Fort Walton Beach Resolution — 90-10-IDRB-Guidance Clinic — reading text

Issuer and established ordered with Trustee a trust fund to be designated " City of Fort Walton Beach, Florida First Mortgage Revenue Bond Fund, Okaloosa Guidance CI inic Proj ect" which shall be used to pay, when due, the principal, premium, if any, and interest due on the Bonds. Section 5. 03. Payments Into Bond Fund. There shall be deposited into the Bond Fund all accrued interest received, if any, at the time of the issuance, sale and delivery of the Bonds. In addition, there shall be deposited into the Bond Fund, as and when recei ved, ( a) any amount in the Construction Fund directed to be paid into the Bond Fund in accordance with the provisions of Section 3. 5 of the Agreement; ( b) all payments to Trustee specified in Section 4. 2of the Agreement; ( c) any payments received pursuant to the Mortgage; and ( d) all other moneys received by Trustee under and pursuant to any of the provisions of the Agreement which are required or which are accompanied by directions that such moneys are to be paid into the Bond Fund. Issuer hereby covenants and agrees that so long as any of the Bonds issued hereunder are Outstanding it will deposi t, or cause to be paid to Trustee for deposit in the Bond Fund for its account, sufficient sums from the amounts derived from the Agreement, whether or not under and pursuant to the Agreement, promptly to pay when due the principal of and premium, if any, and interest on the Bonds as the same become due and payable. Section 5. 04. Use of Moneys in Bond Fund. Except as provided in Section 5. l1 hereof, moneys in the Bond Fund shall be first used to pay any amounts owed Trustee by Company and then be used for the payment of the principal of and premium, if any, and interest on the Bonds and for the redemption of the Bonds prior to maturity as provided in Section 5. 03 above. Section Custody of Bond Fund. 5. 05. The Bond Fund shall be in the custody of Trustee but in the name of Issuer, and Issuer hereby authorizes and directs Trustee to withdraw 30- 5769q sufficient funds from the Bond Fund to pay the principal of and premium, if any, and interest on the Bonds as the same become due and payable, which authorization and direction Trustee hereby accepts. Section 5. 06. Construction Fund. There is hereby created and established with Trustee a trust fund in the name of Issuer to be designated " Fort Walton Beach, Florida First Mortgage Revenue Bond Construction Fund, Okaloosa Guidance CI inic Proj ect ," which shall be expended in accordance with the provisions of the Agreement. Within said trust fund there is hereby created two accounts, ( i) the Acquisition Account and ( ii) the Improvement Account. There shall be deposited in these accounts the amounts set forth of Section 3. 2 of the Agreement. Section 5. 07. Payments Into the Construction Fund; Disbursements. The balance of the proceeds of the issuance and delivery of the remaining Bonds after the deposit provided by the first sentence of Section 5. 03 hereof has been made shall be deposited, as specified in Section 3. 2 of the Agreement, in the Construction Fund. Issuer covenants and agrees take to all necessary and appropriate action promptly in approving and ordering disbursements from the Construction Fund in accordance with provisions of the Agreement. Any amounts remaining on deposi t in the Acquisition Account of the Construction Fund on September 28, 1990 shall, on such date, be deposited in the Improvement Account of the Construction FUnd. Trustee is hereby authorized and directed to make each disbursement required by the provisions of the Agreement and to issue its checks therefor. Trustee shall keep and maintain adequate records pertaining to the Construction Fund and all disbursements therefrom, and after the Project has been completed and a certificate of payment of all costs is or has been filed as provided in Section 5. 08 hereof, Trustee shall file an accounting thereof with Issuer and Company. Section 5. 08. Completion of Facilities. The completion of the renovation of the Hospital Drive Facility, the refinancing of the Crestview Facility and the Lewis Street Facility and payment or provision made for payment of all Costs of Construction and Refinancing shall be evidenced by the filing with Trustee of the certificate required by Section 3. 5 of the Agreement. As soon as practicable and in any event not more than sixty ( 60) days from the date of the certificate referred to in the preceding sentence, any balance remaining in the Construction Fund ( except amounts Company shall have directed Trustee to retain for any Cost of 31- 5769q Construction and Refinancing not then due and payable) shall without further authorization be used by Trustee in the manner provided in Section 3. 5 of the Agreement. Section 5. 09. Nonpresentmentof Bonds; Disposition of Unclaimed Money. the In event any Bond shall not be presented for payment when the principal thereof becomes due, either at maturity, or at the date fixed for redemption thereof, or otherwise, if funds sufficient to pay any such Bond shall have been made available to Trustee for the benefit of the Owner thereof, all liability of Issuer to the Owner thereoffor the payment of such Bond shall forthwith cease, determineand be completely discharged, and thereupon it shall be the duty of Trustee to hold such funds, without liability for interest thereon, for the benefit of the Owner of such Bond who shall thereafter be restricted exclusively to such funds, for any claim of whatever nature on his part under this Indenture or on, or with respect to, such Bond. Section 5. 10. Moneys To Be All moneys Held in Trust. required to be deposited with paid or for the to Trustee account of any fund referred to in any provision of this Indenture or the Agreement shall be held by Trustee in trust, and except for moneys deposited with or paid to Trustee for the redemption Bonds, of notice of the redemption of which has been duly given, shall, while held by Trustee, constitute part of the Trust Estate and be subj ect to the I ien or security interest created hereby. Sect ion 5. II . Repayment to Company From Bond Fund or Construction Fund. Any amounts remaining in the Bond Fund or Construction Fund after payment in full of the principal of and premium, if any, and interest on the Bonds, the fees, charges and expenses of Trustee and all other amounts required to be paid hereunder or under the Agreement or Mortgage shall be paid immediately to Company. Section 5. 12. Custody of Separate Trust Fund. Trustee is authorized and directed to hold all Net Proceeds from any insurance proceeds or condemnation awards and disburse such If proceeds in accordance with Article V of the Agreement. Company directs that any portion of such Net Proceeds be appl ied to redeem Bonds in accordance with the Agreement, Issuer covenants and agrees to take and cause to be taken the necessary steps to redeem on the next succeeding redemption date the amount of Bonds so specified by Company. Section 5. 13. Rebate Fund. There is hereby created and established with Trustee a trust fund in the name of Issuer to be designated " Fort Walton Beach, Florida First Mortgage 32- 5769q  ARTICLE VI INVESTMENT OF MONEYS a) Any moneys held as part of the Bond Fund, the Construction Fund or any other fund shall be invested and reinvested by Trustee in accordance with the provisions of Section 3. 7 of the Agreement. Any such investments shall be held by or under the control of. Trustee. Trustee shall comply with the Tax Regulatory Agreement in connection with the making of such investments. Trustee shall sell and reduce to cash a sufficient amount of such investments whenever the cash balance in the Construction Fund is insufficient to pay a requisition when presented or whenever the cash balance in the Bond Fund is insufficient to pay the principal of and premium, if any, and interest on the Bonds when due. Issuer covenants and certifies to and for the benefit of the Owners of the Bonds from time to time Outstanding that so long as any of the Bonds remain Outstanding, moneys on deposit in any fund or account in connection with the Bonds, whether or not such moneys were derived from the proceeds of the sale of the Bonds or from any other sources, wi 11 not be used in a manner which wi 11 cause the Bonds to be classified as " arbitrage bonds" wi thin the meaning of Section 148 of the Code. Pursuant to such covenant, Issuer obligates itself to comply throughout the term of the issue of the Bonds with the requirements of Section 148 of the Code, and any regulations promulgated thereunder. b) Pursuant to the Tax Regulatory Agreement, Company may direct Trustee to invest funds interest- bearing in deposit accounts, which may be represented by certificates of deposit, in one or more national or state banks or federal or state savings institutions, including any bank serving as Trustee, to the extent the same shall be fully insured against loss by the United States of America or any agency or instrumentali ty thereof and Company may also direct Trustee to invest in Government Obligations. Such investments shall have maturity dates, or shall be subject to redemption by the holder and at the option of the holder thereof, on or prior to the dates the moneys invested therein will be needed for the purposes set forth in this Indenture. The investments purchased with the moneys in each such fund created hereunder shall be deemed a part of such fund and, for the