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HomeMy WebLinkAbout05-210 . . . Cqy .f.J' ¡n.¡-ß . . . mt1') 5i.ti11i1/-blf 't1n. +Uî "'/\().JU.n I{~ R öbli1.í :/ ;1iJ.JY! tJ/J ~ RESOLUTION NO. 05-210 A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF ST. LUCIE COUNTY, FLORIDA, PROVIDING FOR THE EXTENSION OF THE MATURITY DATE OF THE COUNTY'S IMPROVEMENT REVENUE NOTE, SERIES 2004 (LAND ACQUISITION), DATED MAY 5, 2005, AS PREVIOUSLY EXTENDED; AUTHORIZING FURTHER ACTION IN CONNECTION THEREWITH, INCLUDING EXECUTION OF A SECOND AMENDMENT TO THE LOAN AGREEMENT BETWEEN THE COUNTY AND SUNTRUST BANK; AND PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF ST. LUCIE COUNTY, FLORIDA: Section 1. Authority for this Resolution. This resolution is adopted pursuant to the provisions of Chapter 125, Part I, Florida Statutes, as amended, Ordinance No. 87-77 of the Board, as amended, and other applicable provisions oflaw (the "Act"). Section 2. Findings. It is hereby found, declared, and determined by the Board of County Commissioners (the "Board") of St. Lucie County, Florida (the "County"), as follows: (A) The County, pursuant to Resolution No. 04-134, adopted by the Board on April 13, 2004, entered into a Loan Agreement with SunTrust Bank (the "Bank"), dated May 5, 2004 (the "Loan Agreement"). Pursuant to the Loan Agreement, the Bank loaned funds to the County in an amount not to exceed $10,000,000 (the "Loan"), to acquire land for a new research and education center within the County, and the County delivered its Improvement Revenue Note, Series 2004 (Land Acquisition) ("Note"), to the Bank as evidence thereof. (B) The County, pursuant to Resolution 05-040, adopted by the Board on January 18, 2005, and the Amendment to Loan Agreement, dated as of January 28, 2005, between the County and the Bank, extended the maturity of the Note to June 1,2005. (C) The Board finds it necessary and desirable and in the best interest of the health, safety and welfare of the inhabitants of the County to extend the maturity of the Note to July I, 2005, and the Bank has agreed such extension. Section 3. Amendments to Loan Agreement. (A) The maturity date of the Loan is hereby amended to be July 1,2005. (B) All references to the maturity .date of June I, 2005 in the Loan Agreement and the Note are hereby amended to be July 1,2005. Section 4. Remaining Provisions Unaffected. The remaining provisions of the Loan Agreement and the Note shall remain in full force and effect. . . Section 5. Severability. If anyone 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 prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements, or provisions shall be null and void and shall be deemed separate fTom the remaining covenants, agreements or provisions hereof, and in no way affect the validity of all other provisions of the Loan Agreement or this resolution. Section 6. Effective Date. This resolution shall take effect immediately upon its adoption. Passed and Adopted this l7'h day of May 2005, at a regular meeting duly called and held. (SEAL) ST. LUCIE COUNTY, FLORIDA " ,-</ // . . . By: .\....- . Chair, Board of Co . nty Commissionérs \ .--/,,/ ',,-- -:~:'.. /'" ,---I' " i /,/," ~ " - ATTEST: By. Clerk of the Circuit Ex-officio Clerk oftH APPROVED AS TO FORM AND CORRECTNESS: 2 SECOND AMENDMENT TO LOAN AGREEMENT This SECOND AMENDMENT TO LOAN AGREEMENT dated as of May 18, 2005, by and between ST. LUCIE COUNTY, FLORIDA (the "County"), and SUNTRUST BANK, a Georgia banking corporation (the "Bank"). WITNESSETH: Whereas, the County, pursuant to Resolution No. 04-134, adopted by the Board on April 13, 2004, entered into a Loan Agreement with SunTrust Bank (the "Bank"), dated May 5, 2004 (the "Loan Agreement"). Pursuant to the Loan Agreement, the Bank loaned funds to the County in an amount not to exceed $10,000,000 (the "Loan"), to acquire land for a new research and education center within the County, and the County delivered an Improvement Revenue Note, Series 2004 (Land Acquisition), dated May 5, 2004 (the "Note"), to the Bank as evidence thereof; and Whereas, pursuant to Resolution No. 05-040, adopted by the Board of County Commissioners (the "Board") on January 18,2005, the County and the Bank extended the maturity date of the Note fTom February 1,2005 to June 1,2005; and Whereas, by Resolution No. 05-210, adopted by the Board on May 17,2005, the County determined that it is necessary, desirable and in the best interests of the County and its inhabitants, and the Bank has agreed, to extend the maturity date ofthe Note to July 1,2005; and Whereas, Section 18 of the Loan Agreement provides for the amendment to the Loan Agreement with the approval of the County and the Bank, and it is necessary to amend the Loan Agreement to reflect the revised maturity date of July 1,2005; now therefore, the County and the Bank agree as follows: Section 1. Amendment to Loan Agreement. The Maturity Date of the Note is hereby amended to read July 1,2005, and all references to June 1,2005, in the Loan Agreement and the Note are hereby amended to be July 1,2005. Section 2. Remaining Provisions Unaffected. The remaining provisions of the Loan Agreement and the Note shall remain in full force and effect. Section 3. Binding Effect. This Second Amendment to Loan Agreement shall be binding upon the County and the Bank and shall inure to the benefit of the County and the Bank and their respective successors and assigns. Section 4 Severability. In the event any court of competent jurisdiction shall hold any provision of this Second Amendment to Loan Agreement invalid or unenforceable such holding shall not invalidate or render unenforceable, any other provision hereof In Witness Whereof, the parties hereto have duly executed this Second Amendment to Loan Agreement as of the date first above written. ST. LUCIE COUNTY, FLORIDA (SEAL) By: Chair, Board of County Commissioners ATTEST: By: Clerk of the Circuit Court, ex-officio Clerk of the Board APPROVED AS TO FORM AND CORRECTNESS: County Attorney SUNTRUST BANK By: Title: 2