2578-81e
ORDINANCE NO. 2578-81
0
AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA,
CONSENTING TO THE SUBSTITUTION OF A CONTINGENT
GUARANTY AGREEMENT BY THE HERALD COMPANY FOR
THE GUARANTY OF THE CITY OF LARGO, FLORIDA, OF
PAYMENT OF A PORTION OF THE PRINCIPAL OF AND
INTEREST ON MORTGAGE NOTES IN THE AGGREGATE
PRINCIPAL AMOUNT OF NOT EXCEEDING FIVE MILLION
FIVE HUNDRED THOUSAND DOLLARS ($5, 500, 000) TO BE
ISSUED BY PACT, INC., FOR THE PURPOSE OF ASSISTING
IN THE FINANCING OF A PERFORMING ARTS CENTER AND
THEATER WHICH WILL SERVE AN AREA INCLUDING THE
CITY OF CLEARWATER; PROVIDING FOR REPEAL OF ALL
ORDINANCES OR PARTS OF JRDINANCES IN CONFLICT
HEREWITH TO THE EXTENT OF SUCH CONFLICT; PRO-
VIDING FOR THE SEPARABILITY OF THE PROVISIONS
HEREOF; PROVIDING FOR PROPER NOTICE OF PROPOSED
ENACTMENT; AND PROVIDING FOR THE EFFECTIVE DATE
OF THIS ORDINANCE.
BE IT ORDAINED BY THE CITY COMMISSION OF THE
CITY OF CLEARWATER, FLORIDA:
Section I. It is hereby found, determined and declared as follows:
A. PACT, Inc., a corporation not-for-profit (PACT), intends to
construct upon land owned by it a performing arts center and theater (the
"Project") which will be made available to community groups from time to
time under a Facility Use Agreement as a part of the public recreation program
of the City, of Clearwater, Florida.
B. PACT intends to finance part of the cost of the Project by the
issuance and sale of not exceeding $5, 500, 000 principal amount of Mortgage
Notes (the "Notes"), 'to be issued under a Commitment Letter and other related
documents described therein (the "Financing Documents") issued by a lender
or lenders (the "Lender").
C. The City of Clearwaterdesires that PACT issue and sell the
Notes and apply the proceeds for the purpose described above. In order to
provide an inducement to PACT to issue and sell the Notes and an inducement
for the purchase of the Notes -by, all who shall at any time become holders
thereof, the City, of Clearwater has authorized by Ordinance No. 2382-81 the
execution and delivery of a Guaranty Agreement pursuant to which the City
•' ` of Clearwater agrees tc1 guarantee payment of a portion of the Notes in an
amount not exceeding the sum o€ (a) One,Million Dollars "'1, 000, 000) (the
Ordinance 2578-81 12/17/81
r
CLEARWATER SUN
Publis'ned Daily
!'intlias (k,unty,Florida
n Clearwater,
STATEOFFLORIDA COUNTY OF PINELLASt
fiefote the undersigned authority ptnronally apprared Mary Ann Merrsrelli, who an oath says that
she Is the Clssalflyd Salrs Manager of the Clearwater Sun, a daily nrwspaper published at flearwnter In
Pinellas (:aunty, Florida; that the aitarbed ropy of advertisement, being a ,
Notice
In she Walter of
...........
Ordinance
................................................................................
.. ............................................................................
In the ............. X M?X X .......... Court, was published in
1, 1981
D
ecember
newspaper in the iasuea of ....... ... t.... d i ..' .. ....................... . .
..........• ......................................................................
Affiant further as ¦ that the said Clearwater Bun Is a newspaper published at ilearwater, in said
f'inrllsa C aunty, Flan a, and that the said newspaper has hrrrenfare been ron0nuotuly published in said
Pinellas County, Florida, each day and has been entered me second claw matt matter at the post office in
Clearwater, in amld Pineiiaa County. Florida, for a period of one year next preceding the fist publication
of the attached copy of adveniaetnenti and affinnt further says that she has neither paid nor promised
Orly person, f{stn ar r anion any discount, rebate, eommisslon or refund for the purpose of securing
this rdvrrtiament for publication in the acid newspaper.
......... lee ... .......
Sworn to and subteribcd before me B 7 RECEIVED
tbi.....,1 0th.......dayof...,.D@.. .....A.D.19....
DEG 23 198k
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"Principal Component") and (b) the total interest payments which would have
been due by the City if it had borrowed One Million Dollars ($1, 000, 000) on
the date of issue of the Notes under certain conditions.
D. The City is aware of a guaranty by the City of Largo of a portion
of the Notes, which guranty is a material security provision upon which the
Lender has depended in issuing the financing commitment referred to herein.
E. It appears. to the City of Clearwater that the City of Largo may
be prevented by referendum of its qualified voters from entering into or
performing under its Guaranty Agreement. In order to permit the financing
of the Project on a timely basis while such referendum procedure is pending
in the City of Largo, The Herald Company, a New York corporation, has
agreed to enter into a Contingent Guaranty Agreement under which such company
will guarantee an aggregate payment of $1, 500, 000 of principal and interest
on the Notes if the City of Largo is legally prevented from executing and
delivering or carrying out performance under its Guaranty Agreement
authorized to be executed pursuant to an ordinance of the City Commission of
the City of Largo, by reason of pending referendum procedures with respect
to such ordinance under Article VIII of the City Charter of the City of Largo,
or by reason of the repeal of such ordinance by vote of the City Commission
of the City of Largo or by vote of a majority of the qualified electors voting
on such referred ordinance in a referendum held under such Article VIII.
In. order to facilitate the financing of the Project for the benefit of the citizens
of Clearwater, the City of Clearwater is willing to consent to the substitution
of The. Herald Company for the City of Largo with respect to its guaranty.:..
Section 2. That Guarantor under the Guaranty Agreement referred
" to in Section i C above, the City of Clearwater hereby consents to the substitution
in place of the City of Largo of The Herald Company as guarantor for payment
of an aggregate of $1, 500, 000 of principal of and interest on the Notes,
under the conditions set forth above.
Ordinance 2576-8I
-2-
12/17/81
l
m
Section 3. All ordinances or parts of ordinances in conflict
herewith are to the extent of such conflict hereby repealed.
.l
Section 4. . Should any section, paragraph, sentence or word of this
ordinance be declared for any reason to be invalid, the same shall not affect
the validity of the ordinance as a whole, or any part thereof other than the
part declared to be invalid.
Section S. Notice of the proposed enactment of this ordinance has
been properly advertised in' a newspaper of general circulation in accordance
with Section 166.041, Florida Statutes.
Section 6. This ordinance shall become effective immediately upon
its passage.
Attest-' ( -'
r' City-Clerk:
.,? "}• W;: P?, a?.. '7?" }??? '. tip i ,
I', VI
fl'r ltitinrn' 71'71I„
PASSED ON FIRST READING December 10, 1981
PASSED ON SECOND AND FINAL
READING-AND ADOPTED December 17, 1981
SAIM - -? J::??
ayor- Commis sioner
CLEARWATER SUN
sY•.+? ?? Pubiiehel iluily
Oearwatrr, Ylorilas Comity, Florida
« STATEOFFLORMA
COUNTY OF PINELLASt
Before the under¦ilturd auihorhy pena,nall) appeored Rlnry Ann Morrarelll, r
+ shr. is the Unrsilled Safes Manager of the Clearwater Sun, o'daily newrpaprr p141111
+d Plnelinc County, Florida; that the noinrhed rainy of adtrni.ra,rnt, ixinll IS ...... .
....4 A ? ................... .
2515-81 2579'-81
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F, saSdnewspaperinthehsursof...... 47.4nVAr-V..a.a..? ??.?...........
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r Afftaut further ¦nys thnt the snid Clearwater Sun In a uewe}W1}1rP puhibhrd e
Pinellas Caunly, Florida, and that the acid uewrpnper ha* heretofore 1,rrn rnntinan
Pinellas County, Florida. each day and has been entered we rrrond rlasa nail a,atti
s Clearwater, In Wald Pinellas County, Florida, for a peri,wl of one year nest }u ernlin
` of the attached copy of adrertiremrntt and afflunt furthrr auys that ehr hoe neiii,
any perwnn, firm or rnrrppnnratlon any dismount, rrbotr, romaiWon car refund for its
Ihle adrrrifsment for puhlicativtt itt thr maid newrpaprr.
s
?n
Swnrtt la and sabrcribed before me
this. 4th......... tlayof,....,..Jt 711idx .,A.D.1y... $2
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