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84-PP A RESOLUTION AUTHORIZING THE ISSUANCE OF AGGREGATE PRINCIPAL AMOUNT OF CITY OF BOYNTON BEACH, FLORIDA WATER AND SEWER UTILITY REVENUE BONDS, SERIES 1954A; FINDING THE NECESSITY FOR A NEGOTIATED SALE OF SUCH BONDS; APPROVING THE OFFICIAL STATEMENT IN CONNECTION WITH SUCH BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE CONTRACT TO BE EXECUTED BY AND BETWEEN THE CITY AND THE UNDERWRITERS OF SUCH BONDS AND AWARDING THE SERIES 1984A BONDS; APPLYING THE SERIES 1984A BOND PROCEEDS AND OTHER MONEYS; FI'XING CERTAIN DETAILS OF SUCH BONDS; APPROVING AN ESCROW DEPOSIT AGREEMENT AND APPOINTING AN ESCROW AGENT, ALL IN CONNECTION WITH THE ISSUANCE AND SALE BY THE CITY OF SUCH BONDS; PROVIDING FOR THE DISPOSITION OF FUNDS IN EXISTING FUNDS AND ACCOUNTS; RATIFYING CERTAIN ACTIONS HERETOFORE TAKEN BY THE CITY COUNCIL; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Boynton Beach, Florida (the "City") is authorized by its Charter (Chapter 24398, Laws of Florida, Acts of I947, as amended and supplemented and by Chapter 166, Florida Statutes (collectively the "Act") to issue revenue bonds of the City for the purpos~ of refunding its outstanding six series of revenue bonds (the "Outstanding Bonds") issued under authority of Resolution No. 64-FF adopted by the City Council on July 30, 1964, as supplemented (the "Original Resolution"); and WHEREAS, the City Council by Resolution No. 84-E, adopted on January 3, 1984, as amended by Resolution No. 84-~, adopted'on May 9, 1954 (collectively the "Bond Resolution") has heretofore authorized the issuance at on~~ time or in series from time to time of $50,000,000 Water and Sewer Utility Revenue Bonds for the purpose of providing funds, together with any other available funds, for paying the cost of paying at their respective maturities or redeeming the Outstanding Bonds and acquiring and constructing the Project (as defined in the Bond Resolution); and maturities or redeeming the Outstanding Bonds and acquiring and constructing the Project (as defined in the Bond Resolution); and WHEREAS, the City Council has determined and does hereby determine that it is necessary at this time to issue Water and Sewer Utility Revenue Bonds of the City (the "Series 1984A Bonds!') for the purpose of providing funds, together with any other available funds, to pay at their respective maturities the Outstanding Bonds; and WHEREAS, the Series 1984A Bonds were validated by judgment of the Circuit Court for Palm Beach County, Florida on March 16, 5984, and the time for taking an appeal therefrom to the Florida Supreme Court has expired; and WHEREAS, the City Council has determined that, due to the complicated nature of a revenue bond advance refunding, the sale of the Series 1984A Bonds through negotiation is necessary in order to assure that the Series 1984A Bonds will be actively marketed, thereby producing the best terms obtainable; and WHEREAS, due to the reason mentioned above, the City Council has determined that the sale of the Series 198~A Bonds through negotiation with the Underwriters named in the within-mentioned Bond Purchase Contract is in the best interest of the City; and WHEREAS, there have been presented at this meeting the following documents relating to the issuance of the Series 19B~A Bonds: (a) the Bond Purchase Contract, dated May 9, 1984 (the "Bond Purchase Contract"), by and between the City and Arch W. o Roberts & Co., William R. Hough & Co. and Prudential-Bache Securities, Inc. (the"Un~aerwrl~e' ' rs"), (b) an Escrow Deposit Agreement, dated as of May 1, 1984, (the "Escrow Agreement"), by and between the City and the Escrow Agent (hereinafter mentioned), (d) the Preliminary Official StaTement, dated May p~, 1984 (the "Preliminary Official Statement"); and (e) the Official Statement, dated May ~, 1984 (the "Official Statement"); now, therefore, BE IT RESOLVED by the City Council of the City of Boynton Beach, Florida: Section 1. The determinations referred to in the preambles to this Resolution are hereby specifically redetermined and reaffirmed. The forms, terms and provisions of the Escrow Agreement presented-to the City Council, together with such inser- tions, changes, modifications and deletions not inconsistent with the general tenor of said document as, on the advice of counsel, are deemed necessary or appropriate, are hereby approved and authorized in all respects, and the Mayor or the Vice-Mayor and to the extent required, the City Clerk, are hereby authorized and directed to execute and deliver, on behalf of the City, the Escrow Agreement in substantially the form presented to the City Council together with such insertions, changes, modifications and dele- tions not inconsistent with the general tenor of said documents as they, with the advice of counsel, may deem necessary and appro- priate, such execution and delivery to be conclusive evidence of the authorization and approval thereof by the City. o Section 2. The form and content of the official Statement presented to the City Council, together with such changes, modifications and deletions may be deemed necessary and appropriate, are hereby approved and authorized in all respects, and the Mayor and the City Manager are hereby authorized and directed to execute and deliver such Official Statement in the form presented to the City Council together with such changes, modifications and deletions as they, with the advice of counsel, may deem necessary or appropriate, such execution and delivery to be conclusive evidence of the approval and authorization thereof by the City. Section 3. The use and distribution of the Preliminary Official Statement, the Official Statement, the Bond Resolution and the Escrow Agreement by the Underwriters in connection with the marketing of the Series 198~A Bonds are hereby ratified, approved and authorized. Section 4. For the purposes of providing funds to realize the purposes set forth in the third preamble of this Resolution, the City Council, pursuan~ to the authority granted to it by the Act, hereby authorizes the issuance of revenue bonds of the City to be designated City of Boynton Beach Water and Sewer Utility Revenue Bonds, Series 1984A, to be dated May 1, 1984 in the aggregate principal amount of $~ consisting of Serial ~, ~o 0o Bonds in the aggregate principal amount of $~y6~-~-maturing on November 1 in each of the years, in the amounts and at the interest rates as-shown below: PrinciPal Interest Maturity Amount Rate 1987 $100,000 1988 125,000 1989 150,000 7, 7~0 1991 -215, 1992 ~ 5 AS/o OD ~ ,,~ 1993 ~ ~A,~o~O 1994 -~5, 1995 ~ 1996 zcc 1997 ~I0, 1999 ~ and of /~),i$6'% Term Bonds in the aggregate principal amount of ~ maturing-on November 1, 2005. The Series 1984A Bonds shall be issued as fully registered Bonds in the denomination of $5,000 or any integral multiple thereof; interest on the Series 1984A Bonds shall be paid November 1, 1984, and thereafter semiannually on each May 1 and November 1; principal of the Series 1984A Bonds shall be payable at the principal office of Barnett Banks Trust Company, N.A. (the "Bond Registrar"), in the City of Jacksonville, Florida and interest on the Series 1984A Bonds shall be paid by check mailed to the registered owner at the address shown on the registration books kept by the Bond Registrar. Any registered Series 1984A Bond may be transferred in such manner and at such times as set forth in the Bond Resolution. o Section 5. The Series 198~A Bonds maturing on or after November 1, 1993 are subject to redemption prior to their maturity at the option of the City in whole~ p~, .... ~r Nove~er 1 1992 or ~-n--p~ any interest payment ate~~ ' ' d ~ ~~-~'- ~ '-'---' - -- ~r~s~a~.~, in the inverse order of maturity and by lot within a maturity as the Director of Finance in his discretion, may determine. Series 198~A Bonds, if so redeemed, shall be redeemed at the redemption prices set forth below (expressed as percentages of the principal amount of the Series 198~A Bonds to be redeemed) plus accrued interest thereon to the date fixed for redemption. Redemption Period Redemption Price .(both dates inclusive) (percentage of principal amount) ~November 1, 1992 to 4~e~e~, 199~ ..... 103~ ~~emtm~r 1 199~to/'$ctcbe~r_~2H~, 1995 102 ~ 1, 199~t~e~e~_34), 1996 ..... 101 ~r 1, 199~and thereafter .......... 100 The Series 198~A Bonds maturing on November 1, 2005 (the "Series 198~A Term Bonds")shall be subject to mandatory redemption in part by lot beginning on November 1, 2000 and on each November 1 thereafter in the amounts set forth below at a price equal to 100~ of the principal amount of Series 198~A Term Bonds being redeemed plus accrued interest to the date of redemption and without premium: Series 1984A Term Bonds Due November 1, 2005 Principal November 1 Amount 2000 $ 660,000 2001 725,000 2002 ~0~,000 2003 ~O~.7~,000 2004 ,ooo 2005 !0~01~i~,000 (Final Maturity) Section 6. Simultaneously with the delivery of the Series 1984A Bonds, the proceeds (including accrued interest) and certain other moneys received by the City Manager shall be applied by the City Manager as follows: (1) The amount received as accrued interest on the Series 1984A Bonds shall be deposited to the credit of the Bond Service Account in the Sinking Fund; (2) A sum equal to Reserve Account Requirement on the Series 1984A Bonds shall be deposited to the credit of the Reserve Account; (3) A sum equal to the financing expenses attributable to the issuance of the Series 1984A Bonds shall be deposited in a special bank account by the City Manager and applied to the payment of such expenses; (4) A sum equal to the MBIA insurance premium and any associated costs shall be paid by the City Manager in such manner as required to cause the Series 1984A Bonds to be covered by MBIA insurance; and (5) a sum sufficient to purchase United States Treasury Obligations (the "Government Securities")~ the principal of which, together with the interest to be earned thereon, will be sufficient to pay when due the principal of and interest on the Outstanding Bonds will be applied to the purchase of the Government Securities, which Government Securities shall thereupon be transferred to the Escrow Agent for deposit pursuant to the Escrow Agreemen~ and to be held under the conditions and terms thereof. The amounts required under subparagraphs (1), (3) and (4) above shall be provided from Series 1984A Bond proceeds. The amount required under subparagraph (2) above shall be provided from funds transferred from the Reserve Accoun~ created under the Original Resolution. The amount required under subparagraph (5) above shall be provided from both Series 1984A Bond proceeds and the funds on deposit in the Water and Sewer System Revenue Fund and the Principal and Interest Account created under the Original Resolution. Section 7. Simultaneously with the delivery of the Series 1984A Bonds, the amount on deposit in the following funds and accounts created by the Original Resolution relating to the Outstanding Bonds shall be transferred as indicated: Fund or Accoun~ under the Fund or Account under the Original Resolution Bond Resolution or the Escrow Deposit Agreement Water and Sewer System Revenue Fund Principal and Interest Account Reserve Account Renewal and Replacement Fund City of Boynton Beach Water and Sewer Utility Escrow Fund City of Boynton Beach Water and Sewer Utility Escrow Fund Reserve Account Boynton Beach Water and Sewer Utility Renewal and Replacement Fund Section 8. The form of the Series 198%A Bonds set forth in the Bond Resolution, with such insertions, changes and other modifications, not i'nconsistent with the general tenor or said forms or with the Bond Resolution and as may be deemed necessary or appropriate, is hereby approved and authorized in all respects; and the Mayor and the City Clerk, are hereby authorized and directed to execute either manually or by facsimile signature, as provided in the Bond Resolution, and to deliver to the Bond Registrar for authentication on behalf of the City, the Series 1984A Bonds in definitive form~, in the form presented, as a part of the Bond Resolution, to this meeuing together with such changes, modifications and deletions as they, with the advice of counsel, may deem necessary or appropriate, not inconsistent with the Bond Resolution, such execution and delivery to be conclusive o evidence of the approval and authorization thereof by the City Council. Section 9. The following banks or trust companies in the indicated cities are each hereby appointed for the functions indicated for the Series A Bonds: Name of Bank or Trust Company Barnett Banks Trust Company, N.A. Florida National Bank Function Location Bond Registrar Jacksonville, Florida ~~~ Escrow Agent Miami, Florida Section 10. The City Council hereby awards the Series 1984A Bonds to the Underwmiters in the amounts, at the interest rates as set forth in Section 4 of this Resolution and at the prices set forth in the Official Statement and the Bond Purchase Contract, plus accrued interest from May 1, 1984. The form, terms and provisions of the Bond Purchase Contract presented to the City Council are hereby approved and authorized in all respects, and the Mayor and the City Clerk are hereby authorized and directed to execute and deliver, on behalf of the City, the Bond Purchase Contract effecting the award of the Series 1984A Bonds, such execution and delivery to be conclusive evidence of the approval and authorization hereof by the City Council. Section 11. The Series 1984A Bonds, upon their execution in the form and manner set forth in the Bond Resolution, shall be 10. deposited with the Bond Registrar for authentication, and the Bond Registrar is hereby authorized and directed to authenticate and, upon due and valid execution of the Bond Purchase Contract and the Escrow Agreement by the proper parties thereto, to deliver said Series 1984A Bonds to the Underwriters against payment therefor in accordance with and subject to the provisions of Section 207 of the Bond Resolution and in accordance with the Bond Purchase Contract. Section 12. The officers, agents and employees of the City and the officers and agents of the Bond Registrar are hereby authorized and directed to do all acts and things, including the execution, delivery and recordation of any required financing statements, termination statements or continuation statements, required of them by the provision of the Series 1984A Bonds, the Escrow Agreement and the Bond Purchase Contract for the full, punctual and complete performance of the terms, covenants, provisions and agreements of the same and also to do all acts and things required of them by the provisions of this Resolution. Section 13. The Mayor, the City Clerk or the City Manager, or any of them, are further a~thorized and directed (without limitation except as may be expressly set forth herein) to take such action and to execute and deliver any such documents, deeds, certificates, under-takings, agreements or other instruments as they, with the advice of counsel, may deem necessary and appropriate in order to effect the transactions contemplated by 11. the Series 198~A Bonds, the Bond Resolution, the Escrow Agreement and the Bond Purchase Contract. Section 1~. This Resolution becomes effective immediately upon its passage. PASSED AND ADOPTED this~_~day 1984.~, ATTEST: - /- City Clerk- I Hereby Certify That I Have Approved The Form And Correctness of this Resolution City Attorney 12.