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HomeMy WebLinkAbout106 - 09/21/1982 - AUTHORIZING THE ISSUANCE OF BOND ANTICIPATION NOTES, DATED OCTOBER 1, 1982, IN THE AGGREGATE PRINCIP ORDINANCE NO 106, 1982 AN ORDINANCE AUTHORIZING THE ISSUANCE OF CITY OF FORT COLLINS, COLORADO, BOND ANTICIPATION NOTES, SERIES OCTOBER 1, 19821 DATED OCTOBER 11 1982, IN THE AGGREGATE PRINCIPAL AMOUNT OF $3, 300, 000 WHEREAS, the City of Fort Collins, Colorado (the City) has need for and desires to acquire , construct and install a new municipal golf course (the Project) for use by members of the general public, and WHEREAS, Southridge Corporation, a Colorado corporation, Bucain Corporation, a Colorado corporation, Clifford J Buckley, and Bernard L. Cain, Jr. have offered to assist the City in acquiring , constructing , and installing and in financing the Project, and WHEREAS , it has been agreed by and among the City and the foregoing corporations and individuals that Bucain Corporation will deed to the City certain land whereon the City will construct a golf course facility and that the City will lease the land and the golf course to Southridge Corporation pursuant to a Lease (the Lease) obligating Southridge Corporation to make rental payments (the Rental Payments) to be guaranteed by Bucain Corporation and Clifford J Buckley and Bernard L Cain, Jr , and WHEREAS, the City is empowered by the provisions of part 1 of article 14 of title 29, Colorado Revised Statutes 1973, as amended (the Act) , to issue bond anticipation notes in anticipation of the issuance by the City at a later date of sales and use tax revenue bonds and to make such bond -I)- anticipation notes payable from the proceeds of the sale of such sales and use tax revenue bonds or additional bond anticipation notes or other moneys of the City legally available for such purpose, including the Rental Payments received by the City pursuant to the Lease, and WHEREAS, the City is empowered by its Charter to issue sales and use tax revenue bonds by action of the Council (the Council) of the City without an election, and WHEREAS, pursuant to Ordinance No 58 , 1967, Ordinance No 140, 1979, and Ordinance No 149, 1981, the City has imposed a 2 1/48 tax 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, and WHEREAS , the Council hereby determines that it is reasonable, necessary and prudent at this time to issue bond anticipation notes in order to acquire, construct and install the Project and further to provide for the payment of such notes as hereinafter provided, and WHEREAS , the City has received a proposal for the purchase of such notes upon terms favorable to the City; and the Council has determined to accept the same BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS, COLORADO, AS FOLLOWS 1 Authorization of Notes In order to provide funds for the object and purpose of defraying , in whole or in part , the cost of acquiring, constructing and installing the Project, -3- together with all necessary incidental and appurtenant properties , facilities, equipment and costs, the City shall issue its negotiable , coupon Bond Anticipation Notes, Series October 1, 1982, dated October 1, 1982, in the aggregate principal amount of $3, 300, 000 (the Notes) , consisting of 660 Notes in the denomination of $5,000 each, numbered 1 to 660, inclusive, payable to bearer. All of the Notes shall bear interest evidenced by one set of bearer interest coupons attached thereto Said coupons, when issued as part of the Notes, shall be lawful promises and binding obligations of the City to pay interest on the N.Qtes as provided therein The Notes and said coupons shall be secured by the covenants contained in this ordinance (the Ordinance) The Notes shall mature on October 1, 1987 The Council hereby estimates and determines that the time needed to effect the purpose for which the Notes are issued is not less than five years. The Notes shall bear interest at the rate of nine and one- half percent (9 5%) per annum from the date thereof to the maturity date thereof, unless redeemed prior thereto, payable April 1, 1983, and semiannually thereafter on the 1st day of October and the 1st day of April of each year If upon presentation at maturity payment of any Note is not made as provided herein, interest shall continue thereon at the interest rate specified therein until the principal thereof is paid in full. -4- The maximum net effective interest rate authorized for the Notes is ten percent (10%) per annum. The actual net effective interest rate for the Notes is nine and seven-tenths percent (9 7%) per annum 2 Payment of Notes The principal of, interest on, and any premium due in connection with the redemption of the Notes shall be payable in lawful money of the United States of America, without deduction for exchange or collection charges, out of the special fund hereinafter specified, but not otherwise , at the principal corporate trust offices of First Interstate Bank of Fort Collins, N A , Fort Collins, Colorado (the Paying Agent) , which is hereby designated to serve as paying agent for the Notes 3 Redemption of Notes Prior to Maturity The Notes shall be redeemable prior to their maturity date , at the option of the City, in whole or in part by lot, on April 1, 1985, or any interest payment date thereafter , at a price equal to the principal amount of each Note so redeemed, plus accrued interest thereon to the redemption date , plus a premium expressed as a percentage of the principal amount depending on the redemption date as follows Redemption Date Premium April 1 , 1985 and October 1, 1985 2% April 1 , 1986, October 1, 1986, and April 1, 1987 1% Notice of redemption shall be given by the City Clerk, in the name of the City, by publication of such notice at least one (1) time by one (1) publication in The Coloradoan, Fort Collins, -5- Colorado , if then in business and publishing (and, if not, then in a newspaper of general circulation in the City) , such publication being not less than thirty (30) days prior to the redemption date specified in such notice, and 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 the holders of each of the Notes being redeemed, if the names and addresses of such holders and the numbers of their Notes are recorded with the City Clerk For this purpose, the holder of any Note may at any time furnish his name and address and the number or numbers of his Note or Notes to the City Clerk Such notice shall specify the numbers of the Notes so to be redeemed and the date fixed for redemption and shall state that on the redemption date there will become and will be due and payable upon each Note so to be redeemed the principal amount thereof, plus accrued interest thereon to the redemption date , plus the premium due , and shall further state that if on or before the redemption date there shall have been deposited with the Paying Agent sufficient funds to redeem said Notes, interest will cease to accrue thereon from and after the redemption date Any Notes redeemed prior to their maturity by call for prior redemption or otherwise shall not be reissued and shall be cancelled the same as Notes paid at or after maturity 4 Nature of Obligation The Notes shall be special and limited obligations of the City and shall be payable and collectible as to principal and interest solely out of the net proceeds of certain sales and use tax revenue bonds to be issued -6- by the City at a later date (the Anticipated Bonds) or any bond anticipation notes issued in substitution for the Notes (the Replacement Notes) , when and if issued, sold and delivered , and the Rental Payments received by the City pursuant to the Lease, which proceeds and other moneys shall be deposited in a special fund for said purpose as hereinafter provided The holders of the Notes may not look to any general or other fund of the City for payment of the principal of or interest on the Notes, except the special fund pledged therefor The Notes and coupons appertaining thereto shall not constitute a debt or an indebtedness of the City within the meaning of any constitutional or statutory provision or limitation of the State of Colorado or the Charter of the City and shall not be considered or held to be general obligations of the City 5 Execution The Notes shall be signed 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 signed and attested with the fascimile signature of the City Clerk, and shall be countersigned with the manual signature of the City Finance Director Each of the interest coupons shall be signed with the facsimile signature of the Mayor Should any officer whose facsimile or manual signature appears on the Notes cease to be such officer before delivery of the Notes to the purchasers thereof, such facsimile or manual signature shall nevertheless be valid and sufficient for all purposes The facsimile signatures provided for herein shall be placed on the -7- Notes in the manner set forth in part 1 of article 55 of title 11, Colorado Revised Statutes 1973, as amended 6 Form of Notes and Interest Coupons The Notes and the interest coupons attached thereto shall be in substantially the following form -8- [Form of Note] UNITED STATES OF AMERICA STATE OF COLORADO COUNTY OF LARIMER CITY OF FORT COLLINS BOND ANTICIPATION NOTE No $5, 000 The City of Fort Collins, in the County of Larimer and State of Colorado, for value received, hereby promises to pay to the bearer hereof , solely from the special fund provided therefor, the principal sum of FIVE THOUSAND DOLLARS as hereinafter set forth, on the 1st day of October, 1987, and to pay solely from said special fund interest hereon from the date hereof to the maturity date hereof , except if redeemed prior thereto, at the rate of nine and one-half percent (9 5%) per annum, payable April 1 , 1983 , and semiannually thereafter on the 1st day of October and the 1st day of April of each year The principal of , interest on, and any premium due in connection with the redemption of this Note are payable in lawful money of the United States of America, without deduction for exchange or collection charges, out of the special fund hereinafter specified, but not otherwise , at the principal corporate trust offices of First Interstate Bank of Fort Collins, N A , Fort Collins, Colorado, upon presentation and surrender of said coupons and this Note as they severally become due If upon presentation at maturity payment of this Note is not made as provided herein, interest shall continue hereon at -9- the interest rate specified herein until the principal hereof is paid in full The Notes of this issue are redeemable prior to their maturity date , at the option of the City, in whole or in part by lot, on April 1, 1985, or any interest payment date thereafter, at a price equal to the principal amount thereof , plus accrued interest thereon to the redemption date, plus a premium expressed as a percentage of the principal amount depending upon the redemption date as follows Redemption Date Premium April 1, 1985 and October 1, 1985 2% April 1, 1986, October 1, 1986, and April 1, 1987 1% Redemption shall be made upon not less than thirty (30) days' prior notice by publication of such notice at least one (1) time by one (1) publication in The Coloradoan, Fort Collins, Colorado, if then in business and publishing (and, if not, then in a newspaper of general circulation in the City) , such publication being not less than thirty (30) days prior to the redemption date specified in such notice , and 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 the holders of each of the Notes being redeemed, if the names and addresses of such holders and the numbers of their Notes are recorded with the City Clerk For this purpose, the holder of any Note may at any time furnish his name and address and the number or numbers of his Note or Notes to the City Clerk Such notice shall specify the numbers of the Notes so to -10- be redeemed and the date fixed for redemption and shall state that on the redemption date there will become and will be due and payable upon each Note so to be redeemed the principal amount thereof , plus accrued interest thereon to the redemption date , plus the premium due, and shall further state that if on or before the redemption date there shall have been deposited with First Interstate Bank of Fort Collins, N A , Fort Collins, Colorado, sufficient funds to redeem said Notes, interest will cease to accrue thereon from and after the redemption date This Note is one of a series issued by the Council of the City of Fort Collins, Colorado, on behalf of said City, in the aggregate principal amount of $3 ,300 ,000 for the ob3ect and purpose of defraying , in whole or in part, the cost of acquiring , constructing and installing a municipal golf course within and for the City, together with all necessary incidental and appurtenant properties, facilities, equipment and costs, in anticipation of the receipt of the net proceeds of certain sales and use tax revenue bonds to be issued by the City at a later date, or any bond anticipation notes issued in substitution herefor , when and if issued , sold and delivered, and certain rental payments to be received by the City pursuant to a lease of the golf course , pursuant to, by virtue of , and in full conformity with the Constitution of the State of Colorado, and part 1 of article 14 of title 29, Colorado Revised Statutes 1973, as amended, and all other laws of the State of Colorado thereunto enabling , and pursuant to an ordinance of the Council of the City duly adopted prior to the issuance of this Note, and -11- 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 issuing this Note This Note and the interest coupons pertaining hereto are special and limited obligations of the City payable solely out of and secured by an irrevocable pledge of the net proceeds of the aforesaid sales and use tax revenue bonds or any bond anticipation notes issued in substitution herefor, when and if issued , sold and delivered , and the aforesaid rental payments, deposited in the special fund hereinafter described Payment of the principal of and interest on this Note shall be made solely from, and as security for such payment there is irrevocably and exclusively pledged , pursuant to the ordinance authorizing the issuance hereof, a special fund thereby created and identified as the "City of Fort Collins, Colorado, Bond Anticipation Notes, Series October 1, 1982, Note Fund, " into which fund the City has covenanted in said ordinance to pay the principal of and interest on this Note from the net proceeds of the aforesaid sales and use tax revenue bonds or bond anticipation notes, when and if issued, sold and delivered, and the aforesaid rental payments, deposited in the aforesaid special fund It is hereby recited, certified and warranted that for the payment of this Note and of the interest hereon, the City has created and will maintain said special fund and will deposit therein the net proceeds of the aforesaid sales and use tax revenue bonds or bond anticipation notes, when and if issued, -12- sold and delivered, and the aforesaid rental payments, and out of said special fund, as an irrevocable charge thereon, will pay this Note and the interest hereon This Note is equitably and ratably secured by a lien on the net proceeds of the aforesaid sales and use tax revenue bonds or bond anticipation notes, when and if issued, sold and delivered, and the aforesaid rental payments , deposited in the aforesaid special fund, and this Note constitutes an irrevocable, exclusive first lien thereon, and said net proceeds and rental payments are pledged and set aside to the payment of this Note, all in anticipation of the issuance , sale and delivery of the aforesaid sales and use tax revenue bonds or bond anticipation notes The City covenants and agrees with the holder of this Note and with each and every person who may become the holder hereof that it will keep and will perform all of the covenants contained in this Note and the ordinance authorizing the issuance hereof In said ordinance the City has covenanted that it shall in good faith make every reasonable effort to sell a sufficient amount of its sales and use tax revenue bonds or bond anticipation notes , at one time or from time to time , so that on or before October 1, 1987, there will be or have been sufficient net proceeds from such bond or note sales, together with other funds accumulated in the Note Fund, to pay in full this Note and the interest hereon Said ordinance provides , however , that the City may issue and sell on or before October 1, 1987, sales and -13- use tax revenue bonds or bond anticipation notes other than those which it has pledged to sell in order to secure the payment of this Note and the interest hereon and may apply the proceeds of such bonds or notes for any lawful purpose determined by the Council, even though all or a portion of the principal of or interest on the Notes of the series of which this is one may then be outstanding and unpaid Reference is hereby made to the ordinance of the Council of the City authorizing the issuance of this Note for a description of the provisions, terms and conditions upon which this Note is issued and secured, including , without limitation, the nature and extent of the security for this Note, provisions with respect to the custody and application of the proceeds of this Note, the collection and disposition of the proceeds charged with and pledged to the payment of the principal of and interest on this Note , a description of the special fund referred to above and the nature and extent of the security and pledge afforded thereby for the payment of this Note and the interest hereon and the manner of enforcement of said pledge, and the rights , duties, immunities and obligations of the City and the members of its Council and also the rights and remedies of the holders of the Notes For the payment of this Note and the interest hereon, the City pledges the exercise of all its lawful corporate powers This Note is transferable by delivery, and the City shall be entitled to treat the bearer hereof as the owner of this Note for all purposes -14- This Note has been issued and delivered without registration under the Securities Act of 1933, as amended, or other state, federal or other securities laws, in reliance upon the availability of an appropriate exemption from registration otherwise required and the representation of the original purchasers hereof that this Note is being acquired for the original purchasers ' own accounts for investment and not with a view to resale in connection with any distribution thereof nor with any present intention of the original purchasers of distributing or reselling any part thereof, except as permitted by law and subject to all applicable regulations of the Securities Act of 1933, as amended IN TESTIMONY WHEREOF, the Council of the City of Fort Collins, Colorado, has caused this Note to be signed by and on behalf of the City with the facsimile signature of the Mayor of the City, to be sealed with a facsimile of the seal of the City, to be signed and attested with the facsimile signature of the City Clerk of the City, and to be countersigned with the manual signature of the Finance Director of the City, and has caused -15- the interest coupons attached hereto to be signed with the facsimile signature of the Mayor of the City, all as of the 1st day of October , 1982 CITY OF FORT COLLINS, COLORADO (FACSIMILE) By (Facsimile Signature) ( SEAL ) Mayor Attest (Facsimile Signature) City Clerk Countersigned (Manual Signature) Finance Director [End of Form of Note) -16- [Form of Interest Coupon] Coupon No $237 50 April On the 1st day of October, 198 , unless the Note to which this coupon is attached, if redeemable , has been called for prior redemption, the City of Fort Collins, in the County of Larimer and State of Colorado, will upon presentation and surrender of this coupon pay to bearer the amount shown hereon in lawful money of the United States of America, without deduction for exchange or collection charges, at the principal corporate trust offices of First Interstate Bank of Fort Collins, N A , Fort Collins, Colorado, solely from and secured by a pledge of the special fund described in the Note to which this coupon pertains, being the interest then due on its City of Fort Collins, Colorado, Bond Anticipation Note, Series October 1, 1982, dated October 1, 1982, bearing Note No (Facsimile Signature) Mayor City of Fort Collins, Colorado [End of Form of Interest Coupon] -17- 7 Delivery of Notes, Application of Proceeds The Notes, when executed and registered as provided by law, shall be delivered by any one of the officers of the City to the purchasers thereof, upon payment to the City in accordance with the contract of purchase for the Notes between the City and the purchasers The proceeds derived from said sale shall be used exclusively for the purposes stated herein, provided, however, that any portion of said proceeds may be temporarily invested pending such use in securities or obligations which are lawful investments for the City, with such temporary investments to be made consistent with the covenant regarding arbitrage bonds hereinafter made Until the proceeds of the Notes are applied for the purposes set forth herein, the proceeds of the Notes shall be sub3ect to a lien thereon and pledge thereof for the benefit of the holders of the Notes Neither the purchasers of the Notes nor any person or entity who may become the holder of any Note shall be in any way responsible for the application of the proceeds of the Notes by the City or any of its officers 8 Pledge and Lien The net proceeds of the Anticipated Bonds or the Replacement Notes, when and if issued, sold and delivered , and the Rental Payments received by the City pursuant to the Lease, deposited in the Note Fund, together with all securities in which the foregoing may be invested from time to time, are pledged to secure the payment of the principal of and interest on the Notes This pledge shall be valid and binding from and after the date of the first delivery of the Notes, and the moneys so pledged shall immediately be sub3ect to the lien -18- of said pledge without any physical delivery thereof, any filing , or further act The lien of said 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, and the lien of said pledge shall be valid and binding as against all parties having claims of any kind in tort, contract or otherwise against the City, irrespective of whether such parties have notice thereof 9 Note Fund A special fund is hereby created and designated as the "City of Fort Collins, Colorado, Bond Anticipation Notes, Series October 1, 1982, Note Fund" (the Note Fund) The Note Fund shall contain two separate accounts described as the "Principal and Interest Account" and the "Construction Account " The City shall deposit in the "Principal and Interest Account" of the Note Fund, on the date of issue of the Notes, interest accrued thereon, if any, from the date of the Notes to the date of delivery of the Notes to the purchasers thereof The City shall also deposit therein at the same time from the proceeds of the Notes an amount sufficient to pay interest on the Notes from October 1, 1982 to October 1, 1984 The City shall deposit in the "Construction Account" of the Note Fund , on the date of issue of the Notes, the remaining proceeds thereof , after payment of all costs of issuing the Notes The net proceeds received from time to time of the Anticipated Bonds or the Replacement Notes, when and if issued, -19- sold and delivered , and the Rental Payments received by the City pursuant to the Lease shall be deposited in the "Principal and Interest Account" of the Note Fund to be applied to the payment of the Notes 10 Covenant Regarding Anticipated Bonds and Replacement Notes The City shall in good faith make every reasonable effort to sell a sufficient amount of Anticipated Bonds or Replacement Notes, at one time or from time to time, so that on or before October 1, 1987 , there will be or have been sufficient net proceeds from such bond or note sales, to pay in full the Notes and the interest coupons pertaining thereto Nothing herein shall be construed to prohibit the City from issuing and selling on or before October 1, 1987 , any sales and use tax revenue bonds other than the Aniticipated Bonds or any bond anticipation notes other than the Replacement Notes or from applying the proceeds of such bonds or notes for any lawful purpose determined by the Council , even though all or a portion of the principal of or interest on the Notes may then be outstanding and unpaid 11 Covenant Regarding Lease Concurrently with the issuance of the Notes the City shall execute the Lease The City shall throughout the term thereof, or for so long as the Notes shall remain outstanding , diligently enforce the terms thereof, collect the payments thereunder, and deposit the same in the Note Fund 12 Covenant Regarding Industrial Development Bonds The City acknowledges that the Notes are industrial development -20- bonds issued to provide exempt sports facilities within the meaning of Section 103 (b) (4) of the Internal Revenue Code of 1954 , as amended (the Code) The City shall use substantially all of the spendable proceeds of the Note to provide qualifying sports facilities, or facilities functionally related and subordinate thereto, consisting of land or depreciable property and shall operate or require its lessee to operate the Pro3ect as a sports facility available for use by members of the general public 13 Covenant Regarding Arbitrage Bonds The City shall make no investment or other use of the proceeds of the Notes at any time during the term thereof which, if such investment or other use had been reasonably expected on the date the Notes are issued , would have caused the Notes to be arbitrage bonds within the meaning of the Code and the regulations promulgated thereunder , unless, under any provision of law hereafter enacted , the interest paid on the Notes (a) shall be excludible from the gross income of a recipient thereof for federal income tax purposes without regard to whether the Notes are arbitrage bonds, or (b) shall be exempt from all federal income taxation 14 Defeasance When all of the principal of and the interest on the Notes have been duly paid , all obligations hereunder shall thereby be discharged , and the Notes shall no longer be deemed to be outstanding 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 of Colorado bills , certificates of indebtedness , notes, bonds or -21- similar securities which are direct obligations of , or the principal and interest of which are unconditionally guaranteed by, the United States of America (Federal Securities) , in an amount sufficient (including the known minimum yield available for such purpose from said Federal Securities in which such amount may wholly or in part be initially invested) to meet all principal and interest requirements of the Notes as the same become due on the maturity date of the Notes or on any redemption date as of which the City shall have exercised or obligated itself to exercise its right of prior redemption by a call of the Notes for payment then The Federal Securities 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 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 holder thereof to assure availability as needed to meet such schedule The proceeds of the Federal Securities and other moneys so held in escrow shall be deposited in the "Principal and Interest Account" of the Note Fund for the payment of the Notes at maturity or upon prior redemption 15 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 and the holders from time to time of the Notes, any right, remedy or claim under or by reason hereof or any covenant , condition or stipulation hereof All the -22- 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 and the holders of the Notes No recourse shall be had for the payment of the principal of and the interest on the Notes or for any claim based thereon or otherwise upon this Ordinance or any other 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, charter, 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 Notes and as a part of the consideration of their issuance , specially waived and released 16 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 issuance and delivery of the Notes is hereby ratified , approved and confirmed 17 Facsimile Signatures Pursuant to the Uniform Facsimile Signature of Public Officials Act, part 1 of article 55 of title 11, Colorado Revised Statutes 1973, as amended , the Mayor and the City Clerk of the City shall forthwith, but in any event prior to the time the Notes are delivered to the purchasers thereof , file with the Colorado Secretary of State their manual signtures, certified by them -23- under oath , using a suitable Facsimile Signature Certificate for such purpose 18 Authorized Action 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 limiting the generality of the foregoing a The execution of a contract for the purchase of the Notes between the City and the purchasers or their agent, b The printing of the Notes , including at the option of the City the printing upon each of the Notes of a copy of the approving legal opinion of Ballard, Spahr, Andrews & Ingersoll, bond counsel, duly certified by the City Clerk, c The preparation of an offering memorandum, official statement, or offering circular for the use of the purchasers of the Notes, d The execution of such certificates as may reasonably be required by the purchasers of the Notes relating to the signing of the Notes, the tenure and identity of the City officials , if in accordance with the facts, the absence of litigation, pending or threatened, affecting the validity of the Notes , the Anticipated Bonds or the Replacement Notes, receipt of the Notes and the purchase price therefor , and the accuracy and completeness of any offering materials prepared, using a suitable Signature Certificate , a General and No-Litigation -24- Certificate , a Delivery Certificate, and a Disclosure Certificate for such purposes, e The making of various statements, recitals, certifications and warranties provided in the form of Note set forth in this Ordinance, and f The payment of the interest on the Notes as the same shall accrue and the principal of the Notes at maturity or upon prior redemption without further warrant or order 19 General Repealer All acts, orders , resolutions, ordinances or parts thereof taken by the City and in conflict with this Ordinance are hereby repealed, except that this repealer shall not be construed so as to revive any act, order, resolution, ordinance or part thereof heretofore repealed 20 Ordinance Irrepealable This Ordinance is, and shall constitute , a legislative measure of the City, and after the Notes are issued, sold and outstanding, this Ordinance shall constitute a contract between the City and the holders of the Notes and shall be and remain irrepealable until the Notes and the interest accruing thereon shall have been fully paid, satisfied and discharged 21 Severability If any paragraph, clause or provision of this Ordinance is judicially adjudged invalid or unenforceable , such judgment shall not affect , impair or invalidate the remaining paragraphs , clauses or provisions hereof , the -25- intention being that the various paragraphs, clauses or provisions hereof are severable. INTRODUCED, READ, APPROVED ON FIRST READING, AND ORDERED PUBLISHED ONCE IN FULL THIS 7th day of September, 1982 CITY OF FORT COLLINS, COLORADO By CDQ...C�� (CITY) Mayor (SEAL) ATTEST �&" City Clerk The foregoing Ordinance will be presented for final passage at a regular meeting of the Council to be held at Council Chambers, City Hall, 300 LaPorte Avenue, Fort Collins, Colorado, on Tuesday, the 21st day of September , 1982, at 5 30 p m -26- READ, FINALLY PASSED ON SECOND READING, AND ORDERED PUBLISHED ONCE BY NUMBER AND TITLE ONLY this 21st day of September , 1982 CITY OF FORT COLLINS, COLORADO By (CITY) Mayor (SEAL) ATTEST City Clerk -27-