VILLAGE OF CAPITAN
ORDINANCE 2005-19

AUTHORIZING THE EXECUTION AND DELIVERY OF A LOAN
AGREEMENT BY AND BETWEEN THE LINCOLN COUNTY SOLID
WASTE AUTHORITY (THE “AUTHORITY”), OF WHICH THE VILLAGE
OF CAPITAN, NEW MEXICO (THE “VILLAGE”) IS A PARTICIPANT, AND
THE NEW MEXICO FINANCE AUTHORITY EVIDENCING A SPECIAL
LIMITED OBLIGATION OF THE AUTHORITY AND ITS PARTICIPATING
MEMBERS (THE “PARTICIPANTS”), TO PAY A PRINCIPAL AMOUNT OF
$2,701,492 TOGETHER WITH INTEREST THEREON AND APPLICABLE
ADMINISTRATIVE FEES, FOR THE PURPOSE TO CONSTRUCT A SOLID
WASTE FACILITY/TRANSFER STATION FOR THE AUTHORITY AND
PARTICIPANTS AND THE FUNDING OF A LOAN AGREEMENT
RESERVE ACCOUNT; PROVIDING FOR THE PAYMENT OF THE
PRINCIPAL OF, ADMINISTRATIVE FEES AND INTEREST ON THE LOAN
AGREEMENT SOLELY FROM THE NET REVENUES OF THE AUTHORITY
SOLID WASTE SYSTEM AND FROM THE DISTRIBUTIONS OF
MUNICIPAL ENVIRONMENTAL SERVICES GROSS RECEIPTS TAX
REVENUES RECEIVED BY THE VILLAGE FROM THE NEW MEXICO
DEPARTMENT OF TAXATION AND REVENUE PURSUANT TO SECTION
7-19D-10, NMSA 1978, AND VILLAGE ORDINANCE NO. 90-6 ADOPTED
ON AUGUST 13, 1990; APPROVING THE FORM OF THE LOAN
AGREEMENT AND OTHER DETAILS CONCERNING THE LOAN
AGREEMENT;    RATIFYING    ACTIONS    HERETOFORE    TAKEN;
REPEALING ALL ACTION INCONSISTENT WITH THIS ORDINANCE;
AND AUTHORIZING THE TAKING OF OTHER ACTIONS IN
CONNECTION WITH THE EXECUTION AND DELIVERY OF THE LOAN
AGREEMENT.

STATE OF NEW MEXICO )
COUNTY OF LiNCOLN
VILLAGE OF CAPITAN )
Absent:
Also Present:
\
Thereupon, there ordinance in final form.
was officially filed with the Clerk-Treasurer a copy of a proposed
) ss
The Village Council (the “Governing Body”) of the Village of Capitan, New Mexico (the “Village”), met in regular session in full conformity with law and the rules and regulations of the Governing Body at the municipal offices, Capitan, New Mexico, being the regular meeting place of the Governing Body, on the 8 day of November, 2005, at the hour of 6:30 p.m. Upon roll call, the following members were found to be present:
Present:
October 25, 2005
ORDINANCE NO
AUTHORIZING THE EXECUTION AND DELIVERY OF A LOAN AGREEMENT BY AND BETWEEN THE LINCOLN COUNTY SOLID WASTE AUTHORITY (THE “AUTHORITY”), OF WHICH THE VILLAGE OF CAPITAN, NEW MEXICO (THE “VILLAGE”) IS A PARTICIPANT, AND
THE NEW MEXICO FINANCE AUTHORITY EVIDENCING A SPECIAL LIMITED OBLIGATION OF THE AUTHORITY AND ITS PARTICIPATING
MEMBERS (THE “PARTICIPANTS”), TO PAY A PRINCIPAL AMOUNT OF $2,701,492 TOGETHER WITH INTEREST THEREON AND APPLICABLE ADMINISTRATIVE FEES, FOR THE PURPOSE TO CONSTRUCT A SOLID WASTE FACILITY/TRANSFER STATION FOR THE AUTHORITY AND PARTICIPANTS AND THE FUNDING OF A LOAN AGREEMENT RESERVE ACCOUNT; PROVIDING FOR THE PAYMENT OF THE PRINCIPAL OF, ADMINISTRATIVE FEES AND INTEREST ON THE LOAN AGREEMENT SOLELY FROM THE NET REVENUES OF THE AUTHORITY SOLID WASTE SYSTEM AND FROM THE DISTRIBUTIONS OF MUNICIPAL ENVIRONMENTAL SERVICES GROSS RECEIPTS TAX REVENUES RECEIVED BY THE VILLAGE FROM THE NEW MEXICO DEPARTMENT OF TAXATION AND REVENUE PURSUANT TO SECTION 7-19D-1O, NMSA 1978, AND VILLAGE ORDINANCE NO. 90-6 ADOPTED ON AUGUST 13, 1990; APPROVING THE FORM OF THE LOAN AGREEMENT AND OTHER DETAILS CONCERNING THE LOAN AGREEMENT; RATIFYING ACTIONS HERETOFORE TAKEN;
REPEALING ALL ACTION INCONSISTENT WITH THIS ORDINANCE; AND AUTHORIZING THE TAKING OF OTHER ACTIONS IN
CONNECTION WITH THE EXECUTION AND DELIVERY OF THE LOAN AGREEMENT.
Capitalized terms used in the following preambles have the same meaning as defined in Section 1 of the Ordinance unless the context requires otherwise.
WHEREAS, pursuant to a joint powers agreement dated May 20, 1991, duly authorized and executed by the County of Lincoln, the Town of Carrizozo, the Village of Capitan, the Village of Corona, the Village of Ruidoso, and the City of Ruidoso Downs (collectively, the “Participants”) prior to the adoption hereof and designated as the “Lincoln County Solid Waste Authority Joint Powers Agreement” (the “Joint Powers Agreement”), all pursuant to Sections 11- 1-1 through 11-1-7, NMSA 1978 and as approved by the New Mexico Department of Finance and Administration, the Participants have determined to jointly exercise common powers relating to solid waste disposal and have created the Lincoln County Solid Waste Authority (the “Authority”); and
WHEREAS, the Village of Ruidoso ha voluntarily withdrawn from the Joint Powers Agreement and is no longer a member of the Authority and will not be a party to the Loan Agreement; and
WHEREAS, pursuant to the Joint Powers Agreement, the Authority owns, operates and maintains a solid waste disposal system (the ‘System,” as further defined in Section 1 of this Ordinance) for the benefit of the Participants and their residents, and
WHEREAS, the Governing Body has determined and hereby determines that it is in the best interest of the Authority and the residents of the Participants that the Loan Agreement be executed and delivered and that the Project be undertaken; and
WHEREAS, the Governing Body has determined that it may lawfully pledge the Village’s distribution of Municipal Environmental Services Gross Receipts Tax revenues received monthly from the New Mexico Department of Taxation and Revenue pursuant to Section 7-19D-10, NMSA 1978, and Village Ordinance No. 90-6 adopted on August 13, 1990 for the payment of Loan Agreement Payments due under the Loan Agreement; and
WHEREAS, other than as described in Exhibit “A to the Loan Agreement, the Participant Pledged Revenues have not heretofore been pledged to secure the payment of any obligation; and
WHEREAS, the Loan shall be a special limited obligation of the Authority and the Participants, payable solely from the Pledged Revenues, and shall not constitute a general obligation of the Authority or the Participants, or a debt or pledge of the faith and credit of the Authority, the Participants or the State; and
WHEREAS, there have been presented to the Governing Body and there presently are on file with the Clerk-Treasurer this Ordinance and the form of the Loan Agreement, which is incorporated by reference and considered to be a part hereof; and
WHEREAS, the Governing Body hereby determines that the Project to be financed by the Loan is to be used for governmental purposes of the Authority and the Participants and will not be used for purposes which would cause the Loan Agreement to be deemed a “private activity bond” as defined by the Internal Revenues Code of 1986, as amended; and
WHEREAS, all required authorizations, consents and approvals in connection with (i) the use and pledge of the Participant Pledged Revenues to the NMFA (or its assigns) for the payment of the Loan Agreement, (ii) the use of the proceeds of the Loan Agreement to finance the Project, and (iii) the authorization, execution and delivery of the Loan Agreement which are required to have been obtained by the date of this Ordinance, have been obtained or are reasonably expected to be obtained.
NOW, THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE VILLAGE OF CAPITAN, NEW MEXICO:
Section 1. Definitions As used in the Ordinance, the following terms shall, for all purposes, have the meanings herein specified, unless the context clearly requires otherwise (such meanings to be equally applicable to both the singular and the plural forms of the terms defined):
“Act” means the general laws of the State, including Sections 3-32-1 through 3-32-12, Section 7-19D-10, and Sections 11-1-1 through 11-1-7, NMSA 1978, as amended, and enactments of the Governing Body relating to the Loan Agreement, including the Ordinance.
“Administrative Fee” or “Administrative Fee Component” means the 0.25% fee payable to the NMFA for costs of administering the Loan, which shall be charged as a portion of each semi-annual Loan Agreement Payment, as 0.125% of the Loan Agreement Balance at the time each semi-annual Loan Agreement Payment is due.
“Aggregate Annual Debt Service Requirement” means the total principal, interest and administrative fees due and payable pursuant to the Loan Agreement and on all Parity Obligations secured by a pledge of the Participant Pledged Revenues for any one Fiscal Year.
“Authority” means the Lincoln County Solid Waste Authority and any successor entity.
“Authority Pledged Revenues” means the gross revenues of the System after deducting Operation and Maintenance Expenses.
“Authorized Officers” means, in the case of the Village, the Mayor and Clerk-Treasurer, and in the case of the NMFA, the Chair, Vice-Chair, Secretary and Executive Director.
“Bonds” means public project revolving fund Revenues bonds, if any, issued hereafter by the NMFA and specifically related to the Loan Agreement and the Loan Agreement Payments.
“Closing Date” means the date of execution, delivery and funding of the Loan Agreement.
“Code” means the Internal Revenues Code of 1986, as amended, and the applicable regulations thereunder.
“Completion Date” means the date of final payment of the cost of the Project.
“Debt Service Account” means the account in the name of the Authority within the Debt Service Fund established under the Indenture and held by the NMFA to pay principal and interest on the Loan Agreement as the same become due.
“Expense Fund” means the Expense Fund created pursuant to the Indenture, to be held and administered by the Trustee to pay costs of issuance of the Loan Agreement and the Bonds, if any, and the periodic and regular fees and expenses incurred by the NMFA and the Trustee in administering the Loan Agreement, including legal fees.
“Fiscal Year” means the period commencing on July 1 in each calendar year and ending on the last day of June of the next succeeding calendar year, or any other twelve-month period which any appropriate authority may hereafter establish for the Village as its fiscal year.
“Governing Body” means the Village Council or any future successor governing body of the Village.
“Herein,” “hereby,” “hereunder” “hereof,” “hereinabove” and “hereafter” refer to the entire Ordinance and not solely to the particular section or paragraph of the Ordinance in which such word is used.
“Indenture” means the General Indenture of Trust and Pledge dated June 1, 1995, between NMFA and the Trustee, and all supplemental indentures.
“Joint Powers Agreement” means the Joint Powers Agreement dated May 20, 1991, between the Authority and the Participants related to the Lincoln County Solid Waste Authority.
“Loan” means the funds to be loaned to the Authority by the NMFA pursuant to the Loan Agreement.
“Loan Agreement” means the Loan Agreement dated the Closing Date between the NMFA and the Authority which provides for the financing of the Project, requires payments by or on behalf of the Authority to the NMFA and requires that the project be utilized for governmental purposes as provided therein.
“Loan Agreement Reserve Account” means the loan agreement reserve account established in the name of the Authority, funded by the Authority, and administered by the Trustee pursuant to the Indenture.
“Loan Agreement Reserve Requirement” means with respect to the Loan, an amount not to exceed the least of (i) ten percent (10%) of the Loan Agreement Principal Amount, (ii) 125% of the average Aggregate Annual Debt Service Requirement under the Loan Agreement, or (iii) the maximum Aggregate Annual Debt Service Requirement under the Loan Agreement.
“NMFA” means the New Mexico Finance Authority.
“NMSA” means the New Mexico Statutes Annotated, 1978 Compilation, as amended and supplemented.
“Operation and Maintenance Expenses” or a phrase of similar import means all reasonable and necessary current expenses of the Authority, paid or accrued, of operating, maintaining, and repairing the System, and shall include without limiting the generality of the foregoing, legal and overhead expenses of the Authority directly related and reasonably allocable to the administration of the System (except that the Authority may in its discretion exclude such legal and overhead expenses from Operation and Maintenance Expenses), insurance premiums, contractual services, professional services, salaries and administrative expenses, labor, and costs of materials and supplies used for current operations, but shall not include any allowance for depreciation, liabilities incurred by the Authority as the result of its negligence in the operation of the System, improvements, extensions, enlargements or betterments, or any charges for the accumulation of reserves for capital replacements.
“Parity Obligations” means mean the Loan Agreement and any other obligations, now outstanding or hereafter issued or incurred, payable from or secured by a lien or pledge of the Pledged Revenues and issued with a lien on the Pledged Revenues and on a parity with the Loan Agreement.
“Participants” means the County of Lincoln, the Town of Carrizozo, the Village of Capitan, the Village of Corona, and the City of Ruidoso Downs, all located within the State.
“Participant Pledged Revenues” means the revenues of the Participant’s Environmental Services Gross Receipt Tax imposed pursuant to Sections 7-19D-l0 and 7-20E-17, NMSA 1978, and as related to the Village includes Village Ordinance No. 90-6 adopted on August 13, 1990.
“Pledged Revenues” means, collectively, the Participant Pledged Revenues and the Authority Pledged Revenues.
“Program Account” means the account in the name of the Authority established under the Indenture and held by the Trustee for deposit of the net proceeds of the Loan Agreement for disbursal to the Authority for payment of the costs of the Project.
“Project” means the project described in Exhibit “A to the Loan Agreement.
“Ordinance” means this Ordinance as supplemented from time to time.
“State” means the State of New Mexico.
“Superior Participant Pledged Revenue Obligations” means the City of Alamogordo,
New Mexico, Otero/Lincoin County JPA, Environmental Services Gross Receipts Tax/Project
Revenue Bonds, Series 1993, currently outstanding in the aggregate principal amount of
$1,260,000.
“System” means the Authority’s solid waste disposal facility and recycling center, consisting of all properties, real, personal, mixed or otherwise, now owned or hereafter acquired by the Authority through purchase, lease, construction or otherwise, and used in connection with said system of the Authority, and in any way appertaining thereto, whether situated within or without the limits of the Authority.
“Trustee” means Bank of Albuquerque, N.A., Albuquerque, New Mexico, or any successor trustee company, national or state banking association or financial institution at the time appointed Trustee by the NMFA.
“Village” means the Village of Capitan, New Mexico.
Section 2. Ratification All action heretofore taken (not inconsistent with the provisions of the Ordinance) by the Governing Body and officers of the Village directed toward the acquisition of the Project and the execution and delivery of the Loan Agreement, be, and the same hereby is, ratified, approved and confirmed.
Section 3. Authorization of the Project and the Loan Agreement The implementation of the Project and the method of financing the Project through execution and delivery of the Loan Agreement is hereby authorized and ordered. The Project is for the benefit and use of the Authority and its Participants, including the residents of the Village.
Section 4. Findings The Village hereby declares that it has considered all relevant information and data and hereby makes the following findings:
A. The Project is needed to meet the needs of the Authority and the Village’s residents.
B. Moneys available and on hand for the Project from all sources other than the Loan are not sufficient to defray the cost of acquiring the Project.
C. The Participant Pledged Revenues may lawfully be pledged to secure the payment of amounts due under the Loan Agreement.
D. It is economically feasible to defray, in whole or in part, the costs of the Project by the execution and delivery of the Loan Agreement.
E. The Project and the execution and delivery of the Loan Agreement pursuant to the Act to provide funds for the financing of the Project are necessary and in the interest of the public health, safety, morals and welfare of the residents of the Village.
F. The Village will require the Authority to implement the Project, in whole or in part, with the net proceeds of the Loan.
G. Other than as described in Exhibit “A to the Loan Agreement, the Village does not have any outstanding obligations payable from Participant Pledged Revenues which it has incurred or will incur prior to the initial execution and delivery of the Loan Agreement.
H. The net effective interest rate on the Loan does not exceed 12.0% per annum, which is the maximum rate permitted by State law.
Section 5.    Loan Agreement- Authorization and Detail
A. Authorization This Ordinance has been adopted by the affirmative vote of at least a three-fourth’s majority of all of the members of the Governing Body. For the purpose of protecting the public health, conserving the property, protecting the general welfare and prosperity of the residents of the Village and acquiring the Project, it is hereby declared necessary that the Village, pursuant to the Act, execute and deliver the Loan Agreement evidencing a special, limited obligation of the Authority and the Participants, as to their respective Pledged Revenues, to pay a principal amount of $2,701,492, and the execution and delivery of the Loan Agreement is hereby authorized. The Authority shall use the proceeds of the Loan to finance the implementation of the Project and to pay the costs of issuance of the Loan Agreement and the costs of issuance of the Bonds, if any. The Project is for the benefit of the Authority, the Participants and their respective residents.
B. Detail The Loan Agreement shall be in substantially the form of the Loan Agreement presented at the meeting of the Governing Body at which this Ordinance was adopted. The Loan shall be in the original aggregate principal amount of $2,701,492, shall be payable in installments of principal due on May 1 of the years designated in Exhibit “B to the Loan Agreement and bear interest payable on May 1 and November 1 of each year, commencing on May 1, 2006, at the rates designated in Exhibit “B”to the Loan Agreement, which rates include an Administrative Fee of 0.25% per annum on the outstanding principal balance of the Loan, payable as 0.125% of that amount in each semi-annual Loan Agreement Payment.
Section 6. Approval of Loan Agreement and Pledge of Municipal Environmental Services Gross Receipts Tax Revenues The form of the Loan Agreement as presented at the meeting of the Governing Body at which this Ordinance was adopted is hereby approved. Pursuant to Sections 7-19D-1 through 7-19D-8 and 7-19D-10, NMSA 1978, the Village hereby pledges its 1116 of 1% Municipal Environmental Services Gross Receipts Tax, imposed on persons engaging in business within the Village pursuant to Ordinance No. 90-6, adopted on August 13, 1990 to the payment of the Loan Agreement. So long as the Loan Agreement shall be outstanding either as to principal, Administrative Fee or Interest, the Village shall monthly, and immediately upon receipt thereof, transfer the Village Environmental Services Gross Receipts Tax revenues to the Authority pursuant to the Joint Powers Agreement dated May 20, 1991, which created the Authority, and the Loan Agreement.
Section 7. Special Limited Obligation The Loan Agreement shall be secured by the pledge of the Pledged Revenues as set forth in the Loan Agreement and shall be payable by the Authority solely from the Pledged Revenues. The Loan Agreement, together with interest thereon and other obligations of the Authority thereunder, shall be a special, limited obligation of the Authority and the Participants, payable solely from the Pledged Revenues as provided in this Ordinance and the Loan Agreement and shall not constitute a general obligation of the Authority, the Participants or the State, and the holders of the Loan Agreement may not look to any general or other fund of the Authority or the Participants for payment of the Authority’s and Participants’ obligations thereunder. Nothing contained in this Ordinance nor in the Loan Agreement, nor any other instruments, shall be construed as obligating the Village, as incurring a pecuniary liability or a charge upon the general credit of the Village or against any taxing power of the Village, nor shall a breach of any agreement contained in this Ordinance, the Loan Agreement, or any other instrument impose any pecuniary liability upon the Village or any charge upon the general credit of the Village, or against the taxing power of the Village. The Loan Agreement shall never constitute an indebtedness of the Village within the meaning of any State constitutional provision or statutory limitation and shall never constitute or give rise to a pecuniary liability of the Village or a charge against the general credit of the Village or the taxing powers of the Village. Nothing herein shall prevent the Village from applying other funds of the Village legally available therefor to payments required by the Loan Agreement, in its sole and absolute discretion.
Section 8. Disposition of Proceeds: Completion of Acquisition of the Project
A. Program Account, Debt Service Account and Loan Agreement Reserve Account The Village hereby consents to creation of the Debt Service Account by the NMFA and the Program Account and the Loan Agreement Reserve Account by the Trustee pursuant to the Indenture, which accounts shall be maintained in the name of the Authority. The Village hereby acknowledges the Expense Fund and approves the deposit of the proceeds of the Loan Agreement in the Program Account, the Loan Agreement Reserve Account, the Debt Service Account and the Expense Fund, as set forth in the Term Sheet attached as Exhibit “A to the Loan Agreement.
B. Deposit of Proceeds of Loan Agreement The proceeds derived from the execution and delivery of the Loan Agreement shall be deposited promptly upon the receipt thereof in the Program Account, the Loan Agreement Reserve Account, and the Debt Service Account as provided in the Loan Agreement and the Indenture.
Until the Completion Date, the money in the Program Account shall be used and paid out solely for the purpose of acquiring the Project in compliance with applicable law and the provisions of the Loan Agreement and the Indenture.
The Village shall work with the Authority, as necessary, to assist the Authority to implement the Project with all due diligence.
C. NMFA and Trustee Not Responsible The NMFA and the Trustee shall in no manner be responsible for the application or disposal by the Authority or by its officers of the funds derived from the Loan Agreement or of any other funds herein designated.
Section 9. Deposit of Pledged Revenues, Distributions of the Pledged Revenues and Flow of Funds
A. Deposit of Pledged Revenues The Pledged Revenues shall be paid to the NMFA in an amount sufficient to pay principal, premium, if any, interest and other amounts due under the Loan Agreement including sufficient Pledged Revenues in the Loan Agreement Reserve Account to maintain the Loan Agreement Reserve Requirement. The Authority shall pay Pledged Revenues in an amount sufficient to pay Loan Agreement Payments, including an amount sufficient to cure any deficiencies in the Debt Service Account, to the NMFA or its assignee to be deposited in the Debt Service Account.
B. Termination upon Deposits to Maturity No payment shall be made into the Debt Service Account or Loan Agreement Reserve Account if the amounts in those accounts total a sum at least equal tO the entire aggregate amount of Loan Agreement Payments to become due on, and any other amounts due under, the Loan Agreement, in which case moneys in such accounts in an amount at least equal to the Loan Agreement Payments shall be used solely to pay such obligations as the same become due, and any moneys in excess thereof in such accounts shall be transferred to the Authority and used as provided below.
C. Use of Surplus Revenues After making all the payments hereinabove required to be made by this Section, any moneys remaining in the Debt Service Account shall be transferred to the Authority as it shall direct, on a timely basis and applied to any other lawful purpose consistent with the Joint Powers Agreement.
Section 10. Lien on Participant Pledged Revenues Pursuant to the Loan Agreement, the Participant Pledged Revenues as related to the Village are hereby authorized to be pledged to, and are hereby pledged, and the Village grants a security interest therein for, the payment of the principal, Administrative Fee, interest, and any other amounts due under the Loan Agreement. The Loan Agreement constitutes an irrevocable subordinate lien, but not necessarily an exclusive subordinate lien, on the Participant Pledged Revenues, after payment of any Superior Participant Pledged Revenue Obligations, as set forth herein and therein and the Village shall not create a lien on the Participant Pledged Revenues superior to that of the Loan Agreement, other than the currently outstanding Superior Participant Pledged Revenue Obligations.
Section 11. Withdrawal from Joint Powers Agreement The Village hereby acknowledges that the term of the Joint Powers Agreement is perpetual. The Village further acknowledges that any withdrawal or termination of the Joint Powers Agreement by the Village shall not affect the obligations, financial or otherwise, previously incurred by the Village pursuant to the Joint Powers Agreement.
Section 12. Authorized Officers Authorized Officers are hereby individually authorized and directed to execute and deliver any and all papers, instruments, opinions, affidavits and other documents and to do and cause to be done any and all acts and things necessary or proper for carrying out this Ordinance, the Loan Agreement and all other transactions contemplated hereby and thereby. Authorized Officers are hereby individually authorized to do all acts and things required of them by this Ordinance and the Loan Agreement for the full, punctual and complete performance of all the terms, covenants and agreements contained in this Ordinance and the Loan Agreement, including but not limited to, the execution and delivery of closing documents in connection with the execution and delivery of the Loan Agreement, and the publication of the summary of this Ordinance set out in Section 17 of this Ordinance (with such changes, additions and deletions as they may determine).
Section 13. Amendment of Ordinance Prior to the date of the initial delivery of the Loan Agreement to the NMFA, the provisions of this Ordinance may be supplemented or amended by ordinance or resolution of the Governing Body with respect to any changes which are not inconsistent with the substantive provisions of this Ordinance. This Ordinance may be amended without receipt by the Authority or Participants of any additional consideration, but only with the prior written consent of the NMFA.
Section 14. OrdInance Irrepealable After the Loan Agreement has been executed and delivered, this Ordinance shall be and remain irrepealable until all obligations due under the Loan Agreement shall be fully paid, canceled and discharged.
Section 15. Severability Clause If any section, paragraph, clause or provision of this Ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this Ordinance.
Section 16. Repealer Clause All bylaws, orders, resolutions and ordinances, or parts thereof, inconsistent herewith are hereby repealed to the extent only of such inconsistency. This repealer shall not be construed to revive any bylaw, order, resolution or ordinance, or part thereof, heretofore repealed.
Section 17. Effective Date Upon due adoption of this Ordinance, it shall be recorded in the book of the Village kept for that purpose, authenticated by the signatures of the Mayor and Clerk-Treasurer of the Village, and the title and general summary of the subject matter contained in this Ordinance (set out in Section 18 below) shall be posted in accordance with law, and said Ordinance shall be in full force and effect 30 days thereafter, in accordance with law.
Section 18. General Summary for Publication Pursuant to the general laws of the State, the title and a general summary of the subject matter contained in this Ordinance shall be published in substantially the following form:
(Form of Summary of Resolution for Publication)
Village of Capitan, New Mexico
Notice of Adoption of Resolution
Notice is hereby given of the title and of a general summary of the subject matter contained in an Ordinance duly adopted and approved by the Governing Body of the Village of Capitan, New Mexico (the “Village”), on November 8, 2005. Complete copies of the Ordinance are available for public inspection during the normal and regular business hours of the Village Clerk’s Office, Capitan, New Mexico.
The title of the Ordinance is:
AUTHORIZING THE EXECUTION AND DELIVERY OF A LOAN
AGREEMENT BY AND BETWEEN THE LINCOLN COUNTY SOLID
WASTE AUTHORITY (THE “AUTHORITY”), OF WHICH THE VILLAGE
OF CAPITAN, NEW MEXICO (THE “VILLAGE”) IS A PARTICIPANT, AND
THE NEW MEXICO FINANCE AUTHORITY EVIDENCING A SPECIAL
LIMITED OBLIGATION OF THE AUTHORITY AND ITS PARTICIPATING
MEMBERS (THE “PARTICIPANTS”), TO PAY A PRINCIPAL AMOUNT OF
$2,701,492 TOGETHER WITH INTEREST THEREON AND APPLICABLE
ADMINISTRATIVE FEES, FOR THE PURPOSE TO CONSTRUCT A SOLID
WASTE FACILITY/TRANSFER STATION FOR THE AUTHORITY AND
PARTICIPANTS AND THE FUNDING OF A LOAN AGREEMENT
RESERVE ACCOUNT; PROVIDING FOR THE PAYMENT OF THE
PRINCIPAL OF, ADMINISTRATIVE FEES AND INTEREST ON THE LOAN
AGREEMENT SOLELY FROM THE NET REVENUES OF THE AUTHORITY
SOLID WASTE SYSTEM AND FROM THE DISTRIBUTIONS OF
MUNICIPAL ENVIRONMENTAL SERVICES GROSS RECEIPTS TAX
REVENUES RECEIVED BY THE VILLAGE FROM THE NEW MEXICO
DEPARTMENT OF TAXATION AND REVENUE PURSUANT TO SECTION
7-19D-10, NMSA 1978, AND VILLAGE ORDINANCE NO. 90-6 ADOPTED
ON AUGUST 13, 1990; APPROVING THE FORM OF THE LOAN
AGREEMENT AND OTHER DETAILS CONCERNING THE LOAN
AGREEMENT;    RATIFYING    ACTIONS    HERETOFORE    TAKEN;
REPEALING ALL ACTION INCONSISTENT WITH THIS ORDINANCE;
AND AUTHORIZING THE TAKING OF OTHER ACTIONS IN
CONNECTION WITH THE EXECUTION AND DELIVERY OF THE LOAN
AGREEMENT.
A general summary of the subject matter of the Ordinance is contained in its title. This notice constitutes compliance with Section 6-14-6, NMSA 1978.
(End of Form of Summary for Publication)
(Remainder of Page Intentionally Left Blank)
PASSED, APPROVED AND ADOPTED THIS 8 DAY OF NOVEMBER 2005.
VILLAGE COUNCIL
VILLAGE OF CAPITAN, NEW MEXICO
By_____
Mayor
[
ATTEST:
By
Clerk-Treasurer
Trustee __________ then moved adoption of the foregoing resolution, duly seconded by Trustee
The motion to adopt said Ordinance, upon being put to a vote, was passed and adopted on the following recorded vote:
Those Voting Aye:    _____________________________
Those Voting Nay:    ____________________________
Those Absent:    _______________________________
______ L) members of the Governing Body having voted in favor of said motion, the Mayor declared said motion carried and said Ordinance adopted, whereupon the Mayor and the Clerk-Treasurer signed the Ordinance upon the records of the minutes of the Governing Body.
After consideration of the matters not relating to the ordinance, the meeting on motion duly made, seconded and unanimously carried, was adjourned.
VILLAGE COUNCIL
VILLAGE OF CAPITAN, NEW MEXICO
By______
Mayor
[
ATTEST:
By
Clerk-Treasurer
STATE OF NEW MEXICO )
COUNTY OF LINCOLN    ) ss
VILLAGE OF CAPITAN )
I, Anna Gail Grassie, the duly qualified and acting Clerk-Treasurer of the Village of Capitan (the “Village”), do hereby certify:
1. The foregoing pages are a true, perfect, and complete copy of the record of the proceedings of the Village Council (“Governing Body”), constituting the governing body of the Village, had and taken at a duly called regular meeting held at the Village Office, Capitan, New Mexico, on November 8, 2005, at the hour of 5:30 p.m., insofar as the same relate to the execution of an Ordinance of the Village setting certain terms of the Loan Agreement, a copy of which is set forth in the official records of the proceedings of the Governmental Body kept in my office. None of the action taken has been rescinded, repealed, or modified.
2. Said proceedings were duly had and taken as therein shown, the meeting therein was duly held, and the persons therein named were present at said meeting, as therein shown.
3. Notice of said meeting was given in compliance with the permitted methods of giving notice of regular meetings of the Governing Body as required by the Village’s open meetings standards presently in effect.
IN WITNESS WHEREOF, I have hereunto set my hand this 30 day of December 2005.
Clerk-Treasurer
EXHIBIT “A”
Notice of Meeting/Agenda






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