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HomeMy WebLinkAboutMinutes Council 022866CITY OF PALM BEACH GARDENS MINUTES OF REGULAR MEETING OF THE CITY COUNCIL FEBRUARY 28, 1966 The regular meeting of the City Council was held at the Meridian Park Clubhouse, Palm Beach Gardens, Florida, on Monday, February 28, 1966, at 8:00 o'clock P.M. MEETING CALLED TO Mayor Ted Dela Court called the meeting to order. The City ORDER; QUORUM: Clerk called the roll of City Councilmen and announced that a quorum of the City Council was present. Councilman James F. Kelleher was absent. MINUTES OF MEET- Councilman Miller called for reading of the minutes of the INGS OF DECEMBER 17, 1965 AND DECEMBER meetings of December 17, 1965 and December 30, 1965. The Clerk 30;..1965- advised Councilman Miller that the minutes awaited the Mayor's signature. MINUTES OF MEETING The Mayor directed the City Clerk to read the minutes of OF FEBRUARY 14, 1966: the regular meeting held on February 14, 1966. The minutes were read. Upon motion duly made, seconded and unanimously adopted, these minutes were approved as read. LETTER FROM PALM The City Clerk read a letter dated February 24, 1966 from BEACH COUNTY GOVERN - NT L STUDY COM- Palm Beach County Governmental Study Commission. Upon resolution MISSION; duly made, seconded and unanimously adopted, it was agreed that this letter should be turned over to the City Council which would meet on April 4, 1966. This letter is attached hereto and made a part hereof as Exhibit "A." `1 Minutes of Regular Meeting of City Council of February 28, 1966 Page 2 NOTICE OF APPOINT- The Clerk read notice of the appointment of the following MENT OF ELECTION OFFICIALS: persons as inspectors and clerk, respectively, to act at the General Election to be conducted on Tuesday, March 15, 19663 to -wit: Mr. Harper J. Endsley, Mr. Charles Beyer, Mr. Anthony F. Westerheid, and Mrs. Florence Denoff. Upon resolution duly made, seconded and unanimously adopted, the foregoing appointments were ratified and confirmed. The oaths of office will be administered and attached hereto. APPOINTMENT OF Upon motion duly made, seconded and unanimously adopted, ARTHUR R. PERRIN AS POLICE OFFICER; OATH the appointment of Arthur R. Perrin as a police officer of Palm OF OFFICE: Beach Gardens was ratified and confirmed. The oath of office of Officer Perrin is attached hereto. "RESCISSION OF The City Clerk reported that the work on the Palm Beach ORIGINAL HOSPITAL BONDING RESO- Gardens Acute General Hospital was substantially completed and that LUTION; RESOLUTION AUTHORIZING the hospital should be ready for operation on or about April 1, , 00,000.00 IN UE 1966. He further advised that the size of the hospital had been BONDS: �! increased from 54 beds to 86 beds and other facilities and services had been added, resulting in an increase in the approximate overall cost for constructing and equipping and for opening and financing expenses, of the hospital, from $1,100,000.00 to $1,640,000.00. He stated that as a result it has been necessary to increase the authorization for the issuance of hospital revenue bonds from $660,000.00 to $1,200,000.00 and to rescind the original enabling resolution duly adopted at the meeting held on October 26, 1964, 1 / Minutes of Regular Meeting of City Council of February 28, 1966 so that a new enabling resolution could be adopted. Page 3 Thereupon, on motion duly made, seconded and unanimously adopted, it was RESOLVED, that the resolution entitled "Initial Resolution Authorizing the Construction and Acquisition of a Hospital in the City of Palm Beach Gardens, Florida, and Authorizing the Issuance of $660,000.00 Hospital Revenue Bonds to Finance the Cost Thereof" adopted at the special meeting of the City Council held on October 26, 1964, be and the same is hereby rescinded and cancelled and rendered of no further force and effect; and that the authorization is increased to allow for the issuance of $1,200,000.00 of revenue bonds. APPROVAL OF CITY OF Upon motion duly made, seconded and unanimously adopted, PALM BEACH GARDENS HOSPITAL FINANCING it was resolved that the City of Palm Beach Gardens Hospital Financing PLAN: Plan dated January 1, 1966 and presented by Potts & Shepard of Tallahassee and Orlando, Florida, be approved. A copy of this Plan is attached hereto and made a part hereof as Exhibit "B." RESOLUTION AUTHOR- At the request of the Mayor, Attorney Amadeo A. Meitin, TNG THE ACQUIS- ITION OR CON- special bond counsel, read in full a proposed resolution authorizing STRUCTION OF A 0 PITAL IN THE $1,200,000.00 in revenue bonds. This Resolution is attached hereto CITY OF PALM BEACH GARDENS? AUTHOR- and made a part hereof as Exhibit "C." It was moved by Councilman ILING '14% NCE OF 1,200,000.00 Cargill and seconded by Councilman Miller that this Resolution BONDS TO FINANCE be adopted as read. After a discussion among the Council and PART OF THE COST THEREOF, AND PRO- with the audience, the vote of the Council was taken, and the VIDING FOR THE RIGHTS AND REMEDIES resolution was unanimously adopted. OF THE HOLDERS OF SAID BONDS: �1� Minutes of Regular Meeting of City Council of February 28, 1966 Page 4 PROPOSED ORDINANCE The City Clerk for the second and final time read proposed 0 -M; SECOND READING AND ADOPTION: Ordinance 0 -M by title only. This Ordinance calls for the annexation PROPOSED ORDINANCE 1 -0r FIRST READING: PROPOSED ORDINANCE 0 -N; UUTILITY FRAN- CHISE: TRAFFIC CONTROL LIGHT AT ALTERNATE -1 -A AND LIGHT- HOUSE DRIVE: \1/ of certain property and was first read at the meeting held on February 14, 1966. There being no objection thereto, the City Council, by unanimous vote, ordained that the Ordinance be ratified and affirmed to take effect immediately. The Mayor then declared that the City Council would now sit as a Zoning Board. The Clerk read in full proposed Ordinance 1 -0. Upon motion by Councilman Miller and seconded by Councilman Jackson, proposed Ordinance 1 -0 was unanimously passed on first reading, a copy of which said Ordinance is attached hereto. It was moved by Councilman Miller and seconded by Councilman Cargill that proposed Ordinance O -N - -a Utility Franchise Ordinance- - be read in full. After lengthy discussion, this motion was withdrawn by Councilman Miller. Councilman Jackson stated that he opposed the passage of the Ordinance on three separate grounds, among others: (1) the fire hydrant provision, (2) the lack of required performance on the water softening plant and (3) the term of the Franchise. Councilman Jackson discussed the need for a traffic control light to be installed at the intersection of Highway Alternate. A -1 -A and Lighthouse Drive in Palm Beach Gardens. A motion was made by Councilman Jackson and seconded by Mayor Dela Court that Councilman Miller seek bids for the installation of such a traffic light. Minutes of Regular Meeting of City Council of February 28, 1966 Page 5 following discussion, Councilman Jackson withdrew his motion. STORM DRAINAGE; There was a general discussion about storm drainage in KHOUREY LEAGUE: the City and the need for surfacing materials for the Khourey League baseball diamonds. ADJOURNMENT: It was moved, seconded and unanimously agreed to adjourn the meeting. ATTEST: (1]2 WL. CARGtLL, City CC &rk" W. L. CiiRGtLI v` U (Absent) JAMES F. KELLEHER APPROVED: TED D�EI,A COURT, Mayor TEA DELA COURT C L EO JACK�%T el_Ia HORACE S. MILLER CITY OF PALM BEACH GARDENS OATH OF OFFICE STATE OF FLORIDA ) COUNTY OF PALM BEACH ) I, the undersigned, do solemnly swear (or affirm) that I will support and protect and defend the Constitution and Government of the United 'States and of the State of Florida against all enemies, domestic or foreign, and that I will bear true faith, oyalty and allegiance to the same; that I will faithfully perform all of the duties of the office of Clerk of election of the CITY OF PALM BEACH GARDENS, FLORIDA, upon which I am about to enter; and that I will perform the duties of Clerk according to law and endeavor to prevent any fraud, deceit or abuse in conducting the election to be held on Tuesday, March 15, 1966, so help me God. ATTEST: _� W.VL. Cargill, Uity) Clerl DATED: STATE OF FLORIDA ) COUNTY OF PALM BEACH } Mrs. Florence Den;6�ff ✓� Before me this day personally appeared FLORENCE DENOFF, who, being first duly sworn, deposes and says that she will faithfully and impartially execute the duties of Clerk of election of the CITY OF PALM BEACH GARDENS, FLORIDA, to the best of her ability and understanding. W. L. Cargil't City Clerk CITY OF PALM BEACH GARDENS OATH OF OFFICE STATE OF FLORIDA ) COUNTY OF PALM BEACH ) We, the undersigned, and each of us, do solemnly swear (or affirm) that we will support and protect and defend the Constitution and Government of the United States and of the State of Florida against all enemies, domestic or foreign, and that we, and each of us, will bear true faith, loyalty and allegiance to the same; that we, and each of us, will faithfully perform all of the duties of the office of Inspector of election of the CITY OF PALM BEACH GARDEN'S, FLORIDA, upon which we, and each of us, are about to enter; and that we. and each of us, will perform the duties of Inspector according to law and endeavor to prevent any fraud, deceit or abuse in conducting the u election to be held on Tuesday, March 15, 1966, so help us God. ATTEST: ' /.7 [ I /A�"v( f� z- L� 2✓/ W, �. ,r`gil`L; Cit� rE� DATED: March 10, 1966 STATE OF FLORIDA ) COUNTY OF PALM BEACH ) Before, me this day personally appeared MR. HARPER J. ENDSLEY, MR. CHARLES BEYER and MR. ANTHONY ;`VEST }� , who being first duly sworn, depose and say that they will faithfully a6d iala " ^g e64te the duties of Inspector of Election of the CITY OF PALM BEACH -SA NS_, -'FLok gip— e best of their ability and unders ding. W. L. Cargill E ,, City Clerk CITY OF PALM BEACH GARDENS OATH OF OFFICE STATE OF FLORIDA ) COUNTY OF PALM BEACH I do solemnly swear that I will support and protect and defend the Constitution and government of the United States and of the State of Florida against all enemies, domestic or foreign, and that I will bear true faith, loyalty and allegiance to the same; and that I am entitled to hold office under the Constitution of the United States and the Constitution and Jaws of the State of Florida, and that I will faithfully perform all the duties of the office of Police Officer of the City of Palm Beach Gardens, Florida, upon which I am about to enter, so help me God. Attest: -12 Dated: September 17, 1965 ARTHUR R. PERRIN STATE OF FLORIDA ) COUNTY OF PALM BEACH ) Before me this day personally appeared ARTHUR R. PERRIN, who, being first duly sworn, deposes and says that he will faithfully and impartially execute the duties of Police Officer of the City of Palm Beach Gardens, Florida, to the best of his ability and understanding. Dated: September (7, 1965 W. J<CrRGI�DITY PAt OFFICERS PHILIP D. LEWIS Chairman DR. JOHN W. SULLIVAN Vice Chairman MRS. SANDER B. WEINSTOCK Secretary RUPERT MOCK Treasurer MEMBERS MRS. RUTH WEDGWORTH JAMES CANAVAN JOHN R. DAY, ESQ. JOHN W. HUTCHINS JAMES H JESSE H. KIRKPATRICK �;*nRLES A. NUGENT, JR, ESQ. ROY S. ROOD BRIT70N G. SAYLES STEWART C STACKHOUSE DR, DONALD E, WARREN STAFF DR. DONALD A. CLARE Executive Director MRS. MARY MACKIE Secretary EXHTBTT "PI PALM BEACH COUNTY GOVERNMENTAL STUDY COMMISSION COUNTY OFFICE BLDG. 810 DATURA STREET WEST PALM BEACH, FLORIDA 33401 February 24, 1966 Town Council Town of Palm Beach Gardens Palm Beach Gardens, Florida Gentlemen: ;3111A4__ / IIle *�� It, 0 / G° The Governmental Study Commission was created by the last Legislature in an effort to develop means by which the operation of local governmental units could be made more efficient and economical. Pursuant to this goal, and at the direction of Senator Jerry Thomas, I would like to ask that any requests which you intend to make to the County Legislative Delegation for the 1967 Session be made known to this Commission. Where possible, copies of proposed legislation should be supplied for study. Any suggestions not yet in the form of legislation will also be helpful. It is not the Study Commission's in- tention to act as a screening body or in any way impede the flow of suggestions and comments to the Delegation. Our role is purely advisory. However, we are charged with making recommendations to the Delegation for changes which we believe will produce greater efficiency and economy and reduce unnecessary duplication in the County. To do this without first considering the wishes and intentions of the governmental units involved would not be fair to you nor in keeping with the legal responsibility of the Study Commission. Therefore, your timely attention to this matter will be appreciated and should prove of mutual benefit. Sincerely, Philip D. Lewis Chairman r PDL:DAC:mm tXHIBIT "B" CITY OF PALM BEACH GARDENS HOSPITAL FINANCING �- PLAN JANUARY 1, 1966 POTTS & SHEPARD INC. `' .i�vuP�.»zenC �ant�irb TAX EXEMPT SECURITIES — MUNfCIPAL FINANCE CONSULTANTS RALPH A POTTS ALFRED C. SHEPARD TITLE BUILDING 501 FIRST NATIONAL DANK BLDG. — TALLAHASSEE. FLA. January 1, 1966 °NLAN.. FLA. TEL. 224 -2412 J y TEL. 42w•Efia9 The Honorable Mayor and City Council City of Palm Beach Gardens Palm Beach Gardens, Florida Gentlemen: Pursuant to the terms of our Finance Consultant Agreement, we are pleased to submit the following up -dated plan relating to the financing of the City's municipal hospital project. A. Backgrou,Ld Based on our investigations and information from several comparable hos- pitals and from comparisons compiled by a Certified Public Accountant of their operational expenses and procedures, we have developed the following pro -forma information and estimates of the first three years' operation of the new Palm Beach Gardens Hospital. Year 1966 1967 1968 Occupancy hate 30% 45% 60o Gross Revenues $282,500 $423,800 $565,000 _ O & M Expense $320,100 $371,000 $407,700 Net Revenues ($37,600)% $ 52,800 $157,300 * The operating loss shown for 1966 has been capitalized. Plan of Operation: it is planned that the hospital will be operated for the City by a non - profit organization pursuant to an operating agreement. All revenues must be deposited daily as received with the Trustee Bank as pro- vided by the Bond Resolution. — ___1 — B. The Financing Plan Bond Issue: $1,200, 000 Revenue Bonds, Series 1966. Date: January 1, 1966. — Maturity: January 1, 1996 Call Provisions: The Bonds will be callable in part (by lot) from revenues of the hospital on any interest payment date on or after January 1, 1970 at the price of par, plus accrued interest, plus the following premiums if re- deemed in the following years: _ Year Premium January 1, 197T through July 1, 1974 37, January 1, 1975 through July 1, 1979 27, January 1, 1980 through July 1, 1984 170 January 1, 1985 and thereafter Without Premium The Bonds are also callable prior to maturity, as a whole from any legally available funds other than revenues of the hospital, on any interest payment date on or after January 1, 1977, at the price of par, plus accrued interest, plus the following premium if redeemed in the following years: Year Premium January 1, 1977 through July 1, 1978 47, January 1, 1979 through July 1, 1980 3%, — January 1, 1981 through July 1, 1982 27 January 1, 1983 and thereafter 197, Application of Bond Proceeds; Upon delivery of and payment for the Bonds, Me City snail eposit in the Interest Account of the Sinking Fund, an amount which shall be sufficient to pay the in crest due on the Bonds through 1968. The remainder of the bond proceeds shall be deposited in a Trust Fund. The application of bond proceeds is as follows: Construction Costs $ 898,000 Contingencies 32,000 Opening Expenses and operating losses 125,000 Capitalized Interest (2 years) 120,000 Administrative, Legal and Financial 25,000 $1,200,000 — 1 Security: The $1,200, 000 Revenue Bonds will be secured by a pledge of and a first lien on the net reivenues derived from the operation of the City owned hospital. Flow of Funds: The gross revenues of the hospital will be deposited in a Revenue Fund and applied in the following manner and priority: First, for the payment of all reasonable operating and maintenance expenses; next, to an Interest Account in the Sinking Fund monthly amounts sufficient to meet the semi - annual interest requirement, next, to a Reserve Account in the Sinking Fund monthly amounts equal to 1 /12th of 20% of the maximum future — annual debt service requirement until a balance has been accrued and main- tained equal to the maximum future annual debt service requirement; next, commencing January 15, 1968, monthly payments to a Bond Redemption Account equal to 1 /12th of the amounts stated below to be accumulated each year: 1969 $20,000 1983 $40,000 1970 20,000 1984 45,000 1971 20,000 1.983 45,000 1972 25,000 1986 45,000 1973 25,000 1987 50,000 1974 25,000 1988 50,000 1975 25,000 1989 55,000 1976 30,000 1990 55,000 1977 30,000 1991 60,000 1978 30,000 1992 65,000 1979 35,000 1993 70,000 1980 35,000 1994 70,000 1981 35,000 1995 75,000 1982 40,000 1996 80,000 Any moneys remaining in the Revenue Fund after making all the above pay- ments shall be considered surplus and may be used for hospital improve- ments or the redemption of blonds only. Additional Bonds: All additional bonds issued payable from the revenues of the City's hospital shall be junior and subordinate in all respects to these bonds now being issued. Covenants: The City covenants 1. that it will cause the hospital to be operated in a;i efficient and busi- nesslike manner and charge such fees for serv[ces auffficient to pay — 1..r'` C all debt service requirements and operation and maintenance expenses. 2. that it will cause to be carried such proper insurance as is ordinarily carried by other owners of hospitals. 3. that it will cause to be kept proper books and records and cause them to be audited at least once a year by a C.P.A. not in the regular employ of the City. 4. that it will cause an annual budget to be prepared setting forth the proposed expenditures and anticipated revenues and that it will officially adopt the same, and that it will be required to approve all changes in the original budget. Sequence of Events: The fdllowing is a schedule of events which will lead up to the delivery of the bonds; 1. Approval of the Financing Plan. 2. Adoption of the Bond Resolution. 3. Bond Validation. 4. Sale of the bonds. 5. 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BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PALM BEACH GARDENS, FLORIDA: ARTICLE I STATUTORY AUTHORITY, FINDINGS AND DEFINITIONS Section 1.01. AUTHORITY OF THIS RESOLUTION. This resolution is adopted pursuant to the provisions of Chapter 59-1707, Laws of Florida, Acts of 1959, as amended and supplemented, and other applicable provisions of law. Section 1.02. FINDINGS, It is hereby found determined and declared as follows: (A) That the City of Palm Beach Gardens, Florida (herein- after sometimes called "City ") does not now own or operate a hospital for the medical care and treatment of the inhabitants of the City. (B) That it is necessary and essential to the immediate protection of the health, safety and welfare of the citizens of the City of Palm Beach Gardens that there be constructed or acquired a new general hospital in said City, together with necessary furnishings, equipment and appurtenances, all substantially in accordance with the plans and specifications therefor prepared by Charles F. Kuhn of Tallahassee, Florida, Consulting Architect, and heretofore filed with and approved by this Council, the construction of which hospital, and iawvessary furnishings, equipment and appurtenances, is hereby authorized. (C) That the estimated cast of the construction or acquisi- tion of said new hospital as provided above, is the estimated sum of $1,640,000.00, to be raised by the issuance of the Bonds authorized by this resolution, and a grant from the United States Government in the amount of $440,000. Such cost shall be deemed to include the cost of the acquisition of any lands or interest therein and of any fixtures or equipment or properties deemed necessary or convenient therefor, interest on the Bonds issued hereunder to and including January 1, 1968; architectural and legal expenses, expenses for estimates of costs and of revenues, expenses for plans, specifications and surveys, fees of fiscal agents or financial consultants, bond discount, if any, expenses of the issuance of the Bonds authorized herein, administrative expenses, and such other expenses as may be necessary or incident to the financ- ing authorized by this resolution. (D) That the City will derive revenues from rates, fees and other charges for the use of the facilities of said hospital; that said revenues are not pledged or encumbered in any manner. (E) That the revenues to be derived by the City from the operation of said hospital will be sufficient to pay the principal of and interest on the Hospital Revenue Bonds to be issued pursuant to this resolution as the same mature and become due, and all reserve, sinking fund and other payments required to be made by the provisions of this resolution. (F) That the principal of and interest on the Hospital Revenue Bonds to be issued pursuant to this resolution, and all reserve, sinking fund and other payments provided for in this resolution, will be paid solely from the revenues to be derived by the City from the operation of said hospital; that it will never be necessary or authorized to levy taxes of any nature on any real or personal property in said City to,pay the ter, principal of and interest on the Hospital Revenue Bonds to be issued pur- suant to this resolution, or to make any of the reserve, sinking fund or other payments provided for in this resolution and that the Hospital Revenue Bonds issued pursuant to this resolution shall not constitute a lien upon any of the properties of said hospital, or any part thereof, or upon any other property whatsoever of the City of Palm Beach Gardens, Florida. -2- Section 1.03 . RESOLUTION TO CONSTITUTE CONTRACT, In con- _ sideration of the acceptance of the Bonds authorized to be issued here- under by those who shall hold the same from time to time, this resolu- tion shall be deemed to be and shall constitute a contract between the City of Palm Beach Gardens, Florida., and such Bondholders, and the covenants and agreements herein set forth to be performed by said City shall be for the equal benefit, protection and security of the legal holders of any and all of such Bonds, and the coupons attached thereto, all of which shall be of equal rank and without preference, priority or distinction of any of the Bonds or coupons over any other thereof, except as expressly provided therein and herein. Section 1.04. DEF1NI"TI:ONS. The following terms shall have the following meaning in this resolution unless the text otherwise expressly renuires: (A) "City" shall mean he City of Palm Beach Gardens, Florida. (B) "Act" shall mean. Chapter 59 -1707, .Paws of Florida, Special Acts of 1959, as amended and supplemented. (G) "Bands" shall mean the $1,200,000 Hospital Revenue Bonds authorized to be issuer? pursuant to this resolution, and the interest coupons attached to saia Bands. (D) "Holder of Bonds " or "Bondholder ", or any similar terms, shall mean any person, who shall be the bearer or owner of any outstand- ing Bond or Bonds registered to bearer or not registered, or the registered owner of any outstanding Boyd or Bonds which shall at the time be registered other than to bearer, or any coupons representing Interest accrued or to accrue on said Bands. (E) "Hospital" shall mean the new hospital and all hospital and medical facilities connected therewith, to be acquired and/or constructed with the proceeds of the Bonds authorized here- in, together with any and all improvements, extensions and additions to said Hospital, or any part thereof, hereafter constructed or acquired, and shall include (without being limited to) all lands or interest therein, plants, buildings, machinery, pipes, fixtures, MA equipment and all property, real or personal, tangible or in- tangible, now or hereafter owned or used in connection with said Hospital. (F) "Facilities" shall mean all the facilities of said Hospital, or any part thereof, including any additions, betterments, extensions, improvements thereto, or property of any kind or nature, real or personal, tangible or intangible, hereafter constructed or acquired in connection with said Hospital. (G) "Revenues" or "Gross Revenues" shall mean all rates fees, rentals, or other charges or other income received by the City, or accrued to the City or to any other board or agency of the City in control of the management and operation of said Hospital, and all parts thereof, from the operation of said Hospital, all as calculated in accordance with sound accounting practice. (H) "Operating Expenses" shall mean the current expenses, paid or accrued, of operation, maintenance and repair of the Hospital and its facilities, as calculated in accordance with sound accounting practice, and shall include, without limiting the generality of the foregoing, insurance premiums and administrative expenses of the City relating solely to the Hospital, labor, the cost of materials and supplies used for current operations and charges for the accumulation of appropriate reserves not annually recurrent but which are such as may reasonably be expected to be incurred in accordance with sound accounting practice. "Operating Expenses" shall not include any allow- ance for depreciation except to the extent expressly herein provided. (1) "Net Revenues" shall mean the Gross Revenues, as defined in subsection (G) above, remaining after deduction of operating expenses, as defined in subsection (H) above. (J) "Fiscal Year" shall mean the period beginning with January 1 and ending with the next succeeding December 31. (K) Words importing singular number shall include the plural nuwDer in each case and vice versa, and words importing persons shall include firms and corporations. -5- ARTICLE 11 AUTHORIZATION, TERMS, EXECUTION, REGISTRATION AND ISSUE OF BONDS Section 2.01. AUTHORIZATION OF BONDS. Subject and pursuant to the provisions of this resolution, obligations of the City of Palm Beach Gardens, Florida, to be known as "Hospital Revenue Bonds", are hereby authorized to be issued in the aggregate principal amount of not exceeding One Million Two Hundred Thousand Dollars ($1,200,000), for the purpose of financing part of the cost of construction of said hospital as authorized in Section 1.02(B) hereof. Section 2.02. DESCRIPTION OF BONDS. The Bonds shall be dated January 1, 19669 shall be in the denomination of $5,000 each; shall be numbered from 1 to 240, inclusive; shall bear interest at a rate or rates not exceeding the legal rate per annum, payable semi- annually on January 1, and July 1 of each year, and shall all mature on January 1, 1996. The Bonds shall be redeemable prior to -maturity, at the option of the City, in part by lot, but only from the pledged revenues, on January 1, 1970, or on any interest payment date thereafter, at the price of par and accrued interest to the date fixed for redemption, plus the following premiums, expressed in percentages of the par value thereof, If redeemed in the following periods: Period (Both Datf_s_1i1clusive ) Premium January 1, 1970 to July 1, 1974 3% January 1, 1975 to July 1, 197 21% January 1, 1980 to July 1, 19R 1% January 1, 1985 and tnereafter prior to maturity None The Bonds shall also be redeemable as a whole, from any legally available funds-, on January 1, 1977, or on any interest pay- ment date thereafter, at the price of par and accrued interest to the date fixed for redemption, plus the following premiums, expressed in percentages of the par value thereof, if redeemed in the following periods: -6- Period (Both Dates Inclusive) Premium January 1, 1977 to July 1, 1978 4% January 1, 1979 to July 1, 1980 3% January 1, 1981 to July 1, 1982 2% January 1, 1983 and thereafter prior to maturity 1% A notice or such intended redemption shall be published at least once, at least thirty (30) days prior to the date fixed for redemption, in a financial paper published in the City of New York, New York. Inter- est shall cease on any of said Bonds duly called for prior redemption if payment of the redemption price has been duly provided for. Said Bonds shall be issued in coupon form, shall be payable with respect to both principal and interest at such bank or trust company or banks or trust companies within or without the State as may be here- - after designated by resolution of the City Council, in lawful money of the United States of America, and shall bear interest from their date, payable in accordance with and upon surrender of the appurtenant in- terest coupons as they severally mature. Section 2.03. F.,XECUTION OF'BONDS AND COUPONS. Said Bonds shall be executed in the name of the City by the Mayor, by his manual or facsimile signature and the seal of the City shall be impressed or re- produced thereon and attested by the City Clerk by his manual or facsimile signature; provided, however, that either said Mayor or said City Clerk shall manually apply his signature on each of said Bonds. In case any one or more of the officers who shall have signed or sealed any of the Bonds shall cease to be such officer of the City before the Bonds so signed and sealed shall have been actually sold and delivered, such Bonds may nevertheless be sold and delivered as herein provided and may be issued as if the person who signed or sealed such Bonds had not ceased to hold such office. Any Bond may be signed or sealed on behalf of the City by such person as at the actual time of the execution of such Bonds shall hold the proper office in the City, although at the date of such Bond such person may not have held such office or may not have been so authorized. -7- The coupons to be attached to the Bonds and the validation legend appearing thereon shall be authenticated with the facsimile signatures of the present or any future Mayor and City Clerk and the City may adopt and use for that purpose the facsimile signature of any person who shall have been such Mayor or City Clerk at any time on or after the date of the Bonds, notwithstanding that he may have ceased to be such Mayor or City Clerk at the time when said Bonds shall be actually sold and delivered. Section 2.04. NEGOTIABILITY AND REGISTRATION. The Bonds shall be, and have all the qualities and incidents of, negotiable instruments under the law merchant and the Negotiable Instruments Law of the State of Florida, and each successive holder, in accepting any of said Bonds or the coupons appertaining thereto, shall be conclusive - ly deemed to have agreed that such Bonds shall be and have all the qualities and incidents of negotiable instruments under the law merchant and the Negotiable Instruments Law of the State of Florida, and each successive holder shall further be conclusively deemed to have agreed that said Bonds shall be incontestable in the hands of a bona fide holder for value in the manner provided hereinafter in the form of said Bonds. The Bonds may be registered at the option of the holder as to principal only, or as to both principal and interest, at the office of the City Clerk, as registrar, or such other registrar who shall be duly appointed by resolution of the City Council, such registration to be noted on the back of said Bonds in the space provided therefor. After such registration as to principal only or both principal and inter- est, no transfer of the Bonds shall be valid unless made at said office by the registered owner, or by his duly authorized agent or representa- tive ar,' similarly noted on the bonds, but the Bonds may be discharged from registration by being in like manner transferred to bearer and thereupon transferability by delivery shall be restored. At the option of the holder, the Bonds may thereafter, again, from time to time, be re.-istered or transferred to bearer as before. Such registration as to principal only shall not affect the negotiability of the coupons which shall continue to pass by delivery. Section 2.05. BONDS MUTILATED, DESTROYED, STOLEN OR LOST. In case any Bond shall become mutilated or be destroyed, stolen or lost, the City may in its discretion issue and deliver a new Bond with all unmatured coupons attached of like tenor as the Bond and attached coupons, if any, so mutilated, destroyed, stolen or lost in exchange and substitution for such mutilated Bond, upon surrender and canoella- tion of such mutilated Bond and attached coupons, if any, or in lieu of and substitution for the Bond and attached coupons, if any, destroyed, ,stolen c.r lost, and upon the holder furnishing the City proof of his ownership thereof and satisfactory indemnity and complying with such other reasonable regulations and conditions as the City may prescribe and paying such expenses as the City may incur, All Bonds and coupons so surrendered shall be cancelled by the City Clerk and held for the account of the City. If any such Bond or coupon shall have matured or be about to mature, instead of issuing a substituted Bond or coupon, the City may pay the same, upon being indemnified as aforesaid, and if such Bond or coupon be lost, stolen or destroyed, without surrender thereof. Arty such duplicate Bonds and coupons issued pursuant to this Section shall constitute original, additional contractual obligations cry the part of the City, whether or not the lost, stolen or destroyed Bond3 or coupons be at any time found by anyone, and such duplicate Bonds and coupons shall be entitled to equal and proportionate benefits and rights as to lien and source and security for payment from the revenues of the Hospital with all other Bonds and coupons issued hereunder. Section 2.06. FORM OF BONDS AND COUPONS. The text of the Bonds and coupons shall be substantially the following tenor,, with such omissions, insertions and variations as may be necessary and desirable and authorized or permitted by this resolution or any subsequent resolution adopted prior to the issuance thereof: -9- No. UNITED STATES OF AMERICA $5,000.00 STATE OF FLORIDA CITY OF PALM BEACH GARDENS HOSPITAL REVENUE BOND KNOW ALL MF.N BY THESE PRESENTS that the City of Pala Beach Gardens, in Palm Beach County, Florida, for value received, hereby premises to pay to the bearer, or if this Bead 'be registered, to the registered holder as herein provided, on the first day of January, 1996, from the special funds hereinafter mentioned, the prin?ci.pai sum of FIVE THOUSAND DOLLARS ($5,000) and to pay interest thereon at the rate of per centum ( %) per annum, payable semi- annually on the first day of January and the .first day of July of Each year upon the presentation and surrender of the annexed coupons as they severally become due. Both principal of and Interest can this Bond are payable at car, at the option of the holder, at , in lawful money of the United Skates of America, This Band is one of an authorized issue of Bonds in the aggregate principal amoum of $1,200,000 cf Like date, tenor and effect, except as to number and date of maturity, (and interest rate), issijed to finance the cost of the construction and/or acquisition of the .Hospital,, and necessary appurtenances, In the City of Palm .Beach Gardens, Florida, under the authority of and In full compliance with the Constitution and statutes of the ,State of Florida., Including Chapter 5q-1707, Laws of Florida, Acts of 1959, as amended and s upplem merited, and ether applicable provi.>ioni of law, and a resolutic n duly ardnptetd by the City Council of the City of Palm .Reach Gardens, and is subject to all the tdenms a-rid conditions of said resolution. -10- This Bond and the coupons appertaining thereto are payable solely from and secured by a lien upon and pledge of the net revenues derived from the operation of said Hospital, in the manner provided in the resolution authorizing this issue of Bonds. This Bond does not constitute an indebtedness of the City of Palm Beach Gardens, within the meaning of any constitutional, statutory or other provision or limitation; and it is expressly agreed by the holder of this Bond and the coupons appertaining thereto that such holder shall never have the right to require or compel the exercise of the taxing power of said City for the payment of the principal of and interest on this Bond or the making of any sinking fund, reserve or other payments provided for in the resolution authorizing this issue of Bonds, it is further agreed between the City of Palm Beach Gardens and the holder of this Bond that this Bond and the obligation evidenced thereby shall not constitute a lien upon the Hospital, or any part thereof, or on any other property of or in the City, but shall con- stitute a lien only on the net revenues derived from the operation of said Hospital in the manner provided in said resolution. The City, in said resolution, has covenanted and agreed with the holders of the Bonds of said issue to fix and establish and maintain such rates and collect such fees, rentals or other charges for the services and facilities of said Hospital, and to revise the same from time to time whenever necessary, as will always provide revenues in each year at least equal to one hundred per centum (100 %) of the maximum amount of principal and interest requirements, as defined in said resolution, on said Bonds in such year or in any succeeding year, plus one hundred per centum (100 %) of the necessary expenses of operating and maintaining said Hospital in such year, and all reserve or other payments or deposits required to be made in such year by said resolution, and said City has entered into certain further covenants with the holders of the Bonds of the issue of Which this Bond is one for the terms of which reference is made to said resolution, ®llm The Bonds of the issue of which this Bond is one are redeem- able prior to maturity, at the option of the City, in part by lot, but only from the pledged revenges, on January 1, 1970, or on any interest payment date thereafter, at the price of par and accrued interest to the date fixed for redemption, plus the following pre - miums, expressed in percentages of the par value thereof, if redeemed in the following periods: Period (Both Dates inclusive) Premium January 1, 1970 to July 1, 1974 3% January 1, 1975 to July 1, 1979 2% January 1, 1980 to July 1, 1984 1% January 1, 1985 and thereafter prior to maturity ?done The Bonds of the issue of which this Bond is one are also re- deemable as a whole, from any legally available funds, on January 1, 1977, or on any interest payment date thereafter, at the price of par and accrued interest to the date .fixed for redemption, plus the following premiums, expressed in percentages of the par value there- of, if redeemed in the following periods.- Period (Both Dates Inclusive ) Premium January 1, 1977 to July 1, 1978 4% January 1, 1979 to July 1, 1980 3% January 1, 1981 to July 1, 1982 2% January 1, 1983 and thereafter prior to maturity 1% A notice of such redemption shall be published at least once, at least thirty (30) days prior to the redemption date, in a financial paper published in New York City, New York. It is hereby certified and recited that all acts, conditions and things required to exist, to happen and to be performed precedent to and in the issuance of this Bond, exist, have happened and have been performed in regular and due form and time as required by the Laws and Constitution of the State of Florida, applicable thereto, -12- '— and that the issuance of this Bond, and of the issue of Bonds of which this Bond Is one, does not violate any constitutional, statutory or other limitation. This Bond, and the coupons appertaining hereto, is, and has all the qualities and incidents of a negotiable Instrument under the law merchant and the Negotiable Instruments Law of the State of Florida, and the original holder and each successive holder of this Bond, or of the coupons appertaining hereto, shall be conclusively deemed by his acceptance hereof to have agreed that this Bond and the coupons appertaining hereto shall be, and have all the qualities and incidents of, a negotiable instrument under the law merchant and the Negotiable Instruments Law of the State of Florida. The original holder and each successive holder of this Bond, and of the coupons appertaining hereto, shall be conclusively deemed to have agreel and consented to the following terms and conditions: (a) Title to this Bond, unless registered as herein pro- vided, and to the annexed interest coupons, may be transferred by deliver- y in the manner provided for negotiable instruments payable to bearer in the law merchant and the Negotiable Instruments Law of the State of Florlda; (b) Any person in possession of this Bond, unless registered as herein provided, or of the interest coupons hereunto appertaining, regardless of the manner in which he Shall have acquired possession, Is hereby authorized Uo represent himself as the absolute owner here- of, and is hereby granted power to transfer absolute title hereto to a bona fide purchaser; that ja, to any one who shall purchase the same for value (present or antecedent) without notice of prior defenses or equities or claims of ownership enforceable against his transferror, Evs:ry Prior taker or owner of this Bond, unless registered as herein an.J of the annexed interest cc,ipon�., waives and renounces 511 of his equities and rights herein In favor of every such bona �- Fide purchaser9 and every such bona fide purchaser shall acquire absolute title hereto and to all rights represented hereby; and (c) The City of Palm Beach Gardens array treat the bearer of this Bond, unless registered as herein provided, or of the inter- est coupons hereunto appertaining, as the absolute owner hereof for all purposes without being affected by any notice to the contrary. This Bond may be registered as to principal only, or as to both principal and interest, in accordance with the provisions endorsed hereon. IN WITNESS WHEREOF $aid City of Palm Beach Gardens, Florida, has issued this Bond and has caused the same to be executed by the manual or facsimile signature of its Mayor, and its corporate seal, or a facsimile thereof, to be impressed or otherwise reproduced hereon, attested by its City Clerk by his manual or facsimile sign- acure, and has caused the interest coupons hereto attached to be executed by the Facsimile signatures of the said Mayor and City Clerk, all as of the first day of January, 1966, CITY OF PALM BEACH GARDENS, FLORIDA (SEAT,) By Mayor ATTEST: City Clerk .�/ FORM OF COUPON Sri the day of , 19 , the City of Palm Beach Gardens, Florida, will pay to the bearer at or at the option of the holder, at in lawful money of the United States of America, from the special funds described in the Bond to which this coupon is attached, the sum of Dollars ($ ), upon presentation and surrender of this coupon, being six months' interest then due on its Hospital Revenue Bond, dated January 1, 1966, No. CITY OF PALM BEACH GARDENS, FLORIDA By Mayor City Clerk (To be inserted in coupons maturing after callable date) "Unless the Bond to which this coupon is attached shall have been previously duly called fob prior redemption and payment thereof duly provided for" FORM OF VALIDATION CERTIFICATE This Bond is one of a series of Bonds which were validated and confirmed by decree of the Circuit Court of the Fifteenth Judical Circuit of the State of Florida, in and for Palm Beach County, rendered on , 19 City Clerk mlj- Mayor PROVISION FOR REGISTRATION This Bond may be registered in the name of the holder on the books to be kept by the City Clerk, as Registrar, or such other Registrar as may hereafter be duly appointed, as to principal only, such registration being noted hereon by such Registrar in the registration blank below, after which no transfer shall be valid unless made on said books by the registered holder or attorney duly authorized and similarly noted in the registration blank below, but it may be discharged from registration by being transferred to bearer, after which it shall be transferable by delivery, but it may be again registered as before. The registration of this Bond as to principal shall not restrain the negotiability of the coupons by delivery merely, but the coupons may be surrendered and the interest made payable only to the registered holder, in which event the Registrar shall note in the registration blank below that this Bond is registered as to interest as well as principal, and thereafter the interest will be remitted by mail to the registered holder. With the consent of the holder and of the City of Palm Beach Gardens, this Bond, when converted into a Bond registered as to both principal and interest, may be reconverted into a coupon Bond and again converted into a Bond registered as to both principal and interest as hereinabove provided. Upon reconversion of this Bond, when registered as to principal and interest into a coupon Bond, coupons representing the interest to accrue upon the Bond to date of maturity shall be attached hereto by the Registrar and the Registrar shall note in the registration blank below whether this Bond is registered as to principal only or payable to bearer. Date of o -In Whose ame Manner of `signature of Registration ReGistered Registration Registrar�� �16w ARTICLE 11I COVENANTS, REVE-40S AND APPLICATION THEREOF Section 3.01. BONDS NOT TO BE INDEBTEDNESS OF THE CITY. Neither the Bonds .9or the --,cupors shall be or constitute an JndpbteLdneso of the ('.-!cy, but snall be payable solely from the Net Revenues of the Hospl al as t--,:,reln provided. Na holder or holders of any Bond issll-d he-(, under, or of any coupon appertaining thereto, shall ever have the rL&,t, to oompe-)- the exer,:ise of the taxing power of the City to pay Bonds oz- 1 h interest thereon, or be entitled to payment of 6ur°r principal and. Iriterest from any other funds of the City exr,,ept the Net Re-veonjee of the Ho.pital. as provided herein. Sc--,t!c,n 3.02. BONDS SECURM) BY PLEDGE OF NET REVENIIES. Inc payment of the prletcl.pal =jrwd Interest of all of the Bonds issued here under be �Tecured forttawith equally and ratably by a first 11j-en on the Net Revenues der!-ved from tlrae Hospital, The Net Revenueo ,Ierlved From the Hospital, in ar. am.ount sufficient to pay the principal of and in- tyre -5t or) tl-1- Bonds rierein authorized, and to make the payments the,, res-rve and oinking fund and all other payments providr-d for in th' -,z- reso-i-,xl,lon are, hereby irrevocably pledged to the payment; of fhe r-rinrlpal of and :interest on the Bonds herein authorAzed as the same bee-om-e die. Seat_ on 3,(13. APPLICATION OF 13OND PROCEEDS. All mc-ney,- re- relved from the sale of any or all of the $1,200,000 Bonds orig.inally authcriztnd and Issued pur,3uart to this resolution shall be disb(�rsed as followc�: (A) Ac,raed interest received upon tne delivery of tfie Bonds shall be depoz-It ed In the lnter,Fst Ac -c curt in the Slni�ing Mind Jrc---.--r- after cr-,=ated. (B) An amount eq-.1al to the interest Which will mature and be- ?omn dice on all of the Bcnd2 to and including January 1, 1968, shall be dPpo,-1trd 1n the Intercst Account In the Sinking Fund laerelrafte,,r (0) The sum of $1�5,000, being the amount estimated to t)c-- receonary for the operation and malntenance of the said do3plt-IJ "or :t reaF,ora.ble peric(i followire- the r0rnmen,�ement (-f operat, lon of aaid s','iail be deposited Into a find, tl-o be known as the 6peraticn and Main-, tenarce R)nd, and used for the purpose of' paydng operat"Jing expense,- as — provided in Section 3.04 (D) (1). (P) P-Le balance of suct prc, 7eeds of sale of the BondF, zball be depos.1ted by the City in a trust find to be known as the Trust Fund" and shall, be used and applied by the City solely to t,he pay- ment of the cost of conetra,-,tion and a-quisition of the Hospital and flUr- .q.1shings. equipment and appurtenance recessary therefor authorlzr;d by this resolution and for no other purpose whatsoever. Sald Consti^A:tion Trust Find Shall b� makntl-alr,Fd by the City In an Incorporated bank_ ,�r trust company which is a member oaf" the Federal Reserve System,, a:, Tnaz-A,ee, and all moneys at any tlire on depoEit in said Construction Tnist Flund shall be contini.),jasly secured in th` carne manner as depoolts cif' State and municipal .feuds are reqijJPed to be secor��d by the laws of the Si-ate of Florida. 'The "Ity and said Tn_iz✓e(- shall EPter into a Construction Trust Ftiinrj Agrc-eme.r-1 :on,:,,ernJ rig tree application of surht Coiw3tvirctic.­-, Tr--Ist u1-, AgreFrri•nt to be in a form tc, he hereafter determined by rqsc1-,A,,;jon of the City Ouuncil. Saftd Agreement shall provide atnong things that no withdriwa1z, shall be made from sald Construction Trust R)nd, except for legal and architectual expenses. fees of , ftS�Oaj or financial agenty, and expenses in r.onnection with the lssuan^e and sale and delivery of all of the Bond: authorized by thl-, reaol-atlon-, and administration expr-nce- * without the written approval cf the Consulting An-hiteet. If for arty reaeon surth proceeds, or any part t ,ereof, arr- not necessary ror, or are not applied to, such purposes. then such unapplied proceeds shall be de- po, -itr-d by the City in Reserve Arcount In the Sinking Rind Lr(� be establasted pursuant to tnis r�scl.ition to f;he extent n--cr-ssary to Mak- the amorunt then ran deposit therein equal to the maximum amol rtt n:tquired to be on deposit in said Re.aerve Ar,�:cunt, and ary further -_Vno-.ira; of s,.,Ich proceeds not needed for ,add Reserve Account shall be deposited in the- Bond Redemption Ar,�ount. All moneys in said Construction Tn-)--,t Fond hall- r10nSt.it,-,jfie a tnj,3t P)!-d for Nadi p )rp,-ae5 and bhere is htreby ­eaT�ed a, lien upon au(R h frond, until so applied, In favor of the bo,Ldr-r,-, of the Bonds issued pursuant to this re-soliAtIon. SM Any moneys In ;5914 Tr'tsst; 5�,tgTd no 17±1edi;,.te,ly needed fox, the purposes of said ft nd may he , n vt-st d in dire: nlb l l ga tions of the United State,-, of car, in t,im =, dPi:,,) -,its In r ?r.b or tZust co,,rtpa,rlf s evide nand by P[UM ter'.. '_` r rlef,e si , wat dr9iY "g not later than the date or dates upon w i. -,t th= Ar r,h$. ,—; �r., °i7 -- r¢if°r su(:!-, runey•, will be needed z'r_�r tt-: rf sn'ica P,ind. Any mweys to bs rocyl1re4 by tie „; �'ity frr-m tY?e Tlnit-d GovFrnmw nt under the r r ar,t to t r9_: t °'r'.,, . _ 15-_ it fl y a ;i ty t ri t;,e Cc- nstruct.:on'Tr_h1,st Fund Qr' in u,ry :i' f-und udhirh way N - feq.OrPd by We terms of said grant, and ua d solely fov t.hp purpose nF paying part, of the c,o5t of r°oi tvu,- ,t..lng c,a.:id htr:p ',�O a=; pr•cvIdEd foz- jr] iJI.7,5 resolution. sP,ti r;rnJal eh iiniPINaN TO CY ,1`IYL ;j {5 long c--. i the Bonds sr�a.lI be uut�--t "a,,-viAY,g arjd ry i[7,t,'d, I_' I'I :Ei re shy '1i rl avr- t ry uF?t apart Ln tp,° Sinking F +,xn,, , a.1��° 1��,�:- '* �r� h�,. - -, "t� kt (unt _n, h 1'F9tz estmblisned a siren Mfi,Llrnt tc p-iy, r,,hen do ; -, the erltir-:; pr!r'-jpai ef the -Bonds rim 1-ring unpaid, KugE:Mpe Lilto intavenf, "Lr_,,r *zed jnrl ir) s3rk, x SF, therecn, tY'e City covenvu,hs wit-, the w ta--' s of any and a i ] (- f' the Bc,ndr — issued pu ra,aant to this r,- solat;ir)tL »s (A.) V at the City wJ f ! fix, :. #,7.t.1 t -rr and nia.l.ntr�. s, zo- ti and Collect, such fees, 7'o€'Y N S or Mpt rs j,r ,en fc,r the :,rid facilities of the Hosp7tNI, and Y'r:',' sc thT same frc)n t?CT'.c bra t ir,i� whrr -ver° 51E"nessary, an will c°7,l1 ngs pvovs -,yes Y'F FS,, f.tl e,, rh yf-ja ' _,i to one hundred per r atum (1000) cf tt,c- ra.mn_,rrt; of 'x�r, interest, reTilrements can said, MOP in su—h y�-ar or in ,arty yc— r, plu, one nni dreg pprT Cent °zTp rof of ni,Pr�t:�riE3 °j.Ca(i lP�,71�° Wring such Ho pitgl in sum yrgr, nd psi t' : F Y ° °,rr C Y° (,� rx�' �, ,,, t Y�i: or deposits required to be Cr' de in suO, yp---c by thl; -, rr,tnuut.ion, tiript such Mae, , Mp o, rentmI s aul c r.hp" Pn; r' . :'h ,,11 T-Io"; hff _ il,z'F rl .gin ,i� t) he ins Fri me.nt to pr,ovld,° de=ri, 0, , r r„ , f r,r KU 't-. po-p,- F For the pi1,L'Pos( ;, of thil s re o i_i"ticn the tr11'n "g �1,.7s' ipa 1 a.rrd -11-1 interest requirements" shall mean the aggregate amount of interest matur- ing and mandatory deposits required to be made into the Bond Redemption Account hereinafter created in the year or period for which such term is used herein, (B) HOSPITAL REVENUE PUND. That all gross revenues derived from the operation of the Hospital shall be deposited in a bank or trust company in the State of Florida, which fund is hereby created and designated as the "Hospital Revenue Fund". Said Hospital Revenue Fund shall constitute a trust fund for the purposes provided in this resolution and shall be kept separate and distinct from all other funds of the City, and used only for the purposes and in the manner provided in this Section 3.04. (C) OPERATION AND MAMENANCE. That it will maintain in good condition said Hospital and will operate the same or cause the same to be operated in an efficient and economical manner, making such expenditures for equipment and for renewal., repair and replacement as may be proper for the economical operation and maintenance thereof from the Hospital Revenue Fund in the manner provided herein, (D) DISPOSITION OF REVENUES, That all revenues at any time remaining on deposit in the Hospital Revenue Fund shall be disposed of only in the following manner art order, of priority, (1) Revenues shall first be used for the payment of operating expenses, as defined in Section 1.04 (E) hereof. (2) All revenues remaining in the Hospital Revenue Fund shall, not later than the fifteenth day (-,f each month, be deposited in the manner provided below in the funds and accounts to be known as the "Sinking Fund," which shall ccnsist rf three accounts to be known as the "Interest Account," the "Reserve Account," and the "Bond Redemption Account," and in the Renewal and Replacement Fund,, all of which funds and accounts are hereby created and established. Said Sinking Fund, and all acc.ounts therein, shall be held by and maintained with a bank or trust company as trustee, under a form of trust agreement to be hc-,Ysa-ftpr entered into between the City and said bank or trust company, which trust agreement shall be in such form as shall be determined by a resolution hereafter adopted by this Court'°il. (3) From the moneys -emiaining in the Hospital Revenue Fund the City shall first, not later than the fifteenth day of each month in each year apportion and set apart cut cf the Revenue Fund and deposit in the Interest Account in said Sinking Fond, sucl- sums as will be sufficient to pay one-sixth of all the interest maturing on the bonds on the next interest payment date3 provided, however, that the moneys from the proceeds of the Bonds depcYsibeq in the Interest Account pur- suant to Section 3,03 (B) hereof shall be used to pay the interest be- coming due on all the Bonds tc and including January 1, 1968, (4) The City shall next use the moneys on deposit in the Hospital Revenue Fund to maintain a Reserve Account in said Sinking Fund. From the moneys remaining in the Hospital Revenue Fund the City shall deposit into said Reserve Acr,?,unt, on the fifteenth day of each month in each year, beginning on I- _'TLU9Xy 15, 1968, an amount equal to one-twelfth (1/12) of twenty per Fntum (20,) of the largest amount which will be required for the pairs, loal and -interest requirements, as defined herein, on all said Bonds trlpm outstanding in any succeeding year. No further payments shall to reqljjred to be made into said Re- serve Account when there shall have �,,ecn,deposited therein, and as long as there shall remain therein, are amount equal to the largest amount which will be required fe-)r tkir- -Principal and interest requirements, as defined herein, on said Bonds then rjutstanding in any succeeding year, Moneys in the Reserve Account shall be used only for the purpose of the payment of the debt _zervi��e requirements, as defined herein, on said Bonds when the mcneys ir, the Hospital Revenue Fund are insufficient therefor, and for nc, ctl-er, purpose. Any withdrawals from the Reserve Account shall be subsequently restored from the first revenues available after all required payments for the Interest Account and the Er,nd Redemption Account, including any deficiencies for prior payment.z; ha7e been made in full. -P'I- The Citv shall not be required to make any further payments Into the Interest Account and the Bond Redemption Account in the Sinking — Fund or into the Reserve Account in said Sinking Fund when the aggregate amount of funds In the Interest Account and the Bond Redemption Account in the Sinking Fund and said Reserve Account are at least equal to the aggregate principal amount of all Bonds issued pursuant to this resolution then outstanding, plus the amount of interest then due or thereafter to become due on all said Bonds then outstanding, (5) The City shall next, from the moneys remaining in the Hospital Revenue Fund, deposit in the Bond Redemption Account, on the fifteenth day of each month in each year, beginning with January 15, 1968, one-twelfth (1/12) of the annual amount stated below to be accumulated for such year. Year Beginning January 1 and Ending,_ December 31 1969 1970 1971 1972 1973 1974 1975 1976 1977 1978 1979 1980 1981 1982 Year Beginning together with, on each such fifteenth day of the month, any deficiencies for prior required payments into said Bond Redemption Account. The moneys in said Bond Redemption Account shall be used by the Trustee of the Sinking Fund for the purchase at any time of Bonds then outstanding at a price not exceeding the redemption price of said Bonds — on the next ensuing prior redemption date, or for the prior redemption of Bonds in the manner provided herein; provided, however, that it shall be the mandatory duty of said Trustee to use all moneys on deposit in said Bond Redemption Account, not reserved for the pay- ment of Bonds theretofore purchased or called for prior redemption Pnd not paid for, on the 15th day of November of each year for the prior -22- January I and Amoun't, Ending December 31 Amount $20,000 1983 $4o,000 20,000 1984 45,000 20,000 1985 45,000 25,000 1986 45,000 25,000 1987 50,000 25,000 1988 50,000 25,000 1989 55,000 30,000 1990 55,000 30,000 1991 6o,000 30,000 1992 65,000 35,000 1993 70,000 35,000 1.994 70,000 45,000 1995 75,000 0,000 1996 80,000 together with, on each such fifteenth day of the month, any deficiencies for prior required payments into said Bond Redemption Account. The moneys in said Bond Redemption Account shall be used by the Trustee of the Sinking Fund for the purchase at any time of Bonds then outstanding at a price not exceeding the redemption price of said Bonds — on the next ensuing prior redemption date, or for the prior redemption of Bonds in the manner provided herein; provided, however, that it shall be the mandatory duty of said Trustee to use all moneys on deposit in said Bond Redemption Account, not reserved for the pay- ment of Bonds theretofore purchased or called for prior redemption Pnd not paid for, on the 15th day of November of each year for the prior -22- redemption to the extent practicable of said Bonds on the next ensuing January lst, provided, further, however, that the Trustee shall not be so obligated to redeem Bonds from said Bond Redemption Account unless and until there are sufficient moneys on deposit in said Account to pro- vide for the redemption of at least Ten Thousand Dollars ($10,000) principal amours: of Bonds at any one time, (6) Thereafter,revenues shall be used to establish and set Lp a Renewal and Replacement Fund which is hereby created to be maintained in a bank or trust company and the City shall pay into said fund from the Hospital Revenue Fund, not later than the fifteenth day of each month, beginning with January 15, 1968, an amount not less than one-twelfth of five per centum of the gross revenues actually received from 'the operation of said Hospital during the preceding fiscal year. The funds in 5uch Renewal and Replacement Fund shall be used only for the purpose of paying the cost of ncn-recurring maintenance expenditures, extraordinary repairs, extensions, improvements, or additions tc�, or the replacement of capital assets of said Hospital or any part thereof, any costs of operation and maintenance of said Hospital whenever the moneys in the IK'ospital Revenue, Fund are insufficient therefor, or any unusual expenditures for such costs of operation and maintenance of said Hospital with the approval of the Consulting Architect; provided, however, that upon 'the certification of the Consulting Architect that funds in said Renewal and Replacement Fund are not needed for such purposes, su(--.h excess funds may, in the discretion of the City be deposited in the Bond Redemptioy Account. The moneys on deposit in said Renewal and Replacement Fund shall always first be used, however,- for the required payments or deposits for the principal and interest requirements, as defined herein, whenever the moneys in the Sin-king Fund and accounts therein are insufficien+ 'therefor. (7) If on any payment or deposit date the revenues of said Hospital are insufficient to place the required amount in any of the funds or accounts as hereinbefore provided, the deficiency shall be made M-C up in the subsequent payments in addition to the payments which would otherwise be required to be made into such funds or accounts on the subsequent payment dates. (8) Thereafter, the balance of any revenues remaining on the fifteenth day of each month, after all other required payments or deposits into the funds or accounts provided above, including any de- ficiencies for prior required payments or deposits, have been made, shall be considered as surplus funds, and shall, in the discretion of the City, be deposited in whole or in part in the Bond Redemption Account and used as provided herein for said Bond Redemption Account, or be deposited in the Renewal and Replacement Fund. (9) The Hospital Revenue Fund, the Sinking Fund and the Interest Account, Beserve Account and Bond Redemption Account therein, the Construction Trust Fund, and the Renewal and Replacement Fund, and all other funds or accounts ;et up and created by this resolution shall constitute trust fends for the purposes provided herein for such funds. All of such funds shall be continuously secured in the same manner as state and municipal deposits of funds are required to be secured by the laws of the State of Florida. The moneys in the Interest Account, Reserve Account and the Bond Redemption Account in the Sir*irg Fund and in the Renewal and Replacement Fund may be invested in direct obligations of the United States of America or in time deposits in banks or trust companies evidenced by certificates of deposit maturing, in the case of the Interest Account and the Bond Redemption Account, not later than the dates on which such moneys wili be needed for the purposes of such accounts, in the case of the Renewal and Replacement Fund-,•not later than five years after the purchase thereof, and in the case of the Reserve Account,without any limitation as to the date of maturity. The moneys in the Hospital Revenue Fund shall not be invested at any time. The income received upon the investment of any moneys in the Interest Account, the Reserve Account and the Renewal and Replace- ment Fund shall be deposited in the Fund or Account from which such -24- invest-Mont was made to the extent necessary to make the amount on deposit in such Fund or Account equal to the maximum amount required to be on deposit in such Fund or Aorcunt for the fiscal year in which such investment income is received and thereafter any excess balance of such investment income shall be deposited in the Hospital Revenue Fund. All income received upon the investment of any moneys in the Bond Redemption Account shall be deposited in said Bond Redemption Account and used, together with the other moneys on deposit therein, for the purposes of said Bond Redemption Account. -25- ARTICLE IV ADDITIONAL COVENANTS OF THE CITY Section 4.01. SALE OF THE HOSPITAL. That the Hospital may be sold or otherwise disposed of only as a whole or substantially as a whole, and only if the net proceeds to be realized shall be suffic- ient to fully retire all of the Bonds issued pursuant to this resolu- tion and all interest thereon to their respective date of maturity or prior redemption, and all other obligations payable from the revenues of said Hospital, The proceeds from such sale or other disposition of such Hospital shall immediately be deposited in the Sinking Find and shall be used only for the purpose of paying the principal of and interest on the Bonds issued pursuant to this resolution as the same shall become due, and all other obligations payable from the revenues of said Hospital, or any part thereof, or the redemption of callable Bonds, or the purchase of Bonds at a price not greater than par and accrued interest for non- callable Bonds or the redemption prise of callable Bonds on the next ensuing prior redemption date. The foregoing provisions notwithstanding, the City shall have and hereby reserves the right to sell or otherwise dispose of any of the property comprising a part of said Hospital hereafter determined in the manner provided herein to be no longer necessary, useful or profit- able in the operation thereof. Prior to any such sale or other dis- position of said property the duly authorized officer in charge of said Hospital shall make a finding determining that such property comprising a part of said Hospital is no longer necessary, useful or profitable in the operation thereof, and if the proceeds to be received from the sale or other disposition of said property shall exceed $50,000, the Con- sulting Architect shall also certif,- that in his opinion sneh property to be sold or otherwise disposed of is no longer necessary, usefui or profitable in the operation of said Hospital. The proceeds derived from the sale or other disposition of any of the property comprising a part of said Hospital shall be -26- deposited in the Bond Redemption Ac(icunt and used as provided herein for said account, Section 4.02. ISSUAW71 OF OTHER OBLIGATIONS PAYABLE OUT OF REVENUES. That the City will not Lt-,s�,e any ot)-,er obligations payable from the revenues derived from tPe operation of said Hospital, nor voluntarily create or cause to be created any debt, lien, pledge, assignment, encumbrance or any ct'lor .-Iharge, having priority to or being on a parity with the lien of the Bonds issued pursuant to this resolu- tion, and the interest thereon., 11�pon any of trie income and revenues Of said Hospital pledged as security t," e, efor in this resolution. Any other obligations issued by the C.1-ty, payable from the revenues derived from the operation of said Hospital. :;halll contain an express statement that such obligations are junior arid subcrdinate, as to lien and source and security for payment from the reienues of the Hospital, to the Bonds issued pursuant to 0.1 re,­c1uT,!cn. Section 4.03. INS TuRA , Thatt, fbe City will carry such insurance as is ordinarily carried r.,v private corporations, owning and operating similar facilities a5 Hu,3pit-,al. with a reputable insurance carrier or carriers including p,:,blic 11ability insurance and insurance against loss or damage by fire (with Uniform Extended Coverage Eridorse- ment) explosion, hurricane, earthqijake. --yoInne, occupancy or other hazards and risks, and in such amounts as shall be recommended as nec- essary by the Consulting Architect. in time of war, the City shall also carry in said amount Fach t-, may be available a-gain,0, loss or damage by t;he risk• aril hazards of war. The City shall. adftatic,na-ily carry use and occupancy insurance on the Hospital, in an amour,,; 5_iMcient tr, pay the principal and inter- est requirements, as defined herein. cn the Bonds authorized herein maturing and falling due in each year. Section 4,o4. FQOXS Aint REc" )RT)S. That thF� City will keep backs and records of the Hospital. which ,;balI be separate and apart -27- from all other books, records and accounts of the City, in which complete and correct entries shall be made of all transactions relating to the Hospital, and any holder of a Bond or Bonds issued pursuant to this resolution shall have the right at all reasonable times to inspect the Hospital and its facilities, and all records, accounts and data of the City relating thereto. The City shall, at least once a year, cause the books, records and accounts of the Hospital to be properly audited by a qualified and recognized firm of certified public accountants, and shall mail, upon request, and make available generally, the report of said qualified and recognized firm of certified public accountants at all reasonable times to any holder or holders of Bonds issued pursuant to this resolu- tion, and shall file such reports with the original purchasers of the Bonds, and the paying agent or agents of the Bands. Section 4,05. MAINTENANCE OF HOSPITAL. That the City will complete the construction and acqusition of the Hospital as provided for in this resolution in an economical and efficient manner with all dispatch, and thereafter will maintain or cause to be maintained said Hospital in good condition and continuously operate the same or cause the same to be operated in an efficient manner and at a reasonable cost. Section 4.06. SERVICES RENDERED TO THE CITY. That the City will not render or cause to be rendered any free services of any nature by its Hospital, except to patients who are found to be indigent by the Board or Agency in charge of the operation of the Hospital, the fees of which shall be paid from moneys available to the City other than Revenues; nor will any preferential rates be established for users of the same class; and in the event any officer or employee of said City shall avail himself of the facilities or services provided by said Hospital, or any part thereof for any purpose whatsoever, the same rates, fees or charges applicable to other customers receiving like services under similar circumstances shall be charged such officer or employee. Such charges shall be paid as they accrue. The income and revenues so received shall am be deemed to be revenues derived from the operation of the Hospital, and shall be deposited and accounted for in the same manner as other revenues derived from such operation of the Hospital. Section 4.07. OPERATING BUDGET. That the City shall anni)ally, at least thirty days preceding each of its fiscal years, prepare and adopt by resolution of its governing body a detailed budget of the anticipated revenues to be received and the estimated Operating Expenses, as defined in Section 1.04 (H) hereof, of the Hospital during the succeed- ing fiscal year. No additional expenditures for the operation and main- tenance of the Hospital shall be made in any fiscal year in excess of 10% of the amounts provided therefor in such budget without a written finding and recommendation by the Board or Agency in charge of the Administration of such Hospital, or other duly authorized officer in charge thereof, which findings and recommendations shall state in detail the purpose of and necessity for such increased expenditures for the operation and maintenance of the Hospital, and no Such increased expend- itures shall be made until the City Council of the City shall have ap- proved such findings and recommendations by a resolution duly adopted. The City shall mail copies of such annual budget and all resolutions authorizing such additional expenditures for operation and maintenance to any holder or holders of Bonds who shall file his or their address with the City and request in writing that copies of all such budgets and resolutions be furnished him or them, and shall make available such budgets and resolutions authorizing such additional ex- penditures for operation and maintenance of the Hospital at all reason- able times to any holder or holders of Bends issued pursuant to this resolution. Section 4.08. REMEDIES. Any holder of Bonds or of any co°x- pons appertaining thereto, issued under the provisions of this resolution, or any trustee acting for such Bondholders in the manner hereinafter provided, may either at law or in equity, by suit, action, mandamus or other proceeding in any court of competent jurisdiction, protect and enforce any and all rights under the laws of the State of Florida, or granted and contained in this resolution, and may enforce and compel the performance of all duties required by this resolution or by any -29- applicable statutes to be performed by the City or by any officer thereof, including the fixing, charging and collecting of rates, fees, rentals or other charges for the services and facilities of the Hospital. In the event that default shall be made in the payment of the interest on or the principal of any of the Bonds issued pursuant to this resolution, as the same shall become due, or in the making of the payments into any reserve or sinking fund or any other pay- ments required to be made by this resolution, or in the event that the City or any officer, agent or employee thereof shall fail or refuse to comply with provisions of this resolution, or shall default in any covenant made herein, and in the further event that any such default shall continue for a period of thirty days, any holder of such Bonds, or any trustee appointed to represent Bondholders as hereinafter provided, shall be entitled as of right to the appointment of a receiver of the Hospital in an appropriate judicial proceeding in a court of competent jurisdiction, whether or not such Bondholders or trustee is also seeking or shall have nought to enforce any other right or exercise any other remedy in connection with Bonds issued pursuant to this resolution. The receiver so appointed shall forthwith, directly or by his agents and attorneys, enter into and upon and take possession of the Hospital, and its facilities, and shall hold, operate and maintain, manage and control such Hospital, and its facilities, and in the name of the City shall exercise all the rights and powers of the City with respect to the Hospital as the City itself might do. Such receiver shall collect and receive all revenues, maintain and operate such Hospital in the manner provided in this resolution, and comply under the jurisdiction of the court appointing such receiver, with all of the provisions of this resolution. Whenever all that is due upon Bonds issued pursuant to this resolution, and .interest thereon, and under any covenants of this resolution for reserve,sinking or other funds, and upon any other obligations and interest thereon having a charge, lien or encumbrance -30- upon the revenues of the Hospital, shall have been paid and made good, and all defaults under the provisions of this resolution shall have been cured and made good, possession of the Hospital shall be surrendered to the City upon the entry of an order of the court to that effect. Upon any subsequent default, any holder of Bonds issdzed pursuant to this resolution, or any trustee appointed for Bondholders as hereinafter provided, shall have the same right to secure the fur- ther appointment of a receiver upon any such subsequent default. Such receiver shall in the performance of the powers herein- above conferred upon him be under the direction and supervision of the oourt making such appointment, shall at all times be subject to the ordersand decrees of such court and may be removed thereby and a successor receiver appointed in the discretion of such court. Nothing herein contained shall limit or restrict the jurisdiction of such court to ender such other and further orders and decrees as such court may deem necessary or appropriate for the exercise by the receiver of any function not specifically set forth herein. Any receiver appointed as provided herein shall hold and operate such Hospital in the name of the City and holders of Bonds issued pursuant to this resolution. Such receiver shall have no power to sell, assign, mortgage or otherwise dispose of any assets of any kind or character belonging or pertaining to such Hospital, except as provided in Section 4.01 hereof, but the authority of such receiver shall be limited to the possession, operation and maintenance of the Hospital for the sole purpose of the protection of the City and Bondholders, and the curing and making good of any default under the provisions of this resolution, and the title to and ownership of the Hospital shall remain in the City, and no court shall have any jurisdiction to enter any order or decree permitting or requiring such receiver to sell, mortgage or otherwise dispose of any assets of the Hospital, except as provided in Section 4.01 hereof. The holder or holders of Bonds in an aggregate principal amount of not less than twenty -five per centam (25%) of Bonds issued _31- under this resolution then outstanding may, by a duly executed certifi- cate, appoint a trustee for holders of Bonds issued pursuant to this resolution with authority to represent such Bondholders in any legal proceedings for the enforcement and protection of the rights of such Bondholders. Such certificate shall be executed by such Bondholders or their duly authorized attorneys or representatives, and shall be filed with the City Clerk. Section 4.09. ENFORCEMENT OF COLLECTIONS, That the City will diligently enforce and collect all fees, rentals or other charges for the services and facilities of the Hospital, and take all steps, action and proceedings for the enforcement and collection of such fees, rentals or other charges which shall oecome delinquent to the full extent per- mitted or authorized by the applicable laws of the State of Florida, Nothing herein, however, shall be construed to grant to any Bondholder any lien on any real property of the City or of any resident or inhabitant thereof, or any real property served by the facilities of said Hospital. Section 4,10, CONSULTING ARCHITECT® That the City will retain Charles F. Kuhn, of Tallahassee, Florida, or other qualified and recognized architect, to supervise the planning, construction and acquisition of said Hospital herein authorized, and after the completion thereof, the City will retain on an annual basis said Architect or other qualified and recognized architect, to super- vise the operation and maintenance of said Hospital and to perform the duties relating thereto provide for in his resolution for said Consult- ing Architect. Section 4.11, OPERATION AND 14ANA.GEMENT OR LEASE AGRE&74ENT. That the City shall lave the right to enter into an agreement with a person or persons or a corporatton whereby said person or persons or corporation shall operate and manage said Hospital for and on bebalf of the City, or the City may lease said Hospital to a person or persons -32- or a corporation under a lease agreement pursuant to which said person or persons or corporation shall opprate said Hospital. Any such management and operation agreement or lease agreement shall be subject to and comply with all the provisions of this resolution and any such agreement shall be approved by 'the Trustee of the Sinking Fund and accounts therein prior to the execution thereof by the Citya -33- ARTICLE V MISCELLANEOUS PROVISIONS Section 5.01. MODIFICATION OR AMENDMENT. No material modification or amendment of this resolution or of any resolution or ordinance amendatory thereof or supplemental thereto, may be made without the consent in writing of the holders of two-thirds or more in principal amount of the Bonds then outstanding; provided, however, that no modification or amendment shall permit a change in the maturity of such Bonds or a reduction in the rate of interest thereon, or in the amount of the principal obligation, or affecting the unconditional promise of the City to maintain rates and collect fees and charges, as herein provided, or to pay the principal of and interest on the Bonds, as the same shall become due, from the Net Revenues of the Hospital, or reduce such percentage of holders of such Bonds required above for such modification or amendments without the consent of the holders of the Bonds to be affected thereby. Section 5.02. SEVERABILITY OF INVALID PROVISION. If any one or more of the covenants, agreements or provisions of this resolution should be held contrary to any express provision of law or contrary to the policy of express law, though not expressly pro- hibited, or against public policy, or shall for any reason whatso- ever be held Invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions,, and in no way affect the validity of all the other provisions of this resolution or of the Bonds or coupons issued thereunder. Section 5.03. ISSUANCE AND SALE OF BONDS. That said $1,200,000 Hospital Revenue Bonds, authorized to be issued by this resolution shall be issued and sold in such manner and at such price or prices consistent with the provisions of this resolution, as the City Council shall hereafter determine by resolution. - 34 - Sec tic)n 5-04. VAUIDATTLON OF BONDS. Tnat Amadeo A, Mein in, Special Counsel t-c. the City at Paim Beach Gardens, pursuant, to Chapter 75, Finrida Stat.i4f,e­; _, t— and Y-e Is _riere y ai,ilir.-rlzed and :Jtrecl.ed to institute proceedings ir the CIrci,it ('(-,,,rt cf' fbe Fifteenth Judicial Ciy­ijit, in and for Palm Beach Ccuntty, F-Lr-.r.,da, to validate. ana corlfllym The cf Bonds aut torized by finis resoliAlon and all proceedings had and action taken relating theiet,­; ind '-he proper offL_crs of the r:ity are nereby w vc-riflr r n Ler,allt' of fide Ci'y jnv ings in such pro,-eedings. Se,--tion 5.€_)5. TTMF OF TAKIIIT3 Tr.a,t it is riecessaiy for the 1mmcaiat,t_- Tres ervaticri cf pr(.tT)erty, i-,eaItt. and safety of the City of Palm Bear.r, Gardens, and its fhaf, tne ronstructlion and/or acxuisitlon :,f tne [I(,o,,AtaL 1jerein pr(�vjrlleri for be macle with the leas', T­-ssible Jejaj att.d 1J,15 rP­,_LLt,jcr) st-all' take effect immediately upo:., !L:; raoLt&e, ANTI, J-.1 t`R-,,,VETj by ',,ke Cuu-n-ii :f the City or Palm Bea,h C�axdens, FIcrida, ihis �?8?,rt day riT February, 1966; A T TT11'1 Al e i-,' , IV E 11, . k Tll COUPT, Mayor w I L r 1.4 4VU 1,12, �_t �y �1, 'e�'