funds are required to be secured by the Laws of the
State of Florida. Moneys on deposit to the credit of each of such funds and accounts
• may be invested in Authorized Investments, maturing in the case of the Reserve Account,
not more than 15 years from date of purchase, and in the case of the other funds and
accounts, not later than the date such moneys will be needed for the purposes of such
respective funds and accounts. The securities so purchased as an investment of funds
shall be deemed at all times to be a part of the account from which the said investment
was withdrawn, and the interest accruing thereon and any profit realized therefrom shall
be credited to such account and any loss resulting from such investment shall likewise
be charged to said account.
(I) Rates and Charges. The Issuer covenants and agrees to maintain and
collect, so long as any of the bonds are outstanding, such schedule of water and sewer
rates and charges which, together with the proceeds of the Excise Revenues, will produce
Net Revenues in each fiscal year which shall be sufficient to provide for 1250/. of the
Annual Debt Service Requirement for such year on the outstanding Bonds and 100% of all
other payments provided for in this Ordinance; and the Issuer covenants and agrees that
so long as any of the bonds are outstanding and unpaid, at the same time and in like
manner that the Issuer prepares its Annual Budget of Revenues and Current Expenses, the
Issuer shall annually prepare an estimate of gross revenues to be derived from the
operation of the system for the ensuing fiscal year, and to the extent that said gross
revenues are insufficient to pay debt service requirements during such ensuing year on
all outstanding bonds payable from the revenues of the system, build up and maintain the
required reserves for all such outstanding bonds and pay Current Expenses, the Issuer
shall revise the fees and rates charged for the use of the services and facilities of the
system sufficiently to provide the funds required.
(J) Levy of Public Service Taxes. The City, has covenanted that it will not
repeal the Ordinance now in effect levying the Public Service Tax and will not amend or
modify said Ordinance in any manner so as to impair or adversely affect the power and
obligation of the City to levy and collect the Public Service Tax as presently in effect
or to impair or adversely affect in any manner the pledge of the proceeds of the Public
Service Tax made in the Ordinance or the rights of the holders of the Bonds.
The City further covenants that it will not repeal, amend or modify the
Ordinances or agreements pursuant to which the franchise revenues are to be collected
and received in any manner so as to reduce or impair, or adversely affect, the undertaking
of the City to apply the franchise revenues as provided herein.
The City further covenants that it will not take any action which will
jeopardize the receipt of the Guaranteed Entitlement Trust Funds in any way as to reduce
or impair, or adversely affect, the undertaking of the City to apply the Guaranteed
Entitlement Trust Funds as provided herein.
(K) Issuance of other Obligations.
(1) The Issuer covenants and agrees that in the event the cost of
construction or completion of the project shall exceed the dollar amount of bonds herein
authorized, it shall deposit into the Construction Account the amount of such excess out
• of funds available to it for such purpose, and the Issuer may provide such excess, and
only such excess, through the issuance of parity bonds conforming to the requirements of
paragraph (3) of this subsection; but except to complete the project, it will not issue
(24)
any other obligations payable from or secured by the Pledge Funds unless the conditions
hereinafter set forth shall be met, or unless the lien of such obligations is junior and
subordinate in all respects to the lien of these bonds.
(2) The Issuer shall have the right to add new water or sewer facilities
• and related auxiliary facilities, by the issuance of one or more additional series of
bonds to be secured by a parity lien on and ratably payable from the Pledged Funds,
provided in each instance that:
(a) The facility or facilities to be built from the proceeds of the
additional parity bonds is or are made a part of the system and its or their revenues are
pledged as additional security for the additional parity bonds and the outstanding bonds.
(b) The Issuer is in compliance with all covenants and undertakings
in connection with all of its bonds then outstanding and payable from the Pledged Funds
and has not been in default as to any payments required to be made under this ordinance
for a period of at least the next preceding 24 months, or if at such time the bonds shall
not have been outstanding for 24 months then for the period that the bonds shall have
been outstanding.
(c) The annual Net Revenues (plus the proceeds of the Excise
Revenues, if they shall be pledged as security for the outstanding bonds and the additions
parity bonds) for the fiscal year next preceding the issuance of additional parity bonds
are certified by an independent public accountant employed by the Issuer, to have been
equal to at least one and twenty-five hundreths (1.25) times the Maximum Annual Debt Servi
Requirements for all the bonds then outstanding and payable from such Pledged Funds.
(d) The estimated average annual net revenues of the facility or
facilities to be constructed and acquired with the proceeds of such additional bonds
(and any other funds pledged as security), when added to the estimated future average
annual net revenues of the then existing system (plus the proceeds of the Excise Revenues,
if it shall be pledged as security for the outstanding bonds and the additional parity
bonds) shall be at least one and twenty-five hundreths (1.25) times the Maximum Annual
Debt Service Requirements for all outstanding bonds payable from the revenues of the
system and on the additional bonds proposed to be issued. Estimates of future revenues
and operating expenses shall be furnished by recognized independent consulting engineers
and approved by the Council of the Issuer and by the Mayor thereof, and shall be forecast
over a period of not exceeding ten years from the date of issuance of the additional bond:
proposed to be issued. Provided, however, the conditions provided by this paragraph and
by the next preceding paragraph (c) may be waived or modified by the written consent of
the holders of seventy-five per centum (75%) of the bonds then outstanding.
(3) The Issuer hereby covenants and agrees that in the event additional
series of parity bonds are issued, it will provide that said parity bonds shall mature
in such years that they and all other bonds payable from the revenues of the system shall
mature according to a schedule which most closely approximates equal annual installments
of combined principal and interest payments; it will adjust the required deposits into
and the maximum amount to be maintained in the Sinking Fund, including the Reserve Accouni
therein, on the same basis as hereinabove prescribed, to reflect the Annual Debt Service
Requirement on the additional bonds; and it will make such additional bonds payable as to
principal on January 1 of each year in which principal falls due and the interest thereon
• payable on January 1 (and, if semiannual, July 1) of each year. If in any subsequently
issued series of bonds secured by a parity lien on the revenues of the system it is
provided that excess revenues shall be used to redeem bonds in advance of scheduled
maturity, or if the Issuer at its option undertakes to redeem outstanding bonds in
advance of scheduled maturity, the Issuer covenants that calls of bonds will be applied
to each series of bonds on an equal pro rata basis (reflecting the proportion of the
(25)
original amount of each series of bonds outstanding at the time of such call) to the
extent that this may be accomplished in accordance with the call provisions of the
respective bond series, but the Issuer shall have the right to call any or all out-
standing bonds which may be called at par prior to calling any bonds that are callable
at a premium.
(L) Disposal of Facilities. The Issuer covenants and agrees that, so long as
any of the bonds are outstanding, it will maintain its corporate identity and existence
and will not sell or otherwise dispose of any of the system facilities or any part there-
of, and, except as provided for above, it will not create or permit to be created any
charge or lien on the revenues thereof ranking equal or prior to the charge or lien of
these bonds. Notwithstanding the foregoing, the Issuer may at any time permanently
abandon the use of, or sell at fair market value, any of its system facilities, provided
that:
(a) It is in compliance with all covenants and undertakings in connec-
tion with all of its bonds then outstanding and payable from the revenues of the system,
and the debt service reserve for such bonds has been fully established;
(b) It will, in the event of sale, apply the proceeds to either (1)
redemption of outstanding bonds in accordance with the provisions governing repayment
of bonds in advance of maturity, or (2) replacement of the facility so disposed of by
another facility the revenues of which shall be incorporated into the system as herein-
before provided;
(c) It certified, prior to any abandonment of use, that the facility to
be abandoned is no longer economically feasible of producing net revenues; and
(d) It certified that the estimated net revenues of the remaining system
facilities for the next succeeding fiscal year, plus the estimated net revenues of the
facility, if any, to be added to the system, satisfy the earnings test hereinbefore
provided in this subsection governing issuance of additional parity bonds.
(M) Insurance on System. While any of the bonds shall remain outstanding,
the Issuer shall carry at least the following insurance coverage:
(1) Fire and extended coverage insurance on the insurable portions of
the system, in amounts sufficient to provide for not less than full recovery whenever a
loss from perils insured against does not exceed eighty per centum (80%) of the full
insurable value of the damaged facility.
In the event of any damage to or destruction of any facility or facilities
of the system, the Issuer shall deposit the insurance proceeds in the Reserve Account and
promptly arrange for the application thereof to the repair or reconstruction of the
damaged or destroyed portion thereof.
(2) Public liability insurance relating to the operation of the system,
with limits of not less than $100,000 for one person and $300,000 for more than one
person involved in one accident, to protect the Issuer from claims for bodily injury
and/or death; and not less than $10,000 from claims for damage to property of others
which may arise from the Issuer's operation of the system.
(3) If the Issuer owns or operates a vehicle in the operation of the
system, vehicular public liability insurance with limits of not less than $100,000 for
one person and $300,000 for more than one person involved in one accident to protect the
• Issuer from claims for bodily injury and death, and not less than $10,000 against claims
for damage to property of others which may arise from the Issuer's operation of vehicles.
(26)
(4) All such insurance shall be carried for the benefit of the holders
of the bonds. All moneys received for losses under any of such insurance, except public
liability, are hereby pledged by the Issuer as security for the bonds herein authorized,
• until and unless such proceeds are used to remedy the loss or damage for which such
proceeds are received, either by repairing the property damaged or replacing the property
destroyed within ninety (90) days from the receipt of such proceeds.
(N) Maintenance of System. The Issuer will complete the construction of the
project as provided for in this ordinance in an economical and efficient manner with all
practicable dispatch, and thereafter will maintain the system in good condition and
continuously operate the same in an efficient manner and at a reasonable cost.
(0) No Free Services. The Issuer will not render or cause to be rendered any
free services of any nature by its system, nor will any preferential rates be established
for users of the same class; and if the Issuer shall avail itself of the facilities or
services provided by the system, or any part thereof, then the same rates, fees or charges
applicable to other customers receiving like service under similar circumstances shall be
charged to the Issuer. Such charges shall be paid as they accrue, and the Issuer shall
transfer from its general funds sufficient sums to pay such charges. The revenues so
received shall be deemed to be revenues derived from the operation of the system, and
shall be deposited and accounted for in the same manner as other revenues derived from
such operation of the system.
(P) Failure of User to Pay for Services. Upon failure of any user to pay for
services rendered within sixty (60) days, the Issuer shall shut off the connection of
such user and shall not furnish him or permit him to receive from the system further
service until all obligations owed by him to the Issuer on account of services shall
have been paid in full. This covenant shall not, however, prevent the Issuer from
causing any system connection to be shut off sooner.
(0) Enforcement of Collections. The Issuer will diligently enforce and
collect the rates, fees and other charges for the services and facilities of the system;
and will take all steps, actions and proceedings for the enforcement and collection of
such rates, charges and fees as shall become delinquent to the full extent permitted or
authorized by law; and will .maintain accurate records with respect thereof. All such fees,
rates, charges and revenues herein pledged shall, as collected, be held in trust to be
applied as provided in this ordinance and not otherwise.
(R) Sufficiency of Rates. The Issuer covenants and agrees that it will fix,
establish, revise from time to time whenever necessary and maintain always such fees,
rates, rentals and other charges for the use of the product, services and facilities of
the system which, together with the proceeds of the cigarette tax, will always produce
cash revenues sufficient to pay, and out of such funds pay, as the same shall become due,
the principal of and interest on the said outstanding prior lien obligations and the bonds
the necessary expenses of operating and.maintaining the system and all reserve, Sinking
Fund or other payments required by this ordinance, and to meet the requirements of Sub-
section (I) above and that such rates, fees, rentals or other charges will not be reduced
so as to be insufficient to provide funds for such purposes.
(S) Compliance with Laws and Regulations. The Issuer covenants and agrees to
perform and comply with, in every respect, the Loan and Grant Agreements which it might
. have with the United States of America, acting by and through the Farmers Home Adminis-
tration, U.S. Department of Agriculture (hereinafter called the "Government"), or with
any other governmental agency and all applicable State Laws and regulations and to
continually operate and maintain the system in good condition.
(27)
(T) Remedies. Any holder of the bonds or any coupons appertaining thereto
issued under the provisions of this ordinance, or any trustee acting for the holders of
such bonds and coupons, 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 Laws of
the State of Florida, or granted and contained in this ordinance, and may enforce and
compel the performance of all duties required by this ordinance or by any applicable
State or Federal statutes to be performed by the Issuer or by any officer thereof.
Nothing herein, however, shall be construed to grant to any holder of such
bonds or coupons any lien on any real property of the Issuer.
(U) Records and Audits. The Issuer shall keep books and records of the
revenues of the system and of the proceeds of the cigarette tax, which such books and
records shall be kept separate and apart from all other books, records and accounts of
the Issuer, and any holder of a bond or bonds or the coupons applicable thereto issued
pursuant to this ordinance shall have the right to, at all reasonable times, inspect all
records, accounts and data of the Issuer relating thereto.
So long as any of the bonds shall be outstanding, the Issuer will furnish on or
before ninety (90) days after the close of each fiscal year, to any bondholder who shall
request the same in writing, copies of an annual audit report prepared by an independent
public accountant or an auditing official of the State of Florida, covering for the
preceding fiscal year in reasonable detail, the financial condition and record of operatic
of the system and any other facilities the revenues of which are pledged to the payment of
the bonds.
(V) Connection with System. The Issuer will, to the full extent permitted by
law, require all lands, buildings, residences and structures within its corporate limits
which can use the facilities and services of the system to connect therewith and use the
facilities and services thereof, and to cease the use of all other facilities. The Issuer
will not grant a franchise for the operation of any competing water or sewer system until
all bonds issued hereunder, together with interest thereon, shall have been paid in full.
(W) Fidelity Bonds. The Issuer will require each employee who may have
possession of money derived from the operation of the system to be covered by a fidelity
bond written by a responsible indemnity company in an amount fully adequate to protect
the Issuer from loss.
(X) Government Approval of Extensions and Financing. Anything herein to the
contrary notwithstanding, if the Government is the purchaser of any of the bonds, the
Issuer will not borrow any money from any source or enter into any contract or agreement
or incur any other liability in connection with making extensions or improvements other
than normal maintenance of the system, or permit others to do so, without obtaining the
prior written consent of the Government, while the Government continues to hold any of
the bonds.
(Y) Reimbursement of Advances and Interest Thereon. While the Government shall
be the holder of any of the bonds, the Government shall have the right to make advances
for the payment of insurance premiums and/or other advances which, in the opinion of the
Government, may be required to protect the Government's security interest. In the event
• of any such advances, the Issuer covenants and agrees to repay the same, together with
interest thereon at the same rate per annum as specified in the bonds, upon demand made
at any time after any such expenditure by the Government. Any such amounts due the
Government shall take priorty over any other payments from the Reserve Account.
(28)
(Z) Release of Excise Revenues. At such time as the Issuer may be able to
obtain and file in the minutes of its City Council a certificate of an independent
certified public accountant stating that for the immediately preceding fiscal year the
• Net Revenues derived from the operation of the System equaled at least one hundred forty
per centum (140%) of the combined Maximum Annual Debt Service Requirement maturing in
any one ensuing fiscal year on all outstanding obligations payable from the revenues of
the system then upon a declaration by resolution of the City Council, the lien hereby
impressed Upon the Excise Revenues as security for the payment of the bonds shall be
permanently released, and thereafter the payment of the bonds shall be solely secured by
a lien upon and pledge of the Net Revenues to be derived from the operation of the
System; provided,however, the Excise Revenues shall not be released unless all payments
required by this ordinance to have been made to the several funds herein specified shall
have been made in full, and the Reserve Account shall have on deposit therein at least the
sum of Three Hundred Thirty Five Thousand Two Hundred Sixty Dollars ($335,260.00) as such
sum may be adjusted upon the issuance of any additional parity bonds.
Section 4.02 of the Original Ordinance is hereby amended to read as follows:
4.02 Creation of Superior Liens. The Issuer covenants that it will not issue
any other bonds, certificates or obligations of any kind or nature or create or cause or
permit to be created any debt, lien, pledge, assignment or encumbrance or charge payable
from or enjoying a lien upon the revenues of the system or the Excise Revenues ranking
prior and superior to the lien created by this Ordinance for the benefits of the bonds
herein authorized.
The Original Ordinance is further amended by adding thereto the provisions of
Section 18 of this Ordinance.
SECTION 17. USE OF FUNDS SET ASIDE FOR REFUNDED BONDS. The moneys and investments
in the funds and accounts established in the Resolution authorizing the issuance of the
Refunded Bonds shall be transferred to one or more or the corresponding funds and account:
established in the Original Ordinance or this Ordinance or shall be deposited in escrow
for payment of the Refunded Bonds pursuant to the Escrow Deposit Agreement described in
Section 13 hereof. The distribution of such moneys and investments among the accounts,
funds and Escrow Deposit Agreement shall be made as determined by the Issuer prior to
the delivery of any of the 1983 Bonds.
SECTION 18. DEFEASANCE. If, at any time, the Issuer shall have paid, or shall
have made provision for payment of, the principal, interest, Amortization Installments
and redemption premiums, if any, with respect to the Bonds,then, and in that event, the
pledge of and lien on the Pledged Funds, and all other covenants and pledges made in
this Ordinance in favor of the holders of the Bonds shall no longer be in effect. For
purposes of the preceding sentence, deposit of cash and/or Federal Securities or bank
certificates of deposit fully secured as to principal and interest by Federal Securities
(or deposit of any other securities or investments which may be authorized by law from
time to time and sufficient under such law to effect such a defeasance) in irrevocable
trust with a banking institution or trust company, for the sole benefit of the bond-
holders, in respect to which such Federal Securities or certificates of deposit, the
principal and interest received will be sufficient to make timely payment of the principal
• interest, Amortization Installments and redemption premiums, if any, on the outstanding
Bonds, shall be considered "provision for payment". Nothing herein shall be deemed to
require the Issuer to call any of the outstanding Bonds for redemption prior to maturity
(29)
pursuant to any applicable optional redemptionprovisions, or to impair the discretion
of the Issuer in determining whether to exercise any such option for early redemption.
Notwithstanding any other provisions of this section, no provision for payment, within
• the meaning hereof, shall be effective with respect to any Bonds registered in the name
of the Government unless the Gevernment shall consent thereto.
SECTION 19. MODIFICATION OR AMENDMENT. No material modification or amendment of
this Ordinance or of any ordinance or resolution amendatory hereof or supplemental hereto
may be made without the consent in writing of the holders of two-thirds or more in the
principal amount of the Bonds then outstanding; provided, however, that no modification
or amendment shall permit a change in the maturity of such Bonds or a reduction in the
rate of interest thereon or in the amount of the principal obligation thereof or affectin,
the promise of the Issuer to pay the principal of and interest on the Bonds as the same
shall become due from the Pledged Funds or reduce the percentage of the holders of the
Bonds required to consent to any material modification or amendment hereof without the
consent of the holder or holders of all such Bonds; provided, however, that no such
modification or amendment shall allow or permit any acceleration of the payment of
principal of or interest on the Bonds upon any default in the payment thereof whether or
not the holders of the Bonds consent thereto.
SECTION 20. SEVERABILITY OF INVALID PROVISIONS. If any one or more of the covenant:
agreements, or provisions herein contained shall be held contrary to any express provisiot
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 shall be deemed separable
from the remaining covenants, agreements or provisions and shall in no way affect the
validity of any of the other provisions hereof or of the Bonds or coupons issued hereunder
SECTION 21. SALE OF 1983 BONDS. The 1983 Bonds shall be issued and sold in such
manner and at such price or prices consistent with the Act, all at one time or in install-
ments from time to time, as shall be hereafter determined by resolution of the governing
body of the Issuer, provided that the 1983 Bonds or any installment thereof shall be sold
only if, (i) at the time of sale of the first installment of the 1983 Bonds, the consent
attached hereto as Exhibit B shall be executed by the holders of all the Parity Bonds
and shall be in full force and effect, and (ii) the first installment of 1983 Bonds is
sold and delivered in an aggregate amount sufficient to effect the complete refunding
program described in Section 14(D) of this Ordinance.
SECTION 22. VALIDATION AUTHORIZED. The attorney for the Issuer is authorized and
directed to prepare and file proceedings to validate the 1983 Bonds in the manner providec
by law.
SECTION 23. ESTABLISHMENT OF RATES SUFFICIENT TO MEET PARITY TEST. The Issuer shall
establish, maintain and collect always rates and charges for the services of the System
which will produce sufficient Net Revenues, together with the Public Service Tax,
Franchise Revenues and Guaranteed Entitlement Funds, to enable the Issuer to comply with
the provisions of Section 3E of this Ordinance by securing the consent described therein,
or, in the alternative to enable the Issuer to comply with the provisions of Section
3.04 (J) of the Original Ordinance with respect to the issuance of the 1983 Bonds.
• SECTION 24. EVENTS OF DEFAULT AND REMEDIES. If one or more of the following events
shall happen:
A. The Issuer shall fail to pay the principal of or interest on any of the
Bonds as the same shall become due; or
(30)
B. The Issuer shall fail in the observance or performance of any of the
covenants contained in this Ordinance or the Original Ordinance then, in each and every
case, any holder or holders of 1983 Bonds then outstanding and affected thereby shall
have all the rights and remedies afforded to the holders of Bonds under the Original
Ordinance, the provisions of which are hereby incorporated by reference.
SECTION 25. SUPPLEMENTAL ORDINANCES AND RESOLUTIONS. The Issuer may, from time to
time and at any time, adopt such ordinances or resolutions as shall be inconsistent with
the terms and conditions of this Ordinance:
A. To cure any ambiguity, defect, or omission in this Ordinance; or
B. To secure, extend or renew to the holders of the 1983 Bonds the pledges
made herein for the payment of the 1983 Bonds and the interest to accrue thereon.
SECTION 26. REPEALING CLAUSE. All resolutions or parts thereof of the Issuer in
conflict with the provisions herein contained are, to the extent of such conflict,
hereby superseded and repealed.
SECTION 27. EFFECTIVE DATE. This Ordinance shall take effect on the date of its
enactment, this the 18th day of April , 1983.
Introduced on first reading and set for public hearing this 4th day of April, 1983.
ATTEST:
City Clerk
Mayor
Introduced and passed on second and final reading this 18th day of April, 1983
ATTEST:
ayor
EXHIBIT A
ESCROW DEPOSIT AGREEMENT
• This ESCROW DEPOSIT AGREEMENT, dated as of 1, 1983, by and between
the CITY OF OKEECHOBEE, FLORIDA (the "Issuer"), and
Florida, a banking corporation organized under the laws of the
as Escrow Holder (the "Escrow Holder");
WITNESSETH:
WHEREAS, the Issuer has previously authorized and issued obligations of the Issuer
as hereinafter set forth and defined as the "Refunded Bonds", as to which the current
Aggregate Debt Service (as hereinafter defined) is set forth on Schedule A; and
WHEREAS, the Issuer has determined to provide for payment of the Aggregate Debt
Service of the Refunded Bonds by depositing with the Escrow Holder cash, Market Securitie;
and Federal Securities, the principal of and interest on which will be at least equal to
such sum; and
WHEREAS, in order to obtain the funds needed for such purpose, the Issuer has
authorized and is, concurrently with the delivery of this Agreement, issuing certain
Bonds more fully described herein; and
WHEREAS, the Issuer has determined that the amount on deposit from time to time in
the Escrow Account, as defined herein, will be sufficient to pay the Annual Debt Service
on the Refunded Bonds in each year;
NOW THEREFORE, in consideration of the mutual covenants and agreements herein
contained, the Issuer and the Escrow Holder agree as follows:
Section 1. Definitions. As used herein, the following terms mean:
(a) "Aggregate Debt Service" means, as of any date, the sum of all present and
future Annual Debt Service payments then remaining unpaid with respect to the Refunded
Bonds.
(b) "Agreement" means this Escrow Deposit Agreement.
(c) "Annual Debt Service" means, in any year, the principal of and interest on
the Refunded Bonds coming due in such year as shown on Schedule A attached hereto.
(d) "Bonds" means the Water and Sewer Revenue Bonds, Series 1983 of the Issuer
authorized by the Ordinance.
(e) "Escrow Account" means the account established and held by the Escrow Holder
pursuant to this Agreement, in which cash and investments will be held for payment of
the Refunded Bonds.
(f) "Escrow Holder" means
(g) "Escrow Requirement" means, as of any date of calculation, the sum of an
amount in cash and principal amount of Federal Securities in the Escrow Account which,
together with the interest due on the Federal Securities will be sufficient to pay, as
the installments thereof become due, the Aggregate Debt Service and to pay when due
all Expenses then unpaid.
(h) "Expenses" means the expenses act forth on Schedule attached hereto
and hereby made a part hereof.
• (i) "Federal Securities" means direct obligations of the United States of America
and obligations the principal of and interest on which are fully guaranteed by the
United States of America, none of which permit redemption prior to maturity at the option
of the obligor.
(j) "Issuer" means the City of Okeechobee, Florida, a municipal corporation duly
(2)
organized and existing under the laws of the State of Florida.
(k) "Ordinance" means Ordinance No. duly enacted by the governing body
of the Issuer on , 1983, as amended and supplemented from time to time,
• authorizing the Bonds and this Agreement.
(1) "Paying Agent" shall mean the Paying Agents for the Refunded Bonds.
(m) "Refunded Bonds" shall mean the Issuer's outstanding Water and Sewer Revenue
Bonds, dated July 1, 1958, authorized by Resolution No. 320 of the Issuer, adopted
July 3, 1958.
Section 2. Deposit of Funds. The Issuer hereby deposits with the Escrow Holder
the sum of $ in immediately available funds, to be held in
irrevocable escrow by the Escrow Holder and applied solely as provided in this Agreement.
The Issuer represents that:
(a) Such funds are all derived as follows:
(1) in cash from the net proceeds of the Bonds; and
(2) $ from other legally available funds of the Issuer on
hand in (list funds and accounts, if any);
(b) Such funds, when applied pursuant to Section 3 below, will at least equal
the Escrow Requirement as of the date hereof.
Section 3. Use and Investment of Funds. The Escrow Holder acknowledges receipt
of the sum described in Section 2 and agrees:
(a) to hold the funds in irrevocable escrow during the term of this Agreement,
(b) to immediately invest $ of such funds by the y purchase for
the Federal Securities set forth on Schedule C attached hereto,
(c) to reinvest upon receipt thereof, in the Federal Securities set forth on
Schedule C, any maturing principal of and interest on such Federal Securities required
to be reinvested pursuant to Schedule C; and
(d) to deposit in the Escrow Account, as received, the receipts of maturing or
redeemed principal of and interest on the Federal Securities in the Escrow Account.
Section 4. Payment of Refunded Bonds.
(a) Refunded Bonds. On each interest payment date for the Refunded Bonds, the
Escrow Holder shall pay to the Paying Agent for the issue of Refunded Bonds, from the
cash on hand in the Escrow Account, a sum sufficient to pay that portion of the Annual
Debt Service for the Refunded Bonds coming due on such date, as shown on Schedule A.
(b) Expenses. On each of the due dates as shown on Schedule B, the Escrow Holder
shall pay the portion of the Expenses coming due on such date to the appropriate payee
or payees designated on Schedule B and designated by separate certificate of the Issuer.
(c) Surplus. On each interest payment date for the Refunded Bonds, after making
the payments from the Escrow Account described in Subsections 4(a) and (b) and the
investments, if any, required as set forth on Schedule C, the Escrow Holder shall pay
to the Issuer any remaining cash in the Escrow Account in excees of the Escrow Require-
ment, to be used for any lawful purpose of the Issuer.
(d) Priority of Payments. The holders of the Refunded Bonds shall have an express
first lien on the funds and Federal Securities in the Escrow Account until such funds
and Federal Securities are used and applied as provided in the Agreement. If the cash
on hand in the Escrow Account is ever insufficient to make the payments required under
. Subsections 4(a) and (b), all of the payments required under Subsections 4(a) and (b)
shall be made when due before any payments shall be made under Subsection 4(c).
(3)
Section 5. Reinvestment.
(a) Except as provided in Section 3 hereof, and in this Section, the Escrow
Holder shall have no power or duty to invest any funds held under this Agreement or
• to sell, transfer or otherwise dispose of or make substitutions of the or Federal
Securities held hereunder.
(b) At the request of the Issuer and upon compliance with the conditions herein-
after stated, the Escrow Holder shall sell, transfer, otherwise dispose of or request
the redemption of any of the Federal Securities acquired hereunder and shall either
apply the proceeds thereof to the full discharge and satisfaction of the Refunded Bonds
or substitute other Federal Securities for such Federal Securities. The Issuer will
not request the Escrow Holder to exercise any of the powers described in the preceding
sentence in any manner which would cause any obligations of the Issuer to be "arbitrage
bonds" within the meaning of Section 103(c) of the Internal Revenue Code of 1954, as
amended, and the Regulations thereunder. The transactions may be effected only if (i)
an independent certified public accountant shall certify that the cash and principal
amount of Federal Securities remaining on hand after the transactions are completed,
together with the interest due thereon, will be not less than the Escrow Requirement,
and (ii) the Escrow Holder shall receive an unqualified opinion from a nationally
recognized bond counsel or tax counsel to the effect that the transactions will not
cause any obligations of the Issuer to be "arbitrage bonds" within the meaning of the
applicable provisions of Section 103(c) of the Internal Revenue Code of 1954, as amended,
and the applicable regulations thereunder.
Section 6. No Acceleration of Maturity. The Issuer will not accelerate the
maturity or due date of the Refunded Bonds.
Section 7. Indemnity.. The Issuer hereby assumes liability for, and hereby agrees
(whether or not any of the transactions contemplated hereby are consummated) to indemnify,
protect, save and keep harmless the Escrow Holder and its respective successors, assigns,
agents and servants, from and against any and all liabilities, obligations, losses,
damages, penalties, claims, actions, suits, costs, expenses and disbursements (including
legal fees and disbursements) of whatsoever kind and nature which may be imposed on,
incurred by, or asserted against at any time, the Escrow Holder (whether or not also
indemnified against the same by the Issuer or any other person under any other agreement
or instrument) and in any way relating to or arising out of the execution and delivery
of this Agreement, the establishment of the Escrow Account, established hereunder, the
acceptance of the funds deposited therein, the purchase of the Federal Securities, the
retention of the Federal Securities or the proceeds thereof and any payment, transfer or
other application of funds or securities by the Escrow Holder in accordance with the
provisions of this Agreement; provided, however, that the Issuer shall not be required to
indemnify the Escrow Holder against its own gross negligence or willful misconduct. In
no event shall the Issuer or Escrow Holder be liable to any person by reason of the
transactions contemplated hereby other than to each other as set forth in this Section.
The indemnities contained in this section shall survive the termination of this
Agreement.
Section 8. Responsibilities of Escrow Holder. The Escrow Holder and its respective
successors, assigns, agents and servants shall not be held to any personal liability
. whatsoever, in tort, in contract, or otherwise, in connection with the execution and
delivery of this Agreement, the establishment of the Escrow Account, the acceptance of
the funds deposited therein, the purchase of the Federal Securities, the retention of
(4)
the Federal Securities or the proceeds thereof or any payment, transfer or other
application f money or securities by the Escrow Holder in any act, omission or error
of the Escrow Holder made in good faith in the conduct of its duties and not constitu-
ting gross negligence. The Escrow Holder shall, however, be liable to the Issuer for
• its grossly negligent or willful acts, omissions or errors which violate or fail to
comply with the terms of this Agreement. The duties and obligations of the Escrow Holder
shall be determined by the express provisions of this Agreement. The Escrow Holder may
consult with counsel, who may or may not be counsel to the Issuer, and in reliance upon
the opinion of such counsel shall have full and complete authorization and protection in
respect of any action taken, suffered or omitted by it in good faith in accordance
therewith. Whenever the Escrow Holder shall deem it necessary or desirable that a
matter be proved or established prior to taking, suffering or omitting any action under
this Agreement, such matter may be deemed to be conclusively established by a certifi-
cate signed by an authorized officer of the Issuer.
Section 9. Resignation of Escrow Holder. The Escrow Holder may resign and thereby
become discharged from the duties and obligations hereby created, by notice in writing
given to the Issuer and published once in a newspaper of general circulation published
in the teritorial limits of the Issuer, and in a daily newspaper of general circulation
or a financial journal published in the Borough of Manhattan, City and State of New York,
not less than sixty (60) days before such resignation shall take effect. Such resignatior
shall take effect immediately upon the appointment of a new Escrow Holder hereunder, if
such new Escrow Holder shall be appointed before the time limited by such notice and
shall then accept the duties and obligations thereof.
Section 10. Removal of Escrow Holder.
(a) The Escrow Holder may be removed at any time by an instrument or concurrent
instruments in writing, executed by the holders of not less than fifty-one per centum
(51%) in aggregate principal amount of each issue of Refunded Bonds then outstanding,
such instruments to be filed with the Issuer, and notice in writing given by such holders
to the Issuer and published once in a newspaper of general circulation published in the
territorial limits of the Issuer, and in a daily newspaper of general circulation or a
financial journal published in the Borough of Manhattan, City and State of New York, not
less than sixty (60) days before such removal is to take effect as stated in such
instrument or instruments. Photographic copy of any instrument filed with the Issuer
under the provisions of this paragraph shall be delivered by the Issuer to the Escrow
Holder.
(b) The Escrow Holder may also be removed at any time for any breach of trust or
for acting or proceeding in violation of, or for failing to act or proceed in accordance
with, any provisions of this Agreement with respect to the duties and Obligations of the
Escrow Holder, by any court of competent jurisdiction upon the application of the Issuer
or the holders of not less than five per centum (5%) in aggregate principal amount of
the Refunded Bonds then outstanding.
Seciton 11. Successor Escrow Holder.
(a) If at any time hereafter the Escrow Holder shall resign, be removed, be
dissolved or otherwise become incapable of acting, or shall be taken over by any
governmental official, agency, department or board, the position of Escrow Holder shall
. thereupon become vacant. If the position of Escrow Holder shall become vacant for any
of the foregoing reasons or for any other reason, the Issuer shall, but only with the
written approval of the original purchaser of the Bonds, or the corporate successor or
(5)
successors of the original purchaser, which approval shall not be unreasonably withheld,
appoint an Escrow Holder to fill such vacancy. The Issuer shall publish notice of any
such appointment once in each week for four (4) successive weeks in a newspaper of
general circulation published in the territorial limits of the Issuer and in a daily
newspaper of general circulation or a financial journal published in the Borough of
Manhattan, City and State of New York, and, before the second publication of such notice
shall mail a copy therof to the original purchaser or purchasers of the Revenue Bonds.
(b) At any time within one year after such vacancy shall have occurred, the holders
of a majority in principal amount of each issue of Refunded Bonds then outstanding, by an
instrument or concurrent instruments in writing, executed by all such bondholders and
filed with the governing body of the Issuer, may appoint a successor Escrow Holder, which
shall supersede any Escrow Holder theretofore appointed by the Issuer. Photographic
copies of each such instrument shall be delivered promptly by the Issuer to the pre-
decessor Escrow Holder and to the Escrow Holder so appointed by the bondholders.
(c) If no appointment of a successor Escrow Holder shall be made pursuant to the
foregoing provisions of this section, the holder of any Refunded Bonds then outstanding,
or any retiring Escrow Holders may apply to any court of competent jurisdiction to
appoint a successor Escrow Holder. Such court may thereupon, after such notice, if any,
as such court may deem proper and prescribe, appoint a successor Escrow Holder.
Section 12. Term. This Agreement shall commence upon its execution and delivery
and shall terminate when the Refunded Bonds have been paid and discharged in accordance
with the proceedings authorizing the Refunded Bonds.
Section 13. Severability. If any one or more of the covenants or agreements
provided in this Agreement on the part of the Issuer or the Escrow Holder to be performed
should be determined by a court of competent jurisdiction to be contrary to law, such
covenant or agreements herein contained shall be null and void and shall be severed from
the remaining covenants and agreements and shall in no way affect the validity of the
remaining provisions of this Agreement.
Section 14. Counterparts. This Agreement may be executed in several counterparts,
all or any of which shall be regarded for all purposes as duplicate originals and shall
constitute and be but one and the same instrument.
Section 15. Governing Law. This Agreement shall be construed under the laws of
the State of Florida.
Section 16. Security for Accounts and Funds. All accounts and funds maintained
or held pursuant to this Agreement shall be continuously secured in the same manner as
other deposits of municipal funds are required to be secured by the laws of Florida.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
their duly authorized officers and their official seals to be hereunto affixed and attest(
as of the date first above written.
THE CITY OF OKEECHOBEE, FLORIDA
(SEAL)
ATTESTED: Mayor
Ci y Clerk
• ESCROW HOLDER
(SEAL)
ATTEST:
Its
is
EXHIBIT B
CONSENT TO THE ISSUANCE OF
ADDITIONAL PARITY BONDS
AND AMENDMENT TO BOND ORDINANCE
The Farmers Home Administration,-United States Department of Agriculture, holder
of all of the outstanding City of Okeechobee Water and Sewer Revenue Bonds, Series 1972,
hereby consents to the issuance of the City of Okeechobee Water and Sewer Revenue Bonds,
Series 1983 in the aggregate principal amount of $3,212,900, upon the terms and conditions
set forth in Ordinance No. , adopted by the City Council of the City of Okeechobee
on , 1983, as amended and supplemented, and to the amendments to
Ordinance No. 356, relating to the Series 1972 Bonds, contained in Ordinance No.
UNITED STATES DEPARTMENT OF
Dated , 1983. AGRICULTURE
FARMERS HOME ADMINISTRATION
By