Res 77-84-- I
RESOLUTION NO. 77-84
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DELRAY
BEACH, FLORIDA REPEALING RESOLUTION NO. ?3-84 AND
SUBSTITUTING THIS RESOLUTION IN ITS PLACE, AUTHORIZING
THE CITY TO ENTER INTO A LINE OF CREDIT AGREEMENT WITH
BARNETT BANK OF PALM BEACH COUNTY FOR THE PURPOSE OF
PAYING THE COST OF THE 1984 BEACH RENOURISHMENT
PROJECT; AUTHORIZING THE ISSUANCE OF ITS GRANT
ANTICIPATION NOTE EVIDENCING SUCH LOAN IN A PRINCIPAL
AMOUNT NOT EXCEEDING $3,000,000 ~ AUTHORIZING THE
CREATION AND ESTABLISHMENT OF AN INTEREST ACCOUNT;
AUTHORIZING THE TRANSFER OF CERTAIN MONIES FROM THE
BEACH RESTORATION FUND TO SUCH INTEREST ACCOUNT;
AUTHORIZING AND RATIFYING ALL CONTRACTS, AGREEMENTS
AND THINGS DEEMED NECESSARY OR ADVISABLE IN CONNECTION
WITH THE CITY'S 1984 BEACH RENOURISHMENT PROJECT AND
PROVIDING AN EFFECTIVE DATE FOR THIS RESOLUTION.
WHEREAS, the City Council of the City of Delray Beach, Florida (the "City")
has determined that it is necessary and advisable to repair, restore, control and
prevent erosion to certain of the City's shoreline area (the "Project"); and,
WHEREAS, the estimated cost of the Project is $4,221,065; and,
WHEREAS, in anticipation of receipt of the proceeds from a Federal financial
assistance grant in the amount of $1,857,269; State of Florida financial assistance grant
in the amount of $1,541,071; and County of Palm Beach financial assistance grant, in
the amount of $822,725; (the "Grants"), the City has entered into a contract with Great
Lakes Dredge and Dock Company (the "Company") for the purposes of beginning and
completing the Project (the "Project Contract"); and,
WHEREAS, pursuant to the Project Contract, the schedule for completion of
the Project will require periodic payments to the Company by the City prior to receipt
of the Grants; and,
WHEREAS, the City is desirous of entering into a line of credit agreement
(the "Line of Credit Agreement") with Barnett Bank of Palm Beach County ("Barnett")
whereby Barnett will make available a line of credit not exceeding the amount of
$3,000,000 (the "Line of Credit"); and,
WHEREAS, the City intends to draw on this Line of Credit to make the period
payments to the Company and to pay other permissible costs and expenses associated
with the Project; and,
WHEREAS, the City intends to issue its Grant Anticipation Note to Barnett
(the 'Notett) evidencing its obligation under the Line of Credit Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DELRAY BEACH, FLORIDA:
Section 1. That Resolution No..73-84 is hereby superseded, repealed,
revoked and made void by this Resolution.
Section 2. Pursuant to Chapter 166, Florida Statutes, as amended and
supplemented, and other applicable provisions of law, the City shall enter into the Line
of Credit Agreement evidencing the Line of Credit and the terms and conditions under
which the City may draw on such Line of Credit (the 'Advances~) in the aggregate
amount not exceeding $3,000,000, in substantially the form submitted at this meeting, to
which shall be annexed, as Annex A, a copy of this Resolution adopted by the City.
Said Advances shall be evidenced by City of Delray Beach, Florida, 1984 Beach
Renourishment Grant Anticipation Note of the City in the aggregate principal amount of
not exceeding $3,000,000, which shall be issued and delivered by the City to Barnett in
accordance with the Line of Credit Agreement. The Note shall be payable to the order
of Barnett, shall be dated as of September 26, 1984 and shall bear interest at the
Interest Rate, as that term is defined in the Line of Credit Agreement. The Interest
Rate does not exceed the maximum rate or rates permitted by law.
The Note shall be numbered one prefixed with the letter "R", shall be in the
denomination of $3,000,000 and shall be payable on the Expiration Date as that term is
defined in the Line of Credit Agreement (subject to optional prepayment as a whole or
in part, at any time or from time to time, without penalty or premium, as provided in
the Line of Credit Agreement). Principal and interest on the Note are payable in
accordance with the terms of the Line of Credit Agreement.
Principal of and interest on the Note shall be payable at the office of
Barnett, in the City of Delray Beach, Florida. Interest shall be computed on the basis
of a 365/366-day year. The Note shall be otherwise in substantially the form set forth
in Annex C to the Line of Credit Agreement.
The Note shall be paid in lawful money of the United States of American and
in immediately available funds. The Note is payable solely from the proceeds of the
Grants when received by the City and the monies on deposit in the City of Delray
Beach Renourishment Revenue Fund (the "Revenue Fund") and does not constitute a
lien on the proceeds of the Grants when received by the City and the Interest Account
credited hereunder. The owner of the Note shall never have the right to require or
compel the exercise of the ad valorem taxing power of the City for the payment of the
principal of and interest on the Note.
Section 3. Advances made to the City under the Line of Credit shall be made
by presentation by the Financial Director or City Manager or any other proper official
of the City, of the disbursement certificate substantially in the form attached to the
Line of Credit Agreement as Annex B (the "Certificate") or may be deposited in a
special account entitled ~1984 Beach Renourishment Grant Account" (herein called the
"Proceeds Account"), which, shall be established with Barnett in accordance with the
provisions of Section 8 of the Line of Credit Agreement. The proceeds of the Note
shall be applied by the City for making the periodic payments in accordance with the
Project Contract and to pay other permissible costs and expenses associated with the
Project.
Section 4. The form of Line of Credit Agreement as submitted to this meeting
and made a part of this Resolution as though set forth herein, be and the same is
hereby approved. The Mayor or the Vice-Mayor or any other proper official of the
City are each hereby authorized, to execute the Line of Credit Agreement with such
changes, insertions and omissions as may be approved by said Mayor, Vice-Mayor or
any other proper official of the City, said execution being conclusive evidence of such
approval, and the City Clerk or Assistant City Clerk of the City are each hereby
authorized to cause the sea~ cf the City to be ~_~fixed to the Line of Credit Agreement
and to attest to the same, and the Mayor, the Vice-Mayor, the City Clerk, the
Assistant City Clerk or any other proper official of the City are each hereby authorized
to deliver the executed Line of Credit Agreement on behalf of the City.
Section 5. The City shall create and establish an interest account (the
"Interest Account~) with Barnett for the purpose of paying interest on the Note. The
City shall at the time and in the manner provided in the Line of Credit Agreement
transfer $120,000 from its Beach Restoration ~und to the Interest Account. Barnett is
hereby appointed and authorized to act as investment agent of any funds on deposit in
the Interest Account.
Section 6. The City shall create and establish a principal account (the
"Principal Account~) with Barnett for the purpose of paying principal on the Note.
The City shall at the time and in the manner provided in the Line of Credit Agreement
deposit the proceeds of the Grants in the Principal Account, when such Grants are
received by the City, in an ~mount at least equal to the outstanding Advances.
Barnett is hereby appointed and authorized to act as investment al~ent of any funds on
deposit in the Principal Account.
2 RES. NO. 7?-84
Section 7. The Mayor, the Vice-Mayor or any other proper official of the
City are each hereby authorized to execute the Note by manual signature and the City
Clerk or the Assistant City Clerk are each hereby authorized to cause the seal of the
City to be affixed, imprinted, engraved or otherwise reproduced on the Note and to
attest the same. The Mayor, the Vice-Mayor, the City Clerk, the Assistant City Clerk
or any other proper official of the City are each hereby authorized to deliver the
executed Note as evidence of such Line of Credit in accordance with the provisions of
the Line of Credit Agreement.
Section 8. Advances made upon presentation of the Certificate or checks
drawn upon the Proceeds Account (if the City requests Advances be deposited directly
into the Proceeds Account) shall be signed by the manual signature of the Financial
Director of the City, the City Manager or any officer or employee of the City
authorized to perform specific acts or duties by resolution duly adopted by the City.
Barnett is hereby authorized to pay checks drawn on the Proceeds Account in the name
of the City when signed as provided in this Section 8.
Section 9. The Mayor, the Vice-Mayor, the Financial Director, the City
Clerk, the Assistant City Clerk or any other proper official of the City authorized to
perform specific acts or duties by resolution duly adopted by the City, are each hereby
authorized to do and perform all things and to execute all agreements and contracts in
the name of the City or otherwise, as they deem advisable and to make all payments,
necessary or convenient in their respective opinions, to the end that the City may
carry out the objects of this Resolution and its obligations under the terms of the Line
of Credit Agreement and of the Note.
Section 10. The Mayor, the Vice-Mayor, and any other proper official of the
City, be and each of them is hereby authorized and directed to execute and deliver any
and all documents and instruments and to do and cause to be done any and all acts and
things necessary or proper for carrying out the transactions contemplated by this
Resolution.
Section 11. This Resolution shall take effect upon its passage in the manner
provided by law.
PASSED AND ADOPTED in regular session on this the 25th day of
September , 1984.
MAYOR
ATTEST:
3 RES. NO. ??-84