Fort Walton Beach Resolution — 2021-17--Golf Club Irrigation Project — reading text

RESOLUTION 2021- 17 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FORT WALTON BEACH, FLORIDA, AUTHORIZING THE BORROWING OF FUNDS IN THE AMOUNT OF 1, 500, 000. 00 FOR THE FWB GOLF CLUB IRRIGATION PROJECT AS DESCRIBED IN THE SMARTBANK TERM SHEET DATED SEPTEMBER 9, 2021 ( THE " TERM SHEET") AND AUTHORIZING EXECUTION OF THE PROPOSED LOAN AND RELATED DOCUMENTS BETWEEN SMARTBANK, AS (" LENDER"), AND THE CITY OF FORT WALTON BEACH, FLORIDA, AS (" BORROWER"); AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Fort Walton Beach, Florida (" City" or " Borrower") is a municipality duly organized and existing under the laws of the State of Florida, and is authorized by the laws of such State to purchase, acquire and enter into contracts or loans for improvements to City -owned properties; and WHEREAS, the City Council has identified a need to fund improvements to the City - owned FWB Golf Club irrigation system and for other structural improvements to restrooms and shelters on the golf course property (" Project'); and WHEREAS, in order to acquire the necessary materials, equipment and services needed to fund the Project, the City seeks a Proposed Loan (as defined below) that will be evidenced and secured by a promissory note from Borrower to SmartBank (" Lender") and a loan agreement and other related loan documents ( collectively the " Loan Documents") by and between Lender and Borrower; and WHEREAS, the City Council deems it for the benefit of the City and for the efficient and effective administration thereofto enter the Proposed Loan for completion of the Project described in the terms and conditions therein provided. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FORT WALTON BEACH, FLORIDA: Section 1. Recitals. The recitals above are true and correct and adopted herein. Section 2. Approval of Documents. Upon execution of this Resolution, the Proposed Loan ( as defined below) shall be subject to the terms and conditions contained herein and the terms and conditions contained in the Term Sheet that are hereby incorporated into this Resolution by this reference and made a part hereof. This Resolution ( inclusive of all the terms and conditions of the Term Sheet attached hereto as Exhibit 1) and any and all related Loan Documents shall constitute a separate agreement between Lender and Borrower (the " Proposed Loan"). Capitalized terms used herein but not defined shall have the meaning ascribed thereto in the Term Sheet. Section 3. Proposed Loan Terms. The Interest Rate of the Proposed Loan is 1. 55%, subject to a " default interest rate" equal to 18% or any statutory interest rate limitation imposed by the State of Florida, whichever is less.  Borrower shall pay to Lender Payments for the Proposed Loan in accordance with the payment schedule (" Payment Schedule") attached hereto as Exhibit 2, subject to Term Sheet and terms of the Proposed Loan. Section 4. No General Liability. Nothing contained in this Resolution or the Loan Documents nor any other instrument shall be construed with respect to the City as incurring a pecuniary liability or charge upon the general credit of the City or against its taxing power, nor shall the breach of any agreement contained in this Resolution, Loan Documents or any other instrument or document executed in connection therewith impose any pecuniary liability upon the City or any charge upon its general credit or against its taxing power. The security for the Proposed Loan shall be Golf Course Revenue with Covenant to Budget and Appropriate for any shortfall. Section 5. Approval of Term Sheet and Appointment of Authorized Representatives for City. The Term Sheet, as presented to the City of Fort Walton Beach, Florida, and all of the terms and conditions therein are hereby approved. The Mayor, City Manager, City Attorney, and City Clerk of the City of Fort Walton Beach, Florida, or any other officers authorized to act in their absence, are authorized on behalf of the City of Fort Walton Beach, Florida to execute and deliver the Loan Documents in substantially their respective terms as presented to the City of Fort Walton Beach, Florida in the Tenn Sheet. The Mayor and City Clerk and officers authorized to act in their absence are hereby authorized to prepare or to have prepared and to execute, file and deliver, as appropriate, all such other documents, affidavits, agreements or instruments as may be deemed necessary by those officials in order to effectuate the Proposed Loan as contemplated in this Resolution. The Mayor, City Manager, City Attorney, and City Clerk are each hereby designated to act as authorized representatives of the City for purposes of the Loan Documents until such time as the governing body of the Lessee shall designate any other or different authorized representative for purposes of the Master Lease and each Equipment Schedule. Section 6. Severability. Ifany section, paragraph, clause or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this Resolution. Section 7. Effective Date. This Resolution shall be effective immediately upon its adoption by City Council and signature of the Mayor. t Richard A. Rynearson, Mayor Attest: for form, legal sufficiency Barnes, City— Clerk IflaywAbyke F '._- September 9, 2021 Honorable Mayor and City Council City of Fort Walton Beach, Florida Re: City of Fort Walton Beach $ 1, 500,000 to fund the Golf Course Irrigation Project as well as small structural changes to bathroom and shelter. Issuer: City of Fort Walton Beach, Florida Amount: $ 1, 500,000 Interest Rate: 1. 55%, Tax -Exempt, Bank Qualified Term: 60 -months Bank Fee: None Security: Golf Course Revenue with Covenant to Budget and Appropriate for any shortfall. Principal and Interest Payments: Interest would be calculated on actual/ 360 basis. Principal and Interest will be paid monthly. The combined principal and interest payment would be due on the I' of each month, commencing on November 1, 2021; see the attached proposed amortization schedule. Although the dates and amounts could change, in all cases the final maturity date would need to occur no later than October 1, 2026. Prepayment Provisions: The principal may be prepaid in whole on any date with 10 days advance written notice to the Bank. A one -percent prepayment penalty will be applied to the loan balance in Year 1 and Year 2. Delivery: As soon as possible after all approvals, but no later than 9/ 30/ 2021 for us to hold firm the quoted fixed rate. SmartBank Closing Costs: The Bank would charge no fee and assess no closing costs for its own benefit. However, the Issuer is responsible for any Attorney fees it incurs. Financial Reporting: • Annual Audited Financial Statements Annual Budget Additional Conditions: • Bank will require that that interest rate on the loan be " grossed up" and applied retroactively to the date of any event of taxability should it be determined by the Internal Revenue Service that the tax status of the Notes has changed due to the actions or inaction of the Issuer. Such " gross up" would not exceed any statutory limit imposed by the State of Florida and would be equal to the tax equivalent yield as originally contemplated by the Bank. Provision will be made for a " default interest rate" equal to 18% or any statutory interest rate limitation imposed by the State of Florida, whichever is less. The Issuer would reimburse the Bank for all reasonable legal and collection costs to exercise its remedies or collect its payments for the loan in the event of default. Thank you for the opportunity and please feel free to contact me with any questions. Robin Donlon Senior Vice President Corporate Relationship Manager 850) 803- 5055 Robin. Donlon@SmartBank. com  Exhibit 2 - Amortization Schedule d. D. Principal Period1 09/ 30/ 2021 11/ 01/ 2021 11/ 01/ 2021 1, 500, 000.00 23, 946.39 2, 066. 67 26,013. 06 2 11/ 01/ 2021 12/ 01/ 2021 12/ 01/ 2021 1, 476, 053. 61 24, 106. 49 1, 906. 57 26,013. 06 3 12/ 01/ 2021 01/ 01/ 2022 01/ 04/ 2022 1, 451, 947. 12 24, 075. 11 1, 937. 95 26,013. 06 4 01/ 01/ 2022 02/ 01/ 2022 02/ 01/ 2022 1, 427, 872. 01 24, 107. 25 1, 905. 81 26,013. 06 5 02/ 01/ 2022 03/ 01/ 2022 03/ 01/ 2022 1, 403, 764.76 24, 320. 74 1, 692. 32 26,013. 06 6 03/ 01/ 2022 04/ 01/ 2022 04/ 01/ 2022 1, 379, 444.02 24, 171. 89 1, 841. 17 26,013. 06 7 04/ 01/ 2022 05/ 01/ 2022 05/ 03/ 2022 1, 355, 272. 13 24, 262. 50 1, 750.56 26,013. 06 8 05/ 01/ 2022 06/ 01/ 2022 06/ 01/ 2022 1, 331, 009. 63 24, 236. 53 1, 776.53 26,013. 06 9 06/ 01/ 2022 07/ 01/ 2022 07/ 01/ 2022 1, 306, 773. 10 24, 325. 14 1, 687.92 26,013. 06 10 07/ 01/ 2022 08/ 01/ 2022 08/ 01/ 2022 1, 282, 447.96 24, 301. 35 1, 711. 71 26,013.06 11 08/ 01/ 2022 09/ 01/ 2022 09/ 01/ 2022 1, 258, 146.61 24, 333. 78 1, 679. 28 26,013. 06 12 09/ 01/ 2022 10/ 01/ 2022 10/ 03/ 2022 1, 233, 812. 83 24, 419. 39 1, 593.67 26,013. 06 13 10/ 01/ 2022 11/ 01/ 2022 11/ 01/ 2022 1, 209, 393. 44 24, 398. 86 1, 614.20 26, 013. 06 14 11/ 01/ 2022 12/ 01/ 2022 12/ 01/ 2022 1, 184, 994. 58 24, 482. 44 1, 530.62 26, 013.06 15 12/ 01/ 2022 01/ 01/