Fort Walton Beach Resolution — 98-34-Public Imp Revenue Bonds, 1998 — reading text

or Bond to the Bond Insurer. registered in the otherwise, and shall issue a replacement to the amount name of Financial Securtty Assurance Inc.. in a principal amount equal that the of principal so paid ( without regard to authorized denominations); provided or issue any replacement Bond Paying Agent's failure to so designate any payment the Issuer on shall have no effect on the amount of principal or interest payable by of the Bond Insurer. any Bond or the subrogation lights accurate record of all funds ThePaying Agent shall keep a complete and Account and the allocation of deposited by the Bond Insurer into the Policy Payments of any Bond. The such funds to payment of interest on and principal paid in respect Bond Insurer shall have the light to inspect such records at reasonable times upon reasonable notice. the Paying Agent shall Upon payment of a claim under the Insurance Policy for the benefit of Bondholders establish a . separate special purpose trust account referred to herein as the " Policy Payments Account" and over which the Paying Agent shall have exclusive control and sole light of withdrawal. The Paying Agent shall on behalf of Bondholders receive any amount paid under the Insurance Policy in trust MCL- 12/ 03/ 98 Rev 12/ 07/ 98 Rev: 12/ 08/ 98- 6355-awardres 13  o o and shalldeposit any such amount in the Policy Payments Account and distribute such amount only for purposes of making the payments for which a claim was made. Such amounts shall be disbursed by the Paying Agent to Bondholders in the same manner as pIincipal and interest payments are to be made with respect to the Bonds under the sections hereof regarding payment of Bonds. It shall not be necessary for such payments to be made by checks or wire transfers separate from the check or wire transfer used to pay debt service with other funds available to make such payments. Funds held in the Policy Payments Account shall not be invested. Any funds remaining in the Policy Payments Account following a Bond payment date shall promptly be remitted to the Bond Insurer. MCL- 12/ 03/ 98 Rev 12/ 07/ 98 Rev: 12/ 08/ 98- 6355- awardres 14  o o EXIllBIT C ESCROW DEPOSIT AGREEMENT MCL- 12/ 03/ 98 Rev 12/ 07/ 98 Rev: 12/ 08/ 98- 6355- awardres 15  o o EXHIBIT D PRELIMINARY OFFICIAL STATEMENT MCL- 12/ 03/ 98 Rev 12/ 07/ 98 Rev: 12/ 08/ 98- 6355- awardres 16  o o EXHIBIT E RESERVE ACCOUNT INSURANCE POLICY a) The Issuer shall repay any draws under the Reserve Policy and pay all related reasonable expenses incurred by the Bond Insurer. Interest shall accrue and be payable on such draws and expenses from the date of payment by the Bond Insurer at the Late Payment Rate. " Late Payment Rate" means the lesser of (a) the greater of (i) the per annum rate of interest, publicly announced form time to time by The Chase Manhattan Bank at its principal office in the City of New York, as its prime or base lending rate (" Prime Rate") ( any change in such Prime Rate to be effective on the date such change is announced by The Chase Manhattan Bank) plus 3% and ( ii) the then applicable highest rate of interest on the Bonds and (b) the maximum rate pennissible under applicable usury or similar laws limiting interest rates. The Late Payment Rate shall be computed on the basis of the actual number of days elapsed over a year of 360 days. In the event The Chase Manhattan Bank ceases to announce its Prime Rate publicly, Prime Rate shall be the publicly announced prime or base lending rate of such national bank as the Bond Insurer shall specify. Repayment of draws and payment of expenses and accrued interest thereon at the Late Payment Rate ( collectively " Policy Costs") shall commence in the first month following each draw, and each such monthly payment shall be in an amount at least equal to 1/ 12 of the aggregate of Policy Costs related to such draw. Amounts in respect of Policy Costs paid to the Bond Insurer shall be credited first to interest due, then to the expenses due and then to principal due. As and to the extent that payments are made to the Bond Insurer on account of principal due, the coverage under the Reserve Policy will be increased by a like amount, subject to the terms of the Reserve Policy. b) If the Issuer shall fail to pay any Policy Costs in accordance with the requirements of paragraph (a) above, the Bond Insurer shall be entitled to exercise any and all legal and equitable remedies available to it, including those provided under the Ordinance, as amended and supplemented, other than (i) acceleration of the maturity of the Bonds, or (ii) remedies which would adversely affect owners of the Bonds. c) In order to secure the Issuer' s payment obligations with respect to the Policy Costs there shall be granted and perfected in favor of the Bond Insurer a securtty interest ( subordinate only to that of the owners of the Bonds) in all Pledged Revenues pledged as security for the Bonds. d) Paying Agent shall ascertain the necessity for a claim upon the The Reserve Policy and to provide notice to Bond Insurer in accordance with the terms of the Reserve Policy at least five business days prtor to each date upon which interest or principal is due on the Bonds. MCL- 12/ 03/ 98 Rev 12/ 07/ 98 Rev: 12/ 08/ 98- 6355- awardres 17  o o SCHEDULE I The Bonds will be dated December 1, 1998. Interest shall be payable on January 1 and July 1 of each year commencing July 1, 1999. The Bonds shall bear interest at the rates and the pIincipal of Bonds shall mature in the years and amounts as follows: 4. 680. 000 Series Bonds Maturity Date Principal Amount Interest Rate July 1) 1999 200, 000 3. 100% 2000 450, 000 3.400% 2001 465, 000 3. 500% 2002 480, 000 3. 600% 2003 500, 000 3. 700% 2004 280, 000 3. 750% 2005 290, 000 3. 850% 2006 300,000 3. 900% 2007 315, 000 3. 900% 2008 330, 000 4. 000% 2009 345, 000 4. 125% 2010 355, 000 4. 200% 2011 370, 000 4. 250% The Bonds maturing in the years 1999 through 2008, both inclusive, are not redeemable prior to their respective stated date of maturity. Bonds in the maturing year 2009 and thereafter are redeemable prior to their respective stated dates of maturity at the option of the City, in whole or in part, from such maturities as the City may elect ( and by lot within a single maturity), on July 1, 2008, or on any date thereafter, at the following redemption prices ( expressed as of the percentages principal amount of the Bonds so redeemed) if redeemed in the following years: Redemption Period Bother Dates Inclusive) Redemntion Price July 1, 2008 through June 30, 2009 101% July 1, 2009 and thereafter 100% MCL- 12/ 03/ 98 Rev 12/ 07/ 98 Rev: 12/ 08/ 98- 6355-awardres 18