HomeMy WebLinkAbout03-064RESOLUTION NO. 03-64
A RESOLUTION OF THE BOARD OF COUNTY
COMMISSIONERS OF ST. LUCIE COUNTY, FLORIDA,
AUTHORIZING THE EXECUTION AND DELIVERY OF
SEPARATE INTERLOCAL AGREEMENTS WITH MARTIN
COUNTY, FLORIDA AND BROWARD COUNTY, FLORDA
TO PROVDE FOR THE ISSUANCE BY ST. LUCIE COUNTY,
FLORDA OF BONDS TO REFINANCE THE COST OF
CERTAIN SOLID WASTE DISPOSAL AND SEWAGE
FACILITIES OWNED AND OPERATED BY FLORIDA
POWER & LIGHT COMPANY; AUTHORIZING CERTAIN
INCDENTAL ACTIONS; PROVDING FOR SEVERABILITY;
AND PROVIDING AN EFFECTiVE DATE.
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF ST. LUCIE
COUNTY, FLORIDA, THAT:
SECTION 1. AUTHORITY. This resolution is adopted in accordance with the
provisions of Section 163.01, Florida Statutes (the "Interlocal Act"), Chapter 159, Part II, Florida
Statutes, and Section 125.01, Florida Statutes, and other applicable provisions of law.
SECTION 2. FINDINGS. The Board of County Commissioners (the "Board") of St.
Lucie County, Florida ("St. Lucie County"), hereby finds and determines as follows:
A. St. Lucie County has previously issued its $12,015,000 Solid Waste Disposal
Revenue Bonds (Florida Power & Light Company Project), Series 1992 (the "St. Lucie Series
1992 Bonds"), currently outstanding in the principal amount of $5,315,000, and its $65,420,000
Solid Waste Disposal Revenue Refunding Bonds (Florida Power & Light Company Project),
Series 2000B (together with the St. Lucie Series 1992 Bonds, the "St. Lucie Bonds"), all of
which are currently outstanding. The proceeds of the St. Lucie Bonds were loaned to Florida
Power & Light Company (the "Company") to finance or refinance the cost of certain solid waste
disposal facilities located at Units 1 and 2 of the St. Lucie Electrical Generating Plant in St.
Lucie County, Florida, an undivided interest in which is owned by the Company.
B. Due to favorable market conditions and certain economies of scale that would provide
certain economic benefits, the Company has requested St. Lucie County to refinance and
consolidate the St. Lucie Bonds, and it is in the best interests of St. Lucie County to issue
refunding bonds to refinance and consolidate the St. Lucie Bonds.
C. St. Lucie County is advised by the Company that Martin County, Florida ("Martin
County") issued its $4,050,000 Solid Waste Disposal Revenue Bonds (Florida Power & Light
Company Project), Series 1993 (the "Martin Bonds"), all of which are currently outstanding, to
finance the acquisition, installation and construction of certain solid waste disposal and sewage
facilities located at Units 3 and 4 of the Martin Electrical Generating Plant in Martin County,
Florida, owned by the Company.
D. St. Lucie County is further advised by the Company that Broward County, Florida
("Broward County") issued its $4,000,000 Solid Waste Disposal Revenue Bonds (Florida Power
& Light Company Project), Series 1991 (the "Broward Bonds" and, collectively with the St.
Lucie Bonds and the Martin Bonds, the "FPL Bonds"), all of which are currently outstanding, to
finance the acquisition, installation and construction of certain solid waste disposal and sewage
facilities located at Units 4 and 5 of the Lauderdale Electrical Generating Plant in Broward
County, Florida, owned by the Company.
E. Martin County and Broward County each has determined or will determine by
resolution, prior to the execution of the respective Interlocal Agreement (described herein), that
due to favorable market conditions and certain economies of scale, it is in their respective best
interests to enter into the Interlocal Agreement with St. Lucie County to provide for the
refinancing and consolidation of the FPL Bonds.
F. St. Lucie County is authorized pursuant to the Constitution and laws of the State of
Florida, including particularly the Interlocal Act, to enter into an interlocal agreement with Martin
County and Broward County to contract by agreement to exercise those powers that are common
to them, including the power to issue refunding bonds.
G. Due to favorable market conditions and certain economies of scale that would provide
certain economic benefits, it is in the best interests of St. Lucie County to enter into separate
interlocal agreements with Martin County and Broward County to provide for the issuance by St.
Lucie County of refunding bonds to refinance all or a portion of the FPL Bonds (collectively, the
"Interlocal Agreements").
H. In order to assist the Company, it is necessary and desirable at this time to authorize
the execution, delivery and filing of the Interlocal Agreements, and to provide for such incidental
action as may be required in connection therewith.
SECTION 3. APPROVAL OF INTERLOCAL AGREEMENTS. The execution and
delivery of the Interlocal Agreements are hereby authorized and approved. The Board hereby
authorizes and directs the Chairman to execute and the Clerk to attest to, seal and deliver the
Interlocal Agreements, substantially in the form approved at this meeting and attached hereto as
composite Exhibit "A", subject to such changes, insertions and omissions and such filling in of
blanks therein as hereafter may be approved and made by the Chairman upon the advice of the
County Attorney. The execution, attestation and delivery of the Interlocal Agreements, shall be
conclusive evidence of St. Lucie County's approval of any such determinations, changes, insertions,
omissions or filling in of blanks.
SECTION 4. GENERAL AUTHORITY. The Chairman and Vice Chairman of the
Board, the Clerk and Deputy Clerk, the County Administrator, the County Attorney and all other
proper officials and officers of St. Lucie County are hereby authorized to execute and deliver
such further agreements, commitments, acceptances, assignments, certificates, instruments and
opinions and to take such further action, including but not limited to the filing of the Interlocal
Agreements with the Clerk of the Circuit Court of St. Lucie County, as shall be necessary or
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desirable to carry out the intent and purposes of this resolution in order to effect the Interlocal
Agreements and the refinancing and consolidation of the FPL Bonds.
SECTION 5. SEVERABILITY. If any section, paragraph, clause or provision of this
resolution shall be held to be invalid or ineffective for any reason, the remainder of this
resolution shall continue in full force and effect, it being expressly hereby found and declared
that the remainder of this resolution would have been adopted despite the invalidity or
ineffectiveness of such section, paragraph, clause or provision.
SECTION 6. EFFECTIVE DATE. This resolution shall take effect immediately upon its
adoption.
PASSED AND ADOPTED at a meeting duly called and held this 18th day of March 2003.
(SEAL) ~
Clerk o~the Circuit Cda~rt.
¢~officio
Clerk of the Board of Cot(nty
Commissioners
ST. LUCIE COUNTY, FLORIDA
/fy
By: ~/
Chairman, Board of Co~y
Commissioners
APPROVED AS TO FORM AND
CORREC' PNESS:
By:
Corm ,
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INTERLOCAL AGREEMENT
THIS AGREEMENT made and entered into as of the __ day of__., 2003, by and
between ST. LUCIE COUNTY, FLORIDA, a political subdivision of the State of Florida
(hereinafter referred to as "St. Lucie County"), and MARTIN COUNTY, FLORIDA, a political
subdivision of the State of Florida (hereinafter referred to as "Martin County" and, together with
St. Lucie County, the "Counties");
WITNESSETH:
WHEREAS, Chapter 159, Part II of the Florida Statutes, as amended (the "Act")
authorizes the issuance of bonds by counties to finance and refinance the acquisition,
construction and installation of solid waste disposal and sewage facilities; and
WHEREAS, St. Lucie County has previously issued its $12,015,000 Solid Waste
Disposal Revenue Bonds (Florida Power & Light Company Project), Series 1992 (the "St. Lucie
Series 1992 Bonds"), currently outstanding in the principal amount of $5,315,000, and its
$65,420,000 Solid Waste Disposal Revenue Refunding Bonds (Florida Power & Light Company
Project), Series 2000B (together with the St. Lucie Series 1992 Bonds, the "St. Lucie Bonds"),
all of which are currently outstanding, to finance or refinance the cost of certain solid waste
disposal facilities located at Units 1 and 2 of the St. Lucie Electrical Generating Plant in St.
Lucie County, Florida, an undivided interest in which is owned by Florida Power & Light
Company (the "Company"); and
WHEREAS, Martin County has previously issued its $4,050,000 Solid Waste Disposal
Revenue Bonds (Florida Power & Light Company Project), Series 1993 (the "Martin Bonds"
and, collectively with the St. Lucie Bonds and certain other solid waste disposal revenue bonds
currently outstanding and in respect of which the Company is the conduit borrower to be
refunded concurrently with the St. Lucie Bonds and the Martin Bonds, the "FPL Bonds"), all of
which are currently outstanding, to finance the acquisition, installation and construction of
certain solid waste disposal and sewage facilities located at Units 3 and 4 of the Martin Electrical
Generating Plant in Martin County, Florida, owned by the Company; and
WHEREAS, Martin County and St. Lucie County, each by resolution, (collectively, the
"County Resolutions") have determined that, due to the favorable market conditions, certain
economies of scale and the request of the Company, it would be in each of their best interests
and in the best interest of the Company to enter into an interlocal agreement for the purpose of
authorizing St. Lucie County to refund and consolidate one or more of the issues of FPL Bonds;
and
WHEREAS, Sections 163.01 and 125.01, Florida Statutes, and the County Resolutions
authorize this Agreement by conferring the authority upon the Counties to exercise by agreement
those powers which are common to them, including the power to issue refunding bonds.
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NOW THEREFORE, the parties agree as follows:
Section 1. Preambles and Recitals.
Each of the Counties hereby agrees that each of the preambles and recitals set forth in the
introduction to this Interlocal Agreement are incorporated herein by reference and are and shall
be deemed to be a part of this Interlocal Agreement as if fully set forth herein.
Section 2. Refunding of FPL Bonds. Martin County hereby authorizes St. Lucie
County to issue bonds to refund any or all of the FPL Bonds (the "FPL Refunding Bonds"). The
proceeds of the FPL Refunding Bonds shall be allocated and applied solely to the refinancing of
one or more of the issues of FPL Bonds, in accordance with Chapter 159, Part II, Florida
Statutes, the requirements of Section 103 and 142 of the Internal Revenue Code of 1986, as
amended, and the instructions of bond counsel thereunder. All revenues generated by the FPL
Refunding Bonds issued pursuant to this Agreement and by the use of the proceeds thereof, will
be administered by St. Lucie County, or its agents, and all payments due from such revenues
shall be paid by St. Lucie County, or its agents, without further action by Martin County. Each
County represents to the other that, to the best of its knowledge and in reliance upon the advice
of bond counsel retained at the time for such purpose, as of the date the respective issue of FPL
Bonds was issued by it, the criteria and requirements set forth in Section 159.29 with respect to
the FPL Bonds issued by it or the respective project financed or refinanced by it, were satisfied.
Section 3. Administration. This Agreement shall be administered through St. Lucie
County; provided, however, that Martin County retains and reserves its right to require
reasonable reporting on the FPL Refunding Bonds. St. Lucie County and its agents shall provide
or caused to be provided to Martin County upon request a copy of the transcript of documents
and proceedings for the FPL Refunding Bonds and such reports as may be necessary to comply
with disclosure requirements and to account for funds generated by this Agreement.
St. Lucie County shall have full authority and responsibility to negotiate, define, market,
sell, issue, reissue, deliver, refund or remarket the FPL Refunding Bonds from time to time in
one or more series as permitted by law, to refinance the FPL Bonds and to take such other action
as may be necessary or convenient to accomplish such purpose.
The issuance and administration costs and expenses related to the FPL Refunding Bonds
issued to refinance the FPL Bonds (including, but not limited to, the fees and expenses of
attorneys and other advisors representing the Counties, and any administrative fees of the
Counties) shall be paid by the Company and neither of the Counties shall be responsible or liable
for such payment.
Section 4. Term. This Agreement will remain in full force and effect from the last
date of its execution until such time as it is terminated by any party upon ten (10) days written
notice to the other parties hereto. Notwithstanding the foregoing, it is agreed that this Agreement
may not be terminated by (i) St. Lucie County during any period that the FPL Refunding Bonds
issued pursuant to the terms hereof remain outstanding, or during any period in which the
proceeds of such FPL Refunding Bonds (or investments acquired through such proceeds) are still
in the possession of St. Lucie County, or its agents, pending distribution, and (ii) by Martin
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County during any period that the FPL Refunding Bonds issued to refund Martin Bonds (in
whole or in part) remain outstanding unless either (A) the parties to this Agreement mutually
agree in writing to the terms of such termination or (B) such termination, by its terms, only
applies prospectively to the authorization to issue FPL Refunding Bonds for which no purchase
contract has been entered into. It is further agreed that in the event of termination the parties to
this Agreement will provide continuing cooperation to each other in fulfilling the obligations
associated with the issuance of FPL Refunding Bonds pursuant to this Agreement.
Section 5. Official Statement. St. Lucie County agrees that any offering, circular or
official statement approved by and used in marketing the FPL Refunding Bonds will include a
statement to the effect that owners of the FPL Refunding Bonds may not look to Martin County
for payment of the FPL Refunding Bonds or any interest or premium thereon and that Martin
County did not participate in the drafting of such offering circular or official statement nor did
Martin County review or approve such offering circular or official statement.
Section 6. No Pecuniary Liability of Martin County. Neither the provisions,
covenants or agreements contained in this Interlocal Agreement, nor the FPL Refunding Bonds
issued pursuant to this Interlocal Agreement shall constitute an indebtedness, liability or pledge
of the faith and credit of Martin County. The issue of the FPL Refunding Bonds pursuant to this
Interlocal Agreement shall not directly, indirectly or contingently obligate Martin County to levy
or to pledge any form of taxation whatsoever therefor, or to make any appropriation for their
payment. Furthermore, it is hereby expressly acknowledged by the parties hereto that the FPL
Refunding Bonds shall be issued by St. Lucie County and not by Martin County. The FPL
Refunding Bonds, when issued, and the interest thereon shall be limited and special obligations
of St. Lucie County payable solely from the revenues pledged thereto.
Section 7. No Personal Liability.
No covenant or agreement contained in this Interlocal Agreement shall be deemed to be a
covenant or agreement of any member, officer, agent or employee of Martin County in his or her
individual capacity, and no member, officer, agent or employee of Martin County shall be liable
personally on this Interlocal Agreement or be subject to any personal liability or accountability
by reason of the execution of this Interlocal Agreement.
Section 8. Filing of lnterlocal Agreement.
It is agreed that this Interlocal Agreement shall be filed by St. Lucie County, or its
authorized agent or representative, with the Clerks of the Cimuit Court of each of the Counties,
all in accordance with Section 163.01, Florida Statutes, and that this Interlocal Agreement shall
not become effective until St. Lucie County or its authorized agent or representative has so filed
this Interlocal Agreement.
Section 9. Governing Law; Venue.
This Interlocal Agreement is being delivered and is intended to be performed in the State
of Florida, and shall be construed and enforced in accordance with, and the rights of the parties
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shall be governed by the laws of such State. Venue for any legal action related to this Interlocal
Agreement shall be Martin County.
Section 10. Execution in Counterparts.
This Interlocal Agreement may be executed in any number of counterparts, all of which
taken together shall constitute one and the same instrument and any of the parties hereto may
execute this Interlocal Agreement by signing any such counterpart.
Section 11. Effective Date. This Agreement shall become effective upon execution
by the parties hereto and the filing of this Agreement in with the Clerks of the Circuit Courts of
in each of the Counties.
[Remainder of Page Intentionally Left Blank]
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IN WITNESS WHEREOF, the parties to this Agreement have caused their names to be
affixed hereto by the proper officers thereof as of the date noted below.
DATE:
ATTEST:
ST. LUCIE COUNTY, FLORIDA
By:
Its: Chairman
By:
Its: Clerk
(SEAL)
DATE:
ATTEST:
MARTIN COUNTY, FLORIDA
By:
Its: Chairman
By:
Its: Clerk
(SEAL)
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APPROVAL AND ACKNOWLEDGMENT OF
FLOR/DA POWER & LIGHT COMPANY
In consideration of the sum of $10.00, together with other good and valuable
consideration, the receipt and adequacy of which is hereby acknowledged, Florida Power &
Light Company (the "Company"), by and through its undersigned authorized officer, hereby
approves the Interlocal Agreement to which this document is attached, by causing this Approval
and Acknowledgment to be executed by its proper officer and its seal to be affixed hereto and
attested by its proper officer all as of the date of said Interlocal Agreement.
The Company agrees to indemnify and hold harmless Martin County, and its respective
officers, employees and agents, from and against any and all losses, claims, damages, liabilities
or expenses, of every conceivable kind, character and nature whatsoever (including reasonable
fees and expenses of attorneys, accountants, consultants and other experts) arising out of,
resulting from, or in any way connected with the Interlocal Agreement or the issuance of the FPL
Refunding Bonds, other than any such losses, damages, liabilities or expenses arising from the
willful misconduct of Martin County.
FLOR/DA POWER & LIGHT COMPANY
(SEAL) By:
Paul I. Cutler
Treasurer
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INTERLOCAL AGREEMENT
This INTERLOCAL AGREEMENT made and entered into this __ day of
,2003, by and between ST. LUClE COUNTY, FLORIDA, a political subdivision
of the State of Florida (hereinafter referred to as "St. Lucie County"), and BROWARD COUNTY,
FLORIDA, a political subdivision of the State of Florida (hereinafter referred to as "Broward
County" and, together with St. Lucie County, the "Counties");
WITNESSETH:
WHEREAS, Chapter 159, Part II of the Florida Statutes, as amended (the "Act")
authorizes the issuance of bonds by counties to finance and refinance the acquisition,
construction and installation of solid waste disposal and sewage facilities; and
WHEREAS, St. Lucie County has previously issued its $12,015,000 Solid Waste
Disposal Revenue Bonds (Florida Power & Light Company Project), Series 1992 (the "St. Lucie
Series 1992 Bonds"), currently outstanding in the principal amount of $5,315,000, and its
$65,420,000 Solid Waste Disposal Revenue Refunding Bonds (Florida Power & Light Company
Project), Series 2000B (together with the St. Lucie Series 1992 Bonds, the "St. Lucie Bonds"),
all of which are currently outstanding, to finance or refinance the cost of certain solid waste
disposal facilities located at Units 1 and 2 of the St. Lucie Electrical Generating Plant in St.
Lucie County, Florida, an undivided interest in which is owned by Florida Power & Light
Company (the "Company"); and
WHEREAS, Broward County has previously issued its $4,000,000 Solid Waste Disposal
Revenue Bonds (Florida Power & Light Company Project), Series 1991 (the "Broward Bonds"
and, collectively with the St. Lucie Bonds and certain other solid waste disposal revenue bonds
currently outstanding and in respect of which the Company is the conduit borrower to be
refunded concurrently with the St. Lucie Bonds and the Broward Bonds, the "FPL Bonds"), all of
which are currently outstanding, to finance the acquisition, installation and construction of
certain solid waste disposal and sewage facilities located at Units 4 and 5 of the Lauderdale
Electrical Generating Plant in Broward County, Florida, owned by the Company; and
WHEREAS, Broward County and St. Lucie County, each by resolution (collectively, the
"County Resolutions"), have determined that, due to the favorable market conditions, certain
economies of scale and the request of the Company, it would be in each of their best interests
and in the best interest of the Company to enter into an interlocal agreement for the purpose of
authorizing St. Lucie County to refund and consolidate one or more of the issues of FPL Bonds;
and
WHEREAS, Sections 163.01 and 125.01, Florida Statutes, and the County Resolutions
authorize this Interlocal Agreement by conferring the authority upon the Counties to exercise by
agreement those powers which are common to them, including the power to issue refunding
bonds.
NOW THEREFORE, the parties agree as follows:
MIA2001 195008v5
Section 1. Preambles and Recitals.
Each of the Counties hereby agrees that each of the preambles and recitals set forth in
the introduction to this Interlocal Agreement are incorporated herein by reference and are and
shall be deemed to be a part of this Interlocal Agreement as if fully set forth herein.
Section 2. Refunding of FPL Bonds.
Broward County hereby authorizes St. Lucie County to issue bonds to refund any or all
of the FPL Bonds (the "FPL Refunding Bonds"). The proceeds of the FPL Refunding Bonds
shall be allocated and applied solely to the refinancing of one or more of the issues of FPL
Bonds, in accordance with Chapter 159, Part II, Florida Statutes, the requirements of Section
103 and 142 of the Internal Revenue Code of 1986, as amended, and the instructions of bond
counsel thereunder. All revenues generated by the FPL Refunding Bonds and by the use of the
proceeds thereof, will be administered by St. Lucie County, or its agents, and all payments due
from such revenues shall be paid by St. Lucie County, or its agents, without further action by
Broward County. Each County represents to the other that, to the best of its knowledge and in
reliance upon the advice of bond counsel retained at the time for such purpose, as of the date
the respective issue of FPL Bonds was issued by it, the criteria and requirements set forth in
Section 159.29 with respect to the FPL Bonds issued by it or the respective project financed or
refinanced by it, were satisfied.
Section 3. Administration.
St. Lucie County hereby assumes responsibility for administering this Interlocal
Agreement by and through its employees, agents and officers; provided, however, that Broward
County retains and reserves its right to require reasonable reporting on the FPL Refunding
Bonds. St. Lucie County and its agents shall provide Broward County with such reports as may
be necessary to account for funds generated by this Interlocal Agreement, upon written request.
St. Lucie County shall have full authority and responsibility to negotiate, define, validate,
market, sell, issue, deliver, refund or remarket the FPL Refunding Bonds from time to time in
one or more series as permitted by law, to refinance the FPL Refunding Bonds and to take such
other action as may be necessary or convenient to accomplish such purpose.
The issuance and administration costs and expenses related to the FPL Refunding
Bonds issued to refinance the FPL Bonds shall be paid by the Company and neither of the
Counties shall be liable or responsible for such payment.
Section 4. Term.
This Interlocal Agreement will remain in full force and effect from the Effective Date (as
hereinafter defined) until such time as it is terminated by any party upon ten (10) days written
notice to the other parties hereto. Notwithstanding the foregoing, it is agreed that this Interlocal
Agreement may not be terminated (i) by St. Lucie County during any period that the FPL
Refunding Bonds issued pursuant to the terms hereof remain outstanding, or during any period
in which the proceeds of such FPL Refunding Bonds (or investments acquired through such
proceeds) are still in the possession of St. Lucie County, the Company or any of their agents,
pending distribution, or (ii) by Broward County during any period that the FPL Refunding Bonds
issued to refund Broward Bonds (in whole or in part) remain outstanding, or during any period in
which the proceeds of such FPL Refunding Bonds issued to refund Broward Bonds (in whole or
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in part) (or investments acquired through such proceeds) are still in the possession of St. Lucie
County, the Company or any of their agents, pending distribution, unless in either such case
either (1) the parties to this Interlocal Agreement mutually agree in writing to the terms of such
termination or (2) such termination, by its terms, only applies prospectively to the authorization
to issue FPL Refunding Bonds for which no purchase contract has been entered into. It is
further agreed that in the event of termination the parties to this Interlocal Agreement will
provide continuing cooperation to each other in fulfilling the obligations associated with the
issuance of FPL Refunding Bonds pursuant to this Interlocal Agreement.
Section 5. Official Statement.
St. Lucie County agrees that any offering circular or official statement approved by and
used in marketing the FPL Refunding Bonds will include a statement to the effect that owners of
the FPL Refunding Bonds may not look to Broward County for payment of the FPL Refunding
Bonds or any interest or premium thereon and that Broward County did not participate in the
drafting of such offering circular or official statement nor did Broward County review or approve
such offering circular or official statement.
Section 6. No Pecuniary Liability of Broward County.
Neither the provisions, covenants or agreements contained in this Interlocal Agreement,
nor the FPL Refunding Bonds issued pursuant to this Interlocal Agreement shall constitute an
indebtedness, liability or pledge of the faith and credit of Broward County. The issue of the FPL
Refunding Bonds pursuant to this Interlocal Agreement shall not directly, indirectly or
contingently obligate Broward County to levy or to pledge any form of taxation whatsoever
therefor, or to make any appropriation for their payment. Furthermore, it is hereby expressly
acknowledged by the parties hereto that the FPL Refunding Bonds shall be issued by St. Lucie
County and not by Broward County. The FPL Refunding Bonds, when issued, and the interest
thereon shall be limited and special obligations of St. Lucie County payable solely from the
revenues pledged thereto.
Section 7. No Personal Liability.
No covenant or agreement contained in this Interlocal Agreement shall be deemed to be
a covenant or agreement of any member, officer, agent or employee of Broward County in his or
her individual capacity, and no member, officer, agent or employee of Broward County shall be
liable personally on this Interlocal Agreement or be subject to any personal liability or
accountability by reason of the execution of this Interlocal Agreement.
Section 8. Filing of Interlocal Agreement.
It is agreed that this Interlocal Agreement shall be filed by St. Lucie County, or its
authorized agent or representative, with the Clerks of the Circuit Court of each of the Counties,
all in accordance with Section 163.01, Florida Statutes, and that this Interlocal Agreement shall
not become effective until St. Lucie County or its authorized agent or representative has so filed
this Interlocal Agreement.
Section 9. Governing Law; Venue.
This Interlocal Agreement is being delivered and is intended to be performed in the State
of Florida, and shall be construed and enforced in accordance with, and the rights of the parties
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shall be governed by the laws of such State. Venue for any legal action related to this Interlocal
Agreement shall be Broward County.
Section 10. Execution in Counterparts.
This Interlocal Agreement may be executed in any number of counterparts, all of which
taken together shall constitute one and the same instrument and any of the parties hereto may
execute this Interlocal Agreement by signing any such counterpart.
Section 11. Effective Date.
This Interlocal Agreement shall become effective upon execution by the parties hereto
and the filing of this Interlocal Agreement with the Clerks of the Circuit Courts of each of the
Counties (the last of such events to occur being referred to herein as the "Effective Date").
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IN WITNESS WHEREOF, the parties to this Interlocal Agreement have caused their
names to be affixed hereto by the proper officers thereof as of the day of
2003.
ST. LUCIE COUNTY, FLORIDA
(SEAL)
ATTEST: By:
Chair
By:
Secretary
BOARD OF COUNTY COMMISSIONERS,
BROWARD COUNTY, FLORIDA
(SEAL)
By:.
Diana Wasserman-Rubin, Mayor
ATTEST:
By:
Roger J. Desjarlais
County Administrator and Ex-Officio Clerk
of the Board of County Commissioners
Approved as to Legal Form:
By:
Office of the County Attorney
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MIA2001 195008v5
The undersigned official of the foregoing governmental agency does hereby certify that
the foregoing is a true and complete copy of the Interlocal Agreement executed by St. Lucie,
County, Florida and Broward County, Florida, as of __, 2003.
Date: ,2003
ST. LUCIE COUNTY, FLORIDA
By:
Its: Clerk
The undersigned official of the foregoing governmental agency does hereby certify that
the foregoing is a true and complete copy of the Interlocal Agreement executed by St. Lucie
County, Florida and the Broward County, Florida, as of ,2003.
Date: ,2003
BROWARD COUNTY, FLORIDA
By:
County Administrator and Ex-Officio Clerk
of the Board of County Commissioners
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APPROVAL AND ACKNOWLEDGMENT OF FLORIDA POWER & LIGHT COMPANY
In consideration of the sum of $10.00 together with other good and valuable
consideration, the receipt and adequacy of which is hereby acknowledged, Florida Power &
Light Company (the "Company"), by and through its undersigned authorized officer, hereby
approves the Interlocal Agreement to which this document is attached and, by causing this
Approval and Acknowledgment to be executed by its proper officer and its seal to be affixed
hereto all as of the date of said Interlocal Agreement, hereby agrees as follows:
The fees and expenses of Broward County shall be paid by the Company in the manner
and to the extent mutually agreed upon by the officials of Broward County and the Company at
or prior to issuance of the FPL Refunding Bonds, including but not limited to the administrative
fee in the amount of $2,500 relating to the execution and delivery of the Interlocal Agreement by
Broward County.
The Company agrees to indemnify and hold harmless Broward County, and its
respective officers, employees and agents, from and against any and all losses, claims,
damages, liabilities or expenses, of every conceivable kind, character and nature whatsoever
(including reasonable fees and expenses of attorneys, accountants, consultants and other
experts) arising out of, resulting from, or in any way connected with the Interlocal Agreement or
the issuance of the FPL Refunding Bonds, other than any such losses, damages, liabilities or
expenses arising from the willful misconduct of Breward County.
Capitalized terms used herein and not defined herein shall have the meanings given
such terms in the Interlocal Agreement to which this document is attached.
FLORIDA POWER & LIGHT
COMPANY
(SEAL) By:
Paul I. Cutler
Treasurer
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