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HomeMy WebLinkAboutR-00-61 ..:' RESOLUTION NO. R-OO-61 A RESOLUTION OF THE CITY OF SEBASTIAN, FLORIDA, AMENDING RESOLUTION R-00-38 OF THE CITY IN CONNECTION WITH THE FINANCING OF THE ACQUISITION, CONSTRUCTION AND ERECTION OF CERTAIN CAPITAL PROJECTS; AUTHORIZING THE NEGOTIATION OF LOAN IN AN AGGREGATE AMOUNT NOT TO EXCEED $865,000 FROM THE CAPITAL TRUST AGENCY (CAPITAL PROJECTS AND EQUIPMENT ACQUISITION PROGRAM); APPROVING THE EXECUTION AND DELIVERY OF A LOAN AGREEMENT WITH THE CAPITAL TRUST AGENCY; AUTHORIZING THE EXECUTION AND DELIVERY OF A PROMISSORY NOTE; APPROVING THE EXECUTION AND DELIVERY OF A DISCLOSURE AGREEMENT; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION WITH THE MAKING OF SUCH LOAN; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Sebastian, Florida (the "City") has determined that a need exists to borrow funds to finance or refinance the cost of the acquisition, construction and/or equipping of certain qualifying projects (the "Project") set forth in Resolution R-OO-38 (the "Original Resolution"); and WHEREAS, the Original Resolution contemplated that the fmancing would be received from the Florida Municipal Loan Council ("FMLC"), however the City has been advised that such financing will not be available by the time the City will need the proceeds of such financing; and WHEREAS, the Capital Trust Agency, a public agency of the State of Florida, has agreed to provide fmancing for the project from its capital projects and equipment acquisition program (the "Loan Program") upon substantially the same terms as the proposed loan from FMLC; and WHEREAS, it is determined to be in the best interest of the Borrower to borrow funds from the Capital Trust Agency program to finance the cost of the Project (the "Loan"), NOW THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF SEBASTIAN, FLORIDA, as follows: SECTION 1. AUTHORITY. This Resolution is adopted pursuant to Chapter 166, Florida Statutes, and other applicable provisions oflaw. SECTION 2. SUBSTITUTE LENDER. Resolution R-OO-38 is hereby amended to delete all references to the Florida Municipal Loan Council for the refmancing and/or fmancing of the acquisition, construction and erection of the Project. In substitution therefore, the fmancing of the project by the Capital Trust Agency from the proceeds of the capital projects and equipment acquisition program is hereby approved. The provisions of the Original Resolution shall apply to such financing by the Capital Trust Agency in the place of the Florida Municipal Loan Council in the Original Resolution, SECTION 3. NEGOTIATED LOAN. Due to the complicated nature of the fmancing and the ability of the City to access additional markets and for the Borrower to receive the benefits of lower interest rates and issuance costs, it is hereby determined that it is in the best interest of the Borrower that the Loan to the Borrower be made from the proceeds of the Loan Program, as opposed to the Borrower borrowing funds pursuant to a public sale. SECTION 4. AUTHORIZED OFFICERS. The City Manager and the City Clerk or any other appropriate officers of the Borrower are hereby authorized and directed to execute and deliver a Loan Agreement to evidence the Loan to be entered into by and between the Borrower and the Council, together with a Promissory Note, each in substantially the form attached to the Original Resolution and with such changes, insertions and omissions as may be approved by the City Manager and attested to by the City Clerk, the execution thereof being conclusive evidence of such approval. SECTION 5. BOND PROGRAM. The Borrower hereby aclrnow1edges and consents to Capital Trust Agency Revenue Bonds (Capital Projects And Equipment Acquisition Program, Series 2000) (the "Bonds") being issued pursuant to a Master Trust Indenture and a Supplemental Trust Indenture (collectively, the "Indenture") to be executed by the Capital Trust Agency and a bank or trust company to be selected by the Capital Trust Agency, as Trustee. SECTION 6. OTHER INsmUMENTS. The City Manager, the Finance Director, the City Clerk or any other appropriate officers of the Borrower are hereby authorized and directed to execute any and all disclosure agreements, certifications or other instruments or documents required by this Resolution, the Loan Agreement, the Indenture or any other documents required by the Capital Trust Agency or the insurer of the Bonds as a prerequisite or precondition to making the Loan (including but not limited to the execution of all tax documents relating to the tax exempt status of the Loan), and any such representations and agreements made therein shall be deemed to be made on behalf of the Borrower. All action taken to date by the officers of the Borrower in furtherance of the issuance of the Bonds and the making of the Loan is hereby approved, confirmed and ratified. SECTION 7. ADDITIONAL INFORMATION. The Loan Agreement shall not be executed and delivered unless and until the Borrower has received all information required by Section 218.385, Florida Statutes. SECTION 8. REPEAL OF CONFLICTING PROVISIONS~ SUPPLEMENT TO ORIGINAL RESOLUTION. All resolutions or portions of resolutions of the City heretofore adopted which may be in conflict with the provisions hereof are hereby repealed to the extent of any such inconsistency. Except to the extent expressly provided herein, the Original Resolution shall remain in full force and effect and shall apply to the Loan approved herein from the Capital Trust Agency. SECTION 9. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption. The foregoing Resolution was moVf~ .for doption by Council Member 'h1tU .~. Motion was seconded by Council Member LJ and, upon being put to ~ote, the vote was as follows: Mayor Walter Barnes Vice-Mayor Ben A. Bishop Councilmember Joe Barczyk Councilmember James Hill Councilmember Edward J. Majcher, Jr. , . The Mayor thpreupon declared this Resolution duly passed and adopted this l/61~~ ,2000. g-Jb day of CITY OF SEBASTIAN, FLORIDA (SEAL) By: W~ b~ Walter Barnes Mayor ATTEST: By: Approved as to Form and Legality for Reliance by the City of Sebastian Only: a~Yy- Rich Stringer, City Attorney , . EXHIBIT A PROJECTS Dump Trucks (2) Grader Vac Truck Backhoe (2) Sweeper Lull -, . EXHIBIT B FORM OF LOAN AGREEMENT , ~ EXHIBIT C FORM OF CONTINUING DISCLOSURE AGREEMENT