HomeMy WebLinkAbout101 - 07/15/1986 - AUTHORIZING THE ISSUANCE OF SALES AND USE TAX REVENUE REFUNDING AND IMPROVEMENT BONDS, SERIES 1986, ORDINANCE NO. 101, 1986
AN ORDINANCE AUTHORIZING THE ISSUANCE OF CITY OF FORT
COLLINS, COLORADO, SALES AND USE TAX REVENUE REFUNDING
AND IMPROVEMENT BONDS, SERIES 1986, DATED AUGUST 1,
1986, IN THE AGGREGATE PRINCIPAL AMOUNT OF $30,060, 000,
FOR THE PURPOSE OF REFUNDING, PAYING, AND DISCHARGING
CERTAIN VALID OUTSTANDING SALES AND USE TAX REVENUE
BONDS, BOND ANTICIPATION NOTES AND OTHER OBLIGATIONS OF
THE CITY AND FINANCING THE ACQUISITION OF CERTAIN REAL
PROPERTY FOR THE CITY AND PROVIDING FOR THE PLEDGE OF
SALES AND USE TAX AND OTHER REVENUES TO PAY THE
PRINCIPAL OF AND INTEREST ON THE BONDS.
BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT
COLLINS, COLORADO, THAT:
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) Act: part 1 of article 56 of title 11,
Colorado Revised Statutes, as amended.
(2 ) Additional Parity Bonds: any Parity
Securities issued after the issuance of the Bonds.
(3 ) Average Annual Debt Service Requirements:
the aggregate of all Debt Service Requirements (excluding
any redemption premiums) due on the Bonds or any other given
issue of Parity Securities for all Bond Years beginning with
the Bond Year in which Debt Service Requirements of the
Bonds or such Parity Securities are first payable and ending
with the Bond Year in -which the last of the Debt Service
Requirements are payable divided by the number of such
years.
(4) Bonds: the City of Fort Collins, Colorado,
Sales and Use Tax Revenue Refunding and Improvement Bonds,
Series 1986, dated August 1 , 1986, in the aggregate
principal amount of $30, 060, 000.
(5) Bond Insurance Policy: the Municipal Bond
New Issue Insurance Policy issued by the Bond Insurer
guaranteeing the payment of the principal of and interest on
the Bonds.
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(6) Bond Insurer: Financial Guaranty Insurance
Company, a New York stock insurance company, or its
successors.
(7) Bond Year: the twelve ( 12 ) months commencing
on the second day of December of any calendar year and
ending on the first day of December of the next succeeding
calendar year.
(8) Capital Projects Fund: the fund created by
Ordinance No. 28, 1980, and referred to in Section 5A
hereof.
(9) Charter: the Home Rule Charter of the City
as amended.
( 10) City: the City of Fort Collins, Colorado.
( 11) Combined Average Annual Debt Service
Requirements: the sum of the Average Annual Debt Service
Requirements for all issues of Parity Securities for which
the computation is being made .
( 12 ) 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 (unless otherwise approved by the Bond Insurer) has a
combined capital and surplus of $3 ,000,000 or more, and
which is located within the United States of America.
( 13 ) 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,
1986, the Comparable Bond Year for the Bonds commences on
December 2 , 1985, and ends on December 1, 1986 .
( 14) Cost of the Project: all or any part of the
cost of acquiring the Project; all surveying, inspection,
fiscal, and legal expenses; all costs of issuance of the
Bonds; any discount on the sale of the Bonds; costs of
financial , professional, and other estimates and advice;
repayment of any interim loans or interfund borrowings;
capitalized interest on the Bonds; contingencies; reserves
for payment of the principal of or interest on the Bonds;
and all such other costs as may be necessary or incidental
to the acquisition of the Project or any part thereof.
( 15) Council : the governing body of the City.
( 16) Debt Service Requirements: the principal of,
interest on, and any premium due in connection with the
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redemption of the Bonds, any Additional Parity Bonds, any
Parity Securities and any other securities payable from the
Pledged Revenues.
( 17) Depository: a Trust Bank selected by the
City and approved the Bond Insurer, or its successors.
(18) Depository Agreement: the Depository
Agreement, dated as of August 1, 1986, between the City and
the Depository.
( 19) Escrow Account: the special fund created in
Section 5A hereof.
(20) Escrow Agreement: the Escrow Agreement,
dated as of August 1, 1986, between the City and the Escrow
Bank.
(21) Escrow Bank: First Interstate Bank of Fort
Collins, N.A. , Fort Collins, Colorado, or its successors.
(22 ) Event of Default: one of the events
described in Section 10A hereof.
(23 ) Federal Securities: bills, certificates of
indebtedness, notes, bonds or similar securities which are
direct obligations of the United States of America or, if
the Bond Insurer agrees in writing, are obligations the
principal and interest of which are unconditionally
guaranteed by the United States of America.
(24) Fiscal Year: the twelve ( 12 ) months
commencing on the first day of January of any calendar year
and ending on the last day of December of such calendar year
or such other twelve ( 12 ) month period as may from time to
time be designated by the Council as the Fiscal Year of the
City.
(25) 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
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 Council, but who may be regularly retained to make
annual or similar audits of any books or records of the
City.
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(26) Interest Payment Date : a date designated by
ordinance for the payment of interest on the Bonds or any
other designated security.
(27) Net Revenue the amount of Sales and Use Tax
collected by the City (after deduction by the retailer or
vendor of the 3% collection expense allowance) .
(28) 1981 Bonds: the City of Fort Collins,
Colorado, Sales and Use Tax Revenue Bonds, dated August 1,
1981, in the original aggregate principal amount of
$5, 700,000, authorized pursuant to Ordinance No. 87, 1981,
of the City.
(29) 1982 Bond Anticipation Notes: the City of
Fort Collins, Colorado, Bond Anticipation Notes, Series
October 1, 1982 , dated October 1, 1982 , in the original
aggregate principal amount of $3 , 300, 000, authorized
pursuant to Ordinance No. 106, 1982 , of the City.
(30) 1982 Bonds: the City of Fort Collins,
Colorado, Sales and Use Tax Revenue Bonds, dated October 1,
1982, in the original aggregate 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.
(31) 1984 Bonds: the City of Fort Collins,
Colorado, Sales and Use Tax Revenue Bonds, dated November 1,
1984, in the original aggregate principal amount of
$11, 750, 000, authorized pursuant to Ordinance No. 157, 1984,
of the City.
(32 ) 1984 Intergovernmental Agreement: the
Intergovernmental Agreement, dated October 16, 1984, between
the City and the Board of County Commissioners of Larimer
County, Colorado, in the original principal amount of
$500, 000, authorized pursuant to Ordinance No. 137, 1984.
(33 ) Ordinance: this Ordinance No. 101, 1986, of
the City.
(34) Ordinance No. 58, 1967 : 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.
(35) Ordinance No. 140, 1979 : Ordinance No. 140,
1979, of the City, which provides for the imposition of the
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additional one percent (1%) Sales and Use Tax within the
City.
(36) Ordinance No. 149, 1981 : Ordinance No. 149,
1981, of the City, which provides for the imposition of the
additional twenty-five hundredths percent ( . 25%) Sales and
Use Tax within the City.
(37) Outstanding or outstanding: as of any
particular date, all Bonds, Additional Parity Bonds, Parity
Securities or any such other securities payable in whole or
in part from the Pledged Revenues which have been
authorized, executed and delivered except the following:
(a) Any Bond, Additional Parity Bond, Parity
Security or other security cancelled by the City, by
the Paying Agent or otherwise on the behalf of the City
on or or before such date;
(b) Any Bond, Additional Parity Bond, Parity
Security or other security held by or on behalf of the
City;
(c) Any Bond, Additional Parity Bond, Parity
Security or other security of the City for the payment
or the redemption of which moneys or Federal Securities
sufficient ( including the known minimum yield available
for such purpose from Federal Securities in which such
amount wholly or in part may be initially invested) to
meet all of the Debt Service Requirements of such Bond,
Additional Parity Bond, Parity Security or other
security to the maturity date or specified Redemption
Date thereof shall have theretofore been deposited in
escrow or in trust with a Trust Bank for that purpose;
and
(d) Any lost, destroyed, or wrongfully taken
Bond, Additional Parity Bond, 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.
(38) Owner: the holder of any bearer instrument
or registered owner of any registered instrument.
(39) Parity Securities: bonds, warrants, notes,
securities, leases or other contracts evidencing borrowings
and payable from the Pledged Revenues equally or on a parity
with the Bonds.
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(40) Paying Agent: the Finance Director of the
City or his successors.
(41 ) Permitted Investments: except to the extent
limited by law, any of the following obligations:
(a) Direct obligations of the United States
of America and securities fully and unconditionally
guaranteed as to the timely payment of principal and
interest by the United States of America;
(b) Direct obligations and fully guaranteed
certificates of beneficial interest of the
Export-Import Bank of the United States; senior debt
obligations of the Federal Home Loan Banks; debentures
of the Federal Housing Administration; guaranteed
mortgage-backed bonds and guaranteed pass-through
obligations of the Government National Mortgage
Corporation; guaranteed Title XI financing of the U. S.
Maritime Administration; mortgage-backed securities and
senior debt obligations of the Federal National
Mortgage Association; and participation certificates
and senior debt obligations of the Federal Home Loan
Mortgage Corporation;
(c) Direct obligations of any state of the
United States of America or any subdivision or agency
thereof whose unsecured general obligation debt is
rated "A3" or better by Moody' s Investors Service, Inc.
and "A-" or better by Standard & Poor' s Corporation, or
any obligation fully and unconditionally guaranteed by
any state, subdivision or agency whose unsecured
general obligation debt is rated "A3" or better by
Moody' s Investors Service, Inc . and "A-" or better by
Standard & Poor' s Corporation;
(d) Commercial paper rated "Prime-I" by
Moody' s Investors Service, Inc . and "A-l" or better by
Standard & Poor' s Corporation;
(e) Obligations rated "A3" or better by
Moody' s Investors Service, Inc . and "A-" or better by
Standard & Poor' s Corporation;
( f) Deposits, federal funds or bankers
acceptances of any bank which:
1 . has an unsecured, uninsured and
unguaranteed obligation rated "Prime-I" or "A3" or
better by Moody' s Investors Service, Inc . and
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"A-l" or "A-" or better by Standard & Poor" s
Corporation; or
2 . is the lead bank of a parent bank
holding company with an uninsured, unsecured and
unguaranteed obligation meeting the rating
requirements of this Section 1A(41) ( f) ;
(g) Deposits of any bank or savings and loan
association which has combined capital, surplus and
undivided profits of not less than $3, 000, 000, provided
such deposits are fully insured by the Federal Deposit
Insurance Corporation or Federal Savings and Loan
Insurance Corporation;
(h) Investments in a money-market fund rated
"Am" or "Am-G" or better by Standard & Poor" s
Corporation;
(i ) Repurchase agreements collateralized by
securities described in (a) or (b) above with any
registered broker/dealer subject to the jurisdiction of
the Securities Investors" Protection Corporation or any
Commercial Bank, if such broker/dealer or Commercial
Bank has an uninsured, unsecured and unguaranteed
obligation rated "Prime-I" or "A3" or better by Moody" s
Investors Service, Inc . and "A-1" or "A-" or better by
Standard & Poor" s Corporation, provided:
1 . a specific written repurchase
agreement governs the transaction, and
2 . the securities are held, free of
any lien, by the City or the Depository or an
independent third party acting solely as agent for
the City or the Depository, and such third party
is a Federal Reserve Bank, a bank which is a
member of the Federal Deposit Insurance
Corporation and which has combined capital ,
surplus and undivided profits of not less than
$25,000,000, or a bank approved in writing for
such purpose by the Bond Insurer, and the City or
the Depository shall have received written
confirmation from such third party that it holds
such securities, free of any lien, as agent for
the City or the Depository, and
3 . a perfected first security interest
under the Uniform Commercial Code, or book entry
procedures prescribed at 31 CFR 306. 1 et seq. or
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31 CFR 350. 0 et seq. in such securities is created
for the benefit of the City or the Depository, and
4. the repurchase agreement has a term
of thirty days or less, or the City or the
Depository will value the collateral securities no
less frequently than monthly and will liquidate
the collateral securities if any deficiency in the
required collateral percentage is not restored
within two (2 ) business days of such valuation,
and
5. the repurchase agreement matures at
least ten days (or other appropriate liquidation
period) prior to an Interest Payment Date, and
6. the fair market value of the
securities in relation to the amount of the
repurchase obligation, including principal and
interest, is equal to at least 100%.
(42) Person: any individual, firm, partnership,
corporation, company, association, joint-stock association,
or body politic or any trustee, receiver, assignee, or other
similar representative thereof.
(43 ) Pledged Revenues: the Net Revenue collected
by the City from the Sales and Use Tax plus any amounts
designated as "supplemental user fees" under that certain
Master Agreement, dated December 31, 1982 , as amended,
between the City and Anheuser-Busch, Incorporated which are
payable on account of obligations issued by the City and
payable from the Net Revenue plus all income or gain, if
any, from any investment of the foregoing and of the
proceeds of Securities payable from the Pledged Revenues
(except any income or gain from investment of the proceeds
of Securities deposited in the Escrow Account or other
similar fund or account) .
(44) Principal and Interest Account: the special
fund created by Ordinance No. 87, 1981 , of the City and
referred to in Section 5C hereof.
(45) Prior Bonds: the 1981 Bonds, the 1982 Bond
Anticipation Notes, the 1982 Bonds, the 1984
Intergovernmental Agreement, and the 1984 Bonds.
(46) Project: the acquisition of real property
for the City.
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(47) Purchaser: Boettcher & Company, Inc . , Denver,
Colorado, and its associates, if any.
(48) Redemption Date: the date fixed for the
redemption prior to maturity of any Bonds or other
designated securities payable from the Pledged Revenues in
any notice of prior redemption given by or on behalf of the
City.
(49) Registrar: the City Clerk or her successors.
(50) Regular Record Date : the fifteenth day of
the calendar month next preceding an Interest Payment Date
for the Bonds .
(51) Reserve Account: the special fund created by
Ordinance No. 87 , 1981, of the City and referred to in
Section 5D hereof.
(52 ) Sales and Use Tax: the sales and use tax
established by Ordinance No. 58, 1967, Ordinance No. 140,
1979, and Ordinance No . 149 , 1981, 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 such Ordinances or any
supplements or amendments thereof.
(53) Sales and Use Tax Fund: the special fund
created by Ordinance No. 87 , 1981, of the City and referred
to in Section 5B hereof.
(54) Security or securities: any bond issued by
the City or any other evidence of the advancement of money
to the City.
(55) Special Record Date: the date fixed by the
Paying Agent for the determination of ownership of Bonds for
the purpose of paying interest not paid when due or interest
accruing after maturity.
(56) State: the State of Colorado.
( 57) 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 Bonds.
(58) Superior Bonds or Superior Securities: bonds
or securities payable from the Pledged Revenues having a
lien thereon superior or senior to the lien thereon of the
Bonds.
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(59) Transfer Agent: the City Clerk or her
successors.
(60) Trust Bank: a Commercial Bank which (unless
otherwise approved by the Bond Insurer) has a combined
capital and surplus of $25 ,000, 000 or more and which is
authorized to exercise and is exercising trust powers.
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
way define or limit the scope or intent of any provisions of
this Ordinance.
(5) Any inconsistency between the provisions of
this Ordinance and those of the Act is intended by the
Council . To the extent of any such inconsistency the
provisions of this Ordinance shall be deemed made pursuant
to the Charter and shall supersede to the extent permitted
by law the conflicting provisions of the Act.
(6) In the event that any Bond issued under this
Ordinance is not insured by the Bond Insurer, no provision
of this Ordinance referring to the Bond Insurer or the Bond
Insurance Policy or making covenants or agreements for the
benefit of the Bond Insurer shall be applicable to such
Bond, unless the context thereof clearly requires otherwise,
and all such provisions shall be read as applicable only to
the insured Bonds .
Section 2 . Recitals.
A. Prior Bonds . The City has heretofore issued and
sold the Prior Bonds.
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There is Outstanding of the 1981 Bonds the aggregate
principal amount of $3 , 755,000, consisting of bonds bearing the
following numbers, maturing on August 1 in the following years in
the following aggregate principal amounts, and bearing interest
at the following per annum interest rates :
Principal Per Annum
Numbers Years Amounts Interest Rates
390 to 413 1987 $120, 000 11 . 50%
414 to 439 1988 130, 000 11 . 50
440 to 468 1989 145 ,000 11 . 50
469 to 499 1990 155, 000 11 . 50
500 to 534 1991 175 , 000 10. 80
535 to 572 1992 190, 000 9 . 70
573 to 614 1993 210, 000 9 . 85
615 to 660 1994 230,000 10. 00
661 to 711 1995 255, 000 10. 10
712 to 767 1996 280, 000 10.25
768 to 828 1997 305 , 000 10. 40
829 to 895 1998 335,000 10. 50
896 to 969 1999 370, 000 10. 70
970 to 1, 050 2000 405,000 9 . 00
1,051 to 1 , 140 2001 450, 000 9 .00
The 1981 Bonds maturing in the years 1987 through 1991 are not
subject to optional redemption prior to their respective maturity
dates. The 1981 Bonds maturing in the year 1992 and thereafter
are subject to optional redemption prior to their respective
maturity dates, in whole or in part in inverse numerical order,
on August 1 , 1991, and on any Interest Payment Date thereafter at
a price equal to the principal amount of each 1981 Bond so
redeemed plus accrued interest thereon to the Redemption Date
plus a premium equal to 1% of the principal amount of each 1981
Bond so redeemed.
There is Outstanding of the 1982 Bond Anticipation
Notes the aggregate principal amount of $3 , 300,000, consisting of
notes numbered 1 to 660, maturing on October 1, 1987 , and bearing
interest at the rate of 9 . 50% per annum. The 1982 Bond
Anticipation Notes are subject to optional redemption prior to
their maturity date, in whole or in part by lot, on April 1 ,
1985, and on any Interest Payment Date thereafter at a price
equal to the principal amount of each 1982 Bond Anticipation Note
so redeemed plus accrued interest thereon to the Redemption Date
plus a premium expressed as a percentage of the principal amount
of each 1982 Bond Anticipation Note so redeemed, depending on the
Redemption Date, as follows:
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Redemption Date Premium
April 1, 1985 and October 1, 1985 2%
April 1, 1986 and Thereafter 1%
There is Outstanding of the 1982 Bonds dated October 1,
1982 , the aggregate principal amount of $3 , 295, 000, consisting of
bonds bearing the following numbers, maturing on October 1 in the
following years in the following aggregate principal amounts, and
bearing interest at the following per annum interest rates:
Principal Per Annum
Numbers Years Amounts Interest Rates
14 to 65 1986 $260, 000 12 . 00%
66 to 200 1987 675,000 12 .00
201 to 209 1988 45, 000 10. 00
210 to 219 1989 50, 000 10.25
220 to 231 1990 60, 000 10. 50
232 to 244 1991 65, 000 10. 75
245 to 260 1992 80,000 11 . 00
261 to 277 1993 65, 000 11 .25
278 to 296 1994 95, 000 11 . 40
297 to 317 1995 105 , 000 11 . 50
318 to 341 1996 120, 000 11 . 60
342 to 369 1997 140, 000 11 . 70
370 to 401 1998 160, 000 11 . 80
402 to 437 1999 180, 000 11 . 90
438 to 478 2000 205, 000 12 . 00
479 to 523 2001 225, 000 12 . 00
524 to 672 2002 745, 000 12 .00
The 1982 Bonds dated October 1, 1982 , maturing in the years 1986
through 1997 are not subject to optional redemption prior to
their respective maturity dates. The 1982 Bonds dated October 1,
1982 , maturing in the year 1998 and thereafter are subject to
optional redemption prior to their respective maturity dates, in
whole or in part in inverse numerical order, on October 1, 1997,
and on any Interest Payment Date thereafter at a price equal to
the principal amount of each such 1982 Bond so redeemed plus
interest accrued thereon to the Redemption Date.
There is Outstanding of the 1982 Bonds dated
December 1, 1982 , the aggregate principal amount of $975,000,
consisting of bonds bearing the following numbers, maturing on
December 1 in the following years in the following aggregate
principal amounts, and bearing interest at the following per
annum interest rates:
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Principal Per Annum
Numbers Years Amounts Interest Rates
49 to 64 1966 $80,000 10. 00%
65 to 80 1987 80,000 10.00
81 to 96 1988 80, 000 9 . 75
97 to 112 1989 80, 000 9 . 25
113 to 128 1990 80,000 8. 75
129 to 144 1991 80,000 9 .00
145 to 160 1992 80,000 9 . 20
161 to 176 1993 80,000 9 . 40
177 to 192 1994 80, 000 9 . 60
193 to 209 1995 85 ,000 9. 80
210 to 226 1996 85, 000 10.00
227 to 243 1997 85 , 000 10.00
The 1982 Bonds dated December 1, 1962 , maturing in the years 1986
through 1994 are not subject to optional redemption prior to
their respective maturity dates . The 1982 Bonds dated
December 1, 1982 , maturing in the year 1995 and thereafter are
subject to optional redemption prior to their respective maturity
dates, in whole or in part in inverse numerical order, on
December 1 , 1994, and on any Interest Payment Date thereafter at
a price equal to the principal amount of each such 1982 Bond so
redeemed plus accrued interest thereon to the Redemption Date.
There is Outstanding under the 1984 Intergovernmental
Agreement the principal amount of $468, 627 , payable on January 1
in the following years in the following installments of principal
and interest at the rate of 10% per annum:
Years Principal Interest
1987 $ 34, 510 $ 46,863
1988 37, 961 43 ,412
1989 41 , 757 39, 616
1990 45,933 35,440
1991 50, 526 30,847
1992 55, 579 25, 794
1993 61, 137 20, 236
1994 67,251 14, 122
1995 73, 976 7, 397
Said obligation is subject to optional prepayment, in whole or in
part, at any time at a price equal to the unpaid principal
balance plus accrued interest thereon to the prepayment date.
There is Outstanding of the 1984 Bonds the aggregate
principal amount of $11, 750, 000, maturing on December 1 in the
following years in the following aggregate principal amounts and
bearing interest at the following per annum interest rates:
D3301 85 07/24/86
Principal Per Annum
Years Amounts Interest Rates
1988 $ 190,000 7 . 75%
1989 200, 000 8.00
1990 215,000 8. 30
1991 235,000 8. 60
1992 250, 000 8. 80
1993 270,000 9 .00
1994 295, 000 9 .20
1995 320,000 9 . 40
1996 350,000 9 . 60
2004 4, 350, 000 10. 20
2009 5, 075,000 10. 30
The 1984 Bonds maturing in the years 1988 through 1994 are not
subject to optional redemption prior to their respective maturity
dates. The 1984 Bonds maturing in the year 1995 and thereafter
are subject to optional redemption prior to their respective
maturity dates, in whole or in part in inverse order of maturity
and by lot within a maturity, on December 1, 1994, and on any
Interest Payment Date thereafter at a price equal to the
principal amount of each 1984 Bond so redeemed plus accrued
interest thereon to the Redemption Date plus a premium expressed
as a percentage of the principal amount of each 1984 Bond so
redeemed, depending on the Redemption Date, as follows:
Redemption Date Premium
December 1, 1994 and June 1, 1995 2 . 5%
December 1, 1995 and June 1, 1996 2 •0%
December 1, 1996 and June 1, 1997 1 . 5%
December 1, 1997 and June 1 , 1998 1 .0%
December 1, 1998 and June 1, 1999 0. 5%
December 1, 1999 and Thereafter None
The City wishes to refund, pay and discharge the Prior
Bonds in order to reduce the net effective interest rate; reduce
the total interest payable; reduce the total principal and
interest payable or the principal and interest payable in any
particular year or years, or effect other economies; modify or
eliminate restrictive contractual limitations; postpone
maturities to a later date; substitute an issue of bonds for a
note or notes; or any combination of the foregoing.
B. Project. The City desires to finance the
acquisition of the Project.
C. Authority. Pursuant to art. XX, sec . 6 of the
Colorado Constitution, Art. V, Sections 20. 3 and 20. 4 of the
Charter, and the Act, the City is authorized by Council action
D3301 86 07/24/86
and without an election to issue the Bonds for the purpose of
refunding, paying and discharging the Prior Bonds and financing
the acquisition of the Project.
Section 3 . The Bonds.
A. Authorization. The Bonds, payable as to all Debt
Service Requirements solely out of the Pledged Revenues, are
hereby authorized zo be issued, the proceeds of the Bonds to be
used solely to refund, pay and discharge the Prior Bonds and to
pay the Cost of the Project.
B. Bond Details .
( 1) Generally. The Bonds shall be issued in
fully registered form in denominations of $5,000 or any
integral multiple thereof, provided that no Bond shall be
issued in any denomination larger than the aggregate
principal amount maturing on the maturity date of such Bond
and that no Bond shall be made payable on more than one
maturity date.
Pursuant to the recommendations of the Committee
on Uniform Security Identification Procedures, CUSIP numbers
may be printed on the Bonds.
The Bonds shall mature on the following dates in
the following aggregate principal amounts and shall bear
interest from August 1 , 1986, or the Interest Payment Dates
to which interest has been paid next preceding their
respective dates, whichever is later, to their respective
maturity dates, except if redeemed prior thereto, at the
following per annum interest rates:
D3301 87 07/25/86
Principal Per Annum
Dates Amounts Interest Rates
June 1, 1987 $ 425,000 4.600%
December 1, 1987 440,000 4.600
June 1, 1988 450,000 5. 100
December 1, 1988 460,000 5. 100
June 1, 1989 470,000 5. 500
December 1, 1989 485,000 5.500
June 1, 1990 495,000 5.800
December 1, 1990 510,000 5.800
June 1, 1991 525,000 6. 150
December 1, 1991 540,000 6. 150
June 1, 1992 560,000 6.350
December 1, 1992 575,000 6.350
June 1, 1993 595,000 6.550
December 1, 1993 615,000 6.550
June 1, 1994 635,000 6. 750
December 1, 1994 655.000 6. 750
June 1, 1995 680,000 7.000
December 1, 1995 700,000 7.000
June 1, 1996 725,000 7. 150
December 1, 1996 755,000 7. 150
June 1, 1997 780,000 7.350
December 1, 1997 810,000 7.350
June 1, 1998 840,000 7.450
December 1, 1998 870,000 7.450
June 1, 1999 900, 000 7.450
December 1, 1999 935,000 7.450
June 1, 2000 970,000 7.500
December 1, 2000 1,005,000 7.500
December 1 , 2004 6, 155,000 7.625
December 1, 2009 5,500,000 6.500
Said interest shall be payable on December 1, 1986, and
semiannually thereafter on the 1st day of June and the 1st
day of December of each year. If upon presentation at
maturity the principal of any Bond is not paid as provided
herein, interest shall continue thereon at the same interest
rate until the principal is paid in full .
The Debt Service Requirements of the Bonds shall
be payable in lawful money of the United States of America
to the registered Owners of the Bonds by the Paying Agent.
The principal and the final installment of interest shall be
payable to the registered Owner of each Bond upon
presentation and surrender thereof at maturity or upon prior
redemption. Except as hereinbefore and hereinafter
provided, the interest shall be payable to the registered
Owner of each Bond determined as of the close of business on
the Regular Record Date irrespective of any transfer of
D3301 88 08/08/86
ownership of the Bond subsequent to the Regular Record Date
and prior to the Interest Payment Date, by check or draft
mailed to such registered Owner at the address appearing on
the registration books of the City maintained by the
Registrar. Any interest not paid when due and any interest
accruing after maturity shall be payable to the registered
Owner of each Bond entitled to receive such interest
determined as of the close of business on the Special Record
Date, irrespective of any transfer of ownership of the Bond
subsequent to the Special Record Date and prior to the date
fixed by the Paying Agent for the payment of such interest,
by check or draft mailed as aforesaid. Notice of the
Special Record Date and of the date fixed for the payment of
such interest shall be given by sending a copy thereof by
certified or registered first-class, postage prepaid mail,
at least ten ( 10) days prior to the Special Record Date, to
the Purchaser and to the registered Owner of each Bond upon
which interest will be paid determined as of the close of
business on the day preceding such mailing at the address
appearing on the registration books of the City. Any
premium shall be payable to the registered Owner of each
Bond redeemed upon presentation and surrender thereof upon
prior redemption.
(2 ) Redemption. Bonds maturing in the years 1987
through 1996 shall not be subject to optional redemption
prior to their respective maturity dates. Bonds maturing in
the year 1997 and thereafter shall be subject to optional
redemption prior to their respective maturity dates, in
whole or in part in inverse order of maturity and by lot
within a maturity, on December 1 , 1996, and on any Interest
Payment Date thereafter at a price equal to the principal
amount of each Bond so redeemed plus accrued interest
thereon to the Redemption Date plus a premium expressed as a
percentage of the principal amount of each Bond so redeemed,
depending on the Redemption Date, as follows:
Redemption Date Premium
December 1, 1996 and June 1 , 1997 2 .0%
December 1, 1997 and June 1 , 1998 1 . 0
December 1, 1998 and Thereafter None
Bonds maturing in the year 2004 shall also be
subject to mandatory sinking fund redemption prior to their
maturity date, by lot, on the dates specified below at a
price equal to the principal amount of each Bond so redeemed
plus accrued interest thereon to the Redemption Date. Such
Bonds shall be redeemed on the following dates in the
following aggregate principal amounts :
D3301 89 07/24/86
Dates Principal Amounts
June 1, 2001 $1 ,045,000
December 1, 2001 1,085,000
June 1 , 2002 1, 125,000
December 1, 2002 1, 170,000
June 1, 2003 410,000
December 1, 2003 425, 000
June 1, 2004 440, 000
December 1, 2004 455, 000
Bonds maturing in the year 2009 shall also be subject to
mandatory sinking fund redemption prior to their maturity
date, by lot, on the dates specified below at a price equal
to the principal amount of each Bond so redeemed plus
accrued interest thereon to the Redemption Date. Such Bonds
shall be redeemed on the following dates in the following
aggregate principal amounts:
Dates Principal Amounts
June 1 , 2005 $ 475,000
December 1, 2005 490,000
June 1, 2006 505, 000
December 1, 2006 520, 000
June 1, 2007 540,000
December 1 , 2007 555,000
June 1 , 2008 575,000
December 1 , 2008 595,000
June 1, 2009 610, 000
December 1, 2009 635, 000
Bonds which are redeemable prior to their
respective maturity dates may be redeemed in part if issued
in denominations which are integral multiples of $5,000.
Such Bonds shall be treated as representing a corresponding
number of separate Bonds in the denomination of $5, 000 each.
Any such Bond to be redeemed in part shall be surrendered
for partial redemption in the manner hereinafter provided
for transfers of ownership. Upon payment of the redemption
price of any such Bond redeemed in part the registered Owner
thereof shall receive a new Bond or Bonds of authorized
denominations in aggregate principal amount equal to the
unredeemed portion of the Bond surrendered.
Notice of redemption shall be given by the Paying
Agent in the name of the City by sending a copy thereof by
certified or registered first-class postage prepaid mail, at
least thirty (30) days prior to the Redemption Date, to the
Purchaser and to the registered Owner of each of the Bonds
being redeemed determined as of the close of business on the
D3301 90 07/24/86
day preceding the first mailing of such notice at the
address appearing on the registration books of the City.
Such notice shall specify the number or numbers of the Bonds
to be redeemed, whether in whole or in part, and the date
fixed for redemption and shall further state that on the
Redemption Date there will be due and payable upon each Bond
or part thereof so to be redeemed the principal amount or
part thereof plus accrued interest thereon to the redemption
date plus any premium due and that from and after such date
interest will cease to accrue . Bonds called for optional
redemption as provided herein shall be redeemable only to
the extent of moneys on deposit with the Paying Agent and
legally available for redemption of Bonds on the date of
such notice. Failure to mail any notice as aforesaid or any
defect in any notice so mailed with respect to any Bond
shall not affect the validity of the redemption proceedings
with respect to any other Bond. Any Bonds redeemed prior to
their respective maturity dates by call for prior redemption
or otherwise shall not be reissued and shall be cancelled
the same as Bonds paid at or after maturity.
(3 ) Interest Rates. The maximum net effective
interest rate authorized for the Bonds is 15% per annum.
The actual net effective interest rate for the Bonds is
7 . 361196% per annum.
(4) Execution. The Bonds shall be executed by
and on behalf of the City with the facsimile signature of
the Mayor, shall bear a facsimile of the seal of the City,
shall be attested with the facsimile signature of the City
Clerk and shall be countersigned with the manual signature
of the Finance Director or Acting Finance Director of the
City. Should any officer whose facsimile or manual
signature appears on the Bonds cease to be such officer
before deli.very of the Bonds to the Purchaser, such
facsimile or manual signature shall nevertheless be valid
and sufficient for all purposes .
(5) Registration, Transfer and Exchange . Upon
their execution and prior to their delivery the Bonds shall
be registered for the purpose of payment of principal and
interest by the Registrar. Thereafter, the Bonds shall be
transferable only upon the registration books of the City by
the Transfer Agent at the request of the registered Owner
thereof or his, her or its duly authorized attorney-in-fact
or legal representative. The Registrar or Transfer Agent
shall accept a Bond for registration or transfer only if the
registered Owner is to be an individual , a corporation, a
partnership, or a trust. A Bond may be transferred upon
surrender thereof together with a written instrument of
transfer duly executed by the registered Owner or his, her
D3301 91 07/25/86
or its duly authorized attorney-in-fact or legal
representative with guaranty of signature satisfactory to
the Transfer Agent, containing written instructions as to
the details of the transfer, along with the social security
number or federal employer identification number of the
transferee and, if the transferee is a trust, the names and
social security numbers of the settlors and the
beneficiaries of the trust. The Transfer Agent shall not be
required to transfer ownership of any Bond during the
fifteen ( 15) days prior to the first mailing of any notice
of redemption or to transfer ownership of any Bond selected
for redemption on or after the date of such mailing. The
registered Owner of any Bond or Bonds may also exchange such
Bond or Bonds for another Bond or Bonds of authorized
denominations. Transfers and exchanges shall be made
without charge, except that the Transfer Agent may require
payment of a sum sufficient to defray any tax or other
governmental charge that may hereafter be imposed in
connection with any transfer or exchange of Bonds. No
transfer of any Bond shall be effective until entered on the
registration books of the City. In the case of every
transfer or exchange, the Transfer Agent shall deliver to
the new registered Owner a new Bond or Bonds of the same
aggregate principal amount, maturing in the same year, and
bearing interest at the same per annum interest rate as the
Bond or Bonds surrendered. Such Bond or Bonds shall be
dated as of their date of execution by the Finance Director
or Acting Finance Director of the City. New Bonds delivered
upon any transfer or exchange shall be valid obligations of
the City, evidencing the same obligation as the Bonds
surrendered, shall be secured by this Ordinance, and shall
be entitled to all of the security and benefits hereof to
the same extent as the Bonds surrendered. The City may deem
and treat the person in whose name any Bond is last
registered upon the books of the City as the absolute Owner
thereof for the purpose of receiving payment of the
principal of, interest on, and any premium due in connection
with the redemption of such Bond and for all other purposes,
and all such payments so made to such Person or upon his,
her or its order shall be valid and effective to satisfy and
discharge the liability of the City upon such Bond to the
extent of the sum or sums so paid, and the City shall not be
affected by any notice to the contrary. Upon the occurrence
of an Event of Default which would require payment by the
Bond Insurer under the Bond Insurance Policy, the Bond
Insurer and its designated agents shall be afforded access
to the registration books of the City.
(6) Resignation of Agents. If the Paying Agent,
Registrar or Transfer Agent shall resign, or if the City
shall reasonably determine that the Paying Agent, Registrar
D3301 92 07/24/86
or Transfer Agent has become incapable of fulfilling his or
her duties hereunder, the City may, upon notice mailed to
each registered Owner of Bonds at the addresses last shown
on the registration books of the City, appoint a successor
paying agent, registrar or transfer agent. Every such
successor paying agent, registrar and transfer agent shall
be a Commercial Bank. It shall not be required that the
same institution serve as paying agent, registrar and
transfer agent hereunder, but the City shall have the right
to have the same institution serve as paying agent,
registrar and transfer agent hereunder.
(7) Replacement of Bonds. If any Bond shall have
been lost, destroyed or wrongfully taken, the City shall
provide for the replacement thereof in the manner set forth
and upon receipt of the evidence, indemnity bond and
reimbursement for expenses provided in Ordinance No. 80,
1984.
(8) Recitals in Bonds. Each Bond shall recite in
substance that the Bond is payable solely from the Pledged
Revenues and that the Bond is not payable in whole or in
part from ad valorem taxes of the City and that the full
faith and credit of the City is not pledged to pay the
principal of or interest on such Bond. Each Bond shall
further recite that it is issued under the authority of the
Colorado Constitution, the Charter, the Act and this
Ordinance. The Act provides that such recital conclusively
imparts full compliance with all of the provisions and
limitations thereof and that the Bonds containing such
recital are incontestable for any cause whatsoever after
their delivery for value.
(9) Form of Bonds. The Bonds shall be in
substantially the following form:
D3301 93 07/24/86
[ Form of Bond]
(Text of Face)
UNITED STATES OF AMERICA
STATE OF COLORADO COUNTY OF LARIMER
CITY OF FORT COLLINS
SALES AND USE TAX REVENUE REFUNDING AND IMPROVEMENT BOND
SERIES 1986
No. R- $
Interest Maturity Original
Rate Date Date CUSIP
1, August 1, 1986
REGISTERED OWNER:
PRINCIPAL SUM:
The City of Fort Collins, in the County of Larimer and
State of Colorado, for value received, hereby promises to pay to
the Registered Owner ( specified above) , or registered assigns,
solely from the special funds provided therefor, as hereinafter
set forth, the Principal Sum ( specified above) , in lawful money
of the United States of America, on the Maturity Date (specified
above) , with interest thereon from August 1, 1986, or the
interest payment date to which interest has been paid next
preceding the date hereof, whichever is later, to the Maturity
Date, except if redeemed prior thereto, at the per annum Interest
Rate (specified above) , payable semiannually on the 1st day of
June and the 1st day of December of each year, commencing on
December 1, 1986, or the first such date after the date hereof,
whichever is later, in the manner provided herein. If upon
presentation at maturity payment of the Principal Sum of this
Bond is not made as provided herein, interest continues at the
Interest Rate until the Principal Sum is paid in full .
D3301 94 07/24/86
Bonds of this issue maturing in the years 1987 through
1996 are not subject to optional redemption prior to their
respective maturity dates. Bonds of this issue maturing in the
year 1997 and thereafter are subject to optional redemption prior
to their respective maturity dates, in whole or in part in
inverse order of maturity and by lot within a maturity, on
December 1, 1996, and on any interest payment date thereafter at
a price equal to the principal amount of each Bond so redeemed
plus accrued interest thereon to the redemption date plus a
premium expressed as a percentage of the principal amount of each
Bond so redeemed, depending on the redemption date, as follows:
Redemption Date Premium
December 1 , 1996 and June 1, 1997 2 . 0%
December 1, 1997 and June 1, 1998 1 . 0
December 1, 1998 and Thereafter None
Bonds of this issue maturing in the year 2004 are also
subject to mandatory sinking fund redemption prior to their
maturity date, by lot, on the dates specified below at a price
equal to the principal amount of each Bond so redeemed plus
accrued interest thereon to the redemption date. Such Bonds are
to be redeemed on the following dates in the following aggregate
principal amounts:
Dates Principal Amounts
June 1, 2001 $1,045,000
December 1, 2001 1, 085,000
June 1, 2002 1 , 125, 000
December 1 , 2002 1, 170, 000
June 1, 2003 410,000
December 1, 2003 425, 000
June 1, 2004 440,000
December 1, 2004 455,000
Bonds of this issue maturing in the year 2009 are also subject to
mandatory sinking fund redemption prior to their maturity date,
by lot, on the dates specified below at a price equal to the
principal amount of each Bond so redeemed plus accrued interest
thereon to the redemption date. Such Bonds are to be redeemed on
the following dates in the following aggregate principal amounts:
D3301 95 07/24/86
Dates Principal Amounts
June 1, 2005 $ 475, 000
December 1, 2005 490,000
June 1, 2006 505,000
December 1, 2006 520,000
June 1, 2007 540,000
December 1, 2007 555,000
June 1, 2008 575, 000
December 1, 2008 595, 000
June 1, 2009 610, 000
December 1, 2009 635, 000
Bonds of this issue which are redeemable prior to their
respective maturity dates may be redeemed in part if issued in
denominations which are integral multiples of $5, 000. In such
case the Bond is to be surrendered in the manner provided for
transfers of ownership. Upon payment of the redemption price the
Registered Owner is to receive a new Bond or Bonds of authorized
denominations in aggregate principal amount equal to the
unredeemed portion of the Bond surrendered.
Notice of redemption of any Bonds of this issue is to
be given by the paying agent in the name of the City by sending a
copy of such notice by certified or registered first-class
postage prepaid mail, at least thirty (30) days prior to the
redemption date, to Boettcher & Company, Inc . , Denver, Colorado,
and to the registered owner of each of the Bonds being redeemed
determined as of the close of business on the day preceding the
first mailing of such notice at the address appearing on the
registration books of the City. Such notice is to specify the
number or numbers of the Bonds to be redeemed, whether in whole
or in part, and the date fixed for redemption and is further to
state that on the redemption date there will be due and payable
upon each Bond or part thereof so to be redeemed the principal
amount or part thereof plus accrued interest thereon to the
redemption date plus any premium due and that from and after such
date interest will cease to accrue. Bonds called for optional
redemption as provided herein are redeemable only to the extent
of moneys on deposit with the paying agent and legally available
for redemption of Bonds on the date of such notice. Failure to
mail any notice as aforesaid or any defect in any notice so
mailed with respect to any Bond does not affect the validity of
the redemption proceedings with respect to any other Bond.
REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF
THIS BOND SET FORTH ON THE REVERSE HEREOF.
This Bond is a special and limited obligation of the
City payable solely out of and secured by an irrevocable
assignment and pledge (but not necessarily an exclusive
D3301 96 07/24/86
assignment and pledge) of the Pledged Revenues, as more
specifically provided in the Ordinance . This Bond does not
constitute a debt or an indebtedness of the City within the
meaning of any constitutional, statutory or City charter
provision or limitation of the State of Colorado or of the City.
This Bond is not payable in whole or in part from ad valorem
taxes of the City, and the full faith and credit of the City is
not pledged for the payment of the principal of or interest on
this Bond.
IN WITNESS WHEREOF, the City of Fort Collins, Colorado,
has caused this Bond to be executed in its name and on its behalf
with the facsimile signature of the Mayor of the City, to be
sealed with a facsimile of the seal of the City, to be attested
with the facsimile signature of the City Clerk of the City and to
be countersigned with the manual signature of the Finance
Director or Acting Finance Director of the City.
CITY OF FORT COLLINS, COLORADO
(FACSIMILE) By: (Facsimile Signature)
( SEAL ) Mayor
ATTEST:
(Facsimile Signature)
City Clerk Countersigned:
(Manual Signature)
Finance Director or Acting
DATED: Finance Director
D3301 97 07/25/86
ABBREVIATIONS
The following abbreviations, when used in the
inscription on the face of this Bond, shall be construed as
though they were written out in full according to applicable laws
or regulations.
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with the right of
survivorship and not as tenants in
common
UNIF GIFT MIN ACT - Custodian
(Gust) (Minor)
under Uniform Gifts to Minors Act
(State)
Additional abbreviations may also be used
though not on the above list.
D3301 98 07/24/86
(Text of Reverse)
The principal of, interest on, and any premium due in
connection with the redemption of this Bond are payable to the
Registered Owner by the Finance Director of the City, or his
successors, as paying agent. The principal and the final
installment of interest are payable to the Registered Owner upon
presentation and surrender of this Bond at maturity or upon prior
redemption. Except as hereinbefore and hereinafter provided, the
interest is payable to the Registered Owner determined as of the
close of business on the regular record date, which is the
fifteenth day of the calendar month next preceding the interest
payment date, irrespective of any transfer of ownership hereof
subsequent to the regular record date and prior to such interest
payment date, by check or draft mailed to the Registered Owner at
the address appearing on the registration books of the City
maintained by the City Clerk, or her successors, as registrar.
Any interest hereon not paid when due and any interest hereon
accruing after maturity is payable to the Registered Owner
determined as of the close of business on the special record
date, which is to be fixed by the paying agent for such purpose,
irrespective of any transfer of ownership of this Bond subsequent
to such special record date and prior to the date fixed by the
paying agent for the payment of such interest, by check or draft
mailed as aforesaid. Notice of the special record date and of
the date fixed for the payment of such interest is to be given by
sending a copy thereof by certified or registered first-class
postage prepaid mail , at least ten (10) days prior to the special
record date, to Boettcher & Company, Inc . , Denver, Colorado, and
to the registered owner of each Bond upon which interest will be
paid determined as of the close of business on the day preceding
such mailing at the address appearing on the registration books
of the City. Any premium is payable to the Registered Owner upon
presentation and surrender of this Bond upon prior redemption.
Payment of the principal of, interest on, and any
premium due in connection with the redemption of this Bond is to
be made solely from, and as security for such payment there are
irrevocably (but not necessarily exclusively) pledged, pursuant
to the Ordinance authorizing the issuance of this Bond, two
special funds identified as the "City of Fort Collins, Colorado,
Sales and Use Tax Revenue Bonds, Principal and Interest Account"
and the "City of Fort Collins, Colorado, Sales and Use Tax
Revenue Bonds, Reserve Account, into which funds the City has
covenanted in the Ordinance to pay from Pledged Revenues
consisting of net receipts from the City" s sales and use tax and
certain other revenues sums sufficient to pay when due the
principal of, interest on, and any premium due in connection with
the redemption of the Bonds of this issue and any other parity
securities payable therefrom and to accumulate and maintain a
specified reserve for such purposes. In addition, the City may
D3301 99 07/24/86
at its option augment such funds with any other moneys of the
City legally available for expenditure for the purposes thereof
as provided in the Ordinance.
It is hereby recited, certified and warranted that for
the payment of the principal of, interest on, and any premium due
in connection with the redemption of this Bond the City has
created and will maintain said special funds and will deposit the
Pledged Revenues therein out of the amounts and revenues
specified in the Ordinance and out of said special funds, as an
irrevocable charge thereon, will pay the principal of, interest
on, and any premium due in connection with the redemption of this
Bond in the manner provided by the Ordinance.
The Bonds of this issue are equitably and ratably
secured by a lien on the Pledged Revenues, and such Bonds
constitute an irrevocable and first lien (but not necessarily an
exclusive first lien) upon the Pledged Revenues. Bonds and other
types of securities, in addition to the Bonds of this issue,
subject to expressed conditions, may be issued and made payable
from the Pledged Revenues having a lien thereon subordinate and
junior to the lien of the Bonds of this issue or, subject to
additional expressed conditions, having a lien thereon on a
parity with the lien of such Bonds in accordance with the
provisions of the Ordinance. Except as otherwise expressly
provided in this Bond and the Ordinance, the Pledged Revenues are
assigned, pledged and set aside to the payment of the principal
of and interest on the Bonds of this issue in anticipation of the
collection of the Pledged Revenues.
The City covenants and agrees with the Registered Owner
that it will keep and will perform all of the covenants of this
Bond and of the Ordinance.
This Bond is one of a series authorized and issued for
the purpose of refunding, paying and discharging certain valid
outstanding sales and use tax revenue bonds and bond anticipation
notes and other obligations of the City and financing the
acquisition of certain real property for the City pursuant to and
by virtue of and in full conformity with the Constitution of the
State of Colorado, the City Charter, part 1 of article 56 of
title 11, Colorado Revised Statutes, as amended, and all other
laws of the State of Colorado thereunto enabling, and pursuant to
the Ordinance duly adopted prior to the issuance of this Bond.
The foregoing recital conclusively imparts full compliance with
all of the provisions and limitations of the above-cited statute,
and said statute provides that this Bond is incontestable for any
cause whatsoever after its delivery for value.
Reference is hereby made to the Ordinance, and to any
and all modifications and amendments thereof, for a description
D3301 100 07/24/86
of the provisions, terms and conditions upon which the Bonds of
this issue are issued and secured, including, without limitation,
the nature and extent of the security for the Bonds, provisions
with respect to the custody and application of the proceeds of
the Bonds, the collection and disposition of the revenues and
moneys charged with and pledged to the payment of the principal
of, interest on, and any premium due in connection with the
redemption of the Bonds, the terms and conditions on which the
Bonds are issued, a description of the special funds referred to
above and the nature and extent of the security and pledge
afforded thereby for the payment of the principal of, interest
on, and any premium due in connection with the redemption of the
Bonds, and the manner of enforcement of said pledge, as well as
the rights, duties, immunities and obligations of the City and
the members of its Council and also the rights and remedies of
the registered owners of the Bonds.
To the extent and in the respects permitted by the
Ordinance, the provisions of the Ordinance, or any instrument
amendatory thereof or supplemental thereto, may be modified or
amended by action of the City taken in the manner and subject to
the conditions and exceptions provided in the Ordinance. The
pledge of revenues and other obligations of the City under the
Ordinance may be discharged at or prior to the maturity or prior
redemption of the Bonds upon the making of provision for the
payment of the Bonds on the terms and conditions set forth in the
Ordinance.
It is hereby recited, certified and warranted that all
the requirements of law have been fully complied with by the
proper officers of the City in the issuance of this Bond; that it
is issued pursuant to and in strict conformity with the
Constitution and all other laws of the State of Colorado,
including the City Charter, and with the Ordinance; that this
Bond does not contravene any constitutional or statutory
limitation of the State of Colorado or any limitation of the City
Charter; and that this Bond is issued under the authority of the
Ordinance.
For the payment of the principal of, interest on, and
any premium due in connection with the redemption of this Bond
the City pledges the exercise of all its lawful corporate powers.
This Bond is transferable only upon the registration
books of the City by the City Clerk, or her successors, as
transfer agent, at the request of the Registered Owner or his,
her or its duly authorized attorney-in-fact or legal
representative, upon surrender hereof together with a written
instrument of transfer duly executed by the Registered Owner or
his, her or its duly authorized attorney-in-fact or legal
representative with guaranty of signature satisfactory to the
D3301 101 07/24/86
transfer agent, containing written instructions as to the details
of the transfer, along with the social security number or federal
employer identification number of the transferee and, if the
transferee is a trust, the names and social security numbers of
the settlors and the beneficiaries of the trust. The transfer
agent is not required to transfer ownership of this Bond during
the fifteen (15) days prior to the first mailing of any notice of
redemption or to transfer ownership of any Bond selected for
redemption on or after the date of such mailing. The Registered
Owner may also exchange this Bond for another Bond or Bonds of
authorized denominations . Transfers and exchanges are to be made
without charge, except that the transfer agent may require
payment of a sum sufficient to defray any tax or other
governmental charge that may hereafter be imposed in connection
with any transfer or exchange of Bonds . No transfer of this Bond
is to be effective until entered on the registration books of the
City. In the case of every transfer or exchange, the transfer
agent is to deliver to the new registered owner a new Bond or
Bonds of the same aggregate principal amount, maturing in the
same year, and bearing interest at the same per annum interest
rate as the Bond or Bonds surrendered. Such Bond or Bonds are to
be dated as of their date of execution by the Finance Director or
Acting Finance Director of the City. The City may deem and treat
the person in whose name this Bond is last registered upon the
books of the City as the absolute owner hereof for the purpose of
receiving payment of the principal of, interest on, and any
premium due in connection with the redemption of this Bond and
for all other purposes, and all such payments so made to such
person or upon his, her or its order will be valid and effective
to satisfy and discharge the liability of the City upon this Bond
to the extent of the sum or sums so paid, and the City will not
be affected by any notice to the contrary.
D3301 102 07/24/86
STATEMENT OF INSURANCE
Financial Guaranty Insurance Company ( "Financial
Guaranty" ) has issued a policy containing the following
provisions with respect to the City of Fort Collins, Colorado,
Sales and Use Tax Revenue Refunding and Improvement Bonds, Series
1986 (the "Bonds" ) , such policy being on file at the principal
office of the paying agent for the Bonds (the "Paying Agent" ) :
Financial Guaranty hereby unconditionally and
irrevocably agrees to pay for disbursement to the Bondholders
that portion of the principal of and interest on the Bonds which
is then due for payment and which the issuer of the Bonds (the
"Issuer" ) shall have failed to provide. Due for payment means,
with respect to the principal, the stated maturity date thereof,
or the date on which the same shall have been duly called for
mandatory sinking fund redemption, but not any earlier date on
which the payment of principal of the Bonds is due by reason of
acceleration, and with respect to interest, the stated date for
payment of such interest.
Upon receipt of telephonic or telegraphic notice,
subsequently confirmed in writing, or written notice by
registered or certified mail, from a Bondholder or the Paying
Agent to Financial Guaranty that the required payment of
principal or interest has not been made by the Issuer to the
Paying Agent, Financial Guaranty on the due date of such payment
or within one business day after receipt of notice of such
nonpayment, whichever is later, will make a deposit of funds, in
an account with Citibank, N.A. , or its successor as its agent
(the "Insurer' s Fiscal Agent" ) , sufficient to make the portion of
such payment not paid by the Issuer. Upon presentation to the
Fiscal Agent of evidence satisfactory to it of the Bondholder' s
right to receive such payment and any appropriate instruments of
assignment required to vest all of such Bondholder' s right to
such payment in Financial Guaranty, the Fiscal Agent will
disburse such amount to the Bondholder .
As used herein the term "Bondholder" means the person
other than the Issuer who at the time of nonpayment of a Bond is
entitled under the terms of such Bond to payment thereof.
The policy is non-cancellable for any reason.
FINANCIAL GUARANTY INSURANCE COMPANY
D3301 103 07/24/86
(Assignment)
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned sells, assigns and
transfers unto
PLEASE INSERT SOCIAL SECURITY OR
OTHER IDENTIFYING NUMBER OF ASSIGNEE
(Name and Address of Assignee)
the attached Bond and does hereby irrevocably constitute and
appoint , or its
successors, to transfer the Bond on the books kept for
registration thereof.
Dated:
Signature guaranteed:
(Bank, Trust Company or Firm)
NOTICE: The signature to this
assignment must correspond
with the name of the
Registered Owner as it appears
upon the face of the attached
Bond in every particular
without alteration or
enlargement or any change
whatever.
[ End of Form of Bond]
D3301 104 07/24/86
C. Bonds Equally Secured. The covenants and
agreements herein set forth to be performed on behalf of the City
shall be for the equal benefit, protection and security of the
Owners of the Bonds, all of which, regardless of the time or
times of their maturity, shall be of equal rank without
preference, priority or distinction of any of the Bonds over any
other thereof, except as otherwise expressly provided in or
pursuant to this Ordinance.
D. Special Obligations. All of the Bonds, as to all
Debt Service Requirements thereof, shall be payable solely out of
the Pledged Revenues. The Owners of the Bonds may not look to
the general or any other fund of the City for the payment of the
Debt Service Requirements thereof, except the special funds
pledged therefor, and the Bonds shall not be considered or held
to be general obligations of the City but shall constitute
special and limited obligations of the City. The Bonds are not
payable in whole or in part from ad valorem taxes of the City,
and the full faith and credit of the City is not pledged for
payment of the Bonds.
Section 4. Sale of Bonds.
A. Purchaser' s Proposal . The Purchaser has submitted
a proposal for the purchase of the Bonds, together with the
disclosures and information required by the Act, at a price equal
to $28, 860, 432 . 50 plus accrued interest thereon from the date
thereof to the delivery date thereof, and the Finance Director of
the City has recommended that said proposal be accepted by the
Council .
B. Award of Contract. The contract for the purchase
of the Bonds is hereby awarded to the Purchaser at the price
specified in the Purchaser' s proposal and upon the terms set
forth in this Ordinance. The Finance Director of the City is
hereby authorized and directed to execute the contract of
purchase on behalf of the City.
Section 5 . Disposition of Bond Proceeds and Pledged
Revenues• Funds and Accounts Adopted or Created by Ordinance;
Security For Bonds. The proceeds of the sale of the Bonds and
the Pledged Revenues received by the City shall be deposited by
the City in the funds described in this Section 5, to be
accounted for in the manner and priority set forth in this
Section 5 .
Neither the Purchaser nor any subsequent Owner of any
Bond shall be responsible for the application or disposal by the
City or by any of its officers, agents and employees of the
moneys derived from the sale of the Bonds or of any other moneys
designated in this Section 5 .
D3301 105 07/24/86
The Pledged Revenues and all moneys and securities paid
or to be paid to or held or to be held in any fund or account
hereunder (except the Escrow Account) are hereby assigned and
pledged to secure the payment of the Debt Service Requirements of
the Bonds and any other Parity Securities and to the payment of
the Cost of the Project. This assignment and pledge shall be
valid and binding from and after the date of the first delivery
of the Bonds, and the moneys, as received by the City and hereby
assigned and pledged, shall immediately be subject to the lien of
this assignment and pledge without any physical delivery thereof,
any filing, or further act. The lien of this assignment and
pledge and the obligation to perform the contractual provisions
hereby made shall have priority over any or all other obligations
and liabilities of the City (except as herein otherwise expressly
provided) , and the lien of this assignment and pledge shall be
valid and binding as against all parties having claims of any
kind in tort, contract or otherwise against the City (except as
herein otherwise expressly provided) , irrespective of whether
such parties have notice thereof.
A. Disposition of Bond Proceeds• Notices of Refunding
and Redemption of Prior Bonds. The City shall deposit in a
separate special fund and trust account hereby created and
designated as the City of Fort Collins, Colorado, Sales and Use
Tax Revenue Refunding and Improvement Bonds, Series 1986, Escrow
Account, " forthwith upon receipt of the proceeds of the Bonds,
proceeds of the Bonds in the approximate amount of $27, 069, 765 . 60
and other funds of the City in the approximate amount of
$382, 680. 68 to be used only as provided in this Section 5A. The
City shall apply said sums to the purchase of the Federal
Securities in which the moneys in the Escrow Account are to be
invested and the funding of any required cash balance as provided
in the Escrow Agreement and in accordance with the proposal
submitted by the Purchaser. The Escrow Account shall be
maintained in an amount at the time of the deposit therein, and
at all times subsequently, at least sufficient, together with the
known minimum yield to be derived from the investment of the
deposit therein or any part thereof in Federal Securities, to pay
the principal of, interest on, and any premium due in connection
with the redemption of the Prior Bonds as the same become due .
Moneys shall be withdrawn by the Escrow Bank from the Escrow
Account in sufficient amounts and at times to permit the payment
of the principal of, interest on, and any premium due in
connection with the redemption of the Prior Bonds at each payment
date. Any moneys remaining in the Escrow Account after provision
has been made for the payment of the Prior Bonds may be applied
to any lawful purpose of the City. If for any reason the amount
in the Escrow Account shall at any time be insufficient for the
purposes hereinbefore set forth, the City shall forthwith from
the first Pledged Revenues available therefor deposit therein
such additional moneys as shall be necessary to permit the
D3301 106 07/25/86
payment in full of the principal of, interest on, and any premium
due in connection with the redemption of the Prior Bonds as
herein provided.
The City hereby exercises its option to redeem the 1981
Bonds maturing in the year 1992 and thereafter, prior to their
respective maturity dates, on August 1, 1991, at a price equal to
the principal amount of each 1981 Bond so redeemed plus accrued
interest thereon to the Redemption Date plus a premium equal to
1% of the principal amount of each 1981 Bond so redeemed.
The City Clerk is hereby authorized and directed to
give forthwith and again not later than July 1, 1991 , notice of
refunding and redemption of the 1981 Bonds . The notice of
refunding and redemption of the 1981 Bonds shall be given by
publication of such notice at least one ( 1) time by one ( 1)
publication in The Coloradoan, Fort Collins, Colorado, a
newspaper of general circulation published in the City, and in
The Bond Buyer, New York, New York, and by sending a copy of such
notice by certified or registered first-class postage prepaid
mail to all of the holders of the 1981 Bonds whose names and
addresses are recorded with the City Clerk. The notice of
refunding and redemption of the 1981 Bonds shall be in
substantially the following form:
D3301 107 07/25/86
[Form of Notice]
NOTICE OF REFUNDING AND REDEMPTION
OF
CITY OF FORT COLLINS, COLORADO
SALES AND USE TAX REVENUE BONDS
DATED AUGUST 1, 1981 - $5, 700, 000
NOTICE IS HEREBY GIVEN to the holders of all
outstanding City of Fort Collins, Colorado, Sales and Use Tax
Revenue Bonds, dated August 1, 1981 , in the original aggregate
principal amount of $5, 700, 000 (the 1981 Bonds) , that the City of
Fort Collins, Colorado (the City) , has issued Sales and Use Tax
Revenue Refunding and Improvement Bonds, Series 1986, dated
August 1, 1986, in the aggregate principal amount of $30, 060,000,
and deposited a portion of the proceeds thereof and other funds
of the City in escrow with First Interstate Bank of Fort Collins,
N.A. , Fort Collins, Colorado, which proceeds and other funds have
been invested in 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 for
the payment of the principal of, interest on, and any premium due
in connection with the redemption of the 1981 Bonds as the same
become due at maturity or upon prior redemption.
According to a report pertaining to such escrow
prepared by a firm of certified public accountants licensed to
practice in Colorado, the escrow, including the known minimum
yield from such investments, is fully sufficient at the time of
the deposit and at all times subsequently to pay the principal
of, interest on, and any premium due in connection with the
redemption of the 1981 Bonds as such payments become due at
maturity or upon prior redemption.
NOTICE IS FURTHER HEREBY GIVEN that the City has
exercised its option to redeem the 1981 Bonds numbered 390
through 1 , 140, maturing in the year 1992 and thereafter, prior to
their respective maturity dates, on August 1 , 1991, at a price
equal to the principal amount of each 1981 Bond so redeemed plus
accrued interest thereon to the redemption date plus a premium
equal to 1% of the principal amount of each 1981 Bond so
redeemed.
On the redemption date there will become due and
payable at the principal corporate trust offices of First
Interstate Bank of Fort Collins, N.A. , in Fort Collins, Colorado,
the principal amount of each 1981 Bond so redeemed plus accrued
interest thereon to the redemption date plus a premium equal to
D3301 108 07/24/86
1% of the principal amount of each 1981 Bond so redeemed, and
from and after the redemption date interest will cease to accrue .
Each such 1981 Bond will be redeemed on or after the redemption
date upon presentation and surrender thereof.
GIVEN BY ORDER OF THE CITY COUNCIL this day of
19_
CITY OF FORT COLLINS, COLORADO
City Clerk
[End of Form of Notice]
D3301 109 07/24/86
The City hereby exercises its option to redeem the 1982
Bond Anticipation Notes, prior to their maturity date, on
October 1, 1986, at a price equal to the principal amount of each
1982 Bond Anticipation Note so redeemed plus accrued interest
thereon to the Redemption Date plus a premium equal to 1% of the
principal amount of each 1982 Bond Anticipation Note so redeemed.
The City Clerk is hereby authorized and directed to
give forthwith notice of refunding and redemption of the 1982
Bond Anticipation Notes. The notice of refunding and redemption
of the 1982 Bond Anticipation Notes shall be given by publication
of such notice one (1) time by one (1 ) publication in The
Coloradoan, Fort Collins, Colorado, a newspaper of general
circulation published in the City, and by sending a copy of such
notice by certified or registered first-class postage prepaid
mail to all of the holders of the 1982 Bond Anticipation Notes
whose names and addresses are recorded with the City Clerk. The
notice of refunding and redemption of the 1982 Bond Anticipation
Notes shall be in substantially the following form:
D3301 110 07/24/86
[ Form of Notice]
NOTICE OF REFUNDING AND REDEMPTION
OF
CITY OF FORT COLLINS, COLORADO
BOND ANTICIPATION NOTES
SERIES OCTOBER 1, 1982
DATED OCTOBER 1, 1982 - $3 , 300,000
NOTICE IS HEREBY GIVEN to the holders of all
outstanding City of Fort Collins, Colorado, Bond Anticipation
Notes, Series October 1, 1982 , dated October 1, 1982, in the
original aggregate principal amount of $3 , 300,000 (the 1982 Bond
Anticipation Notes) , that the City of Fort Collins, Colorado (the
City) , has issued Sales and Use Tax Revenue Refunding and
Improvement Bonds, Series 1986, dated August 1, 1986, in the
aggregate principal amount of $30, 060, 000, and deposited a
portion of the proceeds thereof and other funds of the City in
escrow with First Interstate Bank of Fort Collins, N.A. , Fort
Collins, Colorado, which proceeds and other funds have been
invested in 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 for the payment of
the principal of, interest on, and any premium due in connection
with the redemption of the 1982 Bond Anticipation Notes as the
same become due at maturity or upon prior redemption.
According to a report pertaining to such escrow
prepared by a firm of certified public accountants licensed to
practice in Colorado, the escrow, including the known minimum
yield from such investments, is fully sufficient at the time of
the deposit and at all times subsequently to pay the principal
of, interest on, and any premium due in connection with the
redemption of the 1982 Bond Anticipation Notes as such payments
become due at maturity or upon prior redemption.
NOTICE IS FURTHER HEREBY GIVEN that the City has
exercised its option to redeem the 1982 Bond Anticipation Notes
numbered 1 to 660, prior to their maturity date, on October 1 ,
1986, at a price equal to the principal amount of each 1982 Bond
Anticipation Note so redeemed plus accrued interest thereon to
the redemption date plus a premium equal to 1% of the principal
of each 1982 Bond Anticipation Note so redeemed.
On the redemption date there will become due and
payable at the principal corporate trust offices of First
Interstate Bank of Fort Collins, N.A. , in Fort Collins, Colorado,
the principal amount of each 1982 Bond Anticipation Note so
D3301 ill 07/24/86
redeemed plus accrued interest thereon to the redemption date
plus a premium equal to 1% of each 1982 Bond Anticipation Note so
redeemed, and from and after the redemption date interest will
cease to accrue. Each 1982 Bond Anticipation Note will be
redeemed on or after the redemption date upon presentation and
surrender thereof.
GIVEN BY ORDER OF THE CITY COUNCIL this day of
19_
CITY OF FORT COLLINS, COLORADO
City Clerk
[End of Form of Notice]
D3301 112 07/24/86
The City hereby exercises its option to redeem the 1982
Bonds dated October 1, 1982 , maturing in the year 1998 and
thereafter, prior to their respective maturity dates, on
October 1, 1997, at a price equal to the principal amount of each
such 1982 Bond so redeemed plus accrued interest thereon to the
Redemption Date.
The City Clerk is hereby authorized and directed to
give forthwith and again not later than August 31, 1997, notice
of refunding and redemption of the 1982 Bonds dated October 1,
1982 . The notice of refunding and redemption of the 1982 Bonds
dated October 1, 1982, shall be given by publication of such
notice one ( 1) time by one ( 1) publication in The Coloradoan,
Fort Collins, Colorado, a newspaper of general circulation
published in the City, and in The Bond Buyer, New York, New York,
and by sending a copy of such notice by certified or registered
first-class postage prepaid mail to all of the holders of the
1982 Bonds dated October 1, 1982 , whose names and addresses are
recorded with the City Clerk. The notice of refunding and
redemption of the 1982 Bonds dated October 1, 1982 , shall be in
substantially the following form:
D3301 113 07/24/86
[ Form of Notice]
NOTICE OF REFUNDING AND REDEMPTION
OF
CITY OF FORT COLLINS, COLORADO
SALES AND USE TAX REVENUE BONDS
DATED OCTOBER 1 , 1982 - $3 , 360,000
NOTICE IS HEREBY GIVEN to the holders of all
outstanding City of Fort Collins, Colorado, Sales and Use Tax
Revenue Bonds, dated October 1, 1982 , in the original aggregate
principal amount of $3 ,360, 000 (the 1982 Bonds dated October 1,
1982 ) , that the City of Fort Collins, Colorado (the City) , has
issued Sales and Use Tax Revenue Refunding and Improvement Bonds,
Series 1966, dated August 1, 1986, in the aggregate principal
amount of $30,060,000, and deposited a portion of the proceeds
thereof and other funds of the City in escrow with First
Interstate Bank of Fort Collins, N.A. , Fort Collins, Colorado,
which proceeds and other funds have been invested in 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 for the payment of the principal of and
interest on the 1982 Bonds dated October 1 , 1982 , as the same
become due at maturity or upon prior redemption.
According to a report pertaining to such escrow
prepared by a firm of certified public accountants licensed to
practice in Colorado, the escrow, including the known minimum
yield from such investments, is fully sufficient at the time of
the deposit and at all times subsequently to pay the principal of
and interest on the 1982 Bonds dated October 1, 1982 , as such
payments become due at maturity or upon prior redemption.
NOTICE IS FURTHER HEREBY GIVEN that the City has
exercised its option to redeem the 1982 Bonds dated October 1 ,
1982 , numbered 370 to 672 , maturing in the year 1998 and
thereafter, prior to their respective maturity dates, on
October 1, 1997, at a price equal to the principal amount of each
such 1982 Bond so redeemed plus accrued interest thereon to the
redemption date .
On the redemption date there will become due and
payable at the principal corporate trust offices of First
Interstate Bank of Fort Collins, N.A. , in Fort Collins, Colorado,
the principal amount of each each such 1982 Bond so redeemed plus
accrued interest thereon to the redemption date, and from and
after the redemption date interest will cease to accrue. Each
D3301 114 07/24/86
such 1982 Bond will be redeemed on or after the redemption date
upon presentation and surrender thereof.
GIVEN BY ORDER OF THE CITY COUNCIL this day of
19_
CITY OF FORT COLLINS, COLORADO
City Clerk
[End of Form of Notice]
D3301 115 07/24/86
The City hereby exercises its option to redeem the 1982
Bonds dated December 1 , 1982, maturing in the year 1995 and
thereafter, prior to their respective maturity dates, on
December 1, 1994, at a price equal to the principal amount of
each such 1982 Bond so redeemed plus accrued interest thereon to
the Redemption Date.
The City Clerk is hereby authorized and directed to
give forthwith and again not later than October 31, 1994, notice
of refunding and redemption of the 1982 Bonds dated December 1,
1982 . The notice of refunding and redemption of the 1982 Bonds
dated December 1, 1982, shall be given by publication of such
notice one (1) time by one ( 1) publication in The Coloradoan,
Fort Collins, Colorado, a newspaper of general circulation
published in the City, and in The Bond Buyer, New York, New York,
and by sending a copy of such notice by certified or registered
first-class postage prepaid mail to all of the holders of the
1982 Bonds dated December 1, 1982, whose names and addresses are
recorded with the City Clerk. The notice of refunding and
redemption of the 1982 Bonds dated December 1, 1982 , shall be in
substantially the following form:
D3301 116 07/24/86
[ Form of Notice]
NOTICE OF REFUNDING AND REDEMPTION
OF
CITY OF FORT COLLINS, COLORADO
SALES AND USE TAX REVENUE BONDS
DATED DECEMBER 1, 1982 - $1 , 215, 000
NOTICE IS HEREBY GIVEN to the holders of all
outstanding 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 (the 1982 Bonds dated December 1,
1982 ) , that the City of Fort Collins, Colorado (the City) , has
issued Sales and Use Tax Revenue Refunding and Improvement Bonds,
Series 1986, dated August 1, 1986, in the aggregate principal
amount of $30,060,000, and deposited a portion of the proceeds
thereof and other funds of the City in escrow with First
Interstate Bank of Fort Collins, N.A. , Fort Collins, Colorado,
which proceeds and other funds have been invested in 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 for the payment of the principal of and
interest on the 1982 Bonds dated December 1, 1982 , as the same
become due at maturity or upon prior redemption.
According to a report pertaining to such escrow
prepared by a firm of certified public accountants licensed to
practice in Colorado, the escrow, including the known minimum
yield from such investments, is fully sufficient at the time of
the deposit and at all times subsequently to pay the principal of
and interest on the 1982 Bonds dated December 1, 1982, as such
payments become due at maturity or upon prior redemption.
NOTICE IS FURTHER HEREBY GIVEN that the City has
exercised its option to redeem the 1982 Bonds dated December 1,
1982 , numbered 193 through 243 , maturing in the year 1995 and
thereafter, prior to their respective maturity dates, on
December 1 , 1994, at a price equal to the principal amount of
each such 1982 Bond so redeemed plus accrued interest thereon to
the redemption date .
On the redemption date there will become due and
payable at the principal corporate trust offices of First
Interstate Bank of Fort Collins, N.A. , in Fort Collins, Colorado,
the principal amount of each such 1982 Bond so redeemed plus
accrued interest thereon to the redemption date, and from and
after the redemption date interest will cease to accrue . Each
D3301 117 07/24/86
such 1982 Bond will be redeemed on or after the redemption date
upon presentation and surrender thereof.
GIVEN BY ORDER OF THE CITY COUNCIL this day of
19_.
CITY OF FORT COLLINS, COLORADO
City Clerk
[End of Form of Notice]
D3301 118 07/24/86
The City hereby exercises its option to prepay in full
its obligations under the 1984 Intergovernmental Agreement, prior
to their respective due dates, on the date of issuance of the
Bonds at a price equal to the unpaid principal balance plus
accrued interest thereon to the prepayment date.
The Finance Director is hereby authorized and directed
to give forthwith notice of the intent of the City to prepay such
obligations. Such notice shall be given by sending a copy of
such notice by certified or registered first-class postage
prepaid mail to the Board of County Commissioners of Larimer
County, Colorado .
D3301 119 07/24/86
The City hereby exercises its option to redeem the 1984
Bonds maturing in the year 1995 and thereafter, prior to their
respective maturity dates, on December 1, 1994, at a price equal
to the principal amount of each 1984 Bond so redeemed plus
accrued interest thereon to the Redemption Date plus a premium
equal to 2 . 5% of the principal amount of each 1984 Bond so
redeemed.
The Finance Director or Acting Finance Director is
hereby authorized and directed to give forthwith and again not
later than October 31, 1994, notice of refunding and redemption
of the 1984 Bonds. The notice of refunding and redemption of the
1984 Bonds shall be given by sending a copy of such notice by
certified or registered first-class postage prepaid mail to the
registered owners of the 1984 Bonds determined as of the close of
business on the day preceding the first mailing of such notice at
the addresses appearing on the registration books of the City.
The notice of refunding and redemption of the 1984 Bonds shall be
in substantially the following form:
D3301 120 07/24/86
[ Form of Notice]
NOTICE OF REFUNDING AND REDEMPTION
OF
CITY OF FORT COLLINS, COLORADO
SALES AND USE TAX REVENUE BONDS
DATED NOVEMBER 1, 1984 - $11 , 750,000
NOTICE IS HEREBY GIVEN to the registered owners of all
outstanding City of Fort Collins, Colorado, Sales and Use Tax
Revenue Bonds, dated November 1 , 1984, in the original aggregate
principal amount of $11, 750, 000 (the 1984 Bonds) , that the City
of Fort Collins, Colorado (the City) , has issued Sales and Use
Tax Revenue Refunding and Improvement Bonds, Series 1986, dated
August 1 , 1986, in the aggregate principal amount of $30,060,000,
and deposited a portion of the proceeds thereof and other funds
of the City in escrow with First Interstate Bank of Fort Collins,
N.A. , Fort Collins, Colorado, which proceeds and other funds have
been invested in 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 for
the payment of the principal of, interest on, and any premium due
in connection with the redemption of the 1984 Bonds as the same
become due at maturity or upon prior redemption.
According to a report pertaining to such escrow
prepared by a firm of certified public accountants licensed to
practice in Colorado, the escrow, including the known minimum
yield from such investments, is fully sufficient at the time of
the deposit and at all times subsequently to pay the principal
of, interest on, and any premium due in connection with the
redemption of the 1984 Bonds as such payments become due at
maturity or upon prior redemption.
NOTICE IS FURTHER HEREBY GIVEN that the City has
exercised its option to redeem the 1984 Bonds numbered ,
maturing in the year 1995 and thereafter, prior to their
respective maturity dates, on December 1 , 1994, at a price equal
to the principal amount of each 1984 Bond so redeemed plus
accrued interest thereon to the redemption date plus a premium
equal to 2 . 5% of the principal amount of each 1984 Bond so
redeemed.
On the redemption date there will become due and
payable at the office of the Finance Director of the City in Fort
Collins, Colorado, the principal amount of each 1984 Bond so
redeemed plus accrued interest thereon to the redemption date
plus a premium equal to 2 . 5% of the principal amount of each 1984
D3301 121 07/24/86
Bond so redeemed, and from and after the redemption date interest
will cease to accrue. Each 1984 bond will be redeemed on or
after the redemption date upon presentation and surrender
thereof.
GIVEN BY ORDER OF THE CITY COUNCIL this day of
19_
CITY OF FORT COLLINS, COLORADO
Finance Director or Acting
Finance Director
[ End of Form of Notice]
D3301 122 07/24/86
The City shall also deposit in the Capital Projects
Fund forthwith upon receipt thereof proceeds of the Bonds in the
approximate amount of $1, 403 ,347 to be used and withdrawn only as
provided in this Section 5A. The proceeds of the Bonds deposited
in the Capital Projects Fund shall be used and paid out from time
to time solely for the purpose of paying the Cost of the Project.
Any surplus proceeds of the Bonds remaining in the Capital
Projects Fund after payment in full of the Cost of the Project
may be transferred to the Principal and Interest Account and used
for the purposes thereof, may be used to the extent feasible to
call and redeem Bonds in advance of maturity or may be used to
pay the costs of other public improvements in the City.
B. Disposition or Pledged Revenues. For so long as
any of the Bonds 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 to a special
separate fund designated as the "City of Fort Collins, Colorado,
Sales and Use Tax Fund. " In addition, the City may at its option
credit to the Sales and Use Tax Fund other moneys of the City
legally available for expenditure for the purposes of the Sales
and Use Tax Fund as provided herein.
For so long as any of the Bonds 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
to pay any Debt Service Requirements of the Bonds, any
Additional Parity Bonds and any other Parity Securities then
Outstanding in the manner set forth in Section 5C hereof;
(2 ) Second, to the Reserve Account, in the manner
set forth in Section 5D hereof;
(3 ) Third, to the payment of Debt Service
Requirements of Subordinate Bonds or other Subordinate
Securities in accordance with Section 5F hereof; and
(4) Fourth, to be used in accordance with
Section 5G hereof.
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 Bonds, interest accrued thereon
from their date of issue to the date of delivery thereof to the
D3301 123 07/24/86
Purchaser, to apply to the payment of interest first due on the
Bonds.
The City shall deposit in the Principal and Interest
Account from the Pledged Revenues on the date of issuance of the
Bonds twice the following amounts and on or before the last day
of each month beginning in August, 1986, the following amounts:
(1 ) Interest Payments . One-sixth ( 1/6) of the
aggregate amount of the next installment of interest due on
the next Interest Payment Date in the then-current Bond Year
plus any other amounts due for interest on the Bonds, any
Additional Parity Bonds and any other Parity Securities then
Outstanding. There shall be credited against the obligation
of the City to make such payments the amount of any accrued
interest deposited in the Principal and Interest Account and
not theretofore credited.
(2 ) Principal Payments. One-sixth (1/6) of the
aggregate amount of the next installment of principal due on
the next principal payment date in the then-current Bond
Year plus any other amounts due for principal of the Bonds,
any Additional Parity Bonds and any other Parity Securities
then Outstanding.
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
Bonds, any Additional Parity Bonds and any other Parity
Securities then Outstanding, as such Debt Service Requirements
become due, except as otherwise provided in this Ordinance. The
Principal and Interest Account shall be maintained as a sinking
fund for the mandatory redemption of Bonds maturing in the years
2004 and 2009. Any mandatory sinking fund redemption shall be
treated as an installment of principal for purposes of this
Section 5C.
Nothing herein shall be construed so as to prevent the
City from creating separate subaccounts within the Principal and
Interest Account for the Bonds and any Additional Parity Bonds
and accounting separately for any deposits made thereto on
account of the Bonds and any Additional Parity Bonds or from
creating separate principal and interest accounts for Additional
Parity Bonds, if such action is deemed by the City to be
necessary or desirable in order to comply with any statute or
regulation governing the exemption from federal income taxes of
interest on any such Additional Parity Bonds, provided that any
such separate subaccounts shall have claims to the Pledged
Revenues equal to and on a parity with those of the other such
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subaccounts and any such separate principal and interest account
shall have a claim to the Pledged Revenues equal to and on a
parity with that of the Principal and Interest Account.
D. Reserve 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,
Reserve Account, " from moneys held in the Reserve Account for the
Prior Bonds and from other funds of the City, a sum at least
equal to the Average Annual Debt Service Requirements of the
Bonds. Subject to the payments required by Section 5C hereof,
except as provided in Section 5E hereof, from and to the extent
of any moneys remaining in the Sales and Use Tax Fund, there
shall be credited as hereinafter provided and from time to time
thereafter to the Reserve Account moneys sufficient to accumulate
in and maintain the Reserve Account at an amount at least equal
to the Combined Average Annual Debt Service Requirements of all
Outstanding Bonds, Additional Parity Bonds and other Parity
Securities for which the Reserve Account is maintained. Said
amount shall be maintained as a continuing reserve for the
payment of the Debt Service Requirements of the Bonds, any
Additional Parity Bonds and any other Parity Securities for which
the Reserve Account is maintained. No payment need be made into
the Reserve Account so long as the moneys therein shall equal not
less than said amount. In the event that the amount of the
Reserve Account falls below the minimum amount required to be
maintained therein, the City shall credit to the Reserve Account
that sum of money needed to accumulate or reaccumulate the amount
therein so that at all times the amount of the Reserve Account
equals said minimum amount. The moneys in the Reserve Account
shall be set aside, accumulated, and, if necessary, reaccumulated
as provided herein, from time to time, and maintained as a
continuing reserve to be used, except as hereinafter provided in
Section 5E and Section 9 hereof, only to prevent deficiencies in
the Principal and Interest Account resulting from failure to
deposit therein sufficient sums to pay such Debt Service
Requirements of the Bonds, any Additional Parity Bonds and any
other Parity Securities for which the Reserve Account is
maintained as the same become due.
If at any time the City shall for any reason fail to
pay into the Principal and Interest Account the full amount above
stipulated, then an amount shall be paid into the Principal and
Interest Account at such time from the Reserve Account equal to
the difference between that paid from the Pledged Revenues in the
Sales and Use Tax Fund and the full amount so stipulated. The
money so used shall be replaced to the Reserve Account from the
first moneys credited to the Sales and Use Tax Fund thereafter
received and not required to be otherwise applied by Section 5C
hereof.
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If Additional Parity Bonds are Outstanding and a
separate reserve fund or account is maintained therefor, then the
moneys replaced in the Reserve Account and such separate reserve
fund or account shall be replaced on a pro rata basis, as moneys
become available therefor.
If at any time the City shall for any reason fail to
pay into the Reserve Account the full amount stipulated herein
from the moneys credited to the Sales and Use Tax Fund, the
difference between the amount paid and the amount stipulated
shall in a like manner be paid therein from the first moneys
credited to the Sales and Use Tax Fund thereafter received and
not required to be applied otherwise by Section 5C hereof.
Nothing in this Ordinance shall be construed as
limiting the right of the City to substitute for the cash deposit
required to be maintained hereunder a letter of credit, surety
bond, insurance policy, agreement guaranteeing payment, or other
undertaking by a financial institution to ensure that cash in the
amount otherwise required to be maintained hereunder will be
available to the City as needed, provided that any such
substitution shall first be approved in writing by the Bond
Insurer and shall be submitted to Moody" s Investors Service,
Inc . and Standard & Poor " s Corporation and shall not cause the
then-current ratings of the Bonds to be adversely affected.
All assets of the Reserve Account shall be held by the
Depository under the terms of the Depository Agreement and shall
be delivered to the City only upon a certification by the Finance
Director of the City that they are required to remedy a
deficiency in payments required to be made to the Principal and
Interest Account.
E. Termination of Deposits. No payment need be made
into the Principal and Interest Account or the Reserve Account 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
principal amount of the Outstanding Bonds and any Outstanding
Additional Parity Bonds or other Parity Securities, as to all
Debt Service Requirements, to their respective maturity dates or
to any Redemption Date or Redemption Dates on which the City
shall have exercised or shall have obligated itself to exercise
its option to redeem, prior to their respective maturity dates,
any Bonds, any Additional Parity Bonds or any other Parity
Securities 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 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 of the Bonds, any Additional
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Parity Bonds or any other Parity Securities) , 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 may be used in any lawful manner determined
by the City.
F. Payment of Additional Subordinate Securities.
After there has been deposited to the Principal and Interest
Account an amount sufficient to pay all the Debt Service
Requirements due or to become due during the current Bond Year on
all Bonds, Additional Parity Bonds and other Parity Securities
then Outstanding and after the accumulations to and
replenishments of the Reserve Account to be made in the current
Bond Year have been made, any moneys remaining in the Sales and
Use Tax Fund in any Bond Year may be used by the City for the
payment of Debt Service Requirements of Subordinate Securities
payable from the Pledged Revenues and authorized to be issued in
accordance with this Ordinance, including reasonable reserves for
such Subordinate Securities; 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 Bonds, any Additional Parity Bonds and
any other Parity Securities as herein provided.
G. Use of Remaining Revenues . After the payments
hereinabove required to be made by Sections 5C through 5F hereof
are made, at the end of any month, or whenever in any month there
shall have been credited to the Principal and Interest Account
and to the Reserve Account for the payment of the Bonds and any
other securities payable from the Pledged Revenues all amounts
required to be deposited in those funds at that time, as herein
provided, any remaining Pledged Revenues shall be transferred to
such fund of the City as the City shall determine.
H. Budget and Appropriation of Sums . The sums
provided to make the payments specified in this Section 5 are
hereby appropriated 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 Council in
each year while any of the Bonds, as to either principal or
interest, are Outstanding and unpaid. No provisions of any
constitution, charter, statute, ordinance, resolution, or other
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order or measure enacted after the issuance of the Bonds 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 or the Principal and
Interest Account for the purpose of providing for the Debt
Service Requirements of the Bonds.
Section 6 . General Administration of Funds and
Accounts.
A. Places and Times of Deposits. Each of the special
funds or accounts 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
investment of moneys, nothing, except as specifically provided
herein, prevents the commingling of moneys accounted for in any
two or more such funds or accounts pertaining to the Pledged
Revenues or to such fund and account and any other funds or
accounts of the City adopted or created under this Ordinance.
Such funds or accounts 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 fund or 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 described in this Ordinance with the
exception of the Escrow Fund may be deposited, invested, or
reinvested only in Permitted Investments. Securities or
obligations purchased as such an investment shall either be
subject to redemption at any time at face value by the Owner
thereof at the option of such Owner 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 Escrow Account and 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 question. Interest and profit realized from
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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. Investments in the
Reserve Account shall be valued by the Depository as frequently
as deemed necessary by the Bond Insurer, but not less often than
quarterly, at the market value thereof. If on any valuation date
the market value of investments in the Reserve Account is less
than the amount required by Section 5D hereof to be maintained
therein due to market fluctuations, the deficiency shall be
remedied no later than the next quarterly valuation date. 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 not invest any moneys accounted for hereunder if any such
investment would contravene the covenant concerning arbitrage in
Section 80 hereof.
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 or
account herein authorized shall consist of lawful money of the
United States of America or Permitted Investments or both such
money and Permitted Investments. Moneys deposited in a demand or
time deposit account in a Commercial Bank, appropriately secured
according to the laws of the State, shall be deemed lawful money
of the United States of America.
E. Accelerated Payments Optional . Nothing contained
herein prevents the accumulation in any fund or account 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.
Section 7 . Priorities• Liens;_ Issuance of Additional
Bonds .
A. First Lien on Pledged Revenues. Except as
expressly provided in this Ordinance with respect to the issuance
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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 Bonds. The Bonds constitute an
irrevocable and first lien (but not necessarily an exclusive
first lien) upon the Pledged Revenues . The Bonds, 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 Bonds, any Additional Parity Bonds and any other
Parity Securities, it being the intention of the Council that
there shall be no priority among the Bonds, 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 Additional Parity Bonds. Nothing
herein, subject to the limitations stated in Section 7F hereof,
prevents the issuance by the City of Additional Parity Bonds
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 Bonds; but before any such Additional
Parity Bonds are authorized or actually issued 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 7F 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 shall
have been sufficient to pay an amount at least equal to 150%
of the Combined Average Annual Debt Service Requirements of
the Outstanding Bonds, any Additional Parity Bonds, any
other Parity Securities and the Additional Parity Bonds
proposed to be issued. If additional Sales and Use Taxes in
excess of those authorized as of the date hereof have been
imposed during such Fiscal Year, the amount of such Pledged
Revenues may be adjusted by adding the additional revenues
that would have been received by the City from the
imposition of such additional Sales and Use Taxes as if such
additional Sales and Use Taxes had been in effect during the
entire Fiscal Year.
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(3) Adequate Reserves. The proceedings under
which any such Additional Parity Bonds are issued must
provide for the deposit of moneys to the Reserve Account on
substantially the same terms as provided in Section 5D
hereof and contain a covenant by the City to maintain the
Reserve Account in an amount at least equal to the minimum
amount required by Section 5D hereof. Alternatively, if
such action is deemed by the City to be necessary or
desirable in order to comply with any statute or regulation
governing the exemption from federal income taxes of
interest on any such Additional Parity Bonds, the
proceedings under which any such Additional Parity Bonds are
issued may provide for the deposit of moneys to a reserve
fund or account (other than the Reserve Account) established
and maintained for any such Additional Parity Bonds on
substantially the same terms as provided in Section 5D
hereof and contain a covenant by the City to maintain such
reserve fund or account in an amount at least equal to the
minimum amount required by Section 5D hereof, except as may
be necessary to comply with such statute or regulation. Any
such reserve fund or account shall have a claim to the
Pledged Revenues equal to and on a parity with the Reserve
Account.
The City shall not issue any Additional Parity Bonds
bearing interest at a variable, adjustable, convertible or other
similar rate which is not fixed for the entire term thereof
without the prior written approval of the Bond Insurer.
C. Certification of Pledged Revenues. In the case of
the computation of the Pledged Revenues test provided in
Section 7B hereof, 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 .
D. Subordinate Securities Permitted. Nothing herein,
subject to the limitations stated in Section 7F hereof, prevents
the City from issuing Subordinate Bonds or Subordinate Securities
for any lawful purpose.
E. Superior Securities Prohibited. Nothing herein
permits the City to issue Superior Bonds or Superior Securities.
F. Supplemental Ordinances . Additional Parity Bonds
or Subordinate Securities shall be issued only after
authorization thereof by ordinance, supplemental ordinance or
other instrument of the Council, in substantially the same form
as this Ordinance, stating the purpose or purposes of the
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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,
series designation, principal amount, maturity or maturities,
maximum rate or rates of interest, and 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 as to principal on June 1 or December 1 or
both and as to interest on June 1 and December 1 and shall be
subject to redemption prior to maturity on such terms and
conditions, as may be provided, and shall bear interest at such
rate or rates as may be fixed by ordinance, instrument or other
document of the Council . Nothing herein shall be construed to
prohibit the issuance of additional securities payable from the
Pledged Revenues, the interest on which is payable more
frequently than semiannually.
Section 8. Covenants.
The City hereby particularly covenants and agrees with
the Owners of the Bonds from time to time, and makes provisions
which shall be a part of its contract with such Owners, which
covenants and provisions shall be kept by the City continuously
until all of the Bonds have been fully paid and discharged:
A. Continuance and Collection of Sales and Use Taxes.
(1 ) Ordinance No. 58, 1967 , Ordinance No. 140,
1979, and Ordinance No. 149, 1981, as originally adopted,
have not been repealed or amended, except by Ordinance No.
4, 1968, Ordinance No. 6, 1968, Ordinance No. 23, 1974,
Ordinance No. 137, 1977, Ordinance No. 87, 1981 , and
Ordinance No. 113 , 1984, 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 Revenues .
(2 ) The City shall 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, use, distribution and consumption of tangible
personal property purchased or acquired at retail, within
the City, in accordance with Ordinance No. 58, 1967,
Ordinance No. 140, 1979, and Ordinance No. 149, 1981,
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 Revenues
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therein. The Sales and Use Tax Fund shall be subject to
appropriation only as authorized by this Ordinance.
(4) All of the Pledged Revenues 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 of 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. 56, 1967, Ordinance No. 140, 1979, or Ordinance No. 149,
1981, the imposition and collection of the Sales and Use Tax, or
any of the City' s obligations under such Ordinances.
The City shall, to the extent permitted by law, defend
the validity and legality of the Sales and Use Tax and Ordinance
No. 58, 1967, Ordinance No. 140, 1979, and Ordinance No. 149,
1981 , and all amendments thereto against all claims, suits and
proceedings which would diminish or impair the Pledged Revenues.
Furthermore, the City shall amend from time to time the
provisions of Ordinance No. 58, 1967 , Ordinance No. 140, 1979,
and Ordinance No . 149, 1981, as necessary to prevent impairment
of the Pledged Revenues as required to meet the Debt Service
Requirements of the Bonds 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 Bonds .
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 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 Bonds
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 Bonds
and the Pledged Revenues.
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
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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 may 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 Owner of any of the
Bonds against all claims and demands of all Persons whomsoever.
F. Conditions Precedent. Upon the date of issuance
of any of the Bonds, 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 Bonds shall exist, have
happened and have been performed, and the Bonds do 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 and accounts described 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 Bonds and any other
securities payable from the Pledged Revenues according to the
terms thereof. No contract shall be entered into nor any other
action taken by which the rights of any Owner of any Bond or
other security payable from Pledged Revenues might be 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 claim for interest
on any of the Bonds or any other securities payable from the
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 other claims for
interest. If the time for the payment of any such installment of
interest is extended in contravention of the foregoing
provisions, such installment or installments of interest after
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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 all of the Bonds and any such securities the payment of which
has not been extended.
J. Prompt Payment of Bonds. The City shall promptly
pay the Debt Service Requirements of every Bond on the dates and
in the manner specified herein and in the Bonds 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 Bonds, any Additional Parity
Bonds or any other Parity Securities at maturity or upon prior
redemption, subject to the provisions concerning surplus moneys
in Section 5E hereof and subject to Section 9 hereof.
L. Additional Securities. The City shall not
hereafter issue any bonds or securities payable from the Pledged
Revenues without compliance with the requirements with respect to
the issuance of Additional Parity Bonds set forth herein to the
extent applicable.
M. Other Liens. There are no liens or encumbrances
of any nature whatsoever on or against any of the Pledged
Revenues, except to secure payment of the principal of and
interest on the City' s Sales and Use Tax Revenue Note, Series
1985A, dated as of September 1, 1985 , in the principal amount of
$2 , 000, 000 (subordinate lien) , authorized pursuant to Ordinance
No. 79, 1985, of the City, its Downtown Development Authority Tax
Increment Refunding Bonds, Series 1985, dated November 1, 1985,
in the aggregate principal amount of $8, 885 , 000 (subordinate
lien) , authorized pursuant to Ordinance No. 142, 1965, of the
City, and its Sales and Use Tax Revenue Bond Anticipation Note,
Series December 1, 1985, dated December 1, 1985, in the principal
amount of $9,000, 000 ( subordinate lien) , authorized pursuant to
Ordinance No. 133 , 1985, of the City.
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.
0. Arbitrage . The City shall make no investment or
other use of the proceeds of the Bonds at any time during the
term thereof which, if such investment or other use had been
reasonably expected on the date the Bonds are issued, would have
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caused the Bonds to be arbitrage bonds within the meaning of
Section 103(c) of the Internal Revenue Code of 1954, as amended.
Section 9 . Defeasance.
When all Debt Service Requirements of the Bonds have
been duly paid, the pledge and lien and all obligations hereunder
shall thereby be discharged and the Bonds 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 or in trust with a Trust Bank located within or
without the State, moneys or Federal Securities in an amount
sufficient (including the known minimum yield available for such
purpose from Federal Securities in which such amount wholly or in
part may be initially invested) to meet all Debt Service
Requirements of the Bonds, as the same become due to their
respective maturity dates or to any Redemption Date as of which
the City shall have exercised or shall have obligated itself to
exercise its option to redeem Bonds prior to their respective
maturity dates. The Federal Securities shall be non-callable and
shall become due prior to the respective times at which the
proceeds thereof shall be needed, in accordance with a schedule
established and agreed upon between the City and such Trust Bank
at the time of the creation of the escrow or trust, or the
Federal Securities shall be subject to redemption at the option
of the Owner thereof to assure such availability as so needed to
meet such schedule. Any Debt Service Requirements of the Bonds
paid by the Bond Insurer shall not be deemed paid pursuant to
this Ordinance until paid by the City in accordance herewith.
Nothing herein shall be construed to prohibit a partial
defeasance of the Outstanding Bonds in accordance with the
provisions of this Section 9 .
Section 10. Default Provisions and Remedies of Bond
Owners.
A. Events of Default. Each of the following events
is hereby declared to be an Event of Default by the City:
( 1) Nonpayment of Principal or Premium. Payment
of the principal of any of the Bonds or any premium due in
connection with the redemption thereof is not made when the
same becomes due and payable, either at maturity or upon
prior redemption, or otherwise;
(2 ) Nonpayment of Interest. Payment of any
installment of interest on any of the Bonds is not made when
the same becomes due and payable;
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(3 ) Incapacity to Perform. The City for any
reason becomes incapable of fulfilling its obligations
hereunder;
(4) Nonperformance of Duties. The City shall
have failed to carry out and to perform (or in good faith to
begin the performance of) all acts and things lawfully
required to be carried out to be performed by it under any
contract relating to the Bonds or the Pledged Revenues, or
to all or any combination thereof, or otherwise including,
without limitation, this Ordinance, and such failure shall
continue for sixty (60) days after receipt of notice from
the Owners of ten percent ( 10%) in aggregate principal
amount of the Bonds then Outstanding;
(5) Appointment of Receiver. An order or decree
is entered by a court of competent jurisdiction, with the
consent or acquiescence of the City, appointing a receiver
or receivers for the Pledged Revenues and any other moneys
subject to the lien to secure the payment of the Bonds, or
if any order or decree, having been entered without the
consent or acquiescence of the City, is not vacated or
discharged or stayed on appeal within sixty (60) days after
entry;
(6) Default of Any Provision. The City makes any
default in the due and punctual performance of any other of
the representations, covenants, conditions, agreements and
other provisions contained in the Bonds or in this Ordinance
on its part to be performed, and such default continues for
sixty (60) days after written notice, specifying such
default and requiring the same to be remedied, is given to
the City by the Owners of ten percent ( 10%) in aggregate
principal amount of the Bonds then Outstanding.
B. Remedies for Defaults. Upon the happening and
continuance of any of the Event of Default, provided that the
Bond Insurer has made all payments of principal and interest on
the Bonds as required by the Bond Insurance Policy, the Bond
Insurer, acting alone, shall have the right to direct all
remedies against the City with respect to the Bonds, and no such
remedies shall be exercised without the consent of the Bond
Insurer. Subject to the foregoing, the Owner or Owners of not
less than ten percent ( 10%) in aggregate principal amount of the
Bonds then Outstanding, including, without limitation, a trustee
or trustees therefor, may proceed against the City and its
agents, officers and employees to protect and to enforce the
rights of any Owner of Bonds under this Ordinance by mandatory
injunction or by other suit, action, or special proceedings in
equity or at law, in any court of competent jurisdiction, either
for the appointment of a receiver or an operating trustee or for
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the specific performance of any covenant or agreement contained
herein or for any proper legal or equitable remedy as such Owner
or Owners may deem most effectual to protect and to enforce the
aforesaid rights, or thereby to enjoin any act or thing which may
be unlawful or in violation of any right of any Owner of any
Bond, or to require the City to act as if it were the trustee of
an expressed trust, or any combination of such remedies, or as
otherwise may be authorized by any statute or other provision of
law. All such proceedings at law or in equity shall be
instituted, had and maintained for the equal benefit of all
Owners of the Bonds, and any Parity Securities then Outstanding.
Any receiver or operating trustee appointed in any proceedings to
protect the rights of such Owners hereunder, the consent to any
such appointment being hereby expressly granted by the City, may
collect, receive and apply all Pledged Revenues arising after the
appointment of such receiver or operating trustee in the same
manner as the City itself might do. Notwithstanding the
foregoing or any other applicable provisions of law, no Event of
Default shall result in acceleration of any obligation of the
City represented by the Bonds .
C. Rights and Privileges Cumulative. The failure of
any Owner of any Outstanding Bond to proceed in any manner herein
provided shall not relieve the City, or any of its officers,
agents or employees of any liability for failure to perform or
carry out any duty, obligation or other commitment. Each right
or privilege of any such Owner or any trustee thereof is in
addition and is cumulative to any other right or privilege, and
the exercise of any right or privilege by or on behalf of any
Owner shall not be deemed a waiver of any other right or
privilege thereof. Each Owner of any Bond shall be entitled to
all of the privileges, rights, and remedies provided or permitted
in this Ordinance and as otherwise provided or permitted by law
or in equity or by statute, except as provided in Section 12A and
Section 12B hereof, and subject to the applicable provisions
concerning the Pledged Revenues and the proceeds of the Bonds .
Nothing herein affects or impairs the right of any Owner of any
Bond to enforce the payment of the Debt Service Requirements due
in connection with his, her or its Bond or the obligation of the
City to pay the Debt Service Requirements of each Bond to the
Owner thereof at the time and the place expressed in such Bond.
D. Duties Upon Defaults . Upon the happening of any
of the Events of Default as provided in Section 10A hereof, the
City, in addition, shall do and perform all proper acts on behalf
of and for the Owners of the Outstanding Bonds to protect and to
preserve the security created for the payment of their Bonds and
to insure the payment of the Debt Service Requirements of the
Bonds promptly as the same become due. During any period of
default, so long as any of the Bonds, as to any Debt Service
Requirements, are Outstanding, except to the extent it may be
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unlawful to do so, all Pledged Revenues shall be paid into the
Principal and Interest Account, or, in the event of securities
hereafter or heretofore issued and Outstanding during such period
of time on a parity with the Bonds, shall be applied as provided
in Section 5C hereof for all Parity Securities, including the
Bonds, on an equitable and prorated basis, and used for the
purposes therein provided. If the City fails or refuses to
proceed as in this Section 10D provided, the Owner or Owners of
not less than ten percent ( 10%) in principal amount of the Bonds
then Outstanding, after demand in writing, may proceed to protect
and to enforce the rights of the Owners of the Bonds as
hereinabove provided; and to that end any such Owners of
Outstanding Bonds shall be subrogated to all rights of the City
under any agreement or contract involving the Pledged Revenues
entered into prior to the effective date of this Ordinance or
thereafter while any of the Bonds are Outstanding. Nothing
herein requires the City to proceed as provided herein if it
determines in good faith and without any abuse of its discretion
that such action is likely materially and prejudicially to affect
the Owners of the Outstanding Bonds and any Outstanding Parity
Securities.
E. Evidence of Security Owners. Any request, consent
or other instrument which this Ordinance may require or may
permit to be signed and to be executed by the Owner of any Bonds
or other securities may be in one instrument or more than one
instrument of similar tenor and shall be signed or may be
executed by each Owner in person or by his attorney appointed in
writing. Proof of the execution of any such instrument or of any
instrument appointing any such attorney, or the ownership by any
Person of the securities, shall be sufficient for any purpose of
this Ordinance (except as otherwise herein expressly provided) if
made in the following manner:
( 1) Proof of Execution. The fact and the date of
the execution by any Owner of any Bonds or other securities
or his attorney of such instrument may be proved by the
certificate, which need not be acknowledged or verified, of
any officer of a bank or trust company satisfactory to the
City Clerk or of any notary public or other officer
authorized to take acknowledgments of deeds to be recorded
in the state in which he purports to act that the individual
signing such request or other instrument acknowledged to him
the execution, duly sworn to before such notary public or
other officer; the authority of the individual or
individuals executing any such instrument on behalf of a
corporate Owner of any securities may be established without
further proof if such instrument is signed by an individual
purporting to be the president or vice-president of such
corporation with the corporate seal affixed and attested by
an individual purporting to be its secretary or an assistant
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secretary; and the authority of any Person or Persons
executing any such instrument in any fiduciary or
representative capacity may be established without further
proof if such instrument is signed by a Person or Persons
purporting to act in such fiduciary or representative
capacity; and
(2 ) Proof of Ownership. The amount of Bonds
owned by any Person executing any instrument as an Owner of
Bonds, and the numbers, dates and other identification
thereof, together with the dates of his ownership of the
Bonds, shall be determined from the registration books of
the City. The amount of other securities, if applicable,
owned by any Person executing any instrument as an Owner of
such securities, and the numbers, dates and other
identification thereof, together with the dates of his
ownership, if in bearer form, may be proved by a certificate
which need not be acknowledged or verified, in form
satisfactory to the City Clerk, executed by a member of a
financial firm or by an officer of a bank or trust company,
insurance company or financial corporation or other
depository satisfactory to the City Clerk, or by any notary
public or other officer authorized to take acknowledgments
of deeds to be recorded in the state in which he purports to
act, showing at the date therein mentioned that such Person
exhibited to such member, officer, notary public or other
officer so authorized to take acknowledgments of deeds or
had on deposit with such depository the securities described
in such certificate or if in registered form shall be
determined from the related registration books; but the City
Clerk may nevertheless in his or her discretion require
further or other proof in cases where he or she deems the
same advisable.
F. Warranty Upon Issuance of Bonds . Any of the Bonds
as herein provided, when duly executed and registered for the
purposes provided for in this Ordinance, shall constitute a
warranty by and on behalf of the City for the benefit of each and
every future Owner of any of the Bonds that the Bonds have been
issued for a valuable consideration in full conformity with law.
G. Bond Insurer as Bond Owner. So long as the Bond
Insurer is not then in default under the Bond Insurance Policy,
the Bond Insurer shall be deemed to be the Owner of all Bonds
insured by it for purposes of exercising remedies, waiving
defaults, or granting consents pursuant to this Section 10.
H. Immunities of Purchaser. The Purchaser and any
associate thereof are under no obligation to any Owner of the
Bonds for any action that they may not take or in respect of
anything that they may or may not do by reason of any information
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contained in any reports or other documents received by them
under the provisions of this Ordinance . The immunities and
exemption from liability of the Purchaser and any associate
thereof hereunder extend to their officers, directors,
successors, assigns, employees and agents .
Section 11 . Amendment of Ordinance .
A. Amendment of Ordinance Not Requiring Consent of
Bond Owners and Bond Insurer. The City may, without the consent
of, or notice to, the Owners of the Bonds or the Bond Insurer,
adopt such ordinances supplemental hereto (which amendments shall
thereafter form a part hereof) for any one or more or all of the
following purposes:
( 1) To cure or correct any formal defect,
ambiguity or inconsistent provision contained in this
Ordinance;
(2 ) To appoint successors to the Paying Agent,
Registrar, Transfer Agent or Escrow Bank;
(3 ) To designate a trustee for the Owners of the
Bonds, to transfer custody and control of the Pledged
Revenues to such trustee, and to provide for the rights and
obligations of such trustee;
(4) To add to the covenants and agreements of the
City or the limitations and restrictions on the City set
forth herein;
(5) To pledge additional revenues, properties or
collateral to the payment of the Bonds;
(6) To cause this Ordinance to comply with the
Trust Indenture Act of 1939, as amended from time to time;
or
(7) To effect any such other changes hereto which
do not in the opinion of nationally recognized bond counsel
materially adversely affect the interests of the Owners of
the Bonds .
B. Amendment of Ordinance Requiring Consent of Bond
Owners and Bond Insurer. Exclusive of the amendatory ordinances
covered by Section 11A hereof, this Ordinance may be amended or
modified by ordinances or other instruments duly adopted by the
Council, without receipt by it of any additional consideration
but with the written consent of the Owners of sixty-six percent
(66%) in aggregate principal amount of the Bonds Outstanding at
the time of the adoption of such amendatory ordinance and of the
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Bond Insurer, provided that no such amendatory ordinance shall
permit:
( 1) Changing Payment. A change in the maturity
or in the terms of redemption of the principal of any
Outstanding Bond or any installment of interest thereon; or
(2 ) Reducing Return. A reduction in the
principal amount of any Bond, the rate of interest thereon,
or any premium payable in connection with the redemption
thereof, without the consent of the Owner of the Bond; or
(3 ) Prior Lien. The creation of a lien upon or a
pledge of revenues ranking prior to the lien or to the
pledge created by this Ordinance; or
(4) Modifying Amendment Terms. A reduction of
the principal amount or percentages of Bonds, or any
modification otherwise affecting the description of Bonds,
otherwise changing the consent of the Owners of Bonds, which
may be required herein for any amendment hereto; or
(5) Priorities Among Bonds or Parity
Securities. The establishment of priorities as among Bonds
issued and Outstanding under the provisions of this
Ordinance or as among Bonds and other Parity Securities; or
(6) Partial Modification. Any modifications
otherwise materially and prejudicially affecting the rights
or privileges of the Owners of less than all of the Bonds
then Outstanding.
Whenever the Council proposes to amend or modify this
Ordinance under the provisions of this Section 11B it shall give
notice of the proposed amendment by mailing such notice to the
Purchaser, or to any successor thereof known to the City Clerk
and to all registered Owners of Bonds at the addresses appearing
on the registration books of the City, and to the Bond Insurer.
Such notice shall briefly set forth the nature of the proposed
amendment and shall state that a copy of the proposed amendatory
ordinance or other instrument is on file in the office of the
City Clerk for public inspection.
C. Time for and Consent to Amendment. Whenever at
any time within one ( 1) year from the date of the completion of
the notice required to be given by Section 11B hereof there shall
be filed in the office of the City Clerk an instrument or
instruments executed by the Owners of at least sixty-six percent
(66%) in aggregate principal amount of the Bonds then Outstanding
and the Bond Insurer, which instrument or instruments shall refer
to the proposed amendatory ordinance or other instrument
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described in such notice and shall specifically consent to and
approve the adoption of such ordinance or other instrument,
thereupon, but not otherwise, the Council may adopt such
amendatory ordinance or instrument and such ordinance or
instrument shall become effective. If the Owners of at least
sixty-six percent (66%) in aggregate principal amount of the
Bonds then Outstanding, at the time of the adoption of such
amendatory ordinance or instrument, or the predecessors in title
of such Owners, and the Bond Insurer shall have consented to and
approved the adoption thereof as herein provided, no Owner of any
Bond, whether or not such Owner shall have consented to or shall
have revoked any consent as herein provided, shall have any right
or interest to object to the adoption of such amendatory
ordinance or other instrument or to object to any of the terms or
provisions therein contained or to the operation thereof or to
enjoin or restrain the City from taking any action pursuant to
the provisions thereof. Any consent given by the Owner of a Bond
pursuant to the provisions thereof shall be irrevocable for a
period of six (6) months from the date of the completion of the
notice above provided for and shall be conclusive and binding
upon all future Owners of the same Bond during such period. Such
consent may be revoked at any time after six (6) months from the
completion of such notice, by the Owner who gave such consent or
by a successor in title, by filing notice of such revocation with
the City Clerk, but such revocation shall not be effective if the
Owners of sixty-six percent (66%) in aggregate principal amount
of the Bonds Outstanding as herein provided, prior to the
attempted revocation, shall have consented to and approved the
amendatory instrument referred to in such revocation.
D. Unanimous Consent. Notwithstanding anything in
the foregoing provisions contained, the terms and the provisions
of this Ordinance, or of any ordinance or instrument amendatory
thereof, and the rights and the obligations of the City and of
the Owners of the Bonds may be modified or amended in any respect
(except as would adversely affect the rights of the Owners of any
Parity Securities) upon the adoption by the City and upon the
filing with the City Clerk of an instrument to that effect and
with the consent of the Owners of all the then Outstanding Bonds
and the Bond Insurer, such consent to be given in the manner
provided in Section 11C hereof; and no notice to Owners of Bonds
shall be required as provided in Section 11B hereof, nor shall
the time of consent be limited except as may be provided in such
consent.
E. Exclusion of Bonds. At the time of any consent or
of other action taken hereunder the Registrar shall furnish to
the City Clerk a certificate, upon which the City Clerk may rely,
describing all Bonds to be excluded for the purpose of consent or
of other action or of any calculation of Outstanding Bonds
provided for hereunder, and, with respect to such excluded Bonds,
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the City shall not be entitled or required with respect to such
Bonds to give or obtain any consent or to take any other action
provided for hereunder.
F. Notation on Bonds. Any of the Bonds delivered
after the effective date of any action taken as provided in
Section 11B hereof, or Bonds Outstanding at the effective date of
such action, may bear a notation thereon by endorsement or
otherwise in form approved by the Council as to such action; and
if any such Bonds so delivered after such date does not bear such
notation, then upon demand of the Owner of any Bond Outstanding
at such effective date and upon presentation of his Bond for such
purpose at the principal office of the City, suitable notation
shall be made on such Bond by the City Clerk as to any such
action. If the Council so determines, new Bonds so modified as
in the opinion of the Council to conform to such action shall be
prepared, executed and delivered; and upon demand of the Owner of
any Bond then Outstanding, shall be exchanged without cost to
such Owner for Bonds then Outstanding upon surrender of such
Outstanding Bonds.
G. Proof of Instruments and Bonds . The fact and date
of execution of any instrument under the provisions of this
Section 11, the amount and number of the Bonds owned by any
Person executing such instrument, and the date of his registering
the same may be proved as provided by Section 10E hereof.
Section 12 . Miscellaneous.
A. Character of Agreement. None of the covenants,
agreements, representations, or warranties contained herein or in
the Bonds shall ever impose or shall be construed as imposing any
liability, obligation, or charge against the City (except for the
special funds pledged therefor) or against the general credit of
the City payable out of general funds or out of any funds derived
from general property taxes. Neither shall the covenants,
agreements, representations, or warranties contained herein or in
the Bonds impose or be construed as imposing any liability,
obligation, or charge against the Bond Insurer.
B. No Pledge of Property. The payment of the Bonds
is not secured by an encumbrance, mortgage or other pledge of
property of the City except for the Pledged Revenues. No property
of the City, subject to such exception with respect to the
Pledged Revenues, pledged for the payment of the Bonds, shall be
liable to be forfeited or taken in payment of the Bonds.
C. Statute of Limitations. No action or suit based
upon any Bond or other obligation of the City shall be commenced
after it is barred by any statute of limitations pertaining
thereto. Any trust or fiduciary relationship between the City
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and the Owner of any Bond or the obligee regarding any such
obligation shall be conclusively presumed to have been repudiated
on the maturity date or other due date thereof unless the Bond is
presented for payment or demand for payment of such other
obligation is otherwise made before the expiration of the
applicable limitation period. Any moneys from whatever source
derived remaining in any fund or account reserved, pledged or
otherwise held for the payment of any such obligation, action or
suit, the collection of which has been barred, shall revert to
the Sales and Use Tax Fund, unless the Council shall otherwise
provide by ordinance . Nothing herein prevents the payment of any
such Bond or other obligation after an action or suit for its
collection has been barred if the Council deems it in the best
interests of the City or the public so to do and orders such
payment to be made.
D. Delegated Duties. The officers of the City are
hereby authorized and directed to enter into such agreements and
take all action necessary or appropriate to effectuate the
provisions of this Ordinance and to comply with the requirements
of law, including, without limitation:
( 1) Printing. The printing of the Bonds,
including the printing upon each such Bond of a copy of the
approving legal opinion of Ballard, Spahr, Andrews &
Ingersoll , bond counsel , duly certified by the City Clerk,
and, if necessary or desirable pending delivery of printed
Bonds, the preparation of one or more temporary typewritten
Bonds in an aggregate principal amount equal to that of the
Bonds, otherwise in substantially the same form and bearing
the same terms, to be delivered to the Purchaser and
thereafter to be exchanged by the Purchaser for printed
Bonds when the same are received by the City;
(2) Execution, Registration and Delivery. The
execution and registration of the Bonds and the delivery of
the Bonds to the Purchaser pursuant to the provisions of
this Ordinance;
(3 ) Information. The assembly and dissemination
of financial and other information concerning the City and
the Bonds;
(4) Official Statement. The preparation of a
final official statement for the use of prospective buyers
of the Bonds, including, without limitation, the Purchaser
and its associates, if any; and
(5 ) Closing Certificates . The execution of the
Escrow Agreement, the Depository Agreement and such
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certificates as may be reasonably required by the Purchaser,
relating, inter alia, to:
(a) The signing of the Bonds;
(b) The tenure and identity of the officials
of the City;
(c) If in accordance with fact, the absence
of litigation, pending or threatened, affecting the
validity of the Bonds;
(d) The exemption of interest on the Bonds
from federal and State income taxation;
(e) The delivery of the Bonds and the
receipt of the Bond purchase price ;
(f) The accuracy and adequacy of information
provided in the preliminary official statement and
official statement prepared for prospective buyers of
the Bonds.
E. Successors. Whenever herein the City is named or
is referred to, such provision shall be deemed to include any
successors of the City, whether so expressed or not. All of the
covenants, stipulations, obligations and agreements by or on
behalf of and other provisions for the benefit of the City
contained herein shall bind and inure to the benefit of any
officer, board, district, commission, authority, agency,
instrumentality or other Person or Persons to whom or to which
there shall be transferred by or in accordance with law any
right, power or duty of the City or of its respective successors,
if any, the possession of which is necessary or appropriate in
order to comply with any such covenants, stipulations,
obligations, agreements or other provisions hereof.
F. Rights and Immunities. Except as herein otherwise
expressly provided, nothing herein expressed or implied is
intended or shall be construed to confer upon or to give to any
Person, other than the City, the Bond Insurer, and the Owners
from time to time of the Bonds, any right, remedy or claim under
or by reason hereof or any covenant, condition or stipulation
hereof. All the covenants, stipulations, promises and agreements
herein contained by and on behalf of the City shall be for the
sole and exclusive benefit of the City, the Bond Insurer, and any
Owner of any of the Bonds.
No recourse shall be had for the payment of the Debt
Service Requirements of the Bonds or for any claim based thereon
or otherwise upon this Ordinance authorizing their issuance or
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any other ordinance or instrument pertaining thereto, against any
individual member of the Council , or any officer or other agent
of the City, past, present or future, either directly or
indirectly through the City, or otherwise, whether by virtue of
any constitution, statute or rule of law or by the enforcement of
any penalty or otherwise, all such liability, if any, being by
the acceptance of the Bonds and as a part of the consideration of
their issuance specially waived and released.
G. Notices. Any notices required or permitted to be
given to the Bond Insurer hereunder shall be addressed as
follows:
Financial Guaranty Insurance Company
175 Water Street
New York, New York 10038
Attention: President
H. Facsimile Signatures. Pursuant to the Uniform
Facsimile Signature of Public Officials Act, part 1 of article 55
of title 11 , Colorado Revised Statutes, as amended, the Mayor and
the City Clerk shall forthwith, and in any event prior to the
time the Bonds are delivered to the Purchaser, file with the
Colorado Secretary of State their manual signatures certified by
them under oath.
I . Ordinance Irrepealable. This Ordinance is, and
shall constitute, a legislative measure of the City and after any
of the Bonds are issued, this Ordinance shall constitute an
irrevocable contract between the City and the Owner or Owners of
the Bonds; and this Ordinance, subject to the provisions of
Sections 9 and 11 hereof, if any Bonds are in fact issued, shall
be and shall remain irrepealable until the Bonds, as to all Debt
Service Requirements, shall be fully paid, cancelled and
discharged, as herein provided.
J. Statutory Limitations Met. The Council hereby
determines that the provisions and limitations of the Act and any
other applicable law imposed on the issuance of the Bonds have
been met.
K. Ratification. All action not inconsistent with
the provisions of this Ordinance heretofore taken by the City or
its officers, and otherwise by the City directed toward the sale
and delivery of the Bonds for that purpose, be, and the same
hereby is, ratified, approved and confirmed.
L. Repealer. All ordinances, resolutions, bylaws,
orders, and other instruments, or parts thereof, inconsistent
herewith are hereby repealed to the extent only of such
inconsistency. This repealer shall not be construed to revive
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any ordinance, resolution, bylaw, order, or other instrument,
or part thereof, heretofore repealed.
M. Severability . If any section , subsection ,
paragraph, clause or other provision of this Ordinance shall
for any reason be held to be invalid or unenforceable, the
invalidity or unenforceability thereof shall not affect any of
the remaining sections, subsections, paragraphs, clauses or
provisions of this Ordinance.
Introduced, considered favorably on first reading, and
ordered published this 1st day of July, A.D. 1986, and to be
presented for final passage on the 15th day of July, A.D. 1986.
Mayor
ATTEST:�
City Clerk
READ, AMENDED, FINALLY PASSED AS AMENDED ON SECOND
READING, AND ORDERED PUBLISHED ONCE BY NUMBER AND TITLE ONLY
this 15th day of July, A.D. 1986.
01
RayKr
ATTEST:
"wik .Y,
City Clerk
D3301 148 07/24/86