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HomeMy WebLinkAbout079 - 08/06/1985 - AUTHORIZING THE ISSUANCE OF A SALES AND USE TAX REVENUE NOTE FOR THE PURPOSE OF DEFRAYING IN WHOLE O ORDINANCE NO. 79 , 1985 CITY OF FORT COLLINS , COLORADO SALES AND USE TAX REVENUE NOTE SERIES 1985 A IN THE PRINCIPAL AMOUNT OF NOT MORE THAN $2 , 000 , 000 ADOPTED: August 6 , 1985 TABLE OF CONTENTS (This table of contents is not a part of the Ordinance but is included for convenience only. ) Page Section 1. Definitions and Construction 2 Section 2. Authorization 7 Section 3. Note Details 8 Section 4. Form and Execution of Note 9 Section 5. Disposition of Note Proceeds ; 13 Funds and Accounts ; Security for Note Section 6. General Administration of Funds 17 and Accounts Section 7 . Priorities ; Liens ; Issuance of 19 Additional Bonds and Additional Securities Section 8 . Covenants 21 Section 9 . Acceleration of Maturity in 25 Event of Default Section 10. Remedies 25 Section 11 . Defeasance 26 Section 12. Severability 27 Section 13 . Repealer 27 Section 14. Ordinance Irrepealable 27 Section 15. Recording and Authentication 27 SIGNATURES 28 STATE OF COLORADO ) COUNTY OF LARIMER ) ss . CITY OF FORT COLLINS ) The City Council of the City of Fort Collins , Colorado , held a regular meeting in the Council Chambers , at 300 LaPorte Avenue , Fort Collins , Colorado , on Tuesday, the 16th day of July, 1985 , at the hour of 6 : 30 P.M. The following persons were present : Councilmembers : Barbara Rutstein, Mayor Kelly Ohlson , Assistant Mayor John B. Knezovich Larry Estrada Ed Stoner E. John Clarke =1upXMmx City Manager: John E. Arnold City Clerk : Wanda M. Krajicek The following persons were absent : Gerry Horak, Councilmember Councilmember Clarke introduced the following Ordinance , which was read by title , copies of the full Ordinance having been available in the office of the City Clerk at least forty-eight ( 48 ) hours prior to the time said Ordinance was introduced for each Councilmember and for inspection and copying by the general public. SUT1-i ORDINANCE NO. 79 , 1935 AN ORDINANCE AUTHORIZING THE ISSUANCE OF A SALES AND USE TAX REVENUE NOTE OF THE CITY OF FORT COLLINS, COLORADO, IN A PRINCIPAL AMOUNT NOT TO EXCEED $2 , 000 ,000 AT ANY TIME , FOR THE PURPOSE OF DEFRAYING IN WHOLE OR IN PART, THE COST OF CONSTRUCTING SOUTH LEMAY AVENUE BETWEEN HORSETOOTH ROAD AND HARMONY AND MAKING RELATED IMPROVEMENTS IN THE VICINITY THEREOF IN THE CITY , TOGETHER WITH OTHER CAPITAL IMPROVEMENTS DIRECTED BY THE CITY COUNCIL; PRESCRIBING THE FORM OF SAID NOTE ; PROVIDING FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON SAID NOTE FROM THE SALES AND USE TAX REVENUES OF THE CITY AND OTHER SPECIFIED REVENUES ; AND PROVIDING OTHER COVENANTS AND DETAILS IN CONNECTION THEREWITH. WHEREAS , the Council of the City of Fort Collins , Colorado ( the "City" ) has determined that it is necessary and appropriate to extend South Lemay Avenue between Horsetooth Road and Harmony and making related improvements in the vicinity thereof in the City, together with other capital improvements directed by the City Council ; and WHEREAS , Article V, Part II , Section 20 . 3 of the Home Rule Charter of the City provides that the City may issue revenue securities made payable solely from the proceeds of any sales tax , use tax, or other excise tax , including without limitation the Sales and Use Tax of the City ; and WHEREAS , the Council has determined at this time to authorize the issuance of a Sales and Use Tax Note to evidence a revolving credit line in a maximum principal amount not to exceed $2 , 000 , 000 at any time , for the purposes set forth above as provided by Article V, Part II , Section 20 . 3 of the Charter, both the principal of and interest on said note to be payable from the proceeds of the Sales and Use Tax ; and WHEREAS , in accordance with the Charter , the Council has determined that it is in the best interest of the City that the Sales and Use Tax Revenue Note of the City to evidence a revolving credit line in a maximum principal amount not to exceed $2 ,000 ,000 at any time , should be issued and sold to First Interstate Bank of Fort Collins , N.A. , in accordance with the terms and conditions set forth in this Ordinance ; and WHEREAS , it is necessary to provide for the issuance of said note , and the form and payment thereof ; BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS: Section 1. Definitions and Construction. A. Definitions. In this Ordinance the following terms have the following respective meanings unless the context hereof clearly requires otherwise: ( 1 ) Additional Parity Bonds : any bonds of the City issued after the date hereof , pursuant to and in accordance with Section 7B hereof . ( 2) Bond Year : for the purpose of this Ordinance , the twelve ( 12) months commencing on the first day of September of any calendar year and ending on the last day of August of the next succeeding calendar year. ( 3 ) Charter : the Home Rule Charter of the City, as amended. ( 4 ) City: the City of Fort Collins , Colorado. ( 5 ) City Clerk : the de jure or de facto City Clerk of the City or his or her successor in functions , if any. ( 6 ) City Council : the Council of the City or any successor in functions thereto. ( 7 ) Commercial Bank : a state or national Bank or trust company which is a member of the Federal Deposit Insurance Corporation and of the Federal Reserve System, which has a capital and surplus of $1 , 000 , 000 or more , and which is located within the United States . ( 8 ) Comparable Bond Year : in connection with any Fiscal Year, the Bond Year which ends in such Fiscal Year. For example , for the Fiscal Year commencing on January 1 , 1985 , the Comparable Bond Year for the Bonds commences on December 1 , 1984 , and ends on November 30 , 1985. ( 9) Cost of the Project: all or any part of the cost of acquiring , constructing and installing the Project including , without limitation, all costs and estimated costs of the issuance of the Note ; all surveying , design, inspection , fiscal , and legal expenses; any discount on the sale of the Note ; costs of financial , professional , and other estimates and advice; contingencies ; any administrative , operating , and other expenses of the City prior to and during the construction period for the Project , as may be determined by the City Council ; and all such other expenses as may be necessary or incident to the acquisition, construction and installation of the Project , or part thereof , and the placing of the same in public use ; provision for reserves for replacement expenses or for payment or security of principal of or interest on the Note during or after the construction period as the City Council may determine . - 2 - ( 10 ) Debt Service Requirements : the principal of , interest on, and any premiums due in connection with the redemption of the Note and any Additional Parity Bonds , Parity Securities and any other securities payable from the Pledged Revenues and heretofore or hereafter issued , if any, or such securities as may be designated, as such principal , interest and premiums become due. ( 11 ) Event of Default : each of the events stated in Section 9 hereof. ( 12 ) Federal Securities : bills , certificates of indebtedness, notes , bonds or similar securities which are direct obligations of , or the principal and interest of which obligations are unconditionally guaranteed by, the United States of America. ( 13 ) Fiscal Year : the twelve ( 12 ) months commencing on the first day of January of any calendar year and ending on the thirty-first day of December of such calendar year or such other twelve ( 12 ) month period as may from time to time be designated by the City Council as the Fiscal Year of the City. ( 14) Holder: when used in conjunction with the Note , or any other designated securities , the Person in possession and the apparent owner of the designated item. ( 15 ) Independent Accountant : any certified public accountant , or any firm of such accountants , duly licensed to practice and practicing as such under the laws of the State , appointed and paid by the City, who ( a) is , in fact , independent and not under the domination of the City or the City Council , (b) does not have any substantial interest , direct or indirect , in any of the affairs of the City, and (c) is not connected with the City as a member, officer or employee of the City Council , but who may be regularly retained to make annual or similar audits of any books . or records of the City. ( 16 ) Mayor: the de jure or de facto Mayor of the City or his or her successor in functions , if any. ( 17 ) Net Revenue ( from the Sales and Use Tax) : the amount of Sales and Use Tax collected by the City ( after deduction by the retailer or vendor of the 3% collection expense allowance) . ( 18 ) 1980 Bonds: the City of Fort Collins, Colorado, Sales and Use Tax Revenue Bonds , dated May 1 , 1980 , in the original principal amount of $1 ,035 , 000. ( 19 ) 1981 Bonds : the City of Fort Collins , Colorado , Sales and Use Tax Revenue Bonds , dated August 1 , 1981 , in the original principal amount of $5 ,700 ,000 . ( 20 ) 1982 Bonds : the City of Fort Collins , Colorado, Sales 3 - and Use Tax Revenue Bonds , dated October 1 , 1982 , in the original principal amount of $3 , 360 ,000 and the City of Fort Collins , Colorado, Sales and Use Tax Revenue Bonds , dated December 1 , 1982 , in the original aggregate principal amount of $1 , 215 , 000 authorized pursuant to Ordinance No. 89 , 1982 , and Ordinance No. 137 , 1982 , of the City, respectively. ( 21 ) 1984 Bonds : The City of Fort Collins , Colorado , Sales and Use Tax Revenue Bonds , dated November 1 , 1984 , in the original principal amount of $11 ,750 , 000 and the City of Fort Collins Downtown Development Authority Tax Increment Bonds , Series 1984A in the original principal amount of $8 , 200 , 000 , authorized pursuant to Ordinance No. 157 and Ordinance No. 149 , 1984 , respectively. ( 22 ) Note : those securities issued hereunder and designated as the "City of Fort Collins , Colorado, Sales and Use Tax Revenue Note , Series 1985A, " dated as of the date of issue , in the aggregate principal amount of $2 , 000 , 000 . ( 23 ) Ordinance : this Ordinance of the City, which provides for the issuance and delivery of the Note. ( 24 ) Ordinance No. 47 : Ordinance No. 47 , 1980 , of the City, which authorized the issuance of the 1980 Bonds . ( 25 ) Ordinance No. 58 : Ordinance No. 58 , 1967 , of the City which provides for the imposition of the initial one percent ( 1% ) Sales and Use Tax within the City. ( 26 ) Ordinance No. 87 : Ordinance No. 87 , 1981 , of the City, which authorized the issuance of the 1981 Bonds. ( 27 ) Ordinance No. 89 : Ordinance No. 89 , 1982 , of the City, which authorizes the issuance of the 1982 Bonds. ( 28 ) Ordinance No. 137 : Ordinance No. 137 , 1982 , of the City, which authorizes the issuance of the 1982 Bonds. ( 29 ) Ordinance No. 140 : Ordinance No. 140 , 1979 , of the City, which provides for the imposition of the additional one percent ( 1% ) Sales and Use Tax within the City. ( 30) Ordinance No. 149 : Ordinance No. 149 , 1981 , of the City, which provides for the imposition of the additional one-quarter percent ( . 25% ) Sales and Use Tax within the City. ( 31 ) Ordinance No. 149 , 1984 : Ordinance No. 149 ,1984 , of the City, which authorizes the issuance of the 1984 Bonds. ( 32) Ordinance No. 157 : Ordinance No. 157 , 1984 , of the City, which authorizes the issuance of the 1984 Bonds. - 4 - ( 33 ) Outstanding or outstanding : when used with reference to the Note , the Additional Parity Bonds , Parity Securities or any other designated securities of the City and as of any particular date , means the Note , the Additional Parity Bonds , Parity Securities or any such other securities payable in whole or in part from the pledged Revenues , or otherwise pertaining to the Project , as the case may be , in any manner theretofore and thereupon being executed and delivered , except the following : ( a) The Note , Additional Parity Bond , Parity Security or other security cancelled by the City, by the Paying Agent , or otherwise on the City' s behalf , at or before such date ; ( b) The Note, Additional Parity Bond or Parity Security held by or on behalf of the City; ( c) The Note , Additional Parity Bond or Parity Security or other security of the City for the payment or the redemption of which moneys or Federal Securities sufficient to meet all of the payment requirements of the principal of , the interest on , and any prior redemption premiums due in connection with such Note , Additional Parity Bonds or Parity Security or other security to the date of maturing or any redemption date thereof , shall have theretofore been deposited in escrow or in trust with a Trust Bank for that purpose , as provided in and required by Section 9 hereof ; and (d) Any lost , apparently destroyed , or wrongfully taken Note , Additional Parity Bond or Parity Security or other security of the City in lieu of or in substitution for which another bond or other security shall have been executed and delivered pursuant to this Ordinance . ( 34) Parity Securities: bonds ( including the 1980 Bonds , the 1981 Bonds , the 1982 Bonds , and the 1984 Bonds) , warrants , notes , securities , leases or other contracts payable from the Pledged Revenues equally or on a parity with the Note. ( 35 ) Paying Agent : Director of Finance of the City, or assigns , which is the agent of the City for the payment of the Bonds . ( 36 ) Person : any individual , firm, partnership, corporation , company, association , joint-stock association , or body politic; and the term includes any trustee , receiver , assignee , or other similar representative thereof. ( 37 ) Pledged Revenues : all or a portion of the Pledged Sales and Use Tax Revenues. The designated term indicates a source of revenues and does not necessarily indicate all or any portion or other part of such revenues in the absence of further qualification. - 5 - ( 38 ) Pledged Sales and Use Tax Revenues : the Net Revenue collected by the City from the Sales and Use Tax. ( 39 ) Principal and Interest Account : the special fund created by Ordinance No. 87 and referred to in Section 5C hereof . ( 40 ) Project : the acquisition , construction and installation of South Lemay Avenue between Horsetooth Road to Harmony, any other related improvements within the City, and any other capital improvements directed by the City Council , for which purpose the Note is issued hereunder, whether such acquisition , construction and installation are undertaken at one time or in stages . ( 41 ) Purchaser : First Interstate Bank of Fort Collins , N.A. , Fort Collins , Colorado, and its participants and associates , if any. ( 42) Redemption Date : the date fixed for the redemption prior to the maturity of the Note or other designated securities payable from the Pledged Revenues in any notice of prior redemption authorized by the City, or otherwise fixed and designated by the City. ( 43 ) Redemption Price : when used with respect to the Note or other designated security payable from the Pledged Revenues , the principal amount thereof plus the applicable premium, if any, payable upon the redemption thereof prior to the stated maturity date of such Note or other security on a Redemption Date in the manner contemplated in accordance with the terms of the Note or other security. ( 44) Reserve for Sales and Use Tax Revenue Bonds and Interest : the Reserve for Sales and Use Tax Revenue Bonds and Interest established pursuant to the provisions of Ordinance No. 47 . ( 45 ) Reserve Account : the special fund created by Ordinance No. 87 and referred to in Section 5D hereof. ( 46 ) Sales and Use Tax : The sales and use tax established by Ordinance No. 58 , Ordinance No. 140 , and Ordinance No. 149 upon sales and purchases of tangible personal property at retail and storage , use , distribution and consumption of tangible personal property purchased or acquired at retail , within the City in such percentages as set forth in Ordinance No. 58 , Ordinance No. 140 , and Ordinance No. 149 or any supplements or amendments thereof. ( 47 ) Sales and Use Tax Fund : the special fund created by Ordinance No. 87 and referred to in Section 5B hereof . 6 - ( 48 ) Security or securities : when used with reference to securities of the City, any bond issued by the City, or any other evidence of the advancement of money to the City. ( 49 ) State : the State of Colorado. ( 50 ) Subordinate Bonds or Subordinate Securities : bonds or securities payable from the Pledged Revenues having a lien thereon subordinate or junior to the lien thereon of the Note. ( 51 ) Superior Bonds or Superior Securities : bonds or securities payable from the Pledged Sales and Use Tax Revenues having a lien thereon superior or senior to the lien thereon of the Note. B. Construction. This Ordinance , except where the context by clear implication herein otherwise requires , shall be construed as follows : ( 1 ) Words in the singular number include the plural , and words in the plural include the singular. ( 2 ) Words in the masculine gender include the feminine and the neuter, and when the sense so indicates words of the neuter gender refer to any gender. ( 3 ) Articles , sections , subsections , paragraphs and subparagraphs mentioned by number , letter , or otherwise , correspond to the respective articles , sections , subsections , paragraphs and subparagraphs of this Ordinance so numbered or otherwise so designated. ( 4 ) The titles and headlines applied to articles , sections and subsections of this Ordinance are inserted only as a matter of convenience and ease in reference and in no was define , or limit the scope or intent of , any provisions of this Ordinance. Section 2. Authorization. For the purpose of extending South Lemay Avenue and making related improvements , together with capital improvements directed by the City Council within the City of Fort Collins , there is hereby authorized a Sales and Use Tax Revenue Note , Series 1985 A ( the "Note" ) of the City to evidence a revolving credit line in a maximum principal amount riot to exceed $2 , 000 ,000 at any time. Not withstanding the stated principal amount of the Note , the City shall not be liable under the Note for any principal or interest except principal actually and from time to time advanced thereunder and unpaid and interest upon such funds as are actually advanced. The Note shall not be or constitute an indebtedness of the City within the meaning of any constitutional or statutory limitation upon the incurring of indebtedness and neither the - 7 - full faith and credit nor the taxing power of the City is pledged to the payment of the principal of and interest on the Note and the City shall not be obligated to pay the Note or the interest thereon except from the Sales and Use Tax of the City; and ad valorem taxes of the City shall not be used for such purposes . That in accordance with provisions of Article V, Part II , Section 20 . 3 of the Charter , revenue securities payable in whole or in part from the available proceeds of the Sales and Use Tax revenues of the City may be issued without the requirement of an election on the question of issuing such securities. Section 3. Note Details. The Note shall be dated as of the date of issue, shall be issued in the denomination of $100 ,000 , or any integral multiple thereof , shall be issued in an amount not to exceed $2 , 000 , 000 , shall be issued in typewritten or printed form, shall be in registered form payable to the registered owner thereof , shall mature and be payable in full on March 1 , 1987 , and shall bear interest from the date moneys are drawn under the Note payable in consecutive installments beginning on March 1 , 1986 , and semiannually thereafter on each succeeding March 1 and September 1 during the term hereof through and including March 1 , 1987 , at a per annum rate equal to eighty percent ( 800 ) of the rate of interest publicly announced by First Interstate Bank of Fort Collins , N.A. , from time to time at its principal office in Fort Coll-ins , Colorado , as its "Prime Rate" ( computed on the basis of a 360 day year) ( the "Prime Rate" ) , in any coin or currency which at the time or times of payment is legal tender for the payment of public or private debt in the United States of America , in accordance with the terms hereinafter set forth . The Note may be prepaid or purchased by the City without premium, in whole or in part , prior to its maturity date at the option of the City on any business day. Notice of intent to prepay or purchase the Note shall be given by the City to the holder of the Note at least ten ( 10 ) business days prior to the prepayment or purchase date specified in such notice. The initial net effective interest rate on the Note is % per annum. The net effective interest rate of the Note shall not exceed twenty percent ( 20% ) per annum at any time. The principal of the Note shall be payable to the registered owner thereof as shown on the registration books kept for that purpose at the office of the City Clerk of the City, as Registrar , or her successor ( the "Registrar" ) , upon maturity and presentation and surrender of the Note at the office of the Director of Finance of the City as Paying Agent or his successor ( the "Paying Agent" ) . The interest on the Note shall be paid to the registered owner thereof by check or draft mailed by the Paying Agent before each interest payment date (or, if such interest payment date is not a business day, before the next succeeding business day) , to such registered owner at his address - 8 - as it last appears on the registration books kept for that purpose by the Registrar. If , upon presentation at maturity payment of the Note is not made as herein provided , interest thereon shall continue at the same rate per annum until the principal thereof is paid in full . Section 4. Form and Execution of the Note. The Note shall be signed with the manual signature of the Mayor of the City, attested by the manual signature of the City Clerk , countersigned with the manual signature of the City Director of Finance , and sealed or imprinted with the official. seal of the City. Should any officer whose signature appears on the Note cease to be such officer before delivery of the Note to the purchaser , such signature shall nevertheless be valid and sufficient for all purposes. The Note and the registration panel pertaining thereto shall be in substantially the following form: [Form of Note] No. R-1 UNITED STATES OF AMERICA $21000 , 000 STATE OF COLORADO COUNTY OF LARIMER CITY OF FORT COLLINS , COLORADO SALES AND USE TAX REVENUE NOTE SERIES 1985 A DATED AS OF SEPTEMBER 11 1985 The City of Fort Collins ( the "City" ) , in the County of Larimer and State of Colorado, for value received , hereby promises to pay to the registered owner identified in the registration panel below, or assigns , solely from the special monies and funds provided therefor and hereinafter specified , the principal amount equal to the lesser of TWO MILLION DOLLARS ( $2 , 000 ,000 ) or the amount endorsed on the appropriate schedule annexed hereto, payable on the first day of March , 1987 , with interest thereon from the date moneys are drawn under this Note payable in consecutive installments beginning on March 1 , 1986 , and semiannually thereafter on each succeeding March 1 and September 1 during the term hereof through and including March 1 , 1987 , at a per annum rate equal to eighty percent ( 80% ) of the rate of interest publicly announced by First Interstate Bank of 9 - Fort Collins , N.A. , from time to time at its principal office in Fort Collins , Colorado, as its "Prime Rate" ( computed on the basis of a 360 day year) ( the "Prime Rate" ) , without deduction for exchange or collection charges , in any coin or currency which at the time or times of payment is legal tender for the payment of public or private debt in the United States of America, in accordance with the terms hereinafter set forth . The holder of this Note shall be obligated to provide funds under the terms of this Note in the denomination of $100 ,000 or any integral multiple thereof , but at no time to exceed an outstanding principal amount of $2 , 000 , 000 , upon demand by the City. Notwithstanding the stated principal amount of this Note , the City shall not be liable under this Note for any principal or interest except principal actually and from time to time advanced hereunder and unpaid and interest upon such funds as are actually advanced. The principal of this Note shall be payable to the registered owner hereof as shown on the registration books kept for that purpose at the office of the City Clerk of the City, as Registrar , or her successor ( the "Registrar" ) , upon maturity and presentation and surrender of the Note. The interest on the Note shall be payable to the registered owner hereof by check or draft mailed by the Paying Agent before each interest payment date (or, if such interest payment date iq not a business day, before the next succeeding business day) , to such registered owner at its address as it last appears on the registration books kept for that purpose by the Registrar. If , upon presentation at maturity payment of any Note is not made as herein provided , interest hereon shall continue at the same rate per annum until the principal hereof is paid in full . This Note shall not be valid or obligatory for any purpose until the Registrar shall have manually signed the provision for registration herein. This Note may be prepaid or purchased by the City without premium, in whole or in part, prior to its maturity date at the option of the City on any business days. Notice of intent to prepay or purchase the Note shall be given by the City to the holder of the Note at 1East ten ( 10 ) business days prior to the prepayment or purchase date specified in such notice. This Note is issued by the City for the purpose of making street and related improvements within the City, together with capital improvements directed by the City Council under the authority of and in full conformity with the Constitution and Laws of the State of Colorado , the Charter and Code of the City, and pursuant to an ordinance of the City duly passed and finally adopted on August 6 , 1985 ( the "Ordinance" ) . Both the principal of this Note and the interest hereon are payable solely from the revenues and sources provided therefor in the Ordinance and other legally available revenues of the City; provided however, ad valorem taxes of the City shall not be used for such purposes , all as more particularly set forth in the Ordinance authorizing the issuance of this Note . This Note does not constitute a debt - 10 - of the City of Fort Collins within the meaning of any constitutional , statutory or charter limitation or provisions , and shall not be considered or held to be a general obligation of the City. It is hereby certified , recited and warranted that for the payment of this Note , the City has created and will maintain until such time as this Note is paid the Sales and Use Tax Fund defined in the Ordinance and will deposit therein , out of the revenues of the Sales and Use Tax , the amounts and revenues specified in said Ordinance , and out of the Sales and Use Tax Fund , and as an irrevocable charge thereon , will pay this Note and the interest thereon , in the manner provided by said ordinance . This Note is negotiable and shall be transferable by delivery, but only in conformance with applicable securities laws. It is further recited and certified that all requirements of law and all conditions precedent have been fully complied with by the proper officers of the City in the issuance of this Note . IN TESTIMONY WHEREOF, the City of Fort Collins , Colorado, has caused this Note to be signed with the manual signature of its Mayor , sealed with the seal of the City, attested by the manual signature of the City Clerk, countersigned with the manual signature of the City Director of Finance , as of the day of 1985 . CITY OF FORT COLLINS , COLORADO By: Mayor ( SEAL) ATTEST: COUNTERSIGNED: City Clerk Director of Finance - 11 - SCHEDULE OF ADVANCES AND PREPAYMENTS ON THE NOTE OUTSTANDING AMOUNT OF AMOUNT OF PRINCIPAL NOTATION DATE ADVANCE PREPAYMENT BALANCE MADE BY 12 - PROVISION FOR REGISTRATION This Note is registered in the office of the City Clerk of the City of Fort Collins , in Fort Collins , Colorado , as Registrar, or her successor, in the name of the last owner listed below; and the principal and interest on this Note shall be payable only to such owner, all in accordance with the ordinance authorizing the issuance of this Note . No transfer of this Note shall be valid unless made on the registration books kept by the Registrar by the registered owner or his duly authorized attorney and noted in the registration blank below. NAME OF REGISTERED OWNER DATE OF AND ADDRESS , TAX I . D. NUMBER SIGNATURE OF REGISTRATION OR SOCIAL SECURITY NUMBER REGISTRAR [End of Form of Note] Section 5. Disposition of Note Proceeds ; Funds and Accounts ; Security for Note. A. Disposition of Note Proceeds. Note shall be issued and sold and the proceeds therefrom used solely for the purpose of financing the Project within the City. Neither the purchaser of the Note nor the subsequent holder thereof shall be responsible for the application or disposal by the City or any of its officers of the funds derived from the sale thereof. The issuance of the Note by the City shall constitute a warranty by and on behalf of the City for the benefit of each and every holder the Note , that said Note has been issued for a valuable consideration in full conformity with the law. - 13 - All or any portion of the Note proceeds may be temporarily invested , or reinvested , pending such use , in securities or obligations which are lawful investments for such municipalities in the State of Colorado. It is hereby covenanted and agreed by the City that the temporary investment or reinvestment of the Note proceeds , or any portion thereof , shall be of such nature and extent , and for such period , that the Note shall not be or become an "arbitrage bond" within the meaning of Section 103( c) of the Internal Revenue Code of 1954 , as amended ( the "Tax Code" ) , and pertinent regulations , and such proceeds , if so invested or reinvested , shall be subject to the limitations and restrictions of said Section 103 ( c) , and pertinent regulations as the same now exist or may later be amended . The City shall not permit all or a major portion of the proceeds of the Note to be used directly or indirectly in any trade or business carried on by any person who is not an exempt person within the meaning of Section 103 ( b) of the Tax Code . B. Sales and Use Tax Fund Deposits . For so long as any portion of the Note shall be Outstanding , as to any Debt Service Requirements , except as otherwise provided herein , the entire Pledged Revenues , upon their receipt from time to time by the City, shall be set aside and credited immediately, and the City hereby covenants with the Holders of the Note to so set aside and credit the Pledged Revenues immediately, to a special separate fund designated as the "City of Fort Collins , Colorado, Sales and Use Tax Fund . " For so long as any portion of the Note shall be Outstanding as to any Debt Service Requirements , the Sales and Use Tax Fund shall be accumulated and administered , and the moneys on deposit therein shall be applied , in the following order of priority : ( 1 ) First , to the Principal and Interest Account for credit to the Reserve for Sales and Use Tax Revenue Bonds and Interest to pay the Debt Service Requirements of the Note , the Additional Parity Bonds and any other Parity Securities then Outstanding in the manner set forth in Section 5C ; ( 2 ) Second , to the Reserve Account , in the manner set forth in Section 51); ( 3 ) Third , to the payment of the Debt Service Requirements of Subordinate Bonds or other Subordinate Securities in accordance with Section 5F; and ( 4 ) Fourth , to be used in accordance with Section 5G. C. Principal and Interest Account Payments. The City shall deposit in a special separate fund heretofore created as a restricted account within the Sales and Use Tax Fund and designated as the "City of Fort Collins , Colorado , Sales and Use Tax Revenue Bonds , Principal and Interest Account" forthwith upon receipt of the proceeds of the Note , interest accrued thereon from their date of issue to the date of delivery thereof to the - 14 - Purchaser , if any, to apply to the payment of interest on the Note as the same becomes due after their delivery. The City shall deposit in the Principal and Interest Account for credit to the Reserve for Sales and Use Tax Revenue Bonds and Interest , monthly, on or before the last day of each month beginning in October, 1985 , the following amounts : ( 1 ) Interest Payments . To the Principal and Interest Account one-sixth ( 1/6 ) of the aggregate amount of the next maturing installment of interest on the Note , any Additional Parity Bonds and any other Parity Securities ( except the 1980 Bonds ) then Outstanding ; for credit to the Reserve for Sales and Use Tax Revenue Bonds and Interest the amount for interest on the 1980 Bonds specified in Ordinance No. 47 . ( 2) Principal Payments. To the Principal and Interest Account the amount necessary to cause the balance in such Account to be equal to the product of the then principal balance of the Note Outstanding multiplied by a fraction , the numerator of which is equal to the number of months that have elapsed since September 1 , 1985 and the denominator of which is eighteen ( 18 ) and, in addition , one-twelfth ( 1/12) of the aggregate amount of the next maturing installment of principal of any Additional Parity Bonds and any other Parity Securities ( except the 1980 Bonds) then Outstanding ; for credit to the Reserve for Sales and Use Tax Revenue Bonds and Interest the amount for principal on the 1980 Bonds specified in Ordinance No. 47 . Such interest and principal shall be promptly paid when due. The moneys credited to the Principal and Interest Account shall be used to pay the Debt Service Requirements of the Note , any Additional Parity Bonds and any other Parity Securities (except the 1980 Bonds) then Outstanding , as such debt Service Requirements become due , except as otherwise provided in this Ordinance. D. Reserve Account Payments . The City covenants and agrees to deposit moneys in the Reserve Account from any source legally available to the City and maintain such Reserve Account in an amount at least equal to the minimum amount required by any Ordinance of the City authorizing Parity Securities . E. Termination of Deposits ; Use of Moneys in Principal and Interest Account and Reserve Account . No payment need be made into the Principal and Interest Account or the Reserve Account , or both , if the amount in the Principal and Interest Account and the amount in the Reserve Account total a sum at least equal to the entire amount of the Outstanding Bonds and any Outstanding Additional Parity Bonds and Parity Securities ( except the 1980 Bonds) , as to all Debt Service Requirements , to their respective maturities or to any Redemption Date or Redemption Dates on which the City shall have exercised or shall have obligated itself to - 15 - exercise its option to redeem, prior to their respective maturities , the Note , any Additional Parity Bonds and any other Parity Securities ( except the 1980 Bonds) then Outstanding , and thereafter maturing , both accrued and not accrued (provided that , solely for the purpose of this Section 5E , there shall be deemed to be a credit to the Reserve Account of moneys , Federal Securities and bank deposits , or any combination thereof , accounted for in any other account or accounts of the City and restricted solely for the purpose of paying the Debt Service Requirements) , in which case moneys in the Principal and Interest Account and the Reserve Account in an amount , except for any known interest or other gain to accrue from any investment or deposit of moneys pursuant to Section 6B hereof from the time of any such investment or deposit to the time or respective times the proceeds of any such investment or deposit shall be needed for such payment, at least equal to such Debt Service Requirements , shall be used together with any such gain from such investments and deposits solely to pay such Debt Service Requirements as the same become due ; and any moneys in excess thereof in the Principal and Interest Account and the Reserve Account and any other moneys derived from the Pledged Revenues or otherwise pertaining to the Project may be used in any lawful manner determined by the City. The moneys in the Principal and Interest Account and in the Reserve Account shall be used solely and only for the purpose of paying the Debt Service Requirements of the Note , any Additional Parity Bonds and any other Parity Securities ( except the 1980 Bonds) authorized and Outstanding from time to time; but any moneys at any time in excess of the minimum amount required to be maintained in the Reserve Account may be withdrawn therefrom and transferred from time to time to the Principal and Interest Account and distributed in the same manner as other moneys in the Principal and Interest Account. F. Payment of Additional Subordinate Securities . Subsequent to the payments required by the foregoing provisions of this Section 5 , any moneys remaining in the Sales and Use Tax Fund may be used by the City for the payment of Debt Service Requirements of Subordinate Securities payable from the Pledged Revenues and hereafter authorized to be issued in accordance with this Ordinance and any other provisions herein supplemental thereto, including reasonable reserves for such subordinate Securities , as the same accrue; but the lien of such Subordinate Securities on the Pledged Revenues and the pledge thereof for the payment of such Subordinate Securities shall be subordinate to the lien and pledge of the Note , Additional Parity Bonds and any Parity Securities as herein provided. G. Use of Remaining Revenues . After the payments hereinabove required to be made by Sections A hereof are made , at the end of any month, or whenever in any month there shall have been credited to any account or fund , for the payment of the Note and any other securities payable from the Pledged Revenues all amounts required to be deposited in those funds at that time , as 16 - herein provided , any remaining Pledged Revenues shall be transferred to any fund of the City. H. Budget and Appropriation of Sums. The sums provided to make the payments specified in this Section 5 are hereby appropriate for said purposes , and said amounts for each year shall be included in the annual budget and the appropriation ordinance or measures to be adopted or passed by the City Council in each year respectively while the Note , either as to principal or interest , is Outstanding and unpaid. No provisions of any constitution, statute , charter , ordinance, resolution, or other order or measure enacted after the issuance of the Note shall in any manner be construed as limiting or impairing the obligation of the City to keep and perform the covenants contained in this Ordinance so long as any of the Bonds remain Outstanding and unpaid. Nothing herein shall prohibit the City Council from appropriating other funds of the City legally available for this purpose to the Sales and Use Tax Fund for the purpose of providing for the Debt Service Requirements of the Note. Section 6 . General Administration of Funds and Accounts . A. Places and Times of Deposits. Each of the special funds referred to in Section 5 hereof shall be maintained in a Commercial Bank and kept separate and apart from all other accounts or funds of the City as trust accounts solely for the purposes herein designated therefor. For purposes of nothing herein prevents the commingling investment of moneys , of moneys accounted for in any two or more such accounts pertaining to the Pledged Revenues or to such fund and any other funds of the City to be established under this Ordinance. Such account shall be continuously secured to the fullest extent required and permitted by the laws of the State for the securing of public funds and shall be irrevocable and not withdrawable by anyone for any purpose other than the respective designated purposes of such funds and accounts. Each periodic payment shall be credited to the proper Account not later than the date therefor herein designated , except that when any such date shall be a Saturday, a Sunday or a legal holiday, then such payment shall be made on or before the next preceding business day. B. Investment of Funds and Accounts. Any moneys in any fund or account established by this Ordinance may be deposited , invested, or reinvested in any manner permitted by law. Securities or obligations purchased as such an investment shall either be subject to redemption at any time at face value by the holder thereof at the option of such holder , or shall mature at such time or times as shall most nearly coincide with the expected need for moneys from the fund or Account in question. Securities or obligations so purchased as an investment of moneys in any such fund or Account shall be deemed at all times to be a part of the applicable fund or account ; provided that, with the exception of the Reserve Account , the interest accruing on such investments and any profit realized therefrom shall be credited to the Sales and Use Tax Fund , and any loss resulting from such investments shall be charged to the particular fund or Account in 17 - question. Interest and profit realized from investments in the Reserve Account shall be credited to the Reserve Account , provided that , so long as the amount in the Reserve Account equals at least the minimum amount specified in Section 5D hereof , such interest and profit may be transferred to the principal and Interest Account and distributed in the same manner as other moneys in the Principal and Interest Account . Any loss resulting from such investments in the Reserve Account shall be charged to the Reserve Account. The City shall present for redemption or sale on the prevailing market any Securities or obligations so purchased as an investment of moneys in a given fund or Account whenever it shall be necessary to do so in order to provide moneys to meet any required payment or transfer from such fund or Account. The City shall have no obligation to make any investment or reinvestment hereunder , unless any moneys on hand and accounted for in any one Account exceeds $5 ,000 and at least $5 ,000 therein will not be needed for a period of not less than sixty ( 60 ) days. In such event the City shall invest or reinvest not less than substantially all of the amount which will not be needed during such sixty ( 60) day period, except for any moneys on deposit in an interest bearing Account in a Commercial Bank , without regard to whether such moneys are evidenced by a certificate of deposit or otherwise , pursuant to this Section 6B and Section 6D hereof ; but the City is not required to invest , or so to invest in such a manner , any moneys accounted for hereunder if any such investment would contravene Section 103( c ) of the Internal Revenue Code of 1954 , as amended. C. No Liability for Losses Incurred in Performing Terms of Ordinance . Neither the City nor any officer of the City shall be liable or responsible for any loss resulting from any investment or reinvestment made in accordance with this Ordinance. D. Character of Funds. The moneys in any fund herein authorized shall consist of lawful money of the United States or investments permitted by Section 6B hereof or both such money and such investments. Moneys deposited in a demand or time deposit Account in or evidenced by a certificate of a Commercial Bank pursuant to Sections 6A and 6B hereof , appropriately secured according to the laws of the State , shall be deemed lawful money of the United States . E. Accelerated Payments Optional . Nothing contained herein prevents the accumulation in any fund herein designated of any monetary requirements at a faster rate than the rate or minimum rate , as the case may be , provided therefor, but no payment shall be so accelerated if such acceleration shall cause a default in the payment of any obligation of the City pertaining to the Pledged Revenues . Nothing herein contained requires in connection with the Pledged Revenues received in any Fiscal Year the accumulation in any fund or Account for the payment in the Comparable Bond Year of Debt Service Requirements due in connection with any series of Bonds or other Securities payable from the Pledged Revenues and heretofore , herein or hereafter authorized , in excess of any reserves required to be accumulated 18 - and maintained therefor , and any existing deficiencies , and payable from such fund or Account , as the case may be , except as may be otherwise provided herein. Section 7. Priorities ; Liens ; Issuance of Additional Bonds and Additional Securities . A. First Lien on Pledged Revenues . Except as expressly provided in this Ordinance with respect to the issuance of Additional Parity Bonds , Parity Securities or Subordinate Securities , the Pledged Revenues shall be and hereby are irrevocably assigned , pledged and set aside to pay the Debt Service Requirements of the Note. The Note constitutes an irrevocable and first lien (but not necessarily an exclusive first lien) upon the Pledged Revenues. The Note , any Additional Parity Bonds and any other Parity Securities authorized to be issued and from time to time Outstanding are equitably and ratably secured by a lien on the Pledged Revenues and shall not be entitled to any priority one over the other in the application of the Pledged Revenues regardless of the time or times of the issuance of the Note , any Additional Parity Bonds and any other Parity Securities , it being the intention of the City Council that there shall be no priority among the Note , any Additional Parity Bonds and any other Parity Securities , regardless of the fact that they may be actually issued and delivered at different times . B. Issuance Of Parity Bonds . Nothing herein , subject to the limitations stated in Section 7G hereof , prevents the issuance by the City of Additional Parity Bonds or other additional Parity Securities payable from the Pledged Revenues and constituting a lien on the Pledged Revenues on a parity with , but not prior or superior to, the lien thereon of the Note , or prevents the issuance of Note or other Securities refunding all or part of the Note, except as provided in Sections 7F through 7G hereof ; but before any such Additional Parity Bonds or other additional Parity Securities are authorized or actually issued ( excluding any parity refunding Securities permitted to be issued in accordance with Section 7F hereof ) the following provisions must first be satisfied : ( 1 ) Absence of Default. At the time of the adoption of the supplemental Ordinance or other instrument authorizing the issuance of the Additional Parity Bonds as provided in Section 7G hereof , the City shall not be in default in making any payments required by Section 5 hereof . ( 2) Historic Revenues Test. The Pledged Revenues , as certified by an Independent Accountant , derived in the last complete Fiscal Year immediately preceding the date of the issuance of such Additional Parity Bonds or other additional Parity Securities , shall have been sufficient to pay an amount at least equal to 150% of the Average Annual Debt Service Requirments for the Outstanding Bonds , Additional Parity Bonds , Parity Securities and the Additional Parity Bonds or other additional Parity Securities proposed to be 19 - issued less any amount in any applicable reserve account on the date of issuance of the proposed Additional Parity Bonds or other additional Parity Securities . If Sales and Use taxes in excess of those authorized as of the date hereof have been established during such Fiscal Year , the amount of such Pledged Revenues may be adjusted by applying the additional Sales and Use Tax as if it had been in effect during the entire period during such Fiscal Year. ( 3 ) Adequate Reserves . The proceedings under which any such Additional Parity Bonds or other additional Parity Securities are issued must provide for the deposits of moneys to the Reserve Account from any source legally available to the City, and contain a covenant by the City to maintain the Reserve Account , in an amount at least equal to the minimum amount required by this Ordinance. ( 4) Requirements of Other Ordinances. Any other or further requirements of Ordinance No. 47 , Ordinance No. 87 , Ordinance No. 89 , Ordinance 137 , Ordinance No. 149 , 1984 and Ordinance No. 157 must have been satisfied. C. Certification of Revenues. In the case of the computation of the revenue tests provided in Section 7B, the specified and required written certifications by the Independent Accountant that such annual Revenues are sufficient to pay such amounts as provided in Section 7B hereof shall be conclusively presumed to be accurate in determining the right of the City to authorize, issue , sell and deliver Additional Parity Bonds or other additional Parity Securities on a parity with the Note and other Parity Securities. D. Subordinate Securities Permitted . Nothing herein, subject to the limitations stated in Section 7G hereof, prevents the City from issuing additional bonds or other additional Securities for any lawful purpose payable from the Pledged Revenues and having a lien thereon subordinate , inferior and junior to the lien thereon of the note. E. Superior Securities Prohibited . Nothing herein permits the City to issue additional Notes and Bonds or other additional Securities payable from the Pledged Revenues and having a lien thereon prior and superior to the lien thereon of the Note. F. Refunding Bonds. At any time after the Note , or any part thereof , is issued and remains Outstanding , if the City Council shall find it desirable to refund any Outstanding Bonds , or other Outstanding Securities payable from and constitution a lien upon any Pledged Revenues , such Note or other Securities , or any part thereof , may be refunded regardless of whether the priority of the lien for the payment of the refunded Securities (except as provided in Section 7E) ; provided that the issuance of any such refunding Bonds or other refunding Securities shall be subject to the following additional requirements and conditions : ( 1 ) No Partial Refunding . The City may not refund in part the Outstanding Bonds of this series or the Outstanding Securities of a given series of Securities . 20 - ( 2 ) Protection of Unrefunded Bonds . Any such refunding obligations payable , in whole or part , from the Pledged Revenues may be issued with such details as the City may by Ordinance provide so long as there is no impairment of any contractual obligation imposed upon the City by any proceedings authorizing the issuance of the unrefunded series of Bonds or Securities . No such refunding obligations payable , in whole or part , from the Pledged Revenues may be issued on a parity with the unrefunded series of Bonds or Securities without the consent of the Holder or Holders of such unrefunded Bonds or Securities unless either ( 1 ) the refunding obligations do not increase for any Fiscal Year in which the unrefunded series of Bonds or Securities will be Outstanding , by more than $5 ,000 , the aggregate Debt Service Requirements (excluding redemption premiums) for such year evidenced by such refunding obligations and by the Outstanding Bonds or series of Securities not refunded or ( 2 ) such refunding Bonds or refunding securities are issued in compliance with Sections 7B and 7C. ( 3 ) Limitations Upon Refundings. Any refunding Bonds or shall be refunding Securities payable from any Pledged Revenues shall be issued with such details as the City may by instrument provide , subject to the provisions of Section 7G hereof , and subject to the inclusion of the applicable rights and privileges designated in Section 7F( 2) . G. Supplemental Ordinances. Additional Bonds or other additional Securities payable from any Pledged Revenues shall be issued only after authorization thereof by Ordinance , supplemental Ordinance or other instrument of the City Council , in substantially the same form as this Ordinance , stating the purpose or purposes of the issuance of such additional Securities , directing the application of the proceeds thereof to such purpose or purposes , directing the execution thereof , and fixing and determining the date,, principal amount , maturity maturities , designation and numbers thereof , the maximum rate or rates of interest to be borne thereby, any prior redemption privileges of the City with respect thereto, and providing for payments to and from the Sales and Use Tax Fund in accordance with this Ordinance. All additional Securities shall bear such date, shall be payable at such place or places , may be subject to redemption prior to maturity on such terms and conditions , as may be provided , and shall bear interest at such rate or at such different or varying rates per annum, all as may be fixed by Ordinance , instrument or other document of the City Council. Section 8 . Covenants . The City hereby particularly covenants and agrees with the Holders of the Note from time to time , and makes provisions which shall be a part of its contract with such Holders , which covenants and provisions shall be kept by the City continuously until all of the Bonds and the interest thereon , have been fully paid and discharged, to the effect and with the purpose that: 21 - A. Continuance and Collection of Taxes . ( 1 ) Except as provided in Section 8A of Ordinance No. 87 , Ordinance No. 58 , Ordinance No. 140 , and Ordinance No. 149 , as originally adopted , have not been repealed or amended and are now in full force and effect . The City will not repeal Or amend Said Ordinances in any manner which would diminish the Pledged Sales and Use Tax Revenues . ( 2 ) The City will continue to levy, impose, administer , enforce and collect the Sales and Use Tax on Sales and purchases of tangible personal property at retail and storage , distribution and consumption of tangible personal property purchased or acquired at retail , within the City, in accordance with Ordinance No. 58 , Ordinance No. 140 , and Ordinance No. 149 without reduction in the percentage rate of the Sales and Use Tax as set forth therein. ( 3 ) The City shall maintain the Sales and Use Tax Fund as a fund of the City separate and distinct from all other funds of the City and shall place the Pledged Sales and Use Tax Revenues therein. The Sales and Use Tax Fund shall be subject to appropriation only as authorized by this Ordinance . ( 4 ) All of the Pledged Revenues resulting from the imposition and collection of the Sales and Use Tax shall be subject to the payment of the Debt Service Requirements of all Securities payable from the Pledged Revenues , including reserves therefor , as provided herein or in any instrument supplemental or amendatory hereto. B. Defense of Legality off Pledged Revenues . There is not pending or threatened any suit , action or proceeding against or affecting the City before or by any court , arbitrator , administrative agency or other governmental authority which affects the validity or legality of this Ordinance , Ordinance No. 58 , Ordinance No. 140 , or Ordinance No. 149 , the imposition and collection of the Sales and Use Tax , or any of the City ' s obligations under this Ordinance or any of the transactions contemplated by this Ordinance , Ordinance 58 , Ordinance No. 140 , or Ordinance 149. The City shall , to the extent permitted by law, defend the validity and legality of the Sales any Use Tax and Ordinance 58 , Ordinance No. 140 , and Ordinance No. 149 , and all amendments thereto against all claims , suits and proceedings which would diminish or impair the Pledged Revenues security for the Note. Furthermore , the City shall amend from time to time the provisions of Ordinance No. 58 , Ordinance No. 140 , and Ordinance No. 149 , as necessary to prevent impairment of the Pledged Revenues as required to meet the Debt Service Requirements of the Note when due. Except as permitted in this Ordinance , the City has not assigned or pledged the Pledged Revenues in any manner which would diminish the security for payment of the Note. 22 - C. Performance of Duties . The City, acting and through its officers, or otherwise , shall faithfully and punctually perform, or cause to be performed , all duties with respect to the Pledged Revenues and the Project required by the Constitution and laws of the State , the Charter and the various Ordinances , resolutions and contracts of the City, including , without limitation, the proper segregation of the proceeds of the Note and the Pledged Revenues and their application from time to time to the respective funds provided therefor . D. Contractual Obligations . The City will perform all contractual obligations undertaken by it under the contract with the Purchaser , and any other agreements relating to the Note and the Pledged Revenues and to the Project . E. Further Assurances. At any and all times the City shall , so far as it may be authorized by law, pass , make , do, execute , acknowledge , deliver, and file or record all and every such further instruments , acts , deeds , conveyances , assignments , transfers , other documents , and assurances as may be necessary Or desirable for the better assuring , conveying , granting , assigning and confirming all and singular the rights , the Pledged Revenues and other funds and accounts hereby pledged or assigned or intended so to be , or which the City hereafter become bound to pledge or to assign, or as may be reasonable and required to carry out the purposes of this Ordinance. The City, acting by and through its officers , or otherwise , shall at all times , to the extent permitted by law, defend, preserve and protect the pledge of the Pledged Revenues and other funds and accounts pledged hereunder and all the rights of every Holder of any portion of the Note against all claims and demands of all Persons whomsoever. F. Conditions Precedent . Upon the date of issuance of the Note , all conditions , acts and things required by the Constitution or laws of the United States of America , the Constitution or laws of the State , the Charter, or this Ordinance , to exist , to have happened and to have been performed precedent to or in the issuance of the Note shall exist , have happened and have been performed , and the Note , together with all other obligations of the City, shall not contravene any debt or other limitation prescribed by the Constitution or laws of the United States of America , the Constitution or laws of the State or the Charter. G. Records. The City will keep proper books of record and account, separate and apart from all other records and accounts , showing complete and correct entries of all transactions relating to the funds referred to herein. H. Protection of Security. The City, its officers , agents and employees , shall not take any action in such manner or to such extent as might prejudice the security for the payment of the Debt Service Requirements of the Note and any other Securities payable from the Pledged Revenues according to the terms thereof. No contract shall be entered into nor any other 23 - action taken by which the rights of any Holder of the Note or other security payable from Pledged Revenues might be prejudicially and materially impaired or diminished. I. Accumulation of Interest Claims. In order to prevent any accumulation of claims for interest after maturity, the City shall not directly or indirectly extend or assent to the extension of the time for the payment of any coupon or claim for interest on the Note or any other Securities payable from Pledged Revenues ; and the City shall not directly or indirectly be a party to or approve any arrangements for any such extension or for the purpose of keeping alive any of such claims for the interest. If the time for the payment of any such Coupons or of any other such installment of interest is extended in contravention of the foregoing provisions , such installment or installments of interest after such extension or arrangement shall not be entitled in Case Of default hereunder to the benefit or the security of this Ordinance , except upon the prior payment in full of the principal of the Note and any such Securities the payment of which has not been extended. J. Payment of the Bonds . The City shall promptly pay the Debt Service Requirements of the Note at the places , on the dates , and in the manner specified herein and in the Note according to the true intent and meaning hereof . K. Use of Principal and Interest Account and Reserve Account. The Principal and Interest Account and the Reserve Account shall be used solely and only , and the moneys credited to such accounts are hereby pledged , for the purpose of paying the Debt Service Requirements of the Note , Additional Parity Bonds or other Parity Securities ( except the 1980 Bonds) to their respective maturities or any Redemption Date or Redemption Dates on which the city is obligated to redeem the Note , Additional Parity Bonds or other Parity Securities ( except the 1980 Bonds) subject to the provisions concerning surplus moneys in Section 5E. L. Additional Securities . The City shall not hereafter issue any Note or Securities payable from Pledged Revenues other than the Note without compliance with the requirements with respect to the '_ssuance of Additional Parity Bonds or additional Parity Securities set forth herein. M. Other Liens . Other than as permitted herein , there are no liens or encumbrances of any nature whatsoever on or against the Pledged Revenues derived or to be derived. N. Surety Bonds. Each official or other person having custody of any Pledged Revenues , or responsible for their handling , shall be fully bonded at all times , which bond shall be conditioned upon the proper application of said moneys. O. Arbitrage Covenant. The City covenants that it will make no investment or other use of proceeds of the Note at any time during the term thereof which, if such investment or other use had been reasonably expected on the date the Note is issued , 24 - would have caused the Note to be an arbitrage bond within the meaning of Section 103 ( c ) of the Internal Revenue Code of 1954 , as amended , unless , under any provision of law hereafter enacted , the interest paid on the Note ( a ) shall be excludible from the gross income of a recipient thereof for federal income tax purposes without regard to whether or not the Note is an arbitrage bond , or (b) shall be exempt from all income taxation. Section 9 . Acceleration of Maturity in Event of Default. The City covenants and agrees that if it shall default in the payment of the principal of or interest on the Note as the same shall become due and such default shall continue for a period of thirty ( 30 ) days or if the City or its governing body or any of its officers , agents , or employees thereof , shall fail or refuse to comply with any of the provisions of the Constitution or applicable statutes of the State of Colorado, or the laws or ordinances of the City, or of this Ordinance , then at any time thereafter and while such default shall continue , the holder of the Note may by written notice to the City filed in the office of the City Clerk or delivered in person to said City Clerk , declare the principal of the Note to be due and payable immediately and upon any such declaration given as aforesaid , the Note shall become and be immediately due and payable , anything in this Ordinance or in the Note contained to the contrary notwithstanding . This provision , however , is subject to the condition that if at any time after the principal of the Note shall have been so declared to be due and payable , all arrears of interest upon the Note except interest accrued but not yet due on such Note and all arrears of principal upon the Note shall have been paid in full and all of the defaults , if any, by the City under the provisions of this Ordinance and under the provisions of the statutes of the State of Colorado or the laws and ordinances of the City, shall have been cured then and in every such case the holder of the of the Note by written notice to the City given as herein before specified may rescind and annul such declaration and its consequences but no such rescission or annulment shall extend to or effect any subsequent default or impair any rights consequent thereon. Section 10. Remedies . The provisions of this Ordinance , including the covenants and agreements herein contained, shall constitute a contract between the City and the holder of the Note, and the holder of the Note shall have the right : (a) By mandamus or other suit , action or proceedings at law or in equity to enforce its rights against the City and its officers , agents and employees , and to require and compel duties and obligations required by the provisions of this Ordinance or by the Constitution and laws of the State of Colorado, or the laws and ordinances of the City; and (b) By suit , action or other proceedings in equity or at law to require the City, its officers , agents and employees to account as if they were the trustees of an express trust; and 25 - ( c) By suit , action or other proceedings in equity or at law to enjoin any acts or things which may be unlawful or in violation of the rights of the holder of the notes . Nothing contained in this Ordinance , however, shall be construed as imposing on the City any duty or obligation to levy any taxes whether to meet any obligation incurred herein or to pay the principal of or interest on the Note . No holder of the Note secured hereby shall have any right in any manner whatever by its action to affect , disturb or prejudice the security granted and provided for herein , or to enforce any right hereunder , except in the manner herein provided , and all proceedings at law or in equity shall be instituted , had and maintained for the benefit of the holder of the Note. No remedy conferred herein upon the holder of the Note is intended to be inclusive of any other remedy, but each such remedy shall be cumulative and in addition to every other remedy and may be exercised without exhausting and without regard to any other remedy conferred herein. No waiver of any default or breach of duty or contract by the holder of the Note shall extend to or affect any subsequent default or breach of duty or contract or shall impair any rights or remedies thereon. No delay or omission of the holder of the Note to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein. Every substantive right and every remedy conferred upon the holder of the Note by this Ordinance may be enforced and exercised from time to time and as often as may be deemed expedient. In case any suit , action or proceedings taken by the holder of the Note on account of any default or to enforce any right or exercise any remedy shall have been discontinued or abandoned for any reason , or shall have been determined adversely to such holder of the Note , then , and in every such case , the City and the holder of the Note shall be restored to their former positions and rights hereunder, respectively, and all rights , remedies , powers and duties of the holder of the Note shall continue as if no such suit , action or other proceedings had been brought or taken. Section 11 . Defeasance . when all principal and interest in connection with the Note hereby authorized have been duly paid, the pledge and lien and all obligations hereunder shall thereby be discharged and the Note shall no longer be deemed to be outstanding within the meaning of this Ordinance. There shall be deemed to be such due payment when the City has placed in escrow and in trust with a Commercial Bank located within or without the State of Colorado, and exercising trust powers , an amount sufficient ( including the known minimum yield from Federal Securities in which such amount may be initially invested ) to meet all requirements of principal and interest as the same become due to their final maturities. The Federal Securities shall become due at or prior to the respective times on which the proceeds thereof shall be needed , in accordance with the schedule established and agreed upon between the City and such bank at the 26 - time of the creation of the escrow, or the Federal Securities , shall be subject to redemption at the option of the holders thereof to assure such availability as so needed to meet such schedule. The term " Federal Securities" within the meaning of this section shall include only direct obligations of , or obligations the principal and interest of which are unconditionally guaranteed by, the United States of America . Section 12. Severability. If any one or more sections or parts of this Ordinance shall be adjudged unenforceable or invalid, such judgment shall not affect , impair, or invalidate the remaining provisions of this Ordinance , it being the intention that the various provisions hereof are severable. Section 13 . Repealer. All ordinances or parts thereof in conflict with this Ordinance are hereby repealed. Section 14. Ordinance Irrepealable . After the Note is issued this Ordinance shall be and remain irrepealable until the Note and the interest thereon shall have been fully paid , satisfied and discharged. Section 15 . Recording and Authentication . This Ordinance , as adopted by the Council , shall be numbered and recorded , and the adoption and publication shall be authenticated by the signatures of the Mayor and City Clerk and by the certificate of the publisher , respectively. Introduced , considered favorably on first reading and ordered published this 16th day of July, 1985 , and to be presented for final passage on the 6th day of August , 1985. Mayor ( SEAL) ATTEST: City Clerk Passed and adopted on final reading on this 6th day of August , 1985. Assistant Mayor ATTEST: Deputy City C 27 - Councilmember Clarke moved that the foregoing Ordinance heretofore introduced and read by title be approved on first reading . Councilmember Stoner seconded the motion. The question being upon the approval on first reading of the Ordinance , the roll was called with the following results : Councilmembers voting "AYE" : Barbara Rutstein , Mayor_ Kelly Ohlson, Assistant Mayor John B. Knezovich Larry Estrada Ed Stoner E. John Clarke 9k)U,A( (XX06WXX Councilmembers voting "NAY" : None The Mayor thereupon declared that , a majority of the Councilmembers present having voted in favor thereof , the motion was carried and the Ordinance duly approved on first reading. Thereupon the Mayor ordered said Ordinance published once by number and title only together with a notice giving the date when said Ordinance will be presented for final passage and a statement that the full text of the Ordinance is available in the office of the City Clerk for inspection and acquisition in The Coloradoan, a newspaper of general circulation published in the City, at least seven (7 ) days before presentation for final passage. After consideration of other business to come before the Council , the meeting was adjourned. Z 1.62dA AI/Z� Mayor ATTEST: IJN�M�1. City Clerk Wanda M. Krajicek 28 - STATE OF COLORADO ) COUNTY OF LARIMER ) CITY OF FORT COLLINS ) The Council of the City of Fort Collins , Colorado , held a regular meeting at 300 LaPorte Avenue , Fort Collins , Colorado, on Tuesday, the 6th day of August 1985 , at the hour of 6:30 P.M. The following persons were present : Councilmembers : tXxV0XX3(0XX-=� Xx)%X)(RX Kelly Ohlson , Assistant Mayor John B. Knezovich Larry Estrada Ed Stoner E. John Clarke Gerry Horak City Manager: John E . Arnold Deputy City Clerk: Molly J. Davis The following persons were absent : Barbara Rutstein, Mayor The Mayor informed the Council that Ordinance No. 79 , 1985 , which was introduced , approved on first reading , and ordered published once by number and title only, at a regular meeting of the Council held on July 16 , 1985 , was duly published in The Coloradoan, a newspaper of general circulation published in the City, in its issue of July 21 1985 . Councilmember Ohlson then read said Ordinance by its title . Thereupon , Councilmember Stoner moved the final passage of Ordinance No. 79 , 1985 , with the foregoing suggested amendment to be included as a part of said Ordinance , and the question being upon the final passage of said Ordinance , as amended , the roll was called with the following results : Councilmembers voting "AYE" : )8(A#)0 aXXZXDRX%XkAnXXR 4QX Kelly Ohlson, Assistant Mayor John B. Knezovich Larry Estrada Ed Stoner E. John Clarke Gerry Horak 29 - Councilmembers voting "NAY" : None The Mayor thereupon declared that a majority of the Councilmembers present having voted in favor thereof , the motion was carried and the Ordinance finally passed as amended. Thereupon the Mayor ordered said Ordinance published by number and title only together with a notice of the final passage of the Ordinance in the Coloradoan , a newspaper of general circulation published in the City, within five ( 5 ) days after said final passage . After consideration of other business to come before the Council the meeting was adjourned . Assistant Mayor ATTEST: ��� Deputy Ci y C erk STATE OF COLORADO ) ss . COUNTY OF LARIMER ) CITY OF FORT COLLINS ) I , Wanda M. Krajicek , City Clerk of the City of Fort Collins , Colorado , do hereby certify that the attached copy of Ordinance No. 79 , 1985 , is a true and correct copy ; that said Ordinance was introduced and approved on first reading by the Council of the City of Fort Collins , at a regular meeting thereof held at 300 LaPorte Avenue , Fort Collins , Colorado, the regular meeting place thereof , on Tuesday, the 16th day of July, 1985 , that said Ordinance was finally passed on second reading by said Council at a regular meeting thereof held at 300 LaPorte Avenue , Fort Collins , Colorado, the regular meeting place thereof , on Tuesday, the 6th day of August , 1985 , that a true copy of said Ordinance has been authenticated by the signatures of the Mayor of said City and myself as recorded in a book marked "Ordinance Record" kept for such purpose in my office ; and that said Ordinance was duly published once by title together with a notice giving the date when said Ordinance would be presented for final passage and once by number and title only together with a notice stating the date when said Ordinance would be presented for the final passage thereof , in the The Coloradoan , a newspaper of general circulation published in the City, in its issues of July 21 , 1985 , and August 11, 1985 , as evidenced by the certificates of the publisher attached hereto at pages 32 and 33 . I further certify that the foregoing pages 1 through 29 , inclusive , constitute a true and correct copy of the record of the proceedings of said Council at its regular meetings of - 30 - July 16 , 1985 , and August 6 , 1985 , insofar as said proceedings relate to said Ordinance ; and that said proceedings were duly had and taken , that the meetings were duly held ; and that the persons were present at said meetings as therein show. IN WITNESS WHEREOF , I have hereunto sat my hand and the seal of the City of Fort Collins thisl2thday of August , 1985. City Clerk Wanda M. Krajicek /wa Deputy Ci C Molly J. Davis STATE OF COLORADO ) COUNTY OF LARIMER ) ss . CITY OF FORT COLLINS ) (Attach affidavit of publication of Ordinance by title and number and notice giving date when Ordinance to be presented for final passage. ) SUT1 - 31 - The Coloradoan STATE OF COLORADO ) COUNTY OF LARIMER )ss. AFFIDAVIT OF PUBLICATION Suzanne K. Bielke being first duly sworn upon oath, deposes and says: That said is the Legal Clerk of The Coloradoan; that said has personal knowledge of all facts set forth in this affidavit; that The Coloradoan is a public daily newspaper of general circulation, having its principal office and place of business situated in said County of Larimer; that said Coloradoan is printed and published daily; that said Coloradoan is a daily newspaper, duly qualified for the purpose set forth within the meaning of Chapter 109, Article 1, Sections 1-1 to 1-8 inclusive of Colorado Revised Statutes 1963, and any amendment thereof passed prior to the date hereof; that said newspaper had,prior to January 1, 1936, and has ever since said date been admitted to the United States Mails as second class matter under the provisions of the Act of March 3, 1879, and any amendments thereof, that said newspaper is printed in whole in said County of Larimer and has a general circulation therein; that said newspaper has been so printed and published as a public daily newspaper of general circulation in said County of Lar- imer, uninterruptedly and continuously, during the period of more than fifty-two consecu- tive weeks next prior to the first issue thereof containing the annexed legal notice of advertisement; that said annexed legal notice or advertisement was published in the regular and entire editions of said newspaper for 1 successive weeks on Sunday of each successive week; that the first publication of said legal notice or advertisement was in the regular and entire edition of said newspaper on the 21st day of July , A.D. 19 85 ; that the last publication of said legal notice or advertisement was in the regular and entire edition of said newspaper on the 21st day of July , A.D. 19 99, and that copies of each number of said paper in which said notice or advertisement was published were delivered by carriers or transmitted by mail to each of the subscribers of said paper, according to the accustomed mode of business in this office. M-05 4 , Subscribed and sworn to before me, at and within the County of Larimer, State of Colorado this 21st day of July A.D. 19 85 My commission expires Notary Public City Clerk Delivered to NOTICE�GG }hat the Fort COIIInS City Council,, on Tuesday, July 16, 1985,passed and adopted the following Ord l- nanc2(s) on first reading andl ordered their publication by titles only,with said ordinancet5)to bey presented for final passage on August 6,1985.The full text of said ordinance(s)is available for pub - Iic inspection and acquisition in the office of the city clerk. ORDINANCE NO.79, 1985 AN ORDINANCE AUTHORIZ ING THE ISSUANCE OF A SALES AND USE TAX REVE NUE NOTE OF THE CITY OF FORT COLLINS,COLORADO,IN A PRINCIPALAMOUNT NOT TO EXCEED 51,000,000 Al ANY TIME, FOR THE PURPOSE OF DEFRAYING IN WHOLE OR IN PART, THE COST OF CON . STRUCTING SOUTH LEMAY AVENUE BETWEEN HORSE TOOTH ROAD AND HARMONY AND MAKING RELATED IMPROVEMENTS IN THE VICINITY THEREOF IN THEI CITY, TOGETHER WITHI OTHER CAPITAL IMPROVE I MENTS DIRECTED BY THEI CITY COUNCIL:PRESCRIBING THE FORM OF SAID NOTE, PROVIDING FOR THE PAY MENT OF THE PRINCIPAL OF AND INTEREST ON SAID NOTE FROM THE SALES AND USE' TAX REVENUES OF THE CITY AND OTHER SPECIFIED REV ENUES: AND PROVIDING OTHER COVENANTS AND DETAILS IN CONNECTION THEREWITH. Wanda M. Kralicek City Clerk The Coloratloan, MOS. July 71, 985 J The Coloradoan STATE OF COLORADO ) COUNTY OF LARIMER )ss' AFFIDAVIT OF PUBLICATION Suzanne K. Bielke being first duly sworn upon oath, deposes and says: That said is the Legal Clerk of The Coloradoan; that said has personal knowledge of all facts set forth in this affidavit; that The Coloradoan is a public daily newspaper of general circulation, having its principal office and place of business situated in said County of Larimer; that said Coloradoan is printed and published daily; that said Coloradoan is a daily newspaper, duly qualified for the purpose set forth within the meaning of Chapter 109, Article 1, Sections 1-1 to 1-8 inclusive of Colorado Revised Statutes 1963, and any amendment thereof passed prior to the date hereof; that said newspaper had, prior to January 1, 1936, and has ever since said date been admitted to the United States Mails as second class matter under the provisions of the Act of March 3, 1879, and any amendments thereof, that said newspaper is printed in whole in said County of Larimer and has a general circulation therein; that said newspaper has been so printed and published as a public daily newspaper of general circulation in said County of Lar- imer, uninterruptedly and continuously, during the period of more than fifty-two consecu- tive weeks next prior to the first issue thereof containing the annexed legal notice of advertisement; that said annexed legal notice or advertisement was published in the regular and entire editions of said newspaper for 1 successive weeks on Sunday o` each successive week; that the first publication of said legal notice or advertisement was in the regular and entire edition of said newspaper on the llth day of August , A.D. 19 85S ; that the last publication of said legal notice or advertisement was in the regular and entire edition of said newspaper on the llth day of August , A.D. 19 85, and that copies of each number of said paper in which said notice or advertisement was published were delivered by carriers or transmitted by mail to each of the subscribers of said paper, according to the accustomed mode of business in this office. N-19 Subscribgl fid sworn to before me, at and within tkegCopty of Larimer, State of Colg�ado this day of A.D. 19 . My commission expires / Notary Public City Clerk C Delivered to NOTICE IS HEREBY GIVEN that the Fort Collins City Council, on Tuesday, August 6, 1985, passed and adopted the following Ord, nances on second reading ORDINANCE NO. 70, 1985 _ OF THE COUNCIL OF THE CITY OF FORT COLLINS AMENDING THE CODE OF THE CITY OF FORT COLLINS RELATING TO THE PROHIBIT ION OF UNREA SONABLE NOISE ORDINANCE NO.71, 1985 OF THE COUNCIL OF THE CITY OF FORT COLLINS AMENDING THE MASSAGE PARLOR (THERAPY) CODE OF THE CITY ORDINANCE NO.79, 1995 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROPRI A T I N G PRIOR YEAR RESERVES IN THE GENERAL FUND ORDINANCE NO.79, 1985 AN ORIDINANCE AUTHORIZ ING THE ISSUANCE OF AI SALES AND USE TAX REVE- NUE NOTE OF THE CITY OF FORT COLLINS.COLORADO,IN A PRINCIPAL AMOUNT NOT TO EXCEED $2.000,000 AT ANY- TIME, FOR THE PURPOSE OF DEFRAYING IN WHOLE OR IN PART, THE COST OF CON STRUCTING SOUTH LEMAY AVENUE BETWEEN HORSE TOOTH ROAD AND HARMONY AND MAKING RELATED IMPROVEMENTS IN THE VICINITY THEREOF IN THE CITY, TOGETHER WITH OTHER CAPITAL IMPROVE MENTS DIRECTED BY THE. CITY COUNCIL; PRESCRIBING THE FORM OF SAID NOTE; PROVIDING FOR THE PAY MENT OF THE PRINCIPAL OF AND INTEREST ON SAID NOTE FROM THE SALES AND USE TAX REVENUES OF THE CITY ANDOTHER SPECIFIED REVE NUES; AND PROVIDING OTHER COVENANTS AND DETAILS IN CONNECTION THEREWITH. ORDINANCE NO.80, 1985 AN ORDINANCE AUTHORIZING THE ISSUANCE OF AN INDUS- TRIAL DEVELOPMENT REVE- NUE BOND (ENGINEERING PROFESSIONALS, INC. PROJECT), SERIES 1985, IN A PRINCIPAL AMOUNT NOT TO EXCEED $460,000; AND APPROVING THE FORM AND AUTHORIZING THE EXECU- LION OF CERTAIN DOCU- MENTS RELATING THERETO; APPROVING THE ISSUANCE AND SALE OF THE BOND; MAKING CERTAIN DETERMI NATIONS WITH RESPECT THERETO; PROVIDING FOR THE PRINCIPAL AMOUNT MATURITY OF,AND INTEREST RATE ON THE BOND;REPEAL- ING INCONSISTENT ACTIONS; AND ORDERING A PUBLIC HEARING. Molly J.Davis Deputy City Clerk The Coloradoan, N 19. August 11, 19B5.