Fort Walton Beach Resolution — 82-22-Ind Revenue Bonds-Gator Distributors — reading text

happened form and manner as required by law; and that the issuance of this Bond and the series of which it forms a part, together with all other obliga- tions of the Issuer, does not exceed or violate any consti tutional or statutory limitation. This Bond shall have and is hereby declared to have all the qualities and incidents, including negotiability, of investment securities under the Uniform Commercial Code - Investment Securities Law of the State of Florida. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Indenture until the certificate of authentication hereon shall have been duly executed by the Trustee. IN WITNESS WHEREOF, the Ci ty of Fort Walton Beach, Florida has issued this Bond and has caused the by same to be executed in its name its Mayor, or be executed by facsimile signature, and attested by its to City Clerk or Deputy City Clerk, by manual or facsimile signature, but with the manual signature of one of them, and its official seal to be impressed hereon, as of the day of , 1982. CITY OF FORT WALTON BEACH, FLORIDA SEAL] By Mayor ATTEST: City Clerk or Deputy City Clerk 11 12  0' o FORM OF TRUSTEE' S CERTIFICATE OF AUTHENTICATION] This Bond is one of the Bonds described in the withinm-entioned Trust Indenture. as Trus tee By Authorized Officer VALIDATION CERTIFICATE This Bond is one of a series of Bonds which were validated and confirmed by judgment of the Circuit Court for Okaloosa County, Florida, rendered on the _ day of , 1982. CITY OF FORT WALTON BEACH, FLORIDA Facsimile] Ma yor CERTIFICATE OF COMPLIANCE WITH SECTION 218. 385, FLORIDA STATUTES This Bond is one of a series of Bonds the issuance of which has been approved by the Issuer in accordance with the provisions of Section 218. 385, Florida Statutes. Facsimile] Mayor PROVISIONS FOR REGISTRATION AND TRANSFER As provided in the Trust Indenture and subject to certain limita- tions set forth therein, this Bond is transferable upon the books of the Trustee, by the registered ' owner hereof in person or by such owner' s attorney duly authorized in writing, upon surrender hereof a written together with instrument of transfer cuted satisfactory to the Trustee, duly exe- by the registered owner or such ownerls duly authorized attorney. Upon such transfer the Issuer will cause to be the name of the issued in transferee a new Fully Registered Bond or Bonds the option of the or, at transferee, Coupon Bonds, with appropriate coupons attached, of the same aggrega te principal amount, maturi ty and interest ra te as the sur- rendered Bond, subject to reimbursement for any . tax, fee or governmental charge required to be paid by the Issuer or the Trustee with such transfer and for respect to any cost of printing Coupon Bonds. 11 13  o o BOND FUND" shall mean the " of Fort Walton Beach, City Florida, I ndus trial Deve lopment Revenue Series 1982 ( Gator Distributors, Bonds, Icn. Project) Bond Fund," as established by this Indenture. BOND YEAR" shall mean the period beginning with , of each year and extending for a period of twelve ( 12) months there- after. COMPANY" shall mean Gator Distributors, Inc., a corporation duly organized and existing under the laws of the State of Florida, and any successors or assigns and any surviving, resulting or transferee corporation. CONSTRUCTION AND ACQUISITION FUND" shall mean the " City of Fort Walton Beach; Florida, Industrial Development Revenue Bonds, Series 1982 Gator Distributors, Inc. Project) Construction and Acquisition Fund," created by this Indenture. CONSULTANT" shall mean a consulting architect or engineer approved by the Trustee or the authorized representative thereof designated to the Trustee by certificate of the Consultant. EVENT OF DEFAULT" means those events of default specified in and defined by Section 1001 hereof. ~ FINANCING PAYMENTS" or " PAYMENTS" means the payments made or to be I made on the Company s Note for the payment of the principal, interest and redempt ion premiums, if .any, therefor pursuant to the terms of the Agreement. GUARANTORS" shall mean Robert W. Moore, Gus Mij alis and Greg Despot, stockholders of Gator Distributors, Inc. GUARANTY" shall mean the personal Guaranty Agreement by and between the stockholders of the Company and the Trustee executed for the purpose of further securing payment of the Bonds. HOLDER OF THE BONDS" or " BONDHOLDERS" or any similar term shall mean any person who shall be the bearer or owner of any Outstanding Bond or Bonds registered to bearer or not registered, or the registered owner of any such Bond or Bonds which shall at the time be registered other than to bearer. INDENTURE" or " TRUST INDENTURE" shall mean this Trust Indenture, dated as of , 1982, to be executed by and between the Issuer and the Trustee ( hereinafter defined). INDEPENDENT COUNSEL" means an attorney duly admitted to practice law before the highest court of any state and not an officer or a full time employee of the Issuer or the Company. 18  o o attested by its Authorized Officers, as provided by law, and its offi- cial seal or a facsimile thereof shall be affixed thereto or reproduced thereon. The facsimile signature of said officers may be imprinted or reproduced on the Bonds, provided that at least one signature required to be placed thereon shall be manually subscribed. In case any officer whose signature shall appear on any Bonds shall cease to be such officer before the deli very of such Bonds, such signa ture or facsimile shall nevertheless be valid and sufficient for all purposes the same as if he had remained in office until after such delivery.