Res 854-52 son oN NO.
A ~E~OLUTION PROVIDING FOR THE IS~UANC~ OF
$134,000. SPECIAL TAX P~ENUE CERTIFICATES
OF THE CITY OF DELRAY BEACH, FLORIDA, FOR
THE PURPOEE OF ~FUNDING CERTAIN O~TSTA~)-
ING SPECIAL TAX REVENUE CERTIFICATES OF
SAID CITY AND FOR THE PURPO~ OF PAYING
THE COST OF MAKING MUNICIPAL IMPROVemeNTS
FOR SAID CITY, PROVIDING FOR THE SALE,
SECURITY AND PAYMENT I~tEREO~, AND MAKING
CERTAIN COVENANTJ AND AGHEEME~ IN THAT
CONNECTION.
WHEEEAS the City of Delray Beach has heretofore issued and
delivered $~2,000. Special Tax Revenue Certificates dated August l, 1950,
payable from the proceeds of the heretn,eter described tax on utilities
services, of which certificates to the amOUnt of $34,000. are outstand~-g,
being certificates numbered 9 to 42, inclusive; and
~HEHEA~ the city desires to refund said certificates and the
holders thereof have consented to such refunding and to receive in exchange
for said outstanding certificates an equal amount of certificates for which
provision is hereinafter made; and
WHEEEA~ the city desires to make ce~tn municipal improvements
including the improvement of a site for a municipally o~ned cemetery, the
making of certain improvements to the m~nicipally owned sea wall and docks,
and the making of street and sidewalk improvements, and the city does not have
funds available for the payment of the cost of such improvements and desires
to finance such cost through the issuance of the certificates for ~hich
provision is hereinafter made; an~
WHEEFAS pur~;s~t to the provisions of Ordinance Number 535 adopted
by the City Council on July ~, 1945, as amended by Ordinance Number 567,
adopted on Jan,,~y 28, 1946, and by Ordt~-ce Number GVI,,O,~ adopted on
September 8, 1950, the city has been since August 15, 1945, imposing and
collecting a tax on every purchase of electricity, bottled gas (natural or
_-~r~factured), and local telephone service in the city; and
~ ~n order ~o sectu~ the l~Yment of the certificates here~n-
~er autho~zed, the ct~ des~es to p~edge there~ ~e ~oceeds
descend ~ on utilities se~-~ices;
~ the ~e~ r~n~s to
~ ~p~ ~ficient to ~ ~ci~ of ~d ~te~st on such certifies,
~e ~g o~s~d~g no obli~tions ~ble ~ ~ revenues ex~ ~e
$~,~. outstand~n~ ~i~tes herei~bo~ descrY, ~ ~& reven~s
for the ~st ~ee fis~ y~rs ~ve ~en as follows:
~t~tie~ T~ ~oce~
1949
1950 31,518.54
19~ ~,725.20
~S ~er ~e decisions of ~e
~e g~ ~s ~sed
~ ~e ~e~ ~ws ~ Flori~, the ci~ is au~o~z~ ~ isle s~ci~ t~
~e~e ce~i~tes ~ ~e ~er ~ ~able f~m the ~ci~ f~d for
whi~ ~o~sion is here~ter
~, ~~, ~ IT ~L~ ~ the Ci~ Co~cil of ~e Ci~
of ~ ~&, ~o~, as fo~s:
~ction 1. T~t the City of ~ ~ (h~e~ter s~t~s
~ferred to as the "ci~") ~~ a site for a ~ici~l~ o~ed c~~,
~e ~rov~ents to the ~ici~ o~ ~a ~ ~d do~s ~d ~e ~eet
~ sid~ ~ov~ents for ~ ci~.
~ion 2. ~t for the
~ov~ents, ~ for the
Ce~ica~s of ~d ci~ n~ outing dat~ A~ 1, 1950, berg
~ica~s n~red 9 to ~, ~clusi~, ~cl~g -~] e~n~s ~r~
~cident ~ereto ~d to the is~ of ~e ~i~tes, there ~e here~
au~oriz~ to ~ isled the ~c~ ~ Re,hue Ce~icates of ~e city
in the aggregate principal amount of $134,000. Said certificates shall be
dated A~must 1, 1952, shall be in the denomination of $1,000. each, shall be
numbered 1 to 134, inclusive, and shall bear interest as to certificates
numbered 1 to 4, 18 to 21, 36 to 39, 55 to 58, 74 to 79, 94 to 99, and 114
to 119, all numbers inclusive, at the rate of 3% per annum from date until
paid, and as to certificates numbered 5 to 17, 22 to 35, 40 to 54, 59 to 73,
80 to 93, 100 to 113, and 120 to 134, All numbers inclusive, at not to exceed
the rate of 5% per annum from date until paid as may be determined by com-
petitive bidding at the time said certificates are sold, payable semi-annually
on the first da~s of August and February of each year. The certificates shall
be payable as to both principal and interest in lawful money of the United
States of America at the office of the City Clerk in the City Hall in the
City of Delray Beach, Florida, or at the option of the holder at
........ , in the City of
and shall mature serially in numerical order on August 1 of each of the years
as follows:.
Certificate Numbers Amount
1 to 17 $17,000. 1953
18 to 35 18,000. 1954
36 to 54 19,000. 1955
55 to 73 19,000. 1956
74 to 93 20,000. 1957
94 to 113 20,000. 1958
114 to 134 21,000. 1959
Certificates numbered 55 to 134, inclusive shall be callable for
redemption prior to maturity at the option of the city on August 1, 1955, and
on am~ interest payment date thereafter in inverse n~nerical order, at the
principal amount thereof plus accrued interest to the date fixed for redemption
plus the following premium for each certificate so called for redemption: $30
for each certificate called for redemption on or prior to February 1, 1957;
$20 for each certificate called for redemption thereafter and on or prior to
February 1, 1958; $10 for each certificate called for redemption thereafter
and on or prior to February 1, 1959 and thereafter without premium. Notice
of such call for redemption is to be given by publication of an appropriate
notice one time in a newspaper or financial journal of general circulation
published in the City of Miami, Florida, not less than thirty days prior to
the date fixed for redemption.
Section 3. That the certificates shall be signed by the Mayor
of the city, countersigned by the City Clerk, shall be endorsed by the City
Attorney, and shall have impressed thereon the corporate seal of the city.
Interest falling due on the certificates on and prior to maturity thereof
shall be represented by appropriate interest coupons to be attached to the
certificates, which coupons shall be e~ecuted ~th the facsimile signatures
of the Mayor and the City Clerk.
_Section 4. That the certificates and the coupons to be attached
thereto and the endorsement to appear on the back thereof shall be in sub-
stantially the following form:
(Form of Certificate)
UF/?ED STATES OF AMERICA
STATE OF FLORIDA
0OUNT~ OF PA~/~ ~EACH
CITY OF DELRAY ~.ACH
SPECIAL TAX ~ENUE CERTIFICATE
Number.... $1,000
The City of Delray Beach, in Palm Beach County, Florida, for value
received hereby promises to pay to bearer, solel~ from the special fu~ pro-
vialed therefor as hereinafter set forth, the sum of One Thousand Dollars
($1,000) on the first day of August, 19 , and to pay from said special fund
interest thereon at the rate of~ per cent ( %) per
annum from date hereof until paid, pa~able se~i-ann~-l]y on the first da~s of
February and August of each year, with interest due on and prior to maturity
hereof payable only upon presentation and surrender of the annexed interest
coupons as they severally become due. Both principal hereof and interest
hereon are payable in lawful money of the United States of America at the
office of the City Clerk in the City Hall in the City of De,.ray Beach, Florida,
or at the option of the holder at . . , in the City of, .....
This certificate is one of an issue numbered 1 to 134, inclusive,
issued pursuant to the Constitution and L~_.ws of Florida and a resolution
adopted by the City Council of said city on July , 1952, for the
purpose of ps~ing the cost of improving a site for a m~nicipally owned
cemetery, m~ing improvements to the municipally o~ned sea wall and docks
and making street and sidewalk improvements for said city and for the purpose
of refunding $34,000 Special Tax Revenue Certificates of said city now out-
standing. This certificate and the issue of which it is a part are p~yable
solely from and secured by the first pledge of the revenues to be received
from the proceeds of the tax imposed by the city on the purchase of electricity
bottled gas (natural or ~nufacutred), and local telephone service pursuant
to Ordinance Number 535 adopted on July 9, 1945, as amended.
This certificate, including interest hereon, is payable solely
from the aforesaid revenues and does not constitute an indebtedness of the
City of Delray Beach within the meaning of any constitutional, statutory or
charter provision or limitation, and it is expressly agreed by the holder of
this certificate that such holder shall never have the right to req,,~e or
compel the e~srcise of the ad valorem taxing power of said city or the tam2tion
or assessment of real estate in said city for the ps, merit of the principal of
or interest ~n this certificate, or the ~king of any sinking fund, reserve or
other payment reqn~red in the aforesaid resolution. It is further agreed
between said city and the holder of this certificate that this certificate
and the obligation evidenced thereby shall not constitute a lien upon
property of or in the city, but shall constitute a lien only on the revenues
in the above paragraph described. For a more complete statement of the source
of payment of such certificates and a statement of the terms and conditions
under which additional obligations ma~ be hereafter issued on a parity with
this certificate, and a statement of the rights, duties and obligations of
the city and the rights of the holders of the certificates, reference is made
to the aforesaid resolution, to all the provisions of which resolution the
holder hereof by the acceptance of this certificate assents.
Certificates numbered 55 to 134, inclusive, of the issue of which
this is one are callable for redemption prior to maturity at the option of
the city o~ August 1, 1955, and on any interest ps~ment date thereafter, in
inverse numerical order, at the principal amount thereof plus accrued interest
to the date fim~d for redemptien plus the following premium for each certifi-
cate so called for redemption: $30 for each certificate called for redemption
on or prior to Feb~_,~ry 1, 1957; $20 for each certificate called for redemption
thereafter and ~n or prior to February 1, 1958; $10 for each certificate called
for redemption thereafter and on or prior to February 1, 1959, and thereafter
without premium. Notice of such call for redemption is to be given by pub-
lication of an appropriate notice one time in a newspaper or financ~ Journal
of general c~rc~lation published in the City of Mismi, Florida, not less than
thirty days prior to the date fixed for redemption.
Each successive holder of this certificate and of the coupons
hereto attached is conclusive~v presumed to forego and renounce his equities
in favor of subsequent holders for value without notice and to agree that this
certificate and each of the coupons hereto attached may be negotiated by
delivery by any person having possession thereof, howsoever s~ch possession
may have been acquired, and that any holder who shall have taken this certifi-
cate or any of the coupons from any person for value and without notice
thereby had acquired absolute title thereto, free from any defenses enforceable~
against an~ prior holder and free from all equities and claims of ownership
of any such prior holder. The City of Delray Beach shall not be affected by
any notice to the contrary.
It is hereby certified and recited that all acts, conditions and
th~s req,,~ed by the Constitution and Laws of Florida and by the charter of
called the "utilities service ta~"), as may be necessary to pay promptly as
they fall due principal of and interest on all certificates pa~able therefrom,
and to accumulate on or prior to January 1, 1953, and thereafter to maintain
as a reserve for such payment, in addition to principal and interest require-
ments for the current fiscal year, an amount equal to the largest amount of
principal and interest which will be payable from the Certificate Fund in any
future twelve months' period. Money in such reserve shall be used for the
payment of principal of or interest on certificates payable from the Certifica~
Fund whenever and to the extent that money in such fund other than the reserve
is insufficient to meet payments therefrom falling due and as to ~bich there
would be a default if money in the reserve were not so used. Ail money so
taken from the reserve to pay principal and interest shall be replaced therein
from the first revenues thereafter received which are not required for current
payments into the Certificate Fund. No payment need be made into the Certifi-
cate Fund at any time at which there shall be in said fund an amount sufficient
to pay all principal and interest payable therefrom during the next succeeding
twelve months and in addition thereto the full amount hereinabov~e required to
be accumulated as a reserve.
It shall be the duty of the depositary of the CertLficate Fund to
transmit to the paying agent bank not later than July 15 of each year an
amount taken from the Certificate Fund which will be sufficient to pa~ prin-
cipal of and interest on the certificates due on the succeeding August 1 and
interest on the certificates falling due on the succeeding February 1. It
shall be the duty of the paying agent bank to m~ke such arrangements as are
necessary to transfer to the City Clerk such funds to pay principal and interest
on certificates presented to the City Clerk for payment.
At the time of the delivery of the certificates herein authorized
there shall be transferred to the Certificate Fund all money existing as a
surplus in the Certificate Fund established for the benefit of the revenue
certificates herein authorized to be refunded, including the reserve therein.
Section 6, That the City of Delr~y Beach hereby covenants and
agrees with each successive holder of the certificates issued hereunder:
(A) That it wi~_l not repeal or decrease the utilities service
tax while any of the certificates herein authorized remain outstanding
and that it will continue the imposition and collection of the proceeds
of such tax until all of the certificates have been retired, and will
pa~ into the Certificate Fund such part of the proceeds thereof as m~y
be required hereunder. The city expressly covenants and represents that
it has legal and valid power to impose and collect such tax and that
there is by the adoption of this resolution and delivery of the certifi-
cates to the purchasers thereof and the payment for such certificates by
such purchasers, vested in such purchasers and in the subsequent holders
of such certificates a contract right to the imposition, collection and
proper application of the utilities service tax which will continue un-
impaired until all of the certificates have been paid in f,,ll, which
contract right bet~,een the city and such hol~ers is not subject to repeal,
impairment or modification by the city or by the legislature of the State
of Florida.
(B) That while an~ of the Special Tax Revenue Certificates issued
hereunder ~b~ll be outstanding, the city will not issue any addition
obligations payable from the revenues pledged to the payment of the
certificates herein authorized.
The above provision is subject to the following two exceptions:
1. The certificates herein authorized or any part thereof ma~ be
refunded with the consent of the holders thereo~ (except that as to
maturing certificates or certificates which are then optional for
redemption and have been properly called for redemption, such consent shall
not be necessary) and the refunding certificates so issued shall enjoy
complete equality of lien with the portion of the certificates ~bich is
not refunded, if any there be, and the refunding certificates shall
continue to enjoy whatever priority of lien over subsequent issue~ ma~
have been enjoyed by the certificates refunded, provided however, that if
only a portion of the certificates outstanding is so refunded and if
such certificates are refunded in such manner that the interest rate of
-10-
the refunded certificates is increased or that any refunding certificate
matures at a date earlier than the maturity date of the corresponding
certificate refunded thereby, then such certificates may not be refunded
without the consent of the holders of the unrefunded portion of the
certificates issued hereunder.
2. Additional certificates m~v also be issued on a parity with
the certificates herein authorized if all of the following conditions
are met:
(a) The proceeds of the utilities service tax must in each of
the three completed fiscal years immediately preceding the is~,~nce of
the additional obligations have been equal to one and one-half times
the highest combined interest and principal requirements for any
succeeding twelve months' period on all certificates then outstanding
and the obligations so proposed to be issued.
(b) There must be sufficient money in the Certificate Fund,
apart from the reserve held therein, to pey all principal of and
interest on the outstanding certificates which become due during the
twelve months succeeding the issuance of the additional obligations,
and in addition there must be in the reserve held in said fund the
~ amount herein req,,!~ed to be accumulated in the reserve.
(c) The additional obligations must be payable as to principal
on August 1 of each year in which principal falls due, and pa~able as
to interest on August 1 and February 1 of each year.
(C) That all records of the city with respect to the amounts received
by the city in each year from the utilities service tax and the disposition
made of all such revenues shall be available for inspection at all reason-
able times by the holders of a~ of the certificates issued hereunder, and
that the city will within sixty days following the close of each fiscal
year supply to a~y holder of the certificates who may have so requested
a written statement covering the receipt and disposition of such revenues
during such fiscal year.
Section. 7. That certificates numbered 5 to 17, 22 to 35, 40 to 54,
59 to 73, 80 to 93, 100 to 113 and 120 to 134, all numbers inclusive, of the
certificates herein authorized shall be sold at public sale in accordance with
the terms set out in the following notice of sale and the City Clerk is hereby
directed to cause the following notice to be published at least one time in the
Bond B~yer published in New York:
NOTICE OF BOND SALE
The City Council of the City of Delray Beach, Florida, will
receive sealed bids up to. ..... o'clock __.M. on. . ,
1952, at the regular meeting place of the City Council in the City Hall
in the City of Delray Beach, Florida, for the purchase of $100,000 Special
Tax Revenue Certificates of said city, at which hour said bids will be
opened.
The certificates are dated August l, 1952, denomination $1,000,
will bear interest due Febx,,,~y l, 1953 and semi-annually thereafter,
are ps~able at the office of the City Clerk in Delray Beach, Florida, or
at the option of the holder at . in the City of
......... , ........... , and mature
serially in numerical order on August I of each year and are numbered
as follows:
._C. ertificate Numbers Amount ~.ear
5 to 17 $13,000 1953
22 to 35 14,000 1954
40 to 54 15,000 1955
59 to 73 15,000 1955
80 to 93 14,000 1957
100 to 113 14,000 1958
120 to 134 15,000 1959
The certificates are issued for the purpose of paying the cost
of certain municipal improvements and together ~ith the balance of
the total authorized issue of $134,000 (which are issued to refund
$34,000 outstanding Special Tax Revenue Certificates) are payable from
the proceeds of a municipal utilities service tax levied by the city on
the purchase of electricity, bottled gas (natural or manufactured) and
local telephone service in the city.
Certificates numbered 55 to 134, inclusive, of the total
authorized issue are callable for redemption prior to maturity on
August 1, 1955, and on any interest payment date thereafter, in
inverse numerical order at the principal amount thereof plus accrued
interest to the date fixed for redemption plus a premium of $30 for
each certificate redeemed on or prior to Feb~,~ry 1, 1957, a premium
of $20 for each certificate redeemed thereafter and on or prior to
February 1, 1958, a premium of $10 for each certificate redeemed
thereafter and on or prior to February 1, 1959, and thereafter without
premium.
Additional parity certificates are authorized provided the
proceeds of the utilities tax in each of the three completed fiscal
years immediate]y preceding the issuance of additional obligations are
equal to one and one-half tim~s the highest combined principal and
interest requirements for any succeeding 12 months period.
The certificates will be awarded to the bidder offering to pa~
par and accrued interest, provided that the interest cost to maturity
of the money received for said certificates shall not exceed 5% per
A certified or cashier's check in the amount of $ ...drawn
to the order of the Treasurer of the city, must accompany each bid.
The right is reserved to reject any or all bids. There will be furnished
the successful bidder without cost to him a certified transcript, in-
cluding a non-litigation certificate dated as of the date of the
delivery of the certificates, and the unqualified approving opinion of
Chapman and Cutler.
Att e st:
- - City Clerk L .
That certificates numbered 1 to 4, 15 to 21, 36 to 39, 55 to 58,
74 to 79, 94 to 99, and 114 to 119, all numbers inclusive, of the certificates
herein authorized shall be delivered by the City Clerk in exchange for the
Special Tax Revenue Certificates now outstanding herein authorized to be re-
funded, and said outstanding Special Tax Revenue Certificates shall thereupon
be immediately cancelled and destroyed. The payment of interest accrued on
said outstanding Special Tax Revenue Certificates and on the new certificates
shall be handled in such manner that no overlapping interest is paid by
reason of the refunding transaction.
Section 8. That the City Attorney is hereby authorized and
directed to take appropriate proceedings in the Circuit Court of the
Fifteenth Judicial Circuit of Florida, in and for Palm Beach County, for
the validation of said certificates, and the Mayor and City Clerk are author-
ized to sign any pleadings in such proceedings for and in behalf of the City
Council of the City of Delray Beach.
~ection ~. That if any section, paragraph, clause or provision
of this resolution shall be held to be invalid or unenforceable for any reason,
the validity or unenforceability of such section, paragraph, clause or pro-
vision shall not affect any of the remaining provisions of this resolution.
Section 1.0. That this resolution shall be in full force and
effect immediately upon its adoption.
Adopted and approved J,,]? 2R~.h .... 1952.
Ac%ing City Clerk
The above resolution and the forms of Special Tax Revenue
Certificate and coupon therein c~tain~ed are~hereby approved as to form and
correctness this ~[~ dey of ~ ti' ~19~. ~
(Form of Validation Oertificate)
Validated and confirmed by decree of the Circuit Court of the
Fifteenth Judicial Circuit'in and for Palm Beach County, Florida, rendered
on the ~ of , , 1952.
Clerk the C cui Court,
Palm Beach County, Florida.
~ection .~, That there is hereby created for the purpose of
paying principal of and interest on the certificates herein authorized and
establishing and maintaining a reserve for such purpose a fund to be known
as the .Special Tax Revenue Certificates Sinking Fund," which is hereinafter
in this resolution sometimes referred to as the .Certificate Fund." Such fund
shall be kept on deposit in FiHST..NATIO~AL .... Bank in
the City of DELdAY BEACH ~ , Florida, or in such other bank
of equal standing and rating as may hereafter be specifie~ by the City
Council. The money held in said fund shall be held by said depositary as a
special and not a general deposit and as a special trust fund the beneficial
interest in which shall be in the holders from time to time of the obligations
payable therefrom. AL1 money in such fund shall be continually secured by
the deposit of collateral security having a market value at all times of not
less than the amount on deposit in such fund and shall be otherwise secured
to the fullest extent required by the laws of Florida for the securing of
public deposits.
There shall be paid into the Certificate Fund from day to d~y as
received, as a first charge thereon, so much of the proceeds of the excise
tax levied and imposed by the city under the provisions of Ordinance Number
535, as adopted by the City Council on July 9, 1945, as amended on January
28, 1946, and on September 8, 1950, and as amended at any time prior to the
issuance of the certificates hereunder, upon every purchase of electricity,
bottled gas (natural or msmufactured), and local telephone service (herein