Loading...
1982-28 Designating First American Bank as the Paying Agent for Improvement Revenue Bond Series 1968 & 1972. ~ RESOLUTION N0.28-82 A RESOLUTION OF THE VILLAGE COUNCIL OF NORTH PALM BEACH, FLORIDA, DESIGNATING FIRST AMERICAN BANK AS THE PAYING AGENT FOR THE VILLAGE OF NORTH PALM BEACH $325,000 IMPROVEMENT REVENUE BOND SERIES 1968 AND $150,000 IMPROVEMENT REVENUE BOND SERIES 1972. ' BE IT RESOLVED BY THE VILLAGE COUNCIL OF NORTH PALM BEACH, FLORIDA: Section 1. First American Bank is hereby designated as the Paying Agent for the Village of North Palm Beach $325,000 Improvement Revenue Bond Series 1968 and $150,000 Improvement Revenue Bond Series 1972. Section 2. The Mayor is hereby authorized to sign the First American Bank Paying Agent Agreement, copy of which is attached hereto, marked Exhibit A, and by reference made a part hereof. Section 3. This Resolution shall take effect ' immediately upon passage. PASSED AND ADOPTED THIS 27th DAY OF MAY, 1982. ~~. `\ =ems,-~,rt~_ MAYOR ATTEST: Kew-.cam °`~...~ L~N ~ VILLAGE CLERK 1 "EXHIBIT A" PAYING AGENCY AGREEMENT This Agreement, made as of,this__day of __ , 19 between The Village of North Palm Beach ____, having its principal offices at North Palm Beach, Florida (hereinafter referred to as "Issuer") and FIRST AMERICAN BAN.< of Palm Beach County (hereinafter called "FIRST AMERICAN BANK"). WHEREAS, the Issuer has heretofore duly authorized and issued and there is now outstanding $91 000 and 60 000 Bonds dated ~y 1 ~196g~nd November ~, 1971 res ec ivel~• WIIEREAS, the Issuer is desirous of appointing FIRST AMERICAN BANK as Paying Agent for the payment of the principal of, and the coupons for the interest on the Bonds as the same become due and payable, and FIRST AMERICAN BANK is desirous of accepting such an appointment; and NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1. FIRST AMERICAN BANK is hereby appointed Paying Agent for the Bonds upon the terms and subject to the con- ditions herein set forth. The Paying Agent shall have the powers and authority granted to and conferred upon it in the Bonds and herein; and such further powers and authority as the Issuer may hereafter grant to or confer upon the Paying Agent as it may accept. 2. The Issuer will pay to FIRST AMERICAN BANK the amounts, at the times, and for the purposes set forth in the text of the Bonds; and the Issuer hereby authorizes and directs the Paying Agent, from funds so paid to it, to make payment of the principal of, and interest and premiums (if any) un, the Bonds (including the making of appropriate arrangements for payment through other paying agents). All obligations for principal and interest on the Bonds, paid by any other paying agents, shall be cancelled and delivered to FIRST AMERICAN BANK and FIRST AMERICAN BANK shall audit said obligations paid by such other paying agents. FIRST AMERICAN BANK shall render to the Issuer semi-annual accountings of the funds placed with it for the payment of principal and interest due on the Bonds. Periodically, at its own discretion, FIRST AMERICAN BANK shall destroy by burning, shredding or other means al"1 cancelled obligations in its possession and shall render a certificate of said destruction, in duplicate, to the Issuer. 3. FIRST AMERICAN BANK hereby accepts its obligations herein set forth, upon the terms and conditions hereof, including the following, to all of which the Issuer agrees: a) FIRST AMERICAN BANK shall be entitled to com~ pensation as determined between the parties hereto from time to time, for all services rendered by it, and the Issuer agrees to promptly pay such compensation and to reimburse FIRST AMERICAN BANK for its reasonable out-of-pocket expenses incurred by it in connection with the services rendered hereunder. The Issuer also agrees to indemnify FIRST AMERICAN BANK for, and hold it harmless against any loss, liability or expense incurred without negligence or bad faith on the part of FIRST AMERICAN BANK, arising out of or in connection with its acting hereunder, as well as the costs and expenses of defending against any claim or liability in the premises. b) In acting under this Agreement, FIRST AMERICAN BANK is acting solely as an agent of the Issuer and shall hold all monies received by it from the Issuer separately and subject to the direction of the Issuer. c) FIRST AMERICAN BANK shall be protected and incur no liability for or in respect of the validity of this agreement or of the Bonds or any action taken, omitted to be taken, or things suffered by it in reliance, without negligence or bad faith, upon any Bond or coupon, notice, direction, consent, certificate, affidavit, statement, or other paper or document reasonably believed by it to be genuine and to have been delivered or signed by the proper parties. 4. This Agreement may be terminated by either party upon the giving of sixty (60) days' toritten notice to the other party.. Such sixty i60) day notice requirement may be waived by the party receiving such notice should such be agreed to by the p~xrty giving notice. 5. Nothing contained in this Agreement shall in any way affect the Issuer's obligations to holders of Bonds under the terms and conditions of the Bonds. 6. This Agreement may be amended by the parties hereto, without the consent of the holders of any Bond or coupon. 7. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. IN WITNESS WHEREOF, the parties hereto have executed this Paying Agency Agreement as of the date first written above. BY ~ ~~ `~ ~/ ~. P7a nor Issuer By: First American Bank of Palm Beach County