1990-12-17 W&S Exhibit
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RESOLUTION
OF THE
NEW HANOVER COUNTY
BOARD OF COMMISSIONERS
WHEREAS, all proposed major subdivisions in the New
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Hanover County Water and Sewer District seeking preliminary plan
approval shall be required to install a sewage collection system
which shall be designed and built in accordance with the
provisions of the New Hanover County Code and the County
Subdivision Regulations as may be applicable; and
WHEREAS, Porter's Neck Company, Inc., a North Carolina
corporation hereinafter referred to as "Developer", intends to
undertake construction and development of improvements in the
vicinity of Porter's Neck Plantation which will include proposed
sewer trunk extension costing an estimated One Million Three
Hundred and Sixty Thousand ($1,360,000) Dollars that will connect
to and become part of the New Hanover County sewer system; and
WHEREAS, the New Hanover County Water and Sewer
District may require the Developer to construct its proposed
trunk extension, force main extension, pump station, outfall
extension, or other improvements at a size greater than otherwise
required by the County minimum requirements; and
WHEREAS, employees and agents of the District and
Developer have discussed at length the proposed sewer trunk
extensions to be constructed and installed by the Developer in
the Porter's Neck Plantation area and both recommend that
Developer and District enter into a contract wherein the
Developer agrees to construct trunk sewer extension lines to
serve the Porter's Neck Plantation area as well as surrounding
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areas and that such sewer trunk extension lines will exceed the
minimal County standards and upon such other terms and conditions
to be ?greed upon by both parties.
NOW, THEREFORE, BE IT RESOLVED:
That upon completion, by Developer, of the construction
of the planned sewer trunk extensions in the Porter's Neck
Plantation area, all pursuant the requirements of the New Hanover
County Code and the terms and conditions of any and all
agreements between the Developer and the District, the District
shall reimburse Developer for the installation cost difference
between the oversized trunk lines required by the District and
the otherwise applicable minimum requirements of the District.
That the District has budgeted funds, which are now
available, to make such reimbursement to the Developer not to
exceed forty-four percent ( 44%) of the estimated total sewer
project cost that is a result of oversizing the trunk lines and
implementing the plans as approved by the District and any
increase/decrease in cost that is over/under the Developers
present estimate will be proportioned upon the same forty-four
percent (44%) reimbursement.
That the Districts reimbursement will be paid to
Developer upon completion of the project and upon acceptance by
the District all upon the terms and conditions of any and all
agreements entered into by the Developer and the District.
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This 17th day of December, 1990.
NEW HANOVER COUNTY WATER AND SEWER DISTRICT
ATTEST:
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Cl k to the Board
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Sr., Chairman
CERTIFICATE OF LOCAL GOVERNMENT COMMISSION
The issuance of the within bond has been approved
under the provisions of The Local Government Bond Act of North
Carolina.
Robert M. High
Secretary, Local Government Commission
CERTIFICATE OF AUTHENTICATION
This bond is one of the bonds of the issue designated
herein and issued under the provisions of the within-mentioned
bond orders and resolution.
NEW HANOVER COUNTY WATER AND SEWER
DISTRICT DIRECTOR OF FINANCE,
as Bond Registrar
BY:
Authorized Signatory
Date of Authentication:
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ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells,
assigns and transfers unto
the within Bond and irrevocably appoints
attorney-in-fact, to transfer the within Bond on the books kept
for registration thereof, with full power of substitution in the
premises.
Dated:
NOTICE: The signature to this
assignment must correspond with the
name as it appears upon the face of
the within Bond in every particular,
without any alteration whatsoever.
Signature Guaranteed:
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7. The Bonds maturing on and after May 1, 2001 shall be
subject to redemption prior to their stated maturities at the op-
tion of the Issuer on or after May 1, 2000, in whole at any time
or in part on any interest payment date, at a redemption price
equal to the principal amount of each Bond to be redeemed together
with accrued interest thereon to the redemption date plus a
redemption premium of one-half of one percent (1/2 of 1%) of the
principal amount of each Bond to be redeemed for each period of
twelve months or part thereof between the redemption date and the
maturity date of each Bond to be redeemed, provided that such pre-
mium shall not exceed two percent (2%) of such principal amount.
If less than all of the Bonds of any maturity are called for re-
demption, the Bonds to be redeemed shall be selected by lot; pro-
vided, however, that the portion of any Bond to be redeemed shall
be in the principal amount of $5,000 or some multiple thereof and
that, in selecting Bonds for redemption, the Bond Registrar shall
treat each Bond as representing that number of Bonds which is ob-
tained by dividing the principal amount of such Bonds by $5,000.
For so long as a book-entry system is used for determining benefi-
cial ownership of the Bonds, if less than all of the Bonds within
a maturity are to be redeemed, DTC and its participants shall de-
termine by lot which of the Bonds within a maturity are to be
redeemed. If less than all of the Bonds of different maturities
are called for redemption, the Bonds to be redeemed shall be
called in the inverse order of their maturities.
Not more than forty-five (45) days nor less than thirty
(30) days before the redemption date of any Bonds to be redeemed,
whether such redemption be in whole or in part, the Issuer shall
cause a notice of such redemption to be mailed, postage prepaid,
to DTC or its nominee. Each such notice shall identify the Bonds
or portions thereof to be redeemed by reference to their numbers
and shall set forth the date designated for redemption, the re-
demption price to be paid and the maturities of the Bonds to be
redeemed. If any Bond is to be redeemed in part only, the notice
of redemption shall state also that on or after the redemption
date, upon surrender of such Bond, a new Bond or Bonds in princi-
pal amount equal to the unredeemed portion of such Bond will be
issued.
On or before the date fixed for redemption, moneys shall
be deposited with the Bond Registrar to pay the principal of and
the redemption premium, if any, on the Bonds or portions thereof
called for redemption as well as the interest accruing thereon to
the redemption date thereof.
On the date fixed for redemption, notice having been
given in the manner and under the conditions hereinabove provided,
the Bonds or portions thereof called for redemption shall be due
and payable at the redemption price provided therefor, plus
accrued interest to such date. If moneys sufficient to pay the
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redemption price of the Bonds or portions thereof to be redeemed,
plus accrued interest thereon to the date fixed for redemption,
are held by the Bond Registrar in trust for the registered owners
of Bonds or portions thereof called for redemption, such Bonds or
portions thereof shall cease to be entitled to any benefits or
security under this resolution or to be deemed outstanding, and
the registered owners of such Bonds or portions thereof shall have
no rights in respect thereof except to receive payment of the
redemption price thereof, plus accrued interest to the date of
redemption.
If a portion of a Bond shall be selected for redemption,
the registered owner thereof or his attorney or legal representa-
tive shall present and surrender such Bond to the Bond Registrar
for payment of the principal amount thereof so called for redemp-
tion and the redemption premium, if any, on such principal amount,
and the Bond Registrar shall authenticate and deliver to or upon
the order of such registered owner or his legal representative,
without charge therefor, for the unredeemed portion of the prin-
cipal amount of the Bond so surrendered, a Bond or Bonds of the
same maturity, of any denomination or denominations authorized by
this resolution and bearing interest at the same rate.
8. Bonds, upon surrender thereof at the office of the
Bond Registrar together with an assignment duly executed by the
registered owner or his attorney or legal representative in such
form as shall be satisfactory to the Bond Registrar, may, at the
option of the registered owner thereof, be exchanged for an equal
aggregate principal amount of Bonds of the same maturity, of any
denomination or denominations authorized by this resolution and
bearing interest at the same rate.
The transfer of any Bond may be registered only upon the
registration books of the Issuer upon the surrender thereof to the
Bond Registrar together with an assignment duly executed by the
registered owner or his attorney or legal representative in such
form as shall be satisfactory to the Bond Registrar. Upon any
such registration of transfer, the Bond Registrar shall authenti-
cate and deliver in exchange for such Bond a new Bond or Bonds,
registered in the name of the transferee, of any denomination or
denominations authorized by this resolution, in an aggregate prin-
cipal amount equal to the unredeemed principal amount of such Bond
so surrendered, of the same maturity and bearing interest at the
same rate.
In all cases in which Bonds shall be exchanged or the
transfer of Bonds shall be registered hereunder, the Bond Regis-
trar shall authenticate and deliver at the earliest practicable
time Bonds in accordance with the provisions of this resolution.
All Bonds surrendered in any such exchange or registration of
transfer shall forthwith be cancelled by the Bond Registrar. The
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Issuer or the Bond Registrar may make a charge for shipping and
out-of-pocket costs for every such exchange or registration of
transfer of Bonds sufficient to reimburse it for any tax or ather
governmental charge required to be paid with respect to such ex-
change or registration of transfer, but no other charge shall be
made for exchanging or registering the transfer of Bonds under
this resolution. The Bond Registrar shall not be required to ex-
change or register the transfer of any Bond during a period begin-
ning at the opening of business fifteen (15) days before the day
of the mailing of a notice of redemption of Bonds or any portion
thereof and ending at the close of business on the day of such
mailing or of any Bond called for redemption in whole or in part
pursuant to this section 8.
As to any Bond, the person in whose name the same shall
be registered shall be deemed and regarded as the absolute owner
thereof for all purposes, and payment of or on account of the
principal or redemption price of any such Bond and the interest on
any such Bond shall be made only to or upon the order of the reg-
istered owner thereof or his legal representative. All such pay-
ments shall be valid and effectual to satisfy and discharge the
liability upon such Bond, including the redemption premium, if
any, and interest thereon, to the extent of the sum or sums so
paid.
The Issuer shall appoint such registrars, transfer
agents, depositaries or other agents and make such other arrange-
ments as may be necessary for the registration, registration of
transfer and exchange of Bonds within a reasonable time according
to then commercial standards and for the timely payment of prin-
cipal, interest and any redemption premium with respect to the
Bonds. The Director of Finance of the Issuer is hereby appointed
the registrar, transfer agent and paying agent for the Bonds
(collectively, the wBond RegistrarW), subject to the right of the
governing body of the Issuer to appoint another Bond Registrar,
and as such shall keep at his office at 320 Chestnut Street,
Wilmington, North Carolina 28401, the books of the Issuer for the
registration, registration of transfer, exchange and payment of
the Bonds as provided in this resolution.
9. The Local Government Commission of North Carolina is
hereby requested to sell the Bonds and to state in the Notice of
Sale of the Bonds that bidders may name one rate of interest for
part of the Bonds and another rate or rates for the balance of the
Bonds. The Bonds shall bear interest at such rate or rates as may
be named in the proposal to purchase said Bonds which shall be ac-
cepted by said Local Government Commission.
10. The Chairman of the governing body of the Issuer
and the Clerk and the Director of Finance of the Issuer are hereby
authorized and directed to cause the Bonds to be prepared and,
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when they shall have been duly sold by said Local Government
commission, to execute the Bonds and have the Bonds endorsed and
authenticated as provided herein and to deliver the Bonds to the
purchaser or purchasers to whom they may be sold by said Local
Government Commission.
11. The Issuer covenants to comply with the provlslons
of the Internal Revenue Code of 1986, as amended (the MCodeM), to
the extent required to preserve the exclusion from gross income of
interest on the Bonds for Federal income tax purposes.
12. The Chairman of the governing body of the Issuer,
Clerk of the Issuer, and the Director of Finance and other
officers of the Issuer are hereby authorized and directed to
execute and deliver for and on behalf of the Issuer any and all
financing statements, certificates, documents or other papers and
to perform any and all acts they may deem necessary or appropriate
in order to carry out the intent of this resolution and the
matters herein authorized.
13. The power to make any election on behalf of the
Issuer with respect to the arbitrage rebate provisions of the Code
applicable to said Bonds is hereby delegated to the Chairman of
the governing body of the Issuer and the Director of Finance of
the Issuer.
The motion having been duly seconded, and the resolution
having been considered, it was adopted by the following vote:
AYES:
Jonathan Barfield, Sr., Chairman
E.L. Mathews, Jr., Vice-Chairman
Fred Retchin
Nolan O'Neal
Robert G. Greer
None
NAYS:
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SUBDIVISIONS TO BE ACCEPTED
Airlie Place
Stoneybrook
Wal-Mart
Whitehall
Whitehurst
Wendover
Avenel
Sandcove
Lands End
Pembroke Jones Phase 3
Pembroke Jones Phase 5 Murifeld
Cardinal Drive
Robert Church (Private)
Upper Reach
Wilton Court
Inland Greens
Tennis Villas
Bayberry Forest (Private)
Bradley View Townhouse (Private)
Timber Creek
Acorn Branch
Masonboro Harbor
Forest Glen
Oxford Place
The Gates
Odssey Drive
Inland Greens (Private)
Williams Cleaners
Hoban Driving Range
Providence II