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HomeMy WebLinkAbout03-22-1945 SS I f I t I ., 47 MINUTES OF THE SPEOIAL ME~TING OF THE CITY COUNOIL OF THE OITY OF OCOEE, FLORIDA, HELD THURSDAY, MARCH 22, 1945. Present: Co~ncilman Farmer, Fields, Minor, Slone, Whitaker and Mapor Calhoun. Absent: None. A quorum present. The meeting was called to order by Chairman Farmer at 8:30 P. M. This meeting was called for the 'purpose or reading, discussion, and whether to accept or reject the following resolution: A RESOLUTION AUTHORIZING THE ISSUANCE OF AN ISSUE OF CITY OF OCOEE, FLORIDA REFUNDING BONDS, ISSUE OF 1945~ FOR THE PURPOSE OF REFUNDING THE LEGAL AND VALID OUTSTANDING BONDS OF SAID CITY, AND INTEREST THEREON, AND JUDGMENTS RENDERED JON SOME OF SAID BONDS AND INTEREST THEREON, AND A CERTAIN JUDGMENT HERE- TOFORE ENTERED AGAINST THE CITY ON FUNDED INDEBTEDNESS, AND PROVIDING FOR THE MANNER AND METHOD OF ISSUANCE AND PAYMENT OF SAID ISSUE OF REFUNDING BONDS. . Mr. Claude L. Gray, Attorney for Ocoee, and Mr. Joseph P. Lea of the Crummer Investment Company, were present to explain this reso- lution to the Council and all others present.. Aft~r a very lengthly and'careful study of the proposed resolution, Councilman Fields made a motion to accept the refunding plan as mention in resolution. The motion was seconded by Councilman Whitaker. Voted upon by the Coincil and carried. ' There being no futher business, Councilman Fields made a motion that the meeting be adjorned. This motion was seconded by Councilman Slone, Voted ~pon and carried. Thereupon, the Council adjorned at 10:55 P.M. The. resolution authorizing the issuance of the bonds is in the words and figures as follows, to-wit: BE IT RESOLVED BY THE CITY' COUNCIL OF THE CITY OF OCOEE, FLORIDA IN SESSION DULY ASSEMBLED: Section 1. (a) That the City Council, as the governing authority of the City of Ocoee, ~lorida (hereinafter sometimes referred to as IICi tyll), in the County of Orange, State of Florida, is authorized under the provisions of Chapter 132, Florida Statutes, 1941, to issue Refunding Bonds of said City for the purpose of refunding any and all of the outstanding bonded indebtedness.and funded indebtedness of said City, whether the indebtedness has matured, is to mature, or has been red.uced to Judgment, in part or in whole. (b) That there have been heretofore duly authorized and issued, ,for lawful municipal purposes, negotiable coupon bonds of said City (the unpaid portions of which, together with the accrued and,unpeid interest thereon, and judgments issued on some of said bonds, end interest thereon, are hereinafter some- times referred to as IIbondsll or "bond~d indebtedness", (said bonds having been isSued under and by virtue of the Constitu- tion and Sto..t,1Jt~~ of the State of Florida in such cases made and provided, and more particularly identified as to designa- tion date of issue and balance due as of January 1 1945 as , , follows: 4!} I 1. City of Ocoee, Florida, 6% Munigipal Paving Bond, Dated September 15, 1925, Principal - - - - - - - - $49,000.00 Interest - - - - - - - - - - 23,267.50 2. City of Ocoee, Florida~ 6% Street Improvement Bond, Dated December 1, 1925 Principal Interest 9,500.00 6,887.50 .. 3. City of Ocoee, Florida, 6% Street Improvement Bond, Dated August 1, 1926 Principal Interest 2,000.00 1,670.00 4. City of Ocoee, Florida, 6% Improvement Bond, Dated January 1, 1928 Principal - - - - - - - - Interest - - - - - - - - 10,000.00 \ 7,560.00 , 5.. City of Ocoee, Florida, 6% Refunding Bond, Dated October 15, 1928 Principal - - - - - - - - Interest - - - - - - - 17,000.00 16,022.50 6. Judgments rendered on some of the bonds. and coupons of the above described issues: I ( a) Brown-Crummer Investment Company va. City of Ocoee (U. 'S. District Court, Southern District, Orlando Division) No. 2475. Judgment rendered September 29, 1930. Balance due as of 1/1/45 ... - - - $ 9,517.73 (b) W. J. Meredith, et a1 VB. City of Ocoee (U.S. District Court, Southern District, No. 207- Orl. Civil) Judgment rendered 4/11/38 Balance due as of 1/1/45 - - - - - - 143,331.87 SUMMARY OF INDEBTEDNESS DESCRIBED ABOVE Principal of bonded indebtedness - - - Unpaid interest to 1/1/45 - - - - - - Balance due on judgments as of 1/1/45 $87,500.00 55,407.50 152,849.60 Total - - -$295,757.10 I (c) That there has been heretofore recovered on the 12th day of February, 1942, in the Circuit Court of the Ninth Judicial Circuit in and for Orange County, in that certain cause entitled Lester Harris, Plaintiff, vs. City of Ocoee, Florida, Defendant, Common Law No. 11165, a judgment against the City of Ocoee in the sum of $10,000.00, plus costs in the sum of $22.10, making a total of $10,022.10; said judgment was based upon an action for services rendered and on which said judgment there is a balance due as of January 1, 1945 in the sum of $11,280.68. (d) That if any mistake or erro~ shall have occurred in the description of the indebtedness proposed to be refunded, as set forth hereinabove in this Section, such mistake or error shall be deemed to be immaterial provided this total amount of Refund- ing Bonds.issued hereunder does not exceed the amount of outstand- ing i~debtedness herein authorized to be refunded. 51 I (e) That all of said bonded indebtedness !H>,relnabo~.rE' described renrp~ents and 8nn~t.~tutes legal and valid subsisting bonded in- debtedness of said City incurred prior to November 6, 1934 for the EJ;ayment of which the full faith and credit of said City are~:.....e:--' pledged, and all property within the territorial limits of said City as it existed at the time of the issuance of said respective issues of bonds, excepting only such property as was exempt from taxation under the provisions of the laws and Constitution of Florida, which were in force and effect at the time of the creation of the indebtednes8,vi~'~ubject to the levy of an ad valorem tax for the payment of the interest on and principal of said bonds. I (f) That the funded indebtedness hereinabove described in sub-section (c) represents and constitutes legal and valid subsisting indebtedness of said City for which the City intends to exchange for a portion of the Refunding Bonds hereinafter men- tioned, which said Refunding Bonds will constitute a merger and renewal of said judgment, and which said bonds will contain a pledge of the same property as was subject to taxation for the payment of said Judgment. 2. That in and by the provisions of a certain 'Modified Plan of Composition filed by the City in the United States District Court for the Southern District of Florida, Orlando Division; under the provisions of Chapter IX of the Bankruptcy Act of the United States (11 U.S.C. 401-403) it is ~rop6sed that Refunding Bonds will be exchanged for $153,518.89 in par amou~t of the outstanding indebtedness of said City as of Jenuary 1, 1945, and such Refunding Bonds will be immediately. available for distribution to creditors of said City. The bal- ance of the indebtedness of the City, as of January 1, 1945, is to be ~videnced by participation certificates. The City will have the option during the first year after the entry of the Interlocutory Decree confirming said Plan of Composition to reduce these participation certificates pro-rata ao follows: (a) All payments made thereon during the first six months after the ent ry of the Int erlocut ory Decree shall reduce the certificates by $1.00 for eaoh 20 cents remitted, and all pay- ments made thereon during the second six months after the entry of the Interlocutory Decree shall reduce the certificates by $1.00 for each 20 o~nts remitted; after one year from the date of the IDterlocutory Decree, all funds on hand are to be pro- rated among the certificate holders in accordance with the pro- visions of the Plan, and if the certificates are not completely extinguished, any amounts outstanding in accordance with the terms of the Plan, are to be exchangeable for Refunding Bonds of the City of Oooee, Florida, Issue of 1945. The Plan provides that the pro-rata share in the escrow fund of any creditor not sending in original securities for exchange by the end of one year shall be held by the escrow agent for such creditor until an exchange is made by the creditor as provided in the Plan, or until the escrow agent is directed by the Court having jurisdiction of the bankruptcy proceedings to make disposition of such funds. The Plan specifically provides that such credit- or shall not in any event receive any more Refunding Bonds than he would have received if he had participated in the escrow funds and had received particlpltion certificates. . (b) That all of said indebtedness and interest thereon , hereinabove described in Section 1 (b) constitutes "bonds or interest thereon" within the meaning of Section 6 of Article IX of the Constitution of Florida, as amended, so that Refunding Bonds may be legally issued for the purpose and in the manner provided herein. I (c) That all of the said funded indebtedness and interest thereon, referred to in Section 1 (c) above, constitutes such indebtedness so that Refunding Bonds may be legally issued in exchange for the same for the purpose end in the manner herein- 8.fter provided. ~() .uti) I 3. (8.) That for the purpose of refunding, as of January 1, 1945, the obligations evidencing the outstanding and unpaid bonded indebtedness of the Ci ty of Ocoee, Flori da, hereinabove identified in Section 1 (b), there sha.ll be and there are hereby authorized to be issued negotiable coupon bonds of said City in the principal amount of $295,757.10 to be designated "City of Ocoee, Florida Refunding Bonds, Issue of 1945. II I (b) That all of said Refunding Bonds shall be dated January 1, 1945, and subject to the right of prior redemption as hereinafter provided, shall mature on January 1, 1980, and shall be numbered and shall be of such denominations as shall be hereinafter provided by a supplemental resolution of the City Council. (c) That the Refunding Bonds shall bear interest from da.te thereof until paid, or until called for redemption, which mterest shall be payable semi-annually on the first days of January and July of each year, and shall.be enforceable and collectible at the rate of one percent. (1%) per annum to January 1, 1950; thereafter at two percent. (2%) oer annum to January 1, 1955; thereafter at three percent. (3%) per annum to January 1, 1960; and four percent. (4%) per annum there- after; provided, however, that in the eveDt of a failure or refusal of the governing authority to perform any of the agree- ments or obligations to the holders of the Refunding Bonds herein authorized to be issued as expressed in the bonds them- selves, or in this resolution, or upon default in the payment of interest on said Refunding Bonds, then the governing authority shall be accorded a period of six (6) months after its happening in which to correct the said failure, refusal or default (in- cluding all subsequent defaults), and upon the inability, failure or refusal of said governing authority to do so within that period, and upon the declaration in writing filed with said City, through its City Clerk, by the holders of at least twenty-five (25) percent. in principal of said Refunding Bonds outstvnding upon the happening or failure or refusal or default, as hereinabove referred to, all of said Refunding Bonds shall revert to and thereafter bear interest at the rate of five percent. per annum, but such reversion shall be effective only from the date to which int ere st has been paid on such refunding bonds prior to the date of the filing of the declara- tion of intention to exercise such option, and the City agrees that the higher rate of interest will.be evidenced either by a substitution of new bonds and coupons bearing such higher interest, or by a s~bstitution in place of the existing coupons, of new coupons bearing such higher rate, such new coupons to be attached to the then existing bonds. (d) That each of said Refunding Bonds shall be signed by the M~yor of the City of Ocoee, and the corporate seal of the City affixed thereto attested by the City Clerk. Interest coupons attached to each of said Refunding Bonds shall be executed with the facsimile signature of said Mayor and the City Clerk, and said officials by the execution of said bonds shall adopt as and for their own proper signatures a facsimile signature on each of the coupons. I 4. (a) That the Refunding Bonds and the coupons thereto attached and the validation certificate to be endorsed thereon shall be in substantially the following form: Bond No. UNITED STATES OF AMERICA STATE OF FLORIDA COUNTY 0 F ORANGE CITY OF OCOEE REFUNDING BOND ISSUE OF 1945 $1,000.00 55 I KNOW ALL MEN BY THESE PRESENTS: That the Ci ty of Ocoee, a municipal corporation in the County of Orange, State of Florida, hereby acknowlec]ges itself .to be indebted, and for value received, hereb~ promises to pay to bearer the principal sum of One Thousand ($1,000.00) Dollars on the first day of JanuBxy, 1980, with option of prior redemption as hereinafter provided, and to pay interest on said sum, as hereinafter specified, from the date hereof until paid, or until called for redemption, payable semi-annually on the first days of January and July of each year, such interest to the maturity date of this bond to be paid upon the presentation and sur- render of the attached coupons as they severally become due. Both principal and interest of this bond are payable in lawful money of the United States of America at the First National Bank of Chicago, Chicago, Illinois; and for the prompt payment of this bond, and the interest. thereon" as the same become due, the full faith, credit and te~ing power of said City of Ocoee, Florida are hereby irrevocably pledged to the some extent and with like force and effect as the same were pledged for the payment of the indebtedness refunded hereby. Interest on this bond, as evidenced by the interest coupons hereto attached, shall be enforceable and collectible at the rate of one oercent. (1%) per annum to January 1, 1950, thereafter at the rate of two percent. (2%) per annum to January 1, 1955; thereafter at the rate of thre~ percent. (3%) per annum to January 1, 1960; and at the rate of four percent. (4%) per annum thereafter. In the event of the failure or refusal of the governing authority of said City to perform any of the agreements or obligations to the holders of Refunding Bonds of the issue of which this bond is one, as expressed herein, or in the resolu- tion authorizing their issuance, or upon default in the payment of interest o~ said Refunding Bonds, then said governing au- thority shall be accorded a period of six (6) months after its mppening in which to correct said failure, refusal or default (including all subsequent defaults), and upon the failure, refusal or inability of the governing authority to do within that period, and upon the declaration in writing filed with said City through its Cit~ Clerk by the holders of at least twenty-five percent. (25%) of the principal amount of the Re- funding Bonds of the issue of which this bond is one, outstand- ing upon the happening of such failure, refusal or default, all of the Refunding Bonds of this issue shall, revert to and thereafter bear interest from the date to which interest has been paid on said Refunding Bonds prior to the date of the filing of the decle~ation of intention to exercise such option, and said City agrees that if the right to such higher interest rate accrues it will be evidenced either by a substitution of new bonds and coupons bearing such higher interest or by a substitution in place of the existing coupons of new coupons bearing the higher rate, such coupons to be attached to the then existing bonds. I I The City of Ocoee, Florida hereby reserves the right to call and redeem this Refunding Bond on any interest payment date at par, plus accrued interest, at the rate then prevailing as enforceable and collectible, and agrees that it will apply surplus money in the interest and sinking fund account established for said Refunding Bonds, to the redemption of said Refunding Bonds of said issue by lot, when such surplus is not used for the purchase of said bonds, at or below the callable price in the manner more particularly prescribed in the resolution au- thorizing the issuance of said Refunding Bonds. The notice of redemption specifying the Refunding Bonds called by date and number shall be filed at the place where the principal and interest of this bond is payable at least thirty (30) days prior to such redemption date, and the notice of intention to redeem such bonds shall be published once, not more than 57 I sixty (60) days nor less than thirty (30) days prior to the redemption date, in at least two publications, one of which shall be a newspaper having a general circulation in Orange County, Florida, and the other sHall be a financial journal published in the City of New York, State of New York. If this bond shall not be presented for payment on the date so fixed for redemption it shall cease to bear interest from and after said date, provided that adequate funds shall have been deposited at the designated paying agent by sald City for such purpose. The City of Ocoee, Florida covenants with the holders of the Refunding Bonds of the issue of which this bond is one that for the payment of the interest thereon as the same shall be- come due and for the creation of a sinking fund for the retire- ment of the principal it will levy taxes in amount sufficient to provide therefor upon all taxable property within the terri- torial limits of the City, except that property which was exempt from taxation under the provisions of the Constitution end laws of Florida as the same were in force and effect at the time of the creation of the indebtedness refunded hereby. The Oity further covenants that all taxes levied for the payment of the principal and interest of said Refunding Bonds of the issue of which this bond is one, including taxes upon homesteads, will be collected in cash at the sa~e time and in the same manner as operating and ad valorem taxes levied by said City; and the contractual rights and remedies for the enforcement of the in- debtedness refunded hereby shall appertain to'this bond and the tro:es securing the same independently of any restrictions and limitations thereon enacted by the Legislature of the State of Florida, or otherwise taking effect since the 'incurring of the indebtedness hereby refunded. I And it is hereby certified and recited that this negotiable bond is issued under the authority of and in full compliance with Chapter 132, Florida Statutes, 1941, and pursuant to a resolution duly adopted by the City Council of the City of Ocoee, Florida, and is issued in exchange for and as a continuation, extension, merger and renewal of a like amount of valid subsisting bonded indebtedness of said City issued prior to November 6, 1934, and outstanding at the date of the passage of said resolution; and that all acts, condi tions and things required to he.ppen, exist and ~e performed precedent to and in the issuance of this bond have happened, exist and have been performed in due time, form and manner, as required by law, and that neither the indebtedness which is refunded, nor the issue of bonds of which this bond is one, together with other indebtedness of said City, exceeds any limitation prescribed by the Constitution or statutes of the Stat e of Floricta, and that before the i Bsuance of the issue of bonds of which this bond is one provision has been made for the levy and collection or a direct annual tax on all property sub- ject to taxation for the payment of the bonded indebtedness refunded hereby, except only such property as would be exempt from taxation under the provisions of the laws and Constitution of the State of Florida which were in force and effect Cl,t the time of the creation of the indebtedness refunded hereby, which tax shall be in an amount suffici ent to pay the interest ll!Jnn . the issue of bonds of which this issue is one, as the same shall become due, and to create a sinking fund for the payment of the principal thereof at maturity. . All rights and remedies which were available for the support and enforcement of the bonded indebtedness refunded by this bond shall be available for the support and enforcement of this bond. I IN WITNESS WHEREOF, the City of Ocoee, in the County of Orange, State of Florida, has issued this bond and has caused the same to be signed by its Mayor, and the corporate seal of 59 I said City to be 8~fixed hereto, attested by the City Clerk of said City, and has caused the interest coupons hereto attached to be executed with the facsimile signatures of said Mayor and City Clerk, all as of the first day of January, A. D. 1945. AT TEST: CITY OF OCOEE, FLORIDA, w. H. Wurst, Jr. City Clerk (8 E A L ) By W. H. Calhoun, Sr. Mayor. (FORM FOR Sm~I-~~NUAL INTER~ST PATI~NT) No. $ On the first day of ,19 ,the City of Ocoee, in the County of Orange, State of Florida, will pay to the bearer at the First National Bank of Chic8gQ~ Chicago, Illinois, the sum of Dollars, being the then enforceable and collectible interest on its Refunding Bonds, Issue of 1945, dated January 1, 1945, No. , unless said bondos shall have been theretofore called for redemption. ATTEST: CITY OF OCOEE, FLORIDA. w. H. Wurst, Jr. City Clerk By W. H. Calhoun, Sr. I\1ayor I (FORM FOR V ALIDAT ION CERTIFICATE) Validated and confirmed by a decree of the Circuit Court of the Ninth Judicial Circuit of Florida, in and for Orange County, rendered on the day of , A.D. 1945. (S E A L ) CLERK OF THE CIRCUIT COURT OF ORANGE COUNTY, FLORIDA, By I 5. (a) That for the purpose of refunding, as of January 1, 1945, the obligation evidencing the funded indebted- ness hereinabove identified in section 1 (c), there shall be and there are hereby authorized to be issued Refunding Bonds in the par amount of $11,280.68, which bonds shell be in the same form as the Refunding Bonds issued for the bonded indebtedness, with the following changes and exceptions: 1. The heading of the bonds shall be enti tIed "Uni ted States of America, State of Florida, County of Orange, City of Ocoee Refunding Bond, Issue of 1945, Second Seriesu. 2. The fourthand fifth paragraphs of the bond, beginning with the words liThe City of Ocoee, Florida, covenants wi th the holder of the Refunding Bond of the issue of which this bond is one**II, and ending wi th the words 1I**which tax sha,ll be in an amount sufficient to pay the interest upon the issue of bonds of which this bond is one as the same shall become due, and to -create a sinking fund for the payment of the principal and interest thereof at maturi tyll, shall be change 0. to read as follo','lS: "The City of 000e8, Florida, covenants with the holders of the Refunding Bonds of the issue of which this bond is one that for the payment of the interest thereon as the same shall become due, 61, I and for the creation of a sinking fund for the retirement of the principal, it will levy taxes in an amount sufficient to provide therefor upon all taxable property within the ter- ritorial limits of said City. The City further covenants that all taxes levied for the payment of the principal and interest of the Refunding Bonds of the issue of which this bond is one, (excluding taxes upon homesteads) will be collected in cash at the same time and in the same manner as operating and govern- mental ad valorem taxes levied by said City; and the contractual rights and remedies for the enforcement of the indebtedness re- funded hereby shall appertain to this bond, and the ta~es secur- ing the same independently of any restrictions or limitations thereon enacted by the Legislature of th~ State of Florida, or otherwise ta~ing effect since the incurring of the indebted- ness hereby refunded. And it is hereby certified and recited tha.t this ne~otiable bond is issued under the authority of and in full compliance with Chapter 132, Florida Statutes, 1941, and pursuant to a resolu- tion duly adopted by the City Council of the City of Ocoee, Florida, and lslssued in exchange for and as a continuation, extension, merger and renewal of a like amount of funded: indebt- edness of said City outstanding on the date of the pa?sage of said resolution; and that all acts, conditions and things re- quired to happen, exist and be performed precedent to and in the issuance of this bond ha.ve happened, exist and have been performed in due time, form and manner, as required by law, and that neither the indebtedness which is refunded, nor the issue of bonds, of which this bond is one, together with all the other indebtedness of said City, exceeds any limitE.tion prescribed by the Constitution or statutes of the State of Florida, and that before the issuance of the issue of bonds of which this bond is one, provision has been made for the levy and collection of a direct annual tax on all property subject to taxation for the payment of the indebtedness refunded hereby, except no tax shall be levied upon homestead property exempted from municipal taxation by Section 7, Article X, of the Constitution of Florida, for the payment of thi s indebtedness, which tax shall be in an amount sufficient to pay the interest upon the issue of bonds of which this bond is one, as the same shall become due, and to create a sinking fund for the payment of the principal thereof at rnaturi ty.1I I I 6. "(a) That" for the prompt payment of the principal and interest of all of said Refunding Bonds as the same shall become due, which are issued pursuant to this resolution, the full faith, credit and taxing power of the City of Ocoee, Florida are hereby irrevocably pledged to the'same extent and with like force and effect as the same were pledged for the payment of the indebtedness refunded. hereby, and the Ci ty Council of said City hereby covenants and agrees with the holders of any and all of said Refunding Bonds, and interest coupons issued under the provisions of such resolution that the said City will make prompt payment of the same when due. (b) That for the purpose of adequately providing for the payment of the interest coupons and for a sinking fund for the retirement of all of said Refunding Bonds herein authorized to be issued, the City Council hereby covenants and agrees with the holders of said Refunding Bonds that in the annual budget and ad valorem tax levy to be prepared and ma.de in each of the years 1944 to 1950, inclusive, there shall be included a levy of a cur- rent ad valorem tax on all property subject to ta~ation for the payment of the bonded indebtedness to be refunded hereby, which tax shall be in an amount sufficient to nroduce the sum of $7,500.00 in each year, including and deducting therefrom at 63 I the option of said City any revenue other than ad valorem taxes which may be available and which is actually so applied at or prior to the b.eginning of the fi scal year; that in the annual budget and ad valorem tax levy to be prepared and made in each of the years 1951 to and including the year 1955, both inclusive, there shall be incl uded a levy of a current ad. valorem tax on all property subject to taxation for the payment of the bonded in- debtedness to be refunded thereby, which tax shall be in an amount sufficient to produce the sum of $10,000 per year, includ- :1ng and deduct ing therefrom, at the option of said City, any' revenue other than from ad valorem taxes which may be available and which is actually so applied at or prior to the beginning of the fiscal year; that in the annual budget and ad valorem tax levy to be prepared a.nd made in the yeaX' 1956, and each year there8~ter until all of said Refunding Bonds end interest thereon have been retired, the annual interest and sinking fund .current ad valorem tax levy shall be in an amount sufficient to produce the Bum of $15,000.00 per year, including and deducting therefrom, at the opt ion of the Ci ty, any revenue other than ad valorem teAes which may be available and which' is actually so applied at or prior to the beginning of the fiscal year. The City further covenants that the ad valorem tax levy eaqh year, so.long as the refunding bonds eX'e outstanding, shall not be 1 ess than fifteen (15) mills on the dollar on all taxe.ble 4:-fl-,...f;"'-/ o-t'y QebtedneS8 in the City, regardless of whether or not such ' millage will produce more than the minimum dollers pledged annually for the refunding of bonds, and it further covenants that so long as said refunding bonds ere outstanding it will assess all of the taxable property within its limits at its full cash value. 1 I 7. (a) The t&~es above mentioned shall be levied and computed upon the extended and fine~ly equalized valuation of all property subject to taxation for the payment of the indebt- edness refunded by said Refunding Bonds, except only such pro- perty as is exempt from taxation under the laws and Constitution of Florida which were in force and effect at the time of the creation of the indebtedness to be refunded hereunder. The taxes so lAvied shall be in addition to all nt.ner taxes levied by or on behalf of. said City, and the proceeds thereof and all tax certificates end teA deeds issued thereunder are hereby appro- priated and shall be used exclusively for the purpose for which the same are levied, and so long as any of said Refunding Bonds are outstanding the respective annual tax levies shall be in- creased when necessary to provide sufficient funds for the actual interest and sinking fund requirements for the year next succeeding that in which the budget is being made and prepared. (b) That all of said Refunding Bonds and interest thereon shall b~ payable in lawful money of the United States of America at the First National Bank of Chicago, Chicago, Illinois. 8. That the provisions hereinbefore made for a sinking fund to pay the principal of and the interest on the Refunding Bonds hereby authorized shall inure solely and only to the payment of said bonds and interest thereon, and any funds now or here- after available for the payment of the indebtedness authorized to be refunded shall be used to pay the principal and interest on the Refund.ing Bond s hereby authorized. It is specifically covenanted and agreed that any funds that may hereafter become available for the exclusive payment of the principal and in- terest on the presently outsta~ding indebtedness shall, to the extent allowed by. law, and subject to any existing or prior liens be converted into the interest and sinking fund for said issue of Refunding Bonds to be used and applied solely and only for the payment of principal end interest on said bonds. {i5 I 9. (a) Tha t all covenant s, repre sent.ations, agree- ments and under~akings herein set out, as well as those appea~- ing on the face of each of the Refunding Bonds, shall constitute a contract with the holders of the Refunding Bonds, which con- tract shall be enforceable by suit, action or mandamus on behalf of any Bondholder in any court of competent Jurisdiction, whether or not a moneta.ry default shall have then occurred in the payment of the principal or interest of such Refun~ing Bonds, and all rights and remedies which 'were available for the support and enforcement of the indebtedness refunded hereby shall be avail- able for the support and enforcement of said Refunding Bonds. (b) That all of said Refunding Bonds herein authorized as may from time to time be outstanding shall have and are hereby declared to have the same security and source of payment 8.S the indebtedness hereby refunded, and said Refunding Bonds shall constitute a continuation, extension, merger and renewal of the indebtedness thereby refunded, and only such property as was exempt from taxation under the laws in force and effect at the time of the creation of such indebtedness shall be ex- empt from taxation to pay the interest upon and principal of said Refunding Bonds. I 10. (a) That the City hereby further covenants and agrees tha.t notwithstanding Section 7 of Article X of the Con- stitution of the State of Florida, added thereto by amendment ratified November 6, 1934, and any legislation pursuant thereto, it will levy t8~es for the payment of the Refunding Bonds ex- changed for bonded indebtedness authorized to be refunded hereby on all homesteads embraced within the territorial limits of said municipality as constituted at the time of the creation of said indebtedness refunded by said Refunding Bonds to the sa~e extent that. other property would be liable therefor, and that such taxes so levied shall apply only to the payment of Refunding Bonds issued to refund bonded indebtedness. I '- 11. (a) That the Refunding Bonds herein authorized to be issued sha.ll be cEl.llable upon any interest pa.yment date prior to maturity at par, plus accrued interest, at the rate then pre- vailing as enforceable and collectible. (b) That the option to ca~l any or all of said Refunding Bonds prior to maturity shall be exercised in the following man- ner; The Refunding Bonds shall be drawn by lot by the governing body from all of the bonds outstanding end the notice of such redemption specifying the bonds to be redeemed shall be filed at the place whereat principal and interest are payable, such notice to be filed at least thirty (30) days prior to such re- demption date, and notice of intention,to redeem such bonds shall be published once not more than sixty (60), nor less than thirty.(30) days prior to the redemption date i~ at least two publicatio~s, one of which shall be a newspaper published in Orange County, Florida, and the other shall be a financial Journal published in the City of New York, New York, and the said bonds when so called for redemption shall cease to bear interest on such redemption date, provided adequate funds for their redemption shall have been-provided and set aside at the designated paying agent for said purpose. 12. That the City Council of said City hereby agrees that whenever surplus funds have accumulated in the interest and sinking fund account in an amount exceeding $2000.00, making reasonable allowance for the payment of the next interest coupon, all such sums (excluding the sum sufficient to pay the next in- terest coupon) shall be used to purchase the Refunding Bonds of said issue, which purchases shall be made in the following manner: 67 I The City shall designate a date not less than thirty (30) nor more than forty-five (45) days from the time such date is designated, at which tim~ the City will receive and consider in oFen session sealed offerings of said Refunding Bonds. The City Council shall give written notice of this date to any bondholder so requesting it in ~Titing. Notice of the time and place of receiving offerings shall be published once not less than fifteen (15) days before the designated date in at least two publicationsl one of which shall be .a newspaper having general circulation in Orange County, and the other shall be a financial journal published in the City of New York, New York. All of the surplus funds available a8 above provided shall be used to purchase bonds at the lowest prices. If, however, the City Council shall be dissatisfied with eny and all offers received, it shall have the option to reject any or all of such offers, and within thirty-one (31) days thereafter re-advertise for additional sealed offerings, and purchase the bonds so re-adver- tised for at the lowest offered price, which shall be less than par and interest, to the extent of absorbing all funds available. In the event no offerings can be obtained at or below the call- able price, the Ci ty .shall then proceed to call bonds by lot, . effective at the next semi-annual interest payment date. I 13. That if any clause, section, paragraph or pro- vision of this resolution, or of the Refunding Bonds hereby authorized, be declared unenforceable by any court of final jurisdiction, it shall not affect or invalidate any remainder thereof GIrl if any of the Refunding Bonds hereby authorized be adjudged illegal or unenforceable, in whole or in part, the holders thereof shall be entitled to be subrogated to the rights of the holders of the indebtedness hereby provided to be refund- ed, end as such ei~~er enforce their claims for payment, or secure such other legal rights and remedies as would be avail- able to the holders of such original securities surrendered in exchange for the Refunding Bonds. . 14. That upon the completion of the validation of the bonds hereinabove provided, the City Council shall by ap- propriate resolution designate the numbers and denominations of the Refunding Bonds, Issue of 1945, and designate the manner and method of making exchanges of Refunding Bonds for claims of creditors of the City as of January 1, 1945, and thereupon said Refunding Bonds in the par amount of not exceeding $147,878.55 exchangeable for bonded indebtedness and $5640.32 exchangeable for non-bonded indebtedness, shall be forthwith printed, executed, and with interest coupons thereto attached, deposited in escrow with some designated depository for exchange by the depository for a like 8~ount of obligations to be refunded thereby. .. I 15. That in and by the provisions of the Modified Plan of Composi tion, which the City of Ocoee has submi tted, or intends to submit, to the United States District Court for the Southern District of Florida, Orlando Division, in which the City is now proceeding, it is speCifically provided that creditors will re- ceive for their refundable claim of the City to January 1, 1945, Refunding Bonds, Issue of 1945, to the extent of 50 percent. thereof, and that the balance of such claims of such creditors shall be evidenced by participation certificates. It is further provided that for the first year after the entry of the Interlocutory Decree in the composition proceedings the amount owed by the City on these paxticipation certificates may be reduced by such an amount as will result in payment made during such time at 20 percent. of par, that is to say, a credit of $1.00 is to be given for each 20 cents remitted in payment of such certificate during- the first year after the entry of the Interlocutory Decree; 69 I that after the expiration of one year from the entry of the Interlocut"ory Decree all sums on hand so remitted are to be pro-rated among the certificate holders in accordance with the provisions of the Plan, and if the certificates are not thereby completely extinguished any amount outstanding, in accordance with the terms of the Plan, are to be exchangeable for Refunding Bonds of the City of Oooee, Florida, Issue of 1945. The Plan provides that the pro-rata share in the escrow fund of any creditor not sending in original securities for exchange by the time such escrow is closed shall be held by the escrow agent for such creditor until an exchange is made as provided in the Plan, or until the escrow agent is directed by the Court having jurisdiction of the bankruptcy proceedings to make disposition of such fund. The Plan specifically pro- vides that each creditor shall not in any event receive any more Refunding Bonds than he would have received if he had participated in the escrow fund and had received participation certificates, therefore the City is unabl~ at this time to ascertain exactly the total amount of Refunding Bonds, Issue of 1945, that should be provided for exchange for the participa- tion certificates, consequently it is now authorizing the total issue of Refunding Bonds, but will, by supplemental resolution, designate the denominations and numbers of Refunding Bonds that will be held available for exchange after the termination of the escrow, but in no event will the total amount of Refunding Bonds, Issue of 1945~ exchanged for participation certificates for original securities exceed the sum of $153,518.89. 16. That immediately upon the adoption of this resolu- tion the attorneys for the City are hereby instructed to institute appropriate proceedings in the Circuit Court in and for the Ninth Judicial Circuit of Florida of Orange County for the validation of said Refunding Bonds, Issue of 1945, and the Mayor of the City and the City Clerk be and they are hereby authorized to verify any pleadings in said proceedings and to impress thereon the corporate seal of said City. I 17. All resolutions or pa~ts of resolutions in conflict herewith are hereby repealed and rescinded. 18. Tnis resolution shall be in full force and effect ".. immediately upon its passage. P.4SSED AND ADOPTED IN Special Session of the City Council of the City of Ocoee, Florida, this 22nd day of March, A. D. 1945. AT TEST: ow. H. Wurst, Jr. City Clerk. W. H. Calhoun~ Sr. Ma.yor (S E A L) I Thereupon, Councilman Fields made a motion to adopt a certain Modified Plan of Composition of the City of Ocoee for the re- funding of its indebtedness. The motion was seconded by Council- man Whitaker and unamimously carried. The resolution so adopting the Plan was in the words and figures, to-wit: BE IT RESOLVED by the City Council of the City of Ocoee at a session duly assembled: Section 1. The City of Ocoee hereby adopts a Modified Plan of Composition for the refunding of its bonded indebtedness and otherwise. 71 I Section ~ The Modified Plan is in the following words and f~gures, to-wit: "Section 1. The indebtedness of the City of Ocoee, Orange County, Florida, proposed to be affected by the provi- sions of this Modified Plan of Composition, is as follows: (a) All of the outstanding principal bonded indebtedness and all accrued interest on the bonds provided to be refunded mreunder, whether evidenced by matured coupons, or accrued interest on the bonds, to the date of the proposed Refunding ,Bonds; (b) the balance due as of the date of the proposed Re- Refunding Bonds on any judgment which may have been obtained on any of the bonds and coupons of the City; (c) the balance due on any open accounts, or judgments rendered thereon, to the date of the Refunding Bonds; (d) any and all other open accounts for non-bonded indebtedness of the City of Ocoee, Florida. I Section 2. The City proposes to issue general obligation Refunding Bonds containing a pledge that for the prompt payment of the principal and interest thereon, as the same shall become due, the full faith, credit and taxing power of the City will be pledged with like force and effect as the same were pledged for the payment of the indebtedness refunded by said bonds (ex- cept that as to any amount of now bonded indebtedness the Re- f unding Bonds shall contain no provision pledging the levy of taxes on homestead property exempted by the constitutional amendment of the State of Florida). The Refunding Bonds will be deposited in escrow with the First National Bank of Chicago, and,will be subject to delivery to the holders of securities proposed to be refunded hereunder on the basis as hereinafter set ou t . Section 3. (a) Refunding Bonds shall be validated in an amount equal to the total outstanding indebtedness of the City as of the date of the new Refunding Bonds, and immediately upon the entry of the Interlocutory Decree, or as soon thereafter as said bonds can be made available for exchange, Refunding Bonds shall be exchanged in an amount equal to one-half of the indebtedness of the City, and the balance of the indebtedness shall be evidenced by Participation Certificates to be dealt with as hereinafter mentioned. The Participation Certificates issued shall be in assignable form, shall be subject to ~~e right of transfer and assignment at the expense of the parti- cular certificate holder seeking to make such transfer or assignment, but shall not be negotiable. (b) claim to thereof, claim. Each credi tor will recei ~Te foT' his total refundable January 1, 1945, Refunding Bonds for 50 percent. (50%) and Participation Certificates for the balance of such I Section 4. The Refunding Bonds shall be dated January 1, 1945, shall mature January 1, 1980, shall be payable at the First National Bank of Chicago, Chicago, Illinois, and subject to prior redemption as hereinafter referred to, will bear inter- est payable semi-annually on the first days of July and January of.each year, which interest, subject to the reversionary pro- visions as set forth in said bonds and in the resolution author- izing their issuance, shall be enforceable and collectible at the following rates; One percent. (1%) per annum to January 1, 1950; two percent. (2%) per annum to January 1, 1955; three percent. (3%) per annum to January 1, 1960; four percent. (4%) per annum t~ereafter. ""1n 1t3 Section 5. (a) The Refunding Bonds proposed to be issued will be callable on any interest payment date prior to maturity ,at par plus accrued interest. I (b) If the option to call the Refunding Bonds prior to maturity is exercised, it shall be exercised in substantially. the following manner: The notice of redemption specifying the Refunding Bonds called by date, series and number, shall be filed at the place where the principal and interest of said Refunding Bonds are payable, at least thirty (30) days prior to such redemption date, and the notice of intention to redeem such Refunding Bonds shall be published once, not more than sixty (60) days, nor less than thirty (30) days prior to the redemption date, in at least two publications, one of which shall be a newspaper having a general circulation in Orange County, Florida, and the other shall be a financial journal published in the City of New York, S~ate of New York. Section 6. The proceedings under which the Refunding Bonds are to be issued shall preserve for the benefit of the respective holders all rights and remedies which were available for the support and enforcement of the respective securities tendered in exchange for the Refunding Bonds, and the taxes for the support of the Refunding Bpnds shall be expressed in such language as will produce in the sinking fund for each of the years 1944, to and including 1950, the sum of $7500.00 per year; for each of the years 1951, to and including 1955, the sum of $10,000.00 per year, and in each of the years after 1955, the sum of $15,000.00 per year. The Refunding Bonds or the resolution authorizing their issuance shall in addition contain a provision whereby the City will pledge to assess all taxable property within its limits at its full cash value, and will levy a millage of not less than 15 mills on such taxable property each year as long as said Refunding Bonds are outstanding, regardless of whether or not such millage will produce more than the minimum dollars pledged annually for the payment of said Refunding Bonds; and the taxes levied for the support of said Refunding Bonds shall be in addition to all other taxes, and the proceeds therefrom, and the Tax Certificates issued therefor, shall be appropriated and used exclusively for the payment of the indebtedness, and shall be increased when necessary to provide sufficient funds f.or the actual interest and sinking fund requirements for the year next succeeding that in which any budget is being made and prepared. Section 7. Each of the Refunding Bonds shall contain a pro- vision that in case of fa.l1ure or refusal of the City to perform any agreement or obligation to the holders of said Refunding Bonds, or upon default in payment of interest, the City shall be accorded a period of six months within which to correct the same, and upon its inability or refuse~ to do so within that period, and upon a declaration in writing filed with the Clerk of said City by the holders of at least twenty five percent. of the principal amount of the Refunding Bonds then outstanding, all of said bonds will revert to and thereafter bear interest at the rate of five percent. per an m.un; such reversion shall be effective only from the date to which interest has been paid on said Refunding Bonds prior to the date of the filing of the declaration of intention to exercise such option, and the City agrees that the higher rate of interest will be evi- denced by a substitution of new bonds and coupons bearing such higher interest, or by a substitution in place of existing coupons, of new coupons bearing such higher rate, such new coupons to be attached to the then existing bonds. I I 75 I Section 8. Provision shall be made in the Refunding Bonds themselves or in the resolution authorizing their is- suance, that each six months after interest then due has been paid on the Refunding Bonds, and allowance has been made for interest requirements due six months thereafter, making reasonable allowances for anticipated receipts, if. there remains a sum of money ~~ounting to at least $2,000.00 in the interest and sinking ,fund account for the issue of the Refunding Bonds, such sum shall be used by the City for the purpose of. purchasing for c8.ncellation Refunding Bonds, which .purchases shall be made in substantially the following manner: t- The City shall designa.te a date not less than thirty (30), nor more than forty-five (45) days, from the time such date is j:( designated, at which time the City Council will receive and consider in open session sealed offerings of said Refunding Bonds. The City Council shall give written notice of this date to any bondholders so requesting it in writing. Notice of the time and place of receiving offerings shall be published once, not less than fifteen (15) days before the designated date, in at least two public8.tions, one of which shall be a newspaper having general circulation in Orange County, Florida, and the other shall be a finm cial journal published in the City of New York, New York. All of the surplus funds available as above provided shall be used to purchnse bonds at the lowest offered prices. If, however, the City Council shall be dissatis- f'ied wi th any and all offers received, it shall have the option to reject any or all of such offers and within thirty-one (31) days thereafter, readvertise for addi tional sealed offerings, and purchase the bonds so readvertised for at the lowest offer- ed prices to the extent of absorbing all funds available. In the event no offerings can be obtained at or below the callable price, the City shall proceed to call bonds by lot as herein- before provided, to absorb the available surplus funds. Each such call to be effective at the next semi-annual interest pay- ment date after effort has been made to purchase bonds. I I Section 9. The City shall have its books audited once a year during the life of the Refunding Bonds by u public account- ant, licensed in the State of Florida, and the condensed report of such audi t made .28 !'ionn as practicable after such fiscal year. ~ach audit and condensed report shall contain a description of all bonds redeemed or purchased during the year, the date of the redemption and purchase, the prices paid, and all other necessary facts and figures to appraise the bondholders of the finan cial condition of the City. Upon the payment of a reasonable price therefor, such audit shall be sent to all bondholders who have registered their names with the City Clerk for that purpose. Section 10. Refunding Bonds shall be deliverable in the denomination of $1000.00 units as far as practicable, and appropriate, but where necessary, such bonds may be in the de- nomination of $500.00 and $100.00. Refunding Bonds shall not be issued in odd amounts of less than $100.00, but such odd amounts shall be redeemable by the City out of the interest and sinking fund at 25 cents on the dollar. Odd amounts of credits exchangeable for Refunding Bonds may be traded among various creditors in order that creditors may buy or sell such credits as fer as may be expedient to make up units of $1000.00 denomina- tion, and thereby exchange the same for Refunding Bonds. Section 11. (a) The City has the following assets with which it is willing to realize upon and distribute to creditors upon their liquidation in reduction of the Participation Certi- ficates as previously mentioned: 77 (1) Unpaid street and sid~walk assessments - $ 81,452.08 ( approximate) Unpaid taxes for the years 1925 to 1941, inc., (including operating taxes) - - - 69,971.59 (approximate) I ,Total unpaid taxes and a.ssessments $151,423.37 As a part of this Plan, it is provided that the City will offer to settle such delinquent assessments and taxes for six months after the entry of the Interlocutory Decree in the cause, at ten cents on the dollar, without interest. In computing the' basis of settlement of 'delinquent taxes, the City shall have the privilege of re-computing the taxes for any yeax prior to the year 1944 on the basis of 15 mills of the assessed valuation of said property for said year, rather than on the basis as actually levied. (b) After six months from the entry of the Interlocutory Decree, the City will institute foreclosure proceedings on all properties on which the assessments and delinquent taxes have not been paid at that time, the foreclosure amount to be.based upon the total taxes and special assessments due, a.nd after that time the owners of such property shall have the privilege of redeeming the same at full amount plus court 'costs and attor- neys fees. I (c) All funds collected during the first year after the entry of the Interlocutory Decree, from the settlement of delin- quent taxes for the years 1943 and prior, from unpaid assessments end from the ad valorem tax levy made for the Refunding Bond issue of 1945 for the years 1944 and 1945 (after reserving an amount sufficient to pay the first two interest coupons on such issue) shall be deposited with the escrow agent, the First National Bank of Chicago, Chicago, Illinois, to be dealt with in pro rata reduction of the Participation Certificates, as follows: (1) As to the particular proceeds remitted to the Escrow Agent during the period ending the first year after the entry of the Interlocutory Decree, the amount owed by the City on said Participa.tion Certificates shall be reduced by such amount as will result in such particular proceeds constituting a pro tanto 'payment and discharge of the Participation Certificates, whether or not delivered to or acce~ted by any particular creditor, at 20 percent. of par, a credit of $1.00 being given for each 20 cents remitted during ,such period. (2) All of said moneys so received by the Escrow Agent under, (1) above shall be held by it until the escrow has been closed, which shall be at the close of the business d8.Y twelve months after the entry of the Interlocutory Decree. At that time the moneys available shall be pro-rated 8~ong the owners of the outstanding certificates representing an interest in said escrow and said funds shall be paid by said Escrow Agent to said certificate holders. The Escrow Agent shall give any participant in the escrow full and complete information as to the amount of moneys received by it, and the total amount of certificates out- standing. (d) Immediately after the escrow has been closed, the Escrow Agent shall (1) ba~ance the escrow account; (2) determine the pro-rata interest therein of the owners of the respective Parti- cipation Certificates then outstanding; (3) apply in pro-rata payments the sums received from the City, ~8 herein provided for, a credit of $1.00 being giv>en on each Participation Certi- I 7U I ficate, whether delivered to or accepted by any particular creditor or not, for each twenty cents credited on such cer- tificate from funds remitted to the Escrow Agent by the City 0. uring the first year after' the entry of the Interlocutory Decree; (4) notify the City (a) of the gross amount still re- presented by the escrow after such pro-rata applications have been made; and (b) of the ,escrowed amounts still represented by the individual certificates. The City shall immediately then taze all steps necessary (if it has not already done so) to validate its Refunding Bonds in an amount equal to the said remaining balance represented by the escrow, and upon the issuance of such Refunding Bonds, the same shall be trans- mitted to the Escrow Agent for delivery by it to the owners of the Participation Certificates so remaining outstanding. At delivery, the Refunding Bonds shall be dated, sh8~1 mature, shall bear interest, shall be in the same form and shall con- tain covenants as if they were a part of the issue of Refunding Bonds dated January 1, 1945, hereinabove described, unless in fact they are a part of said issue, and at the time of delivery said Refunding Bonds exchangeable for such Participation Certi- ficates shall have interest coupons thereto attached evidencing interest to become due on the next interest payment date after the close of said escrow, and said bonds sha~l be in such de- nominations as shall be necessary to permit delivery of bonds ' to the respective certificate holders in multiples of $1,000.00, with odd amount bonds provided for any balances less than $1~000.00 due any particular certificate holder. The certi- ficates shall be surrendered to the Escrow Agent upon delivery of the said Refunding Bonds, and said cer tif ic at es, G',S well as all of the evidences of accrued interest represented by the said certificates, shall thereupon be cancelled, and said evi- dences of accrued interest shall be sent to the City. (e) The pro-rata share in the escrowed funds, of any credito~ not sending in original securities for exchange during the one year after the time of the entry of the Interlocutory Decree so that it may, prior to that time, receive Participa- tion Certificates in the escrow shall be held by the Escrow Agent for such creditor until an exchange is made by such credi tor D.S provided in this Plan, or until the Escrow Agent is directed by the Court having jurisdiction of the bankruptcy proceeding to m8~e disposition of such fund, but such creditor shall not in any event receive any more Refunding Bonds than he would have received if he had paxticipated in the escrow fund. I I Section 12. Provision is made that this Plan of Composi- tion shall be consummated at no expense to the City of Ocoee, except for the fees of its attorneys in validating the Refunding Bonds and taking the necessary legal action to confirm the Plan of Composition under the provlsionsof the Municipal Bankruptcy Act (11 U.S.C. 401-403), and the Court costs incident thereto. The Crummer Company, a.mLmicipal bond investment firm, which owns no City of Ocoee bonds and has no beneficial interest therein, but is the representative of bondholders, will be the medium through which the procedure will be taken for the benefit of all creditors alike, and which will supervise the "proceedings and which will defray all expenses necessary for the purpose of; (a) causing the bonds to be assembled and exchanged pursuu~t to such Plan; (b) causing such Refunding Bonds to be printed; (c) causing the n~cessary papers and instruments to be prepared in order' that the Refunding Bonds may be validated, such instru- ments to be approved by the City Attorney and by the nationally recognized bond counsel; (d) obtaining and approving opinion of 81 I nationally recognized bond counsel upon the issuance and valida- tion of the Refunding Bonds, attending to all. details and ad- ministrative work necessary for the complete rehabilitation of the City, according to the Plan; (e) paying any and all other necessary expenses in connection wi th the consumnw.tion of the reorganiza.tion proceedings, except the court costs and the at- torneys fees for the attorneys performing the necessary procedure under the Bankruptcy Act, for which the City agrees to pay in such amount as may be allowed by the Court, and for these services and for performing all of the acts and functions necessary to consummate the refunding program for the benefit of all creditors alike, the cost of such program shall be assessed ratably against all bondholders of the City of Ocoee, the holders of open ac- counts' and other claims not being charged any fees for the Re- funding Bonds to be received by them. Provision is made that each bondholder shall pay the sum of $40.00 per $1,000.00 par value of municipal bonds tendered in exchange for Refunding Bonds, or ratable portion thereof, for claims of less than $1,000.00 denomination, such fee to be subject to the final a.pproval of the United States District Court in the composition plioceeding s. I I Section 13. Provision is general~made in this Modified Plan that the City of Ocoee shall submit itself to such orders and decrees. during the pendency of this composition proceeding 8.S may be necessary and should be entered by the Bankruptcy Court to make the Plan generally effective, and where no speci- fic provision has been set forth in the Plan Top the entry of such order or decree by the Court it is provided that the City hereby submits itself to the Court to make such orders and decrees as will completely make the Plan fully and generally effective. day of March, A. D. 1945. CITY OF OCOEE, FLORIDA. II Dated this Section 3. This resolution shall take effect immediately upon its adoption. Section 4. All resolutions or parts of resolutions in conflict herewith are hereby repealed. AT TEST: ~~",>c~ ~ Clerk 4J:H. t ~ Mayor I .-