Ordinance 2011-375 - Laserfiche WebLink

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LOAN AGREEMENT This LOAN AGREEMENT (this "Agreement") is made and entered into as of November 10,2011, and is by and between the City of Sunny Isles Beach (the "City") and SunTrust Bank, a Georgia banking corporation, and its successors and assigns as holder of the hereinafter defined Bond (the "Bank"); WHEREAS, the City Commission of the City enacted on November 9, 2011, an Ordinance (the "Ordinance") authorizing the issuance of its Capital Improvement Revenue and Revenue Refunding Bond, Series 2011, in a principal amount not to exceed $10,000,000, for the purposes of: (i) financing a portion of the costs of development of City parklands, municipal garage and improvements to existing parks (the "Project"); (ii) refinancing a loan made by the Florida Municipal Loan Council from proceeds of its Revenue Bonds, Series 200 I-A (the "Prior Loan"), outstanding in the principal amount of $7,575,000 as of November 1,2011, the proceeds of which were applied to finance the construction of the Sunny Isle Beach Government Center, and to acquire land for and construct Samson Park and Gwen Margolis Park; and (iii) paying costs of issuance of the Bond and of refunding the Prior Loan; and WHEREAS, the Ordinance further authorized entry by the City into this Loan Agreement; and WHEREAS, the City hereby determines that it is desirable and in the best interest of the City to enter into this Agreement whereby the City will borrow funds from the Bank to be used to finance a portion of the costs of development of the Project, to refund and redeem the Prior Loan and to pay costs of issuance of the Bond and of refunding the Prior Loan; and WHEREAS, the obligation of the City to repay such borrowing shall be evidenced by the Bond, which shall be in the principal amount of $1 0,000,000; and WHEREAS, the Bond shall be issued pursuant to the terms and provisions of the Ordinance and this Agreement; NOW THEREFORE, in consideration of the sum of $10.00, the mutual promises and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and legal sufficiency of which is acknowledged by both parties, and intending to be legally bound hereby, the City and the Bank agree as follows. ARTICLE I DEFINITION OF TERMS Section 1.1. Definitions. The words and terms used in this Agreement shall have the meanings as set forth in the Ordinance and in the recitals above, unless otherwise defined herein. Unless the context shall otherwise require, the following words and terms as used in this Agreement shall have the following meanings: "Act" means Part II of Chapter 166, Florida Statutes, as amended, the Charter of the City, and other applicable provisions of law. MIA 182, 189,515v6 11-2-11