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HomeMy WebLinkAboutR-12-36RESOLUTION NO. R-12-36 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEBASTIAN, INDIAN RIVER COUNTY, FLORIDA ACCEPTING A PROPOSAL OF SEACOAST NATIONAL BANK AND APPROVING A LOAN AGREEMENT WITH SEACOAST NATIONAL BANK IN THE AGGREGATE PRINCIPAL AMOUNT OF $56,436 TO PURCHASE EQUIPMENT FOR THE CITY OF SEBASTIAN MUNICIPAL GOLF COURSE; AUTHORIZING THE REPAYMENT OF SUCH LOAN FROM GOLF COURSE REVENUES; AUTHORIZING THE EXECUTION AND DELIVERY OF SAID LOAN DOCUMENTS TO SEACOAST NATIONAL BANK BY THE MAYOR; AUTHORIZING THE EXECUTION AND DELIVERY OF OTHER DOCUMENTS IN CONNECTION THEREWITH; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE WHEREAS, the City operates a municipal golf course and requires certain equipment to be acquired for the purpose of maintaining those facilities; and WHEREAS, the City desires to accelerate key replacements of said golf course equipment to avoid excessive repair costs; and WHEREAS, the City approved funds in the current year golf course budget for the required payments of the equipment financing; and WHEREAS, the City has determined through proposals to use the services of Seacoast National Bank for an equipment loan; and WHEREAS, the City wishes to execute a loan agreement with Seacoast National Bank to repay the loan over thirty-six (36) months and agrees to a first lien on said equipment until the loan is fully paid; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEBASTIAN, INDIAN RIVER COUNTY, FLORIDA, that: Section 1. The City accepts the proposal from Seacoast National Bank for a loan agreement requiring repayrnent over thirty-six (36) months and agrees to a first lien on said equipment until the loan is fully paid. Section 2. The Mayor is hereby authorized on behalf of the City to execute and deliver the necessary closing documents for the equipment loan, following final review and approval by the City Attorney, City Manager, City Clerk and Finance Director. Section 3. If any clause, section, or other parts of this Resolution shall be held by any Court of competent jurisdiction to be unconstitutional or invalid, such unconstitutional or invalid part shall be considered as eliminated and shall in no way affect the validity of the other provisions of this Resolution. Section 4. All Resolutions or parts of Resolutions in conflict herewith are hereby repealed to the extent of such conflict. Section 5. This Resolution shall become effective immediately. The foregoing Resolution was moved for adoption by Councilmember coy The motion was seconded by Councilmember McPartlan and, upon being put into a vote, the vote was as follows: Mayor Jim Hill Vice Mayor pon Wright Councilmember Andrea B. Coy Councilmember Richard H. Gillmor Councilmember Bob McPartlan aye aye aye aye aVe The Mayor thereupon declared this Resolution duly passed and adopted this 24th day of October, 2012 : ATT S : _� �, � r � Sally A. M� o, MMC City Clerk !OF �EBASTIAN, FLORIDA Jim Hill, Mayor Approved as to form and legality for the reliance by the City of Sebastian only: � Robert A. Ginsburg, City Attorney DISBURSEMENT REQUEST AND AUTHORIZATION References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Anv item above containinq """""' has been omitted due to text lenqth limitations. BOf�OW@�: The City of Sebastian Florida 1225 Main Street Sebastian,FL 32958-4165 Lender: Seacoast National Bank 815 Colorado Ave. P.O. Box 9012 Stuart, FL 34995 (800) 706-9991 LOAN TYPE This is a Fixed Rate (4.000%) Nondisclosable Loan to a Corporation for $56,436.00 due on December 6, 2015. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: ❑ Personal, Family, or Household Purposes or Personal Investment. � Business (Including Reai Estate Investment). SPECIFIC PURPOSE. The specific purpose of this loan is: Purchase Business Equipment - 0048. DISBURSEMENT INSTRUCTIONS. Borrower understands that no loan proceeds will be disbursed until all of Lender's conditions for making the loan have been satisfied. Please disburse the loan proceeds of $56,436.00, together with funds contributed of $1,740.00, as follows: Amount paid to others on Borrower's behalf: $58,176.00 to Hector Turf Amount Contributed by Borrower. $1,740.00 Non-Loan Funds Contributed By/For Borrower Note Principal: $58,176.00 ($1,740,00) $56,436.00 CHARGES PAID IN CASH. Borrower has paid or will pay in cash as agreed the following charges: Prepaid Finance Charges Paid in Cash: $282.18 Loan origination fee Other Charges Paid in Cash: $35.00 UCC fees $197.75 Documentary Stamps Total Charges Paid in Cash: $282.18 $232.75 $514.93 AUTOMATIC PAYNlENTS. Borrower hereby authorizes Lender automatically to deduct from Borrower's account, numbered 4267103881, the amount of any loan payment. If the funds in the account are insu�cient to cover any payment, Lender shall not be obligated to advance funds to cover the payment. At any time and for any reason, Borrower or Lender may voluntarily terminate Automatic Payments. FINANCIAL CONDITION. BY SIGNING THIS AUTHORIZATION, BORROWER REPRESENTS AND WARRANTS TO LENDER THAT THE INFORMATION PROVIDED ABOVE IS TRUE AND CORRECT AND THAT THERE HAS BEEN NO MATERIAL ADVERSE CHANGE IN BORROWER'S FINANCIAL CONDITION AS DISCLOSED IN BORROWER'S MOST RECENT FINANCIAL STATEMENT TO LENDER. THIS AUTHORIZATION IS DATED DECEMBER 6, 2012. BORROWER: THE CITY E IA F A gy. �-1 �" / 't � f.•_2� Bob McPartlan, Mayor of The City of Sebastian Florida LASER PNU LentlinB� �er. 1].J.0.000 Copr. HarbnO Flnenclal So�uiionc. Inc. 199I. 1013. AB RigM1la Reserva0. � FL GILASERPRO\CFIILPL\I]0 FC TR�1B58 PR�Sfi PROMISSORY NOTE References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containinq "`"""' has been omitted due to text lenath limitations. BO��OWe�: The City of Sebastian Florida 1225 Main Street Sebastian, FL 32958-4165 Lender: Seacoast National Bank 815 Colorado Ave. P.O. Box 9012 Stuart, FL 34995 (800) 706-9991 Principal Amount: $56,436.00 Date of Note: December 6, 2012 PROMISE TO PAY. The City of Sebastian Florida ("Borrower") promises to pay to Seacoast National Bank ("Lender"), or order, in lawful money of the United States of America, the principal amount of Fifty-six Thousand Four Hundred Thirty-six & 00I100 Dollars ($56,436.00), together with irrterest on the unpaid principal balance from December 6, 2012, caiculated as described in the "INTEREST CALCULATION METHOD" paragraph using an interest rate of 4.000% per annum based on a year of 360 days, until paid in full. The interest rate may change under the terms and conditions of the "INTEREST AFTER DEFAULT" section. PAYMENT. Borrower will pay this loan in 36 payrrierrts of $1,667.57 each paymerrt. Borrowers first payrrierrt is due January 6, 2013, and all subsequent payments are due on the same day of each month after that. Borrower's final payment wili be due on December 6, 2015, and will be for all principal and all accrued interest not yet paid. Payments include principal and interest. Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then to principal; then to any late charges; and then to any unpaid collection costs. Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. INTEREST CALCULATION METHOD. Interest on this Note is computed on a 365/360 basis; that is, by applying the ratio of the interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. All interest payable under this Note is computed using this method. PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be subject to �efund upon early payment (whether voluntary or as a result of default), except as otherwise required by law. Except for the foregoing, Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, early payments wili reduce the principal balance due and may result in Borrower's making fewer payments. Borrower agrees not to send Lender payments marked "paid in full", "without recourse", or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: Seacoast National Bank, Attn: Loan Servicing, P.O. Box 9012 Stuart, FL 34995. LATE CHARGE. If a payment is 10 days or more late, Borrower will be charged 5.000% of the unpaid portion of the regularly scheduled payment or $5.00, whichever is greater. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the interest rate on this Note shall be increased to 18.000% per annum based on a year of 360 days. However, in no event will the interest rate exceed the maximum interest rate limitations under applicable law. DEFAULT. Each of the following shall constitute an event of default ("Event of DefaulY') under this Note: Payment Default. Borrower fails to make any payment when due under this Note. Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement between Lender and Borrower. False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading at any time thereafter. Insolvency. The dissolution or termination of Borrower's existence as a going business, the insolvency of Borrower, the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower. Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan. This includes a gamishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. Events Affecting Guarantor, Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation party of any of the indebtedness or any guarantor, endorser, surety, or accommodation party dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedness evidenced by this Note. Change In Ownership. Any change in ownership of twenty-five percent (25%) or more of the common stock of Borrower. Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of this Note is impaired. Insecurity. Lender in good faith believes itself insecure. LENDER'S RIGHTS. Upon default, Lender may declare the entire unpaid principal balance under this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount. ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay Lender the amount of these costs and expenses, which includes, subject to any limits under applicable law, Lender's reasonable attorneys' fees PROMISSORY NOTE Loan No: 4000565486/1 (Cantinued) Page 2 and Lender's legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees and legal expenses for bankruptcy proceedings (inciuding efforts to modify or vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law. JURY WAIVER. Lender and Borrower he�eby waive the right to any jury trial in any action, proceeding, or counterclaim brought by either Lender or Borrower against the other. GOVERNING LAW. This Note will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the State of Florida without regard to its conflicts of law provisions. This Note has been accepted by Lender in the State of Florida. CHOICE OF VENUE. If there is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of MaRin County, State of Fiorida. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any and all such accounts, and, at Lender's option, to administratively freeze all such accounts to allow Lender to protect Lender's charge and setoff rights provided in this paragraph. COLLATERAL. Borrower acknowledges this Note is secured by the following collateral described in the security instrument listed herein: described in a Commercial Security Agreement dated December 6, 2012. CROSS COLLATERALIZATIQN. In addition to the Note, this Agreement secures all obligations, debts and liabilities, plus interest thereon, of Grantor to Lender, or any one or more of them, as well as all claims by Lender against Grantor or any one or more of them, whether now existing or hereafter arising, whether related or unrelated to the purpose of the Note, whether voluntary or otherwise, whether due or not due, direct or indirect, determined or undetermined, absolute or contingent, liquidated or unliquidated, whether Grantor may be liable individually or jointly with others, whether obligated as guarantor, surety, accommodation party or otherwise, and whether recovery upon such amounts may be or hereafter may become barred by any statute of limitations, and whether the obligation to repay such amounts may be or hereafter may become otherwise unenforceable. BANKING RELATIONSHIP. Borrower will maintain their primary deposit relationship with Seacoast National Bank for the term of the loan. CROSS DEFAULT. A defaukt under any commitment and/or loan made by any lending institution to Borrower shall constitute a default under all commitments and/or loans made to Borrower and Guarantor by the Bank. BORROWER'S FINANCIAL INFORMATION. Borrower agrees to provide any financial information as requested by Lender. SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns. GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Borrower does not agree or intend to pay, and Lender does not agree or intend to contract for, charge, collect, take, reserve or receive (collectively referred to herein as "charge or collecY'), any amount in the nature of interest or in the nature of a fee for this loan, which would in any way or event (including demand, prepayment, or acceleration) cause Lender to charge or collect more for this loan than the maximum Lender would be permitted to charge or colfect by federal law or the law of the State of Florida (as applicable). Any such excess interest or unauthorized fee shall, instead of anything stated to the contrary, be applied first to reduce the principal balance of this loan, and when the principal has been paid in full, be refunded to Borrower. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payme�t, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. Ail such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: THE CITY SEB STIAN FLOR ' �-�' By. ,�'�y��� � �,,,,/j� Bob McPartlan, ayor of The City of Sebastian Florida Florida Documentary Stamp Tax Florida documentary stamp tax required by law in the amount of $197.75 has been paid or will be paid directly to the Department of Revenue. Certificate of Registration No. 53-8000744819-9. LASER PRO Lentling. Ver. t].3.0.000 Lop�. He�lanU Financial Solullona. Inc. 199). 2013. AN RgM1ie Reserve0. � FL G:\LASERPqO\CF�LPL`D20.FC TR-1B58 PR-56 COMMERCIAL SECURITY AGREEMENT References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing ""'"'"" has been omitted due to text lenqth limitations. Grantor: The City of Sebastian Florida 1225 Main 5treet Sebastian, FL 32958-4165 Lender: Seacoast National Bank 815 Colorado Ave. P.O. Box 9012 Stuart, FL 34995 (800) 706-9991 THIS CONMERCIAL SECURITY AC�2E�VETfT dated December 6, 2012, is made and executed between The City of Sebastian Florida ("Grantor") and Seacoast National Bank ("Lender"). GRANT OF SECURITY INTEREST. For valuable consideration, Grantor grants to Lender a security interest in the Collateral to secure the Indebtedness and agrees that Lender shall have the rights stated in this Agreement with respect to the Collateral, in addition to all other rights which Lender may have by law. COLLATERAL DESCRIPTION. The word "Collateral" as used in this Agreement means the following described property, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located, in which Grantor is giving to Lender a security interest for the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement: 2- Nloclel 04358 - TORO 3150 Q- Serial # 3120009966 & 3120009965 6- Moclel 04619 11 Blade Cutting Units DPA 2- Model 04626 Narrow Wiele Roller 2- Mociel 105-8336 Light Kit - GR 3150 2- Moclel 07279 Workman MD (CARB) - Serial # 312000914 & 312000913 and all parts, accessories, accessions, equipment and additions thereto or replacements therefore now owned or hereafter acquired, wherever located. In addition, the word "Collateral" also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located: (A) AII accessions, attachments, accessories, replacements of and additions to any of the collateral described herein, whether added now or later. (B) All products and produce of any of the property described in this Collateral section. (C) All accounts, general intangibles, instruments, rents, monies, payments, and all other rights, arising out of a sale, lease, consignment or other disposition of any of the property described in this Collateral section. (D) All proceeds (including insurance proceeds) from the sale, destruction, loss, or other disposition of any of the property described in this Collateral section, and sums due from a third party who has damaged or destroyed the Collateral or from that party's insurer, whether due to judgment, settlement or other process. (E) All records and data relating to any of the property described in this Collateral section, whether in the form of a writing, photograph, microfilm, microfiche, or electronic media, together with all of Grantor's right, title, and interest in and to all computer software required to utilize, create, maintain, and process any such records or data on electronic media. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Grantor's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Grantor holds jointly with someone else and ali accounts Grantor may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Grantor authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the Indebtedness against any and all such accounts, and, at Lender's option, to administratively freeze all such accounts to allow Lender to protect Lender's charge and setoff rights provided in this paragraph. GRANTOR'S REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE COLLATERAL. With respect to the Collateral, Grantor represents and promises to Lender that: Perfection of Security Interest. Grantor agrees to take whatever actions are requested by Lender to perfect and continue Lender's security interest in the Collateral. Upon request of Lender, Grantor will deliver to Lender any and all of the documents evidencing or constituting the Collateral, and Grantor will note Lender's interest upon any and all chattel paper and instruments if not delivered to Lender for possession by Lender. Notices to Lender. Grantor will promptly notify Lender in writing at Lender's address shown above (or such other addresses as Lender may designate from time to time) prior to any (1) change in Grantor's name; (2) change in Grantor's assumed business name(s); (3) change in the management of the Corporation Grantor; (4) change in the authorized signer(s); (5) change in Grantor's principal office address; (6) change in Grantor's state of organization; (7) conversion of Grantor to a new or different type of business entity; or (8) change in any other aspect of Grantor that directly or indirectly relates to any agreements between Grantor and Lender. No change in Grantor's name or state of organization will take effect until after Lender has received notice. No Violation. The execution and delivery of this Agreement will not violate any law or agreement governing Grantor or to which Grantor is a party, and its certificate or articles of incorporation and bylaws do not prohibit any term or condition of this Agreement. Enforceability of Collateral. To the extent the Collateral consists of accounts, chattel paper, or general intangibles, as defined by the Uniform Commercial Code, the Collateral is enforceable in accordance with its terms, is genuine, and fully complies with all applicable laws and regulations concerning form, content and manner of preparation and execution, and all persons appearing to be obligated on the Collateral have authority and capacity to contract and are in fact obligated as they appear to be on the Collateral. There shall be no setoffs or counterclaims against any of the Collateral, and no agreement shall have been made under which any deductions or discounts may be claimed concerning the Collateral except those disclosed to Lender in writing. Location of the Collateral. Except in the ordinary course of Grantor's business, Grantor agrees to keep the Collateral at Grantor's address shown above or at such other locations as are acceptable to Lender. Upon Lender's request, Grantor will deliver to Lender in form COMMERCIAL SECURITY AGREEMENT Loan No: 4000565486/1 (Continued) Page 2 satisfactory to Lender a schedule of real properties and Collateral locations relating to Grantor's operations, including without limitation the following: (1) all real property Grantor owns or is purchasing; (2) all real property Grantor is renting or leasing; (3) all storage facilities Grantor owns, rents, leases, or uses; and (4) all other properties where Collateral is or may be located. Removal of the Collateral. Except in the ordinary course of Grantor's business, Grantor shall not remove the Collateral from its existing location without Lender's prior written consent. Grantor shall, whenever requested, advise Lender of the exact location of the Collateral. Transactions Involving Coliateral. Except for inventory sold or accounts collected in the ordinary course of Grantor's business, or as otherwise provided for in this Agreement, Grantor shall not sell, offer to sell, or otherwise transfer or dispose of the Collateral. Grantor shall not pledge, mortgage, encumber or otherwise permit the Collateral to be subject to any lien, security interest, encumbrance, or charge, other than the security interest provided for in this Agreement, without the prior written consent of Lender. This includes security interests even if junior in right to the security interests granted under this Agreement. Unless waived by Lender, all proceeds from any disposition of the Collateral (for whatever reason) shall be held in trust for Lender and shall not be commingled with any other funds; provided however, this requirement shall not constitute consent by Lender to any sale or other disposition. Upon receipt, Grantor shall immediately deliver any such proceeds to Lender. Title. Grantor represents and warrants to Lender that Grantor holds good and marketable title to the Collateral, free and clear of all liens and encumbrances except for the lien of this Agreement. No financing statement covering any of the Collateral is on file in any public office other than those which reflect the security interest created by this Agreement or to which lender has specifically consented. Grantor shall defend Lender's rights in the Collateral against the claims and demands of all other persons. Repairs and Maintenance. Grantor agrees to keep and maintain, and to cause others to keep and maintain, the Collateral in good order, repair and condition at all times while this Agreement remains in effect. Grantor further agrees to pay when due all claims for work done on, or services rendered or material furnished in connection with the Collateral so that no lien or encumbrance may ever attach to or be filed against the Collateral. Inspection of Collateral. Lender and Lender's designated representatives and agents shall have the right at all reasonable times to examine and inspect the Collateral wherever located. Taxes, Assessments and Liens. Grantor will pay when due all taxes, assessments and liens upon the Collateral, its use or operation, upon this Agreement, upon any promissory note or notes evidencing the Indebtedness, or upon any of the other Related Documents. Grantor may withhold any such payment or may elect to contest any lien if Grantor is in good faith conducting an appropriate proceeding to contest the obligation to pay and so long as Lender's interest in the Collateral is not jeopardized in Lender's sole opinion. If the Col�ateral is subjected to a lien which is not discharged within fifteen (15) days, Grantor shall deposit with Lender cash, a sufficient corporate surety bond or other security satisfactory to Lender in an amount adequate to provide for the discharge of the lien plus any interest, costs, reasonable attorneys' fees or other charges that could accrue as a result of foreclosure or sale of the Collateral. In any contest Grantor shall defend itself and Lender and shall satisfy any final adverse judgment before enforcement against the Collateral. Grantor shall name Lender as an additional obligee under any surety bond furnished in the contest proceedings. Grantor further agrees to furnish Lender with evidence that such taxes, assessments, and governmental and other charges have been paid in full and in a timely manner. Grantor may withhold any such payment or may elect to contest any lien if Grantor is in good faith conducting an appropriate proceeding to contest the obligation to pay and so long as Lender's interest in the Collateral is not jeopardized. Compliance with Govemmental Requirements. Grantor shall comply promptly with all laws, ordinances, rules and regulations of all governmental authorities, now or hereafter in effect, applicable to the ownership, production, disposition, or use of the Collateral, including all laws or regulations relating to the undue erosion of highly-erodible land or relating to the conversion of wetlands for the production of an agricultural product or commodity. Grantor may contest in good faith any such law, ordinance or regulation and withhold compliance during any proceeding, including appropriate appeals, so long as Lender's interest in the Collateral, in Lender's opinion, is not jeopardized. Hazardous Substances. Grantor represents and warrants that the Collateral never has been, and never will be so long as this Agreement remains a lien on the Collateral, used in violation of any Environmental Laws or for the generation, manufacture, storage, transportation, treatment, disposal, release or threatened release of any Hazardous Substance. The representations and warranties contained herein are based on Grantor's due diligence in investigating the Collateral for Hazardous Substances. Grantor hereby (1) releases and waives any future claims against Lender for indemnity or contribution in the event Grantor becomes liable for cleanup or other costs under any Environmental Laws, and (2) agrees to indemnify, defend, and hold harmless Lender against any and all claims and losses resulting from a breach of this provision of this Agreement. This obligation to indemnify and defend shall survive the payment of the Indebtedness and the satisfaction of this Agreement. Maintenance of Casualty Insurance. Grantor shall procure and maintain all risks insurance, including without limitation fire, theft and liability coverage together with such other insurance as Lender may require with respect to the Collateral, in form, amounts, coverages and basis reasonably acceptable to Lender and issued by a company or companies reasonably acceptable to Lender. Grantor, upon request of Lender, will deliver to Lender from time to time the policies or certificates of insurance in form satisfactory to Lender, including stipulations that coverages will not be cancelled or diminished without at least thirty (30) days' prior written notice to Lender and not including any disclaimer of the insurer's liability for failure to give such a notice. Each insurance policy also shall include an endorsement providing that coverage in favor of Lender will not be impaired in any way. by any act, omission or default of Grantor or any other person. In connection with all policies covering assets in which Lender holds or is offered a security interest, Grantor will provide Lender with such loss payable or other endorsements as Lender may require. If Grantor at any time fails to obtain or maintain any insurance as required under this Agreement, Lender may (but shall not be obligated to) obtain such insurance as Lender deems appropriate, including if Lender so chooses "single interest insurance," which will cover only Lender's interest in the Collateral. Application of Insurance Proceeds. Grantor shall promptly notify Lender of any loss or damage to the Collateral, whether or not such casualty or loss is covered by insurance. Lender may make proof of loss if Grantor fails to do so within fifteen (15) days of the casualty. All proceeds of any insurance on the Collateral, including accrued proceeds thereon, shall be held by Lender as part of the Collateral. If Lender consents to repair or replacement of the damaged or destroyed Coilateral, Lender shall, upon satisfactory proof of expenditure, pay or reimburse Grantor from the proceeds for the reasonable cost of repair or restoration. If Lender does not consent to repair or replacement of the Collateral, Lender shall retain a sufficient amount of the proceeds to pay all of the Indebtedness, and shall pay the balance to Grantor. Any proceeds which have not been disbursed within six (6) months after their receipt and which Grantor has not committed to the repair or restoration of the Collateral shall be used to prepay the Indebtedness. Insurance Reserves. Lender may require Grantor to maintain with Lender reserves for payment of insurance premiums, which reserves shall be created by monthly payments from Grantor of a sum estimated by Lender to be sufficient to produce, at least fifteen (15) days before the premium due date, amounts at least equal to the insurance premiums to be paid. If fifteen (15) days before payment is due, the reserve funds are insufficient, Grantor shall upon demand pay any deficiency to Lender. The reserve funds shall be held by Lender as a general deposit and shall constitute a non-interest-bearing account which Lender may satisfy by payment of the insurance premiums required to be paid by Grantor as they become due. Lender does not hold the reserve funds in trust for Grantor, and Lender is not the agent of Grantor COMMERCIAL SECURITY AGREEMENT Loan No: 4000565486/1 (COlttlnued) Page 3 for payment of the insurance premiums required to be paid by Grantor. The responsibility for the payment of premiums shall remain Grantor's sole responsibility. Insurance Reports. Grantor, upon request of Lender, shall furnish to Lender reports on each existing policy of insurance showing such information as Lender may reasonably request including the fol�owing: (1) the name of the insurer; (2) the risks insured; (3) the amount of the policy; (4) the property insured; (5) the then current value on the basis of which insurance has been obtained and the manner of determining that value; and (6) the expiration date of the policy. In addition, Grantor shall upon request by Lender (however not more often than annually) have an independent appraiser satisfactory to Lender determine, as applicable, the cash value or replacement cost of the Collateral. Financing Statements. Grantor authorizes Lender to file a UCC financing statement, or alternatively, a copy of this Agreement to perfect Lender's security interest. At Lender's request, Grantor additionally agrees to sign all other documents that are necessary to perfect, protect, and continue Lender's security interest in the Property. Grantor will pay all filing fees, title transfer fees, and other fees and costs involved unless prohibited by law or unless Lender is required by law to pay such fees and costs. Grantor irrevocably appoints Lender to execute documents necessary to transfer title if there is a default. Lender may file a copy of this Agreement as a financing statement. If Grantor changes Grantor's name or address, or the name or address of any person granting a security interest under this Agreement changes, Grantor will promptly notify the Lender of such change. GRANTOR'S RIGHT TO POSSESSION. Until default, Grantor may have possession of the tangible personal propeRy and beneficial use of all the Collateral and may use it in any lawful manner not inconsistent with this Agreement or the Related Documents, provided that Grantor's right to possession and beneficial use shall not apply to any Collateral where possession of the Collateral by Lender is required by law to perfect Lender's security interest in such Collateral. If Lender at any time has possession of any Collateral, whether before or after an Event of Default, Lender shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral if Lender takes such action for that purpose as Grantor shall request or as Lender, in Lender's sole discretion, shall deem appropriate under the circumstances, but failure to honor any request by Grantor shall not of itself be deemed to be a failure to exercise reasonable care. Lender shall �ot be required to take any steps necessary to preserve any rights in the Collateral against prior parties, nor to protect, preserve or maintain any security interest given to secure the Indebtedness. LENDER'S EXPENDITURES. If any action or proceeding is commenced that would materially affect Lender's interest in the Collateral or if Grantor fails to comply with any provision of this Agreement or any Related Documents, including but not limited to Grantor's failure to discharge or pay when due any amounts Grantor is required to discharge or pay under this Agreement or any Relatetl Documents, Lender on Grantor's behalf may (but shall not be obligated to) take any action that Lender deems appropriate, including but not limited to discharging or paying all taxes, liens, security interests, encumbrances and other claims, at any time levied or placed on the Collateral and paying all costs for insuring, maintaining and preserving the Collateral. All such expenditures incurred or paid by Lender for such purposes will then bear interest at the rate charged under the Note from the date incurred or paid by Lender to the date of repayment by Grantor. All such expenses will become a part of the Indebtedness and, at Lender's option, will (A) be payable on demand; (B) be added to the balance of the Note and be apportioned among and be payable with any installment payments to become due during either (1) the term of any applicable insurance policy; or (2) the remaining term of the Note; or (C) be treated as a balloon payment which will be due and payable at the Note's maturity. The Agreement also will secure payment of these amounts. Such right shall be in addition to all other rights and remedies to which Lender may be entitled upon Default. DEFAULT. Each of the following shall constitute an Event of Default under this Agreement: Payment Default. Grantor fails to make any payment when due under the Indebtedness. Other Defaults. Grantor fails to comply with or to perform any other term, obligation, covenant or condition contained in this Agreement or in any of the Related Documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement between Lender and Grantor. False Statements. Any warranty, representation or statement made or furnished to Lender by Grantor or on Grantor's behalf under this Agreement or the Related Documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading at any time thereafter. Defective Collateralization. This Agreement or any of the Related Documents ceases to be in full force and effect (including failure of any collateral document to create a valid and perfected security interest or lien) at any time and for any reason. Insolvency. The dissolution or termination of Grantor's existence as a going business, the insolvency of Grantor, the appointment of a receiver for any part of Grantor's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Grantor. Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Grantor or by any governmental agency against any collateral securing the Indebtedness. This includes a garnishment of any of Grantor's accounts, including deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith dispute by Grantor as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Grantor gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. Events Affecting Guarantor. Any of the preceding events occurs with respect to any guara�tor, endorser, surety, or accommodation party of any of the Indebtedness or guarantor, endorser, surety, or accommodation party dies or becomes incompetent or revokes or disputes the validity of, or liability under, any Guaranty of the Indebtedness. Adverse Change. A material adverse change occurs in Grantor's financial condition, or Lender believes the prospect of payment or performance of the Indebtedness is impaired. Insecurity. Lender in good faith believes itself insecure. RIGHTS AND REMEDIES ON DEFAULT. If an Event of Default occurs under this Agreement, at any time thereafter, Lender shall have all the rights of a secured party under the Fiorida Uniform Commercial Code. In addition and without limitation, Lender may exercise any one or more of the following rights and remedies: Accelerate Indebtedness. Lender may declare the entire Indebtedness, including any prepayment penalty which Grantor would be required to pay, immediately due and payable, without notice of any kind to Grantor. Assemble Collateral. Lender may require Grantor to deliver to Lender all or any portion of the Collateral and any and all certificates of title and other documents relating to the Collateral. Lender may require Grantor to assemble the Collateral and make it available to Lender at a place to be designated by Lender. Lender also shall have full power to enter upon the property of Grantor to take possession of and COMMERCIAL SECURITY AGREEMENT Loan No: 4000565486/1 (Continued) Page 4 remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession, Grantor agrees Lender may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession. Sell the Coliateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in Lender's own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor, and other persons as required by law, reasonable notice of the time and place of any public sale, or the time after which any private sale or any other disposition of the Collateral is to be made. However, no notice need be provided to any person who, after Event of Default occurs, enters into and authenticates an agreement waiving that person's right to notification of sale. The requirements of reasonable notice shall be met if such notice is given at least ten (10) days before the time of the sale or disposition. All expenses relating to the disposition of the Collateral, including without limitation the expenses of retaking, holding, insuring, preparing for sale and selling the Collateral, shall become a part of the Indebtedness secured by this Agreement and shall be payable on demand, with interest at the Note rate from date of expenditure until repaid. Appoint Receiver. In the event of a suit being instituted to foreclose this Agreement, Lender shall be entitled to apply at any time pending such foreclosure suit to the court having jurisdiction thereof for the appointment of a receiver of any or all of the Collateral, and of all rents, incomes, profits, issues and revenues thereof, from whatsoever source. The parties agree that the court shall forthwith appoint such receiver with the usual powers and duties of receivers in like cases. Such appointment shall be made by the court as a matter of strict right to Lender and without notice to Grantor, and without reference to the adequacy or inadequacy of the vaiue of the Collateral, or to Grantor's solvency or any other party defendant to such suit. Grantor hereby specifically waives the right to object to the appointment of a receiver and agrees that such appointment shall be made as an admitted equity and as a matter of absolute right to Lender, and consents to the appointment of any officer or employee of Lender as receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect and preserve the Collateral, to operate the Collateral preceding foreclosure or sale, and to collect the Rents from the Collateral and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without bond if permitted by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Collateral exceeds the Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver. Collect Revenues, Apply Accounts. Lender, either itself or through a receiver, may collect the payments, rents, income, and revenues from the Collateral. Lender may at any time in Lender's discretion transfer any Collateral into Lender's own name or that of Lender's nominee and receive the payments, rents, income, and revenues therefrom and hold the same as security for the Indebtedness or apply it to payment of the Indebtedness in such order of preference as Lender may determine. Insofar as the Collateral consists of accounts, general intangibles, insurance policies, instruments, chattel paper, choses in action, or similar property, Lender may demand, collect, receipt for, settle, compromise, adjust, sue for, foreclose, or realize on the Collateral as Lender may determine, whether or not Indebtedness or Collateral is then due. For these purposes, Lender may, on behalf of and in the name of Grantor, receive, open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes, checks, drafts, money orders, documents of title, instruments and items pertaining to payment, shipment, or storage of any Collateral. To facilitate collection, Lender may notify account debtors and obligors on any Collateral to make payments directly to Lender. Obtain Deficiency. If Lender chooses to sell any or all of the Collateral, Lender may obtain a judgment against Grantor for any deficiency remaining on the Indebtedness due to Lender after application of all amounts received from the exercise of the rights provided in this Agreement. Grantor shall be liable for a deficiency even if the transaction described in this subsection is a sale of accounts or chattel paper. Other Rights and Remedies. Lender shall have all the rights and remedies of a secured creditor under the provisions of the Uniform Commercial Code, as may be amended from time to time. In addition, Lender shall have and may exercise any or all other rights and remedies it may have available at law, in equity, or otherwise. Election of Remedies. Except as may be prohibited by applicable law, all of Lender's rights and remedies, whether evidenced by this Agreement, the Related Documents, or by any other writing, shall be cumulative and may be exercised singularly or concurrently. Election by Lender to pursue any remedy shall not exclude pursuit of any other remedy, and an election to make expenditures or to take action to perform an obligation of Grantor under this Agreement, after Grantor's failure to perform, shall not affect Lender's right to declare a default and exercise its remedies. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Agreement: Amendments. This Agreement, together with any Related Documents, constitutes the entire understanding and agreement of the paRies as to the matters set forth in this Agreement. No alteration of or amendment to this Agreement shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees; Expenses. Grantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Agreement. Lender may hire or pay someone else to help enforce this Agreement, and Grantor shall pay the costs and expenses of such enforcement. Costs and expenses include �ender's reasonable attorneys' fees and legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees and legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services. Grantor also shall pay all court costs and such additional fees as may be directed by the court. Caption Headings. Caption headings in this Agreement are for convenience purposes only and are not to be used to interpret or define the provisions of this Agreement. Governing Law. This Agreement will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the State of Florida without regard to its conflicts of law provisions. This Agreement has been accepted by Lender in the State of Florida. Choice of Venue. If there is a lawsuit, Grantor agrees upon Lender's request to submit to the jurisdiction of the courts of Martin County, State of Florida. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Agreement unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Agreement shall not prejudice or constitute a waiver of Lender's right othenvise to demand strict compliance with that provision or any other provision of this Agreement. No prior waiver by Lender, nor any course of dealing between Lender and Grantor, shall constitute a waiver of any of Lender's rights or of any of Grantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Agreement, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. COMMERCIAL SECURITY AGREEMENT Loan No: 4000565486/1 (Continued) Page 5 Notices. Any notice required to be given under this Agreement shall be given in writing, and shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Agreement. Any party may change its address for notices under this Agreement by giving written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Grantor agrees to keep Lender informed at all times of Grantor's current address. Unless otherwise provided or required by law, if there is more than one Grantor, any notice given by Lender to any Grantor is deemed to be notice given to all Grantors. Power of Attorney. Grantor hereby appoints Lender as Grantor's irrevocable attorney-in-fact for the purpose of executing any documents necessary to perfect, amend, or to continue the security interest granted in this Agreement or to demand termination of filings of other secured parties. Lender may at any time, and without further authorization from Grantor, file a carbon, photographic or other reproduction of any financing statement or of this Agreement for use as a financing statement. Grantor will reimburse Lender for all expenses for the perfection and the continuation of the perfection of Lender's security interest in the Collateral. Severabiiity. If a court of competent jurisdiction finds any provision of this Agreement to be illegal, invalid, or unenforceable as to any circumstance, that finding shall not make the offending provision illegal, invalid, or unenforceable as to any other circumstance. If feasible, the offending provision shall be considered modified so that it becomes legal, valid and enforceable. If the offending provision cannot be so modified, it shall be considered deleted from this Agreement. Unless otherwise required by law, the illegality, invalidity, or unenforceability of any provision of this Agreement shall not affect the legality, validity or enforceability of any other provision of this Agreement. Successors and Assigns. Subject to any limitations stated in this Agreement on transfer of Grantor's interest, this Agreement shall be binding upon and inure to the benefit of the parties, their successors and assigns. If ownership of the Collateral becomes vested in a person other than Grantor, Lender, without notice to Grantor, may deal with Grantor's successors with reference to this Agreement and the Indebtedness by way of forbearance or extension without releasing Grantor from the obligations of this Agreement or liability under the Indebtedness. Survival of Representations and Warranties. All representations, warranties, and agreements made by Grantor in this Agreement shall survive the execution and delivery of this Agreement, shall be continuing in nature, and shall remain in full force and effect until such time as Grantor's Indebtedness shall be paid in full. Time is of the Essence. Time is of the essence in the perFormance of this Agreement. Waive Jury. All parties to this Agreement hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by any party against any other party. DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Agreement. Unless specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms used in the singular shall include the p�ural, and the plural shall include the singular, as the context may require. Words and terms not otherwise defined in this Agreement shall have the meanings attributed to such terms in the Uniform Commercial Code: Agreement. The word "AgreemenY' means this Commercial Security Agreement, as this Commercial Security Agreement may be amended or modified from time to time, together with all exhibits and schedules attached to this Commercial Security Agreement from time to time. Borrower. The word "Borrower" means The City of Sebastian Florida and includes all co-signers and co-makers signing the Note and all their successors and assigns. Coliateral. The word "Collateral" means all of Grantor's right, title and interest in and to all the Collateral as described in the Collateral Description section of this Agreement. Default. The word "DefaulY' means the Default set forth in this Agreement in the section titled "DefaulY'. Environmental Laws. The words "Environmental Laws" mean any and all state, federal and local statutes, regulations and ordinances relating to the protection of human health or the environment, including without limitation the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"), the Superfund Amendments and Reauthorization Act of 1986, Pub. L. No. 99-499 ("SARA"), the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq., the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq., or other applicable state or federal laws, rules, or regulations adopted pursuant thereto. Event of Default. The words "Event of DefaulY' mean any of the events of default set forth in this Agreement in the default section of this Agreement. Grantor. The word "Grantor" means The City of Sebastian Florida. Guaranty. The word "Guaranty" means the guaranty from guarantor, endorser, surety, or accommodation party to Lender, including without limitation a guaranty of all or part of the Note. Hazardous Substances. The words "Hazardous Substances" mean materials that, because of their quantity, concentration or physical, chemical or infectious characteristics, may cause or pose a present or potential hazard to human health or the environment when improperly used, treated, stored, disposed of, generated, manufactured, transported or otherwise handled. The words "Hazardous Substances" are used in their very broadest sense and include without limitation any and all hazardous or toxic substances, materials or waste as defined by or listed under the Environmental Laws. The term "Hazardous Substances" also includes, without limitation, petroleum and petroleum by-products or any fraction thereof and asbestos. Indebtedness. The word "Indebtedness" means the indebtedness evidenced by the Note or Related Documents, including all principal and interest together with all other indebtedness and costs and expenses for which Grantor is responsible under this Agreement or under any of the Related Documents. Lender. The word "Lender" means Seacoast National Bank, its successors and assigns. Note. The word "Note" means the Note dated December 6, 2012 and executed by The City of Sebastian Florida in the principal amount of $56,436.00, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of, and substitutions for the note or credit agreement. Property. The word "Property" means all of Grantor's right, title and interest in and to all the Property as described in the "Collateral Description" section of this Agreement. Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. COMMERCIAL SECURITY AGREEMENT Loan No: 4000565486/1 (Continued) Page 6 GRANTOR HAS READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS COMMERCIAL SECURIN AGREEMENT AND AGREES TO ITS TERMS. THIS AGREEMENT IS DATED DECEMBER 6, 2012. GRA�ffOR: TFE CITY EB/jSTIAN F�,pR �---7� 9� �/� / i� �!� By. �.�r �r � �i �.�rL -._� Bob McPartlan, Mayor of The City of Sebastian Florida LENDER SEACOAST NATIONAL BANK X � IV'���- W. Bryan Blou , Senior Vice President LASER Pft0 Lending. Ver. i2,J.0.004 Copr. HaiknO Financlel Sniuiiona, Inc. �99). I011. FII Rg�ls ReservaE. � FL G ILASEftPRO\GF�LPL\EAO FG TR�1B5B PR�56 AGREEMENT TO PROVIDE INSURANCE References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing """"" has been omitted due to text length limitations. GP811t01': The City of Sebastian Florida 1225 Main Street Sebastian, FL 32958-4165 Lelld@�: Seacoast National Bank 815 Colorado Ave. P.O. Box 9012 Stuart, FL 34995 (800) 706-9991 INSURANCE REQUIREMEN7S. Grantor, The City of Sebastian Florida ("Grantor"), understands that insurance coverage is required in connection with the extending of a loan or the providing of other financial accommodations to Grantor by Lender. These requirements are set forth in the security documents for the toan. The following minimum insurance coverages must be provided on the following described collateral (the "Collateral"): Coliateral: 2- Model 04358 - TORO GREENSMASTER 3150 Q- Serial # 3120009966 & 3120009965 6- Moclel 04619 11 Blade Cutting Units DPA 2- Model 04626 Narrow Wiele Roller 2- Nbdel 105-8336 Light Kit - GR 3150 2- Model 07279 VVorkman MD (CAf1B) - Serial # 312000914 & 312000913 and all parts, accessories, accessions, equipment and additions thereto or replacements therefore now owned or hereafter acquired, wherever located.. Type: All risks, including fire, theft and liability. Amount: Nat Applicable. Basis: Replacement value. E�dorsements: Lender loss payable clause with stipulation that coverage will not be cancelled or diminished without a minimum of 30 days prior written notice to Lender. Latest Delivery Date: By the loan closing date. INSURANCE COMPANY. Grantor may obtain insurance from any insurance company Grantor may choose that is reasonably acceptable to Lender. Grantor understands that credit may not be denied solely because insurance was not purchased through Lender. INSURANCE MAILING ADDRESS. All documents and other materials relating to insurance for this loan should be mailed, delivered or directed to the following address: Seacoast National Bank Attn: Loan Servicing P.O. Box 9012 Stuart, FL 34895 FAILURE TO PROVIDE INSURANCE. Grantor agrees to deliver to Lender, on the latest delivery date stated above, proof of the required insurance as provided above, with an effective date of December 6, 2012, or earlier. Grantor acknowledges and agrees that if Grantor fails to provide any required insurance or fails to continue such insurance in force, Lender may do so at Grantor's expense as provided in the applicable security document. The cost of any such insurance, at the option of Lender, shall be added to the indebtedness as provided in the security document. GRANTOR ACKNOWLEDGES THAT IF LENDER SO PURCHASES ANY SUCH INSURANCE, THE INSURANCE WILL PROVIDE LIMITED PROTECTION AGAINST PHYSICAL DAMAGE TO THE COLLATERAL, UP TO AN AMOUNT EQUAL TO THE LESSER OF (1) THE UNPAID BALANCE OF THE DEBT, EXCLUDING ANY UNEARNED FINANCE CHARGES, OR (2) THE VALUE OF THE COLLATERAL; HOWEVER, GRANTOR'S EQUITY IN THE COLLATERAL MAY NOT BE INSURED. IN ADDITION, THE INSURANCE MAY NOT PROVIDE ANY PUBLIC LIABILITY OR PROPERTY DAMAGE INDEMNIFICATION AND MAY NOT MEET THE REQUIREMENTS OF ANY FINANCIAL RESPONSIBILITY LAWS. AUTHORIZATION. For purposes of insurance coverage on the Collateral, Grantor authorizes Lender to provide to any person (including any insurance agent or company) all information Lender deems appropriate, whether regarding the Collateral, the loan or other financial accommodations, or both. GRANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS AGREEMENT TO PROVIDE INSURANCE AND AGREES TO ITS TERMS. THIS AGREEMENT IS DATED DECEMBER 6, 2012. Ce :7_�. � t�::A ThE CITY O EBASTIAN FLO�21D '�' i/� � �/� �i'/�t..t " By: tt , _ Bob McPartlan, Mayor of The City of Sebastian Florida AGREEMENT TO PROVIDE INSURANCE Loan No: 4000565486/1 (Continued) Page 2 DATE: � Ol '� l�' 1 � AGENT'S NAME: Florida League of Cities Inc FOR LENDER USE ONLY INSURANCE VERIFICATION AGENCY: Florida Municipal Insurence Tr ADDRESS: PO Box 530065, Oriarxlo, FI 32853-0065 INSURANCE COMPANY: Florida Municipal Insurance Tr POLICY NUMBER: W�/1(� "�` �l�'1(T ��3CI EFFECTIVE DATES: IO '' ` f a- COMMENTS: PHONE <�6�J �� ` �� tb-(-r.3 LASER PRO Lantlin8� �er. 12.].0.004 Copi. Ma�lanE Flnancial Solullons, Inc. ty9]. 1013. NY AgM1is Resened. - FL G�LASERPNO�CfI\LPL\ItO.FC TR�195B PR 56 CERTIFICATE OF COVERAGE Certificate Holder and Loss Payce Administrator Issue Date 11/29/12 SEACOAST NATIONAL BANK Florida League of Cities, Inc. 2940 CARDINAL DRIVE Department of Insurance and Financial Services P.O. Box 530065 VERO BEACH FL 32963 Orlando, Florida 32853-0065 COVERAGES TNIS IS TO CERTIFY TMAT THE AGItEEMENf BELOW HAS BEEN ISSUED 70 THE DESIGNATED MEMBER FOR THE COVERAGE VER10D INDICATED. N07WITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONfPACT OR aTHER DOCUMEM YJfiH RESGECT TO WHICM TI115 CERTIFlGTE tMY BE ISSUED OR MAY PERTAIN� THE COVERAGE AFWRDED BY TNE AGREEMENT DESCRIBED HEREIN IS SU9JECT TO ALL THE TERMS, IXCLUSIONS AND CONDRIONS OF SUCH AGREEMENT COVERAGE PROVIDED BY: FLORIDA MUNICIPAL INSURANCE TRUST AGREEMENT NUMBER: FMIT 0539 COVERAGE PERIOD: FROM 10/1/12 COVERAGE PERIOD: TO 10/1/13 12:01 AM STANDARD TIME TYPE OF COVERAGE - LIABILITY TYPE OF COVERAGE - PROPERTY General Liability Q Buildings � Miscellaneous Q CompreF�ensive General Liability, 8odity Injury, Property Damage, ❑ Basic Form � Inlarxl Marine Personal Injury and Advertising Injury Q Special Form Q EleNOnic DaW Processing Q Errors and Omissions Uabiliry � personal Property Q Bond Q Empbyment Practices Liability � Basic Form Q Empbyee Benefits Program Administration Liability Q Special Form Q Medical Attendants'/Medical Directors' Malpractice Liability � qgreed Amount Q Broad Fam Properry Damage � Deductible $1,000 Q Law Enforcement Liability � Coinsurence 100% � Underground, Explosion & Collapse Hazard � Blanket Limits of Liability � Specific * Combined Single Limit � Replacement Cost Deductible N/A � Adual Cash Value Automobile Liability Limits of Liability on File with Administrator � All owned Autos (Private Passenger) TypE OF COVERAGE - WORKERS' COMPENSATION Q All owned Autos (Other than Private Passenger) � Statutory Workers' Compensation Q Hired Autos � Empbyers Liability ;1,000,000 Each Actident Q Non-Owned Autos $1,000,000 By Disease $1,000,000 Aggregate By Disease Limits of Liability ❑ Deductible N/A * Combined Single Limit � SIR Deductibie N/A Dedudib�e N/A Automobile/Equipment - Deductible Q Physica� Damage Per Schedule - Comprehensive - Auto Per Schedule - Collision - Auto Per Schedule - Miscellaneous Equipment Other * The limit of liability is $200,000 Bodiy Injury and/a Property Damage per person or;300,000 Bodiy Injury and/or Property Damage per acurrence. These specific limits of liability are increased to;1,000,000 (combined single limit) per acurrence, solely for any �iability resufting from entry of a tlaims bill pursuant to Section 768.28 (5) Florida SWtutes or liability/settlement for whicn no ciaims bill has been filed or liability imposed pursuant to Federal Law or actions outside the SWte of Florida. Description of Operations/Locations/Vehicles/Special Items RE: Golf Course Equipment purchased with 2012 bank loan praeeds-Serial Numbers 3120009966, 3120009965, 312000914 and 312000913. TH75 CERTIF7CATE IS ISSUED AS A MATTER OF 1NFOItMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE MOL�EX. THIS CERTIFICATE DOES NOT AMEND� IXTEND OR ALTER THE COVERAGE AiFORDED BV THE AGREEMENT AeOVE. Designated Member Cancellations CITY OF SEBASTIAN SHOULD ANY iART OF THE ABOVE DESCRIBED AGREEMEIR BE CANCELE� BEFOItE TME IXPIRATION DATE THERE9F, TME ISSUING COMPANY N7LL ENDEAVOR TO MAIL 95 DAYS WRIITEN NOTICE TO THE 1225 MAIN STREET CERTIFICATE HOLDER NAMED ABOVE, BUT FAIWRE TO MAllSUCH NOTICE SMALL 1MPOSE NO OBLIGATION OR LNBILIiV OF ANV qND UFON THE VROGRAM, RS AGENTS OR REPRESENTATIVES. SEBASTIAN FL 32958 ��(' „��' -_ , Y4 Alf�F10RIZED REFRESEMATIVE FMR{ERT (]0/2011) CERTIFICATE OF COVERAGE CertiTwte Holder and Loss Payee Cii" TECHNOLOGY FINANCING 10201 CENTURION PARKWAY NORTH JACKSONVILLE FL 32256 Administrator Issue Date 12/8/ 10 Florida League of Cities, Inc. Depar[ment oT Insurance and Financial Services P.O. Box 530065 Orlando, Florida 32853-0065 COVERAGES THIS IS TO CERTIFY THAT THE AG0.EEMENT BELOW HAS BEEN 755UED TO7HE DESIGNATED MEMBER FOR THE COVERAGE PERIOD INDICATED. NOPM�HSfPNDING ANY REQUIREMENT, TERM OR CANDITION OF ANV COMRAR OR OTHER DOCUMENT WITH RESVELT TO NMICH TH15 CERTIFlCATE MAV BE ISSUED OR MAY GEkTqIN, THE COVERAGE AFFORDED BY THE AGREEMENT DEXRIBED HEREIN IS SUBJER TO ALL THE TERMS� IXCLUSIONS AND CONDRIONS OF SUCH AGREEMENT COVERAGE PROVIdED BY: FLORIDA MUNICIPAL INSURANCE TRUST AGREEMENT NUMBER: FMIT 0539 I COVERAGE PERIOD: FROM 10/1/10 � COVERAGE PERIOD: TO IOJl/11 12:01 AM STANDARD TIME TYPE OF COVERAGE - LIABILITY General Liability Q Comprehensive General Liability, Bodily Injury, Property Damage and Personai Injury Q Errors and Omissions Liability Q Supplemental Employment Practice Q Employee Benef�ts Program Administration Liability Q Medical Attendants'/Medical Directors' Malpradice Liability Q Broad Fam Property Damage Q Law Enforcement Liability Q Underground, Explosion & Collapse Hazard Limits of Liabilily * Combined Single Limit DeduRible $10,000 Automobile liability � All owned Autos (Private Passenger) � All owned Autos (Other than Private Passerger) � Hired Autos � � Non-Owned Autos Limits of Liability Automobile/Equipment - Deductible Q Physical Damage NA - Comprehensive - Auto TYPE OF COVERAGE - PROPERTY � Buildings � Basic Form � Special Form Q Perwnal Property � Basic Form Q Special Form � Agreed Amount � Dedudible $25,000 Q Coinsurance 100% � Blanket Q Specific Q Replacement Cost � Adual Cash Value Q Miscellaneous Q Inland Marine Q Electronic Data Processing Q eond Limits of Liability ort File with Administrator TYPE OF COVERAGE - WORKERS' COMPENSATION � Statutory Wakers' Compensation � Employers Liability y1,000,000 Each Accident $1,000,000 By Disease $1,000,000 Aggregate By Disease � Dedudible N/A � SIR Deductible N/A NA - Collision - Auto Per Schedule - Miscellaneous Equipment Other * The limit of liability is;100,000 Badily Injury and/or Property Damage per person or $200,000 8odily Injury and/or Property Damage per occurrence. These speciflc limitr of liability are increased to $1,000,000 for Gene21 Liability (combined single limit) per occurrence, solely for any liabiliry resulting from entry of a claims bill pursuant to Section 768.28 (5) Florida Statutes or liability/settlement for which no claims bill has been filed or liability imposed pursuant to Federal Law or actions outside the SWte of Fbrida. Description of Operations/Locations/Vehicles/Speciat Items RE: Lease of Copiers: Kyocera TASKaIfa 900ci, Serial #QHY9100583, Value $15,895 and Kyaera KM-5050, Serial # PPK8611677, Value $12,745 Lease #842202 THIS CERT7FICATE IS ISSUED AS A MATTER Oi INfORMATION ONLY AND CONFERS NO RIGIf�S UPON THE CERTIfICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, IXTEND OR AITER TME COVERAGE AFWRDED BV TME AG0.EEMEPfr A�VE. Designated Member City of Sebastian 1225 Main Street Sebastian FL 32958 FMR{ERT (9/2010) Cancellations SHOULD ANV PART OF TNE ABOVE DESCRIBED AGREEMENT BE CANEELIED BEFORE THE IXPIRATION DATE THEREOF, THE ISSUING COMPANV WILL ENDEAVOR TO MAIL 45 OAVS NRIITEN NOTICE TO TNE CERTIFICATE HOLDER NAMED FBOVE� B'J� FA7LURE TO MAIL SIKH NOTICE SHALL IMPOSE NO OBLIGPTION 00. LIA9ILITV OF PNY KIND UPON THE PROGRHM, RS AGENTS OR REPRESENATIVES. ; ( ` ._��; AUiHORRED REPRESENATIVE ���c������ � 4�y�'�' 3`�3! CORPORATE RESOLUTION TO BORROW / GRANT COLLATERAL References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing ""*"" has been omitted due to text lenqth limitations. COfp0�8tlOtl: The City of Sebastian Florida 1225 Main Street Sebastian, FL 32958-4165 L@Ild@f: Seacoast National Bank 815 Colorado Ave. P.O. Box 9012 Stuart, FL 34995 (800) 706-9991 WE, THE UNDERSIGNED, DO HEREBY CERTIFY THAT: THE CORPORATION'S EXISTENCE. The complete and correct name of the Corporation is The City of Sebastian Florida ("Corporation"). The Corporation is a corporation far profit which is, and at all times shall be, duly organized, validly existing, and in good standing under and by virtue of the laws of the State of Florida. The Corporation is duly authorized to transact business in all other states in which the Corporation is doing business, having obtained ali necessary filings, governmental licenses and approvals for each state in which the Corporation is doing business. Specificaliy, the Corporation is, and at all times shall be, duly qualified as a foreign corporation in all states in which the failure to so qualify would have a material adverse effect on its business or financial condition. The Corporation has the full power and authority to own its properties and to transact the business in which it is presently engaged or presently proposes to engage. The Corporation maintains an office at 1225 Main Street, Sebastian, FL 32958-4165. Unless the Corporation has designated otherwise in writing, the principal office is the office at which the Corporation keeps its books and records. The Corporation will notify Lender prior to any change in the location of the Corporation's state of organization or any change in the Corporation's name. The Corporation shall do all things necessary to preserve and to keep in full force and effect its existence, eights and privileges, and shall comply with all regulations, rules, ordinances, statutes, orders and decrees of any governmental or quasi-governmental authority or court applicable to the Corporation and the Corporation's business activities. RESOLUTIONS ADOPTED. At a meeting of the Directors of the Corporation, or if the Cor ration 's a close corporation having no Board of Directors then at a meeting of the Corporation's shareholders, duly called and held on f "' x' ��.. , at which a quorum was present and voting, or by other duly authorized action in lieu of a meeting, the resolutions set orth i this Resolution were adopted. OFFICER. The following named person is an officer of The City of Sebastian Florida: ♦�u.. Bob McPartlan TITLES Mayor AUTHORIZED � T A Y X �(f�`'� ,.' ...,�' ( L/_,!l � ACTIONS AUTHORIZED. The authorized person listed above may enter into any agreements of any nature with Lender, and those agreements will bind the Corporation. Specifically, but without limitation, the authorized person is authorized, empowered, and directed to do the following for and on behalf of the Corporation: Borrow Money. To borrow, as a cosigner or otherwise, from time to time from Lender, on such terms as may be agreed upon between the Corporation and Lender, such sum or sums of money as in his or her judgment should be borrowed, without limitation. Execute Notes. To execute and deliver to Lender the promissory note or notes, or other evidence of the Corporation's credit accommodations, on Lender's forms, at such rates of interest and on such terms as may be agreed upon, evidencing the sums of money so borrowed or any of the Corporation's indebtedness to Lender, and also to execute and deliver to Lender one or more renewals, extensions, modifications, refinancings, consolidations, or substitutions for one or more of the notes, any portion of the notes, or any other evidence of credit accommodations. Grant Security. To mortgage, pledge, transfer, endorse, hypothecate, or otherwise encumber and deliver to Lender any property now or hereafter belongirtg to the Corporation or in which the Corporation now or hereafter may have an interest, including without �imitation all of the Corporation's real property and all of the Corporation's personal property (tangible or intangible), as security for the payment of any loans or credit accommodations so obtained, any promissory notes so executed (including any amendments to or modifications, renewals, and extensions of such promissory notes), or any other or further indebtedness of the Corporation to Lender at any time owing, however the same may be evidenced. Such property may be mortgaged, pledged, transferred, endorsed, hypothecated or encumbered at the time such loans are obtained or such indebtedness is incurred, or at any other time or times, and may be either in addition to or in lieu of any property theretofore mortgaged, pledged, transferred, endorsed, hypothecated or encumbered. Execute Security Documents. To execute and deliver to Lender the forms of mortgage, deed of trust, pledge agreement, hypothecation agreement, and other security agreements and financing statements which Lender may require and which shall evidence the terms and conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to Lender any other written instruments, any chattel paper, or any other collateral, of any kind or nature, which Lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. Negotiate Items. To draw, endorse, and discount with Lender all drafts, trade acceptances, promissory notes, or other evidences of indebtedness payable to or belonging to the Corporation or in which the Corporation may have an interest, and either to receive cash for the same or to cause such proceeds to be credited to the Corporation's account with Lender, or to cause such other disposition of the proceeds derived therefrom as he or she may deem advisable. Further Acts. In the case of lines of credit, to designate additional or alternate individuals as being authorized to request advances under such lines, and in all cases, to do and perform such other acts and things, to pay any and all fees and costs, and to execute and deliver such other documents and agreements, including agreements waiving the right to a triai by jury, as the officer may in his or her discretion deem reasonably necessary or proper in order to carry into effect the provisions of this Resolution. ASSUMED BUSINESS NAMES. The Corporation has filed or recorded all documents or filings required by law relating to all assumed business names used by the Corporation. Excluding the name of the Corporation, the following is a complete list of all assumed business names under which the Corporation does business: None. NOTICES TO LENDER. The Corporation will promptly notify Lender in writing at Lend2r's address shown above (or such other addresses as Lender may designate from time to time) prior to any (A) change in the Corporation's name; (B) change in the Corporation's assumed business name(s); (C) change in the management of the Corporation; (D) change in the authorized signer(s); (E) change in the Corporation's principal office address; (F) change in the Corporation's state of organization; (G) conversion of the Corporation to a new or different type of business entity; or (H) change in any other aspect of the Corporation that directly or indirectly relates to any agreements between the Corporation and Lender. No change in the Corporation's name or state of organization will take effect until after Lender has received notice. CORPORATE RESOLUTION TO BORROW / GRANT COLLATERAL Loan No: 4000565486/1 (Continued) Page 2 CERTIFICATION CONCERNING OFFICERS AND RESOLUTIONS. The oKicer named above is duly elected, appointed, or employed by or for the Corporation, as the case may be, and occupies the position set opposite his or her respective name. This Resotution now stands of record on the books of the Corporation, is in full force and effect, and has not been modified or revoked in any manner whatsoever. NO CORPORATE SEAL. The Corporation has no corporate seal, and therefore, no seal is affixed to this Resolution. CONTINUING VALIDITY. Any and all acts authorized pursuant to this Resolution and performed prior to the passage of this Resolution are hereby ratified and approved. This Resolution shall be continuing, shall remain in full force and effect and Lender may rely on it until written notice of its revocation shali have been delivered to and received by Lender at Lender's address shown above (or such addresses as Lender may designate from time to time). Any such notice shall not affect any of the Corporation's agreements or commitments in effect at the time notice is given. IN TESTIMONY WHEREOF, we have hereunto set our hand and attest that the signature set opposite the name listed above is his or her genuine signature. We each have read all the provisions of this Resolution, and we each personally and on behalf of the Corporation certify that all statements and representations made in this Resolution are true and correct. This Corporate Resolution to Borrow / Grant Collateral is dated December 6, 2012. CERTIFIED TO AND ATTESTED BY: By� G.�t—w.JM...� • ( Authorized Signer for The City of S stian Fiorida NOTE: If the officer signing this Resolution is designated by the foregoing document as one of the officers authorized to acl on the Corpora[ion's behalf, it is advisable to have this Resolution signed by at leasi one non-authorized officer of the Corporation. LASER PRO Lantling, Ver. 12.J,0.001 Cop�. MarlanE Financiel5oluiions, Inc. 19�i. ]D11. AN Rg��a ReserveC. � FL G\LASERPRO�Ci�LPt\C10.FC iR�1B5B PR�56 COOPERATION AGREEMENT References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containinq ""`""" has been omitted due to text lenpth limitations. BOfI'OW@P: The City of Sebastian Florida 1225 Main Street Sebastian, FL 32958-4165 L@Ild@P: Seacoast National Bank 815 Colorado Ave. P.O. Box 9012 Stuart, FL 34995 (800) 706-9991 The undersigned Borrower(s) in consideration of a loan received from Seacoast National Bank hereinafter, referred to as the "Bank", agrees, if requested by the Bank or iYs Closing Agent, to fully cooperate and adjust for clerical errors in the correction or completion of loan closing documents as deemed necessary or desirable by the Bank or it's Closing Agent. The Borrower(s) understand that this may include the correction or execution of a new mortgage, security agreement and/or other closing documents to reflect the agreed upon terms. BORROWER: THE CIT�F SE ASTIAN FL A By: �rGt` �' ��� L..�t�/t�� Bob McPartlan, Mayor of The City of Sebastian Florida LASER PRO Landing. Ver. 12.3.0.00< Gopr. Harlantl Financial5ol�llone. Inc. i991. ]Ot1. All RgM1�s Resnrvetl. � FL GLLASERPR0ICF�LPL\G60.FC Tft�1858 Pft�56