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1990-12-17 W&S Exhibit #-< ~ ..A ~ ... RESOLUTION OF THE NEW HANOVER COUNTY BOARD OF COMMISSIONERS WHEREAS, all proposed major subdivisions in the New -~ 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 ." .....,;... t . ~. ,'" 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. 2 ."'"". . 1, ,,' This 17th day of December, 1990. NEW HANOVER COUNTY WATER AND SEWER DISTRICT ATTEST: ~~,~:/ ~A Cl k to the Board ~ 3 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: -9- 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: -10- 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 -11- ~ 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 -12- " 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, -13- ~ -~. 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: * * * * * * * * * * * * -14- '. , . 168 170 171 172 173 174 175 176 177 178 179 180 181 182 183 184 185 186 187 188 189 . 190 191 192 193 194 195 196 197 198 . 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