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HomeMy WebLinkAbout157 - 11/20/1984 - AUTHORIZING THE ISSUANCE OF SALES AND USE TAX REVENUE BONDS DATED NOVEMBER 1, 1984 IN THE AGGREGATE CERTIFIED RECORD OF PROCEEDINGS OF THE COUNCIL OF THE CITY OF FORT COLLINS , COLORADO RELATING TO AN ORDINANCE AUTHORIZING THE ISSUANCE OF ITS SALES AND USE TAX REVENUE BONDS DATED NOVEMBER 1 , 1984 IN THE AGGREGATE PRINCIPAL AMOUNT OF $11 , 750, 000 y, 10 TABLE OF CONTENTS (Not a part of the Ordinance) Page SECTION 1. DEFINITIONS AND CONSTRUCTION. . . . . . . . . . . . . . . . . 2 A. Definitions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 B. Construction. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 SECTION 2. RECITALS ; AUTHORITY. . . . . . . . . . . . . . . . . . . . . . . . . . 8 A. Necessity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 B. Authority For Bonds. . . . . . . . . . . . . . . . . . . . . . . . . . 8 SECTION3. THE BONDS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 A. Authorization. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 B. Bond Details . . . . 8 C. Bonds Equally Secured. . . . . . . . . . . . . . . . . . . . . . . . 23 D. Special Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . 23 SECTION 4 . SALE OF BONDS . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 A. Public Sale. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 B. Award of Contract. . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 SECTION 5. DISPOSITION OF BOND PROCEEDS AND OTHER REVENUES ; FUNDS AND ACCOUNTS ADOPTED OR CREATED BY ORDINANCE ; SECURITY FOR BONDS. . . 23 A. Capital Projects Fund. . . . . . . . . . . . . . . . . . . . . . . . 24 B. Sales and Use Tax Fund Deposits. . . . . . . . . . . . . . 25 C. Principal and Interest Account Payments. . . . . . 25 D. Reserve Account Payments. . . . . . . . . . . . . . . . . 26 E. Termination of Deposits ; Use of Moneys in Principal and Interest Account and Reserve Account. . . . . . . . . . . . . . . . . . . . . . . 27 F. Payment of Additional Subordinate Securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 G . Use of Remaining Revenues. . . . . . . . . . . . . . . . . 28 H. Budget and Appropriation of Sums. . . . . . . . . . . . . 29 SECTION 6. GENERAL ADMINISTRATION OF FUNDS AND ACCOUNTS. 29 A. Places and Times of Deposits. . . . . . . . . . . . . . . . . 29 B. Investment of Funds and Accounts. . . . . . . . . . . . . 29 C. No Liability For Losses Incurred In Performing Terms of Ordinance. . . . . . . . . . . . . . 30 D. Character of Funds. . . . . . . . . . . . . . . . . . . . . . . . 30 E. Accelerated Payments Optional. . . . . . . . . . . . . . . . 30 ' (i r . Page SECTION 7. PRIORITIES ; LIENS ; ISSUANCE OF ADDITIONAL BONDS AND ADDITIONAL SECURITIES. . . . . . . . . . . . 31 A. First Lien on Pledged Revenues. . . . . . . . . . . . . . . 31 B. Issuance of Parity Bonds. . . . . . . . . . . . . . . . . . . . . 31 C. Certification of Revenues. . . . . . . . . . . . . . . 32 D. Subordinate Securities Permitted. . . . . . . . . . . . . 32 E. Superior Securities Prohibited. . . . . . . . . . . . . . . 32 F. Refunding Bonds. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 G. Supplemental Ordinances. . . . . . . . . . . . . . . . . . . . . . 33 SECTION 8. COVENANTS. . . . . . . . . . . . . . . . . . . . . . . . . . 34 A. Continuance and Collection of Taxes. . . . . . . . . . 34 B. Defense of Legality of Pledged Revenues. . . . . . 35 C. Performance of Duties. . . . . . . . . . . . . . . . . . . . . . . . 35 D. Contractual Obligations. . . . . . . . . . . . . . . . . . . . . . 35 E. Further Assurances. . . . . . . . . . . . . . . . . . . . . . . . . . . 35 F. Conditions Precedent. . . . . . . . . . . . . . . . . . . . . . . . . 36 G. Records. . . . • . . . . . . . . . . . . . . . . . . . . . . . . . . 36 H. Protection of Security. . . . . . . . . . . . . . . . . . . . 36 I . Accumulation of Interest Claims . . . . . . . . . . . . . . 36 J. Prompt Payment of Bonds. . . . . . . . . . . . . . . . . . . . . . 36 K. Use of Principal and Interest Account and Reserve Account. . . . . . . . . . . . . . . . . . . . . . . . . . . . 37 L. Additional Securities . . . . . . . . . . . . . . . . . . . . . . . . 37 M . Other Liens. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37 N. Surety Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37 O. Arbitrage Covenant. . . . . . . . . . . . . . . . . . . . . . . . . . . 37 SECTION 9. DEFEASANCE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37 SECTIO14 10. DEFAULT PROVISIONS AND REMEDIES OF BONDOWNERS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 A. Events of Default. . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 B. Remedies for Defaults. . . . . . . . . . . . . . . . . . . . . . . . 39 C. Rights and Privileges Cumulative. . . . . . . . . . . . . 39 D. Duties Upon Defaults. . . . . . . . . . . . . . . . . . . . . . . . . 40 E. Evidence of Security Owners. . . . . . . . . . . . . . . . . . 40 F. Warranty Upon Issuance of Bonds. . . . . . . . . . . . . . 41 G. Immunities of Purchaser. . . . . . . . . . . . . . . . . . . . . . 41 SECTION 11 . AMENDMENT OF ORDINANCE. . . . . . . . . . . . . . . . . . . . . . . 42 A. Amendment of Ordinance Not Requiring Consent ofBond Owners. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42 B. Amendment of Ordinance Requiring Consent of Bond Owners. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42 C. Time for and Consent to Amendment. . . . . . . . . . . . 43 D. Unanimous Consent. . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 E. Exclusion of Bonds. . . . . . . . . . . . . . . . . . . . . . . . . . . 44 F. Notation on Bonds. . . . . . . . . . . . . . . . . . . . 44 G. Proof of Instruments and Bonds. . . . . . . . . . . . . . . 44 (ii) Page SECTION 12. MISCELLANEOUS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 A. Character of Agreement. . . . . . . . . . . . . . . . . . . . . . . 44 B. No Pledge of Property. . . . . . . . . . . . . . . . . . . . . . . . 45 C. Statute of Limitations. . . . . . . . . . . . . . . . . . . . . . . 45 D. Delegated Duties. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45 E. Successors. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 F. Rights and Immunities. . . . . . . . . . . . . . . . . . . . . . . . 46 G. Ratification. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47 H. Facsimile Signatures . . . . . . . . . . . . . . . . . . . . . . . . . 47 I . Ordinance Irrepealable. . . . . . . . . . . . . . . . . . . . . . . 47 J. Repealer. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47 K. Severability. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47 ( iii) STATE OF COLORADO ) COUNTY OF LARIMER ) ss. CITY OF FORT COLLINS ) The Council of the City of Fort Collins , Colorado, reconvened its adjourned regular meeting of October 16, 1984 at Council Chambers , City Hall, 300 LaPorte Avenue, Fort Collins , Colorado, on Tuesday, the 30th day of October , 1984 , at the hour of 5: 30 p.m. The following persons were present : Council Members : Gerald C. Horak , Mayor E. John Clarke, Assistant Mayor William Elliott John B. Knezovich Kelly Ohlson Barbara Rutstein Ed Stoner City Manager : John E. Arnold City Clerk : Wanda M. Krajicek The following persons were absent: None Council Member Stoner introduced the following Ordinance, which was read by title , copies of the full Ordinance having been available in the office of the City Clerk at least forty-eight (48) hours prior to the time said Ordinance was introduced for each Council Member and for inspection and copying by the general public : -1- ORDINANCE NO. 157 , 1984 AN ORDINANCE AUTHORIZING THE ISSUANCE OF CITY OF FORT COLLINS , COLORADO, SALES AND USE TAX REVENUE BONDS , DATED NOVEMBER 1 , 1984, IN THE AGGREGATE PRINCIPAL AMOUNT OF $11, 750, 000 , FOR THE PURPOSE OF DEFRAYING , IN WHOLE OR IN PART, THE COST OF ACQUIRING , CONSTRUCTING AND IMPROVING STREETS AND HIGHWAYS FOR THE CITY AND OF PAYING THE PRINCIPAL OF, INTEREST ON, AND ANY COMMITMENT FEE DUE IN CONNECTION WITH THE CITY' S BOND ANTICIPATION NOTE, SERIES FEBRUARY 1 , 1983, DATED FEBRUARY 1 , 1983 , IN THE PRINCIPAL AMOUNT OF NOT MORE THAN $25, 000 , 000. 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 : q (1) Additional Paritv Bonds : any bonds of the City issued after the date hereof , pursuant to and in accordance with Section 7B hereof. ( 2) Average Annual Debt Service Requirements : for the Bonds , or a given issue of Parity Securities , the aggregate of all Debt Service Requirements (excluding any redemption premiums) due on the Bonds or the other given issue of Parity Securities in question for all Bond Years beginning with the Bond Year in which Debt Service Requirements of the Bonds or the 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 . (3) Bonds : those securities issued hereunder and designated as the "City of Fort Collins , Colorado , Sales and Use Tax Revenue Bonds ," dated November 1, 1984 , in the aggregate principal amount of $11 , 750, 000. (4) Bond Anticipation Note : the City ' s Bond Anticipation Note , Series February 1 , 1983, dated February 1, 1983, in the principal amount of not more than $25 , 000 , 000. (5) Bond Year : for the purpose of this Ordinance, the twelve (12) months commencing on the first day of December of any calendar year and ending on the last day of November of the next succeeding calendar year. -2- (6) Capital Pro ' ects Fund : the fund created by Ordinance No. 8 , 1980, and referred to in Section 5A hereof. (7) Charter : the Home Rule Charter of the City, as amended. (8) City: the City of Fort Collins , Colorado. (9) Combined Avera e Annual Debt Service Requirements : t e sum o the Average AnnualDe t Service Requirements for all issues of Parity Securities for which the computation is being made. (10) Commercial Bank : a state or national bank or trust company which is a member of the Federal Deposit Insurance Corporation and of the Federal Reserve System, which has a capital and surplus of $1 , 000, 000 or more, and which is located within the United States ; and such term includes , without limitation, any Trust Bank , as herein defined. (11) Comparable Bond Year : in connection with any Fiscal Year , the Bond Year which ends in such Fiscal Year. For example, for the Fiscal Year commencing on January 1 , 1985 , the Comparable Bond Year for the Bonds commences on December 1 , 1984, and ends on November 30, 1985. (12) Cost of the Project : all or any part of the cost of acquiring , constructing and installing the Project including, without limitation, all costs and estimated costs of the issuance of the Bonds ; all surveying , design , inspection, fiscal , and legal expenses ; any discount on the sale of the Bonds ; costs of financial , professional, and other estimates and advice ; contingencies ; any administrative, operating , and other expenses of the City prior to and during the construction period for the Project , as may be determined by the City Council ; and all such other expenses as may be necessary or incident to the acquisition, construction and installation of the Project , or part thereof , and the placing of the same in public use ; provision for reserves for replacement expenses or for payment or security of principal of or interest on the Bonds during or after the construction period as the City Council may determine. (13) Debt Service Requirements : the principal of , interest on , and any premiums due in connection with the redemption of the Bonds and any Additional Parity Bonds , Parity Securities and any other securities payable from the Pledged Revenues and heretofore or hereafter issued , if any, or such securities as may be designated , as such principal , interest and premiums become due. -3- (14) Event of Default : each of the events stated in Section 10A hereof. (15) Federal Securities : bills , certificates of indebtedness , notes , bonds or similar securities which are direct obligations of , or the principal and interest of which obligations are unconditionally guaranteed by, the United States of America . (16) Fiscal Year : the twelve (12) months commencing on the first day of January of any calendar year and ending on the thirty-first day of December of such calendar year or such other twelve (12) month period as may from time to time be designated by the City Council as the Fiscal Year of the City. (17) General Fund : the General Fund of the City. (18) Independent Accountant : any certified public accountant , or any firm of such accountants , duly licensed to practice and practicing as such under the laws of the State, appointed and paid by the City, who (a) is , in fact , independent and not under the domination of the City or the City Council , (b) does not have any substantial interest , direct or indirect, in any of the affairs of the City, and (c) is not connected with the City as a member , officer or employee of the City Council , but who may be regularly retained to make annual or similar audits of any books or records of the City. (19) Net Revenue (from the Sales and Use Tax) : the amount of Sales and Use Tax collected by the City (after deduction by the retailer or vendor of the 3% collection expense allowance) . ( 20) 1980 Bonds : the City of Fort Collins , Colorado , Sales and Use Tax Revenue Bonds , dated May 1, 1980 , in the original aggregate principal amount of $1, 035, 000 authorized pursuant to Ordinance No. 47, 1980 , of the City. (21) 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. ( 22) 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. -4- (23) Ordinance : this Ordinance No. 157, 1984 , of the City, which provides for the issuance and delivery of the Bonds. (24) Ordinance No. 58, 1967 : Ordinance No. 58, 1967, of the City which provides for the imposition of the initial one percent (18) Sales and Use Tax within the City. (25) Ordinance No. 63, 1984 : Ordinance No. 63, 1984 , of the City, which provides for the imposition of the additional twenty-five hundredths percent ( . 25%) Sales and Use Tax within the City. ( 26) Ordinance No. 140 , 1979 : Ordinance No. 140, 1979, of the City, which provides for the imposition of the additional one percent (1%) Sales and Use Tax within the City. (27) 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. ( 28) Outstanding or outstanding : when used with reference to the Bonds, the Additional Parity Bonds , Parity Securities or any other designated securities of the City and as of any particular date, means all the Bonds , the Additional Parity Bonds , Parity Securities or any such other securities payable in whole or in part from the Pledged Revenues , or otherwise pertaining to the Project, as the case may be, in any manner theretofore and thereupon being executed and delivered, except the following : (a) Any Bond , Additional Parity Bond, Parity Security or other security cancelled by the City, by the Paying Agent , or otherwise on the City' s behalf, at or before such date ; (b) Any Bond , Additional Parity Bond or Parity Security held by or on behalf of the City; (c) Any Bond, Additional Parity Bond or Parity Security or other security of the City for the payment or the redemption of which moneys or Federal Securities sufficient to meet all of the payment requirements of the principal of, the interest on, and any prior redemption premiums due in connection with such Bond , Additional Parity Bonds or Parity Security or other security to the date of maturing or any redemption date thereof, shall have theretofore been deposited in escrow or in trust with a Trust Bank for that purpose , as provided in and required by Section 9 hereof; and -5- (d) Any lost , apparently destroyed, or wrongfully taken Bond, Additional Parity Bond or Parity Security or other security of the City in lieu of or in substitution for which another bond or other security shall have been executed and delivered. (29) Owner : when used in conjunction with any Bond, or any other designated security, the holder of any bearer instrument or registered owner of any registered instrument. (30) Parity Securities : bonds - - (including the 1980 Bonds , the 1981 Bonds , and the 1982 Bonds) , warrants, notes , securities leases or other contracts payable from the Pledged Revenues equally or on a parity with the Bonds. ( 31) Person: any individual , firm, partnership , corporation, company, association, joint-stock association , or body politic; and the term includes any trustee, receiver , assignee, or other similar representative thereof. (32) Pledged Revenues : all or a portion of the Pledged Sales and Use Tax Revenues. The designated term indicates a source of revenues and does not necessarily indicate all or any portion or other part of such revenues in the absence of further qualification. ( 33) Pledged Sales and Use Tax Revenues : the Net Revenue collected by the City from the Sales and Use Tax. ( 34) Principal and Interest Account : the special fund created by Ordinance No. 87, 1981 , of the City and referred to in Section 5C hereof. (35) Project : the acquisition, construction and improvement of streets and highways for the City, for which purpose the Bonds are issued hereunder , whether such acquisition , construction and improvement are undertaken at one time or in stages. ( 36) Purchaser : Boettcher & Company, Inc. , of Denver , Colorado , and its associates , if any. ( 37) Redemption Date : the date fixed for the redemption prior to their maturity of any Bonds or other designated securities payable from the Pledged Revenues in any notice of prior redemption authorized by the City, or otherwise fixed and designated by the City. (38) Redemption Price : when used with respect to a Bond or other designated security payable from the Pledged Revenues , the principal amount thereof plus the applicable premium, if any, payable upon the redemption thereof prior -6- to the stated maturity date of such Bond or other security on a Redemption Date in the manner contemplated in accordance with the terms of the Bond or other security. ( 39) Reserve for Sales and Use Tax Revenue and Interest : the Reserve tor Sales and Use Tax Revenue Bonds and Interest established pursuant to the provisions of Ordinance No. 47, 1980, of the City. (40) Reserve Account : the special fund created by Ordinance No. 87, 1981, of the City and referred to in Section 5D hereof. (41) Sales and Use Tax : the sales and use tax established by Ordinance No. 58 , 1967, Ordinance No. 140 , 1979, Ordinance No. 149, 1981 and Ordinance No. 63, 1984 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. (42) Sales and Use Tax Fund : the special fund created by Ordinance No. 87, 1981, of the City and referred to in Section 5B hereof. (43) Security or securities : when used with reference to securities of the City, any bond issued by the City, or any other evidence of the advancement of money to the City. (44) State: the State of Colorado. (45) 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. (46) Superior Bonds or Superior Securities : bonds or securities payable from the Pledged Sales and Use Tax Revenues having a lien thereon superior or senior to the lien thereon of the Bonds. ( 47) Trust Bank : a Commercial Bank 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 . -7- (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. Section 2 . Recitals ; Authority. A. Necessity. The City has need for and desires to acquire , construct and improve streets and highways for the City, including the Project , and to pay the principal of , interest on , and any commitment fee due in connection with the Bond Anticipation Note. B. Authority For Bonds . The City is authorized by the Colorado Constitution and the Charter , by City Council action and without an election , to issue securities made payable solely from the proceeds of any sales tax, use tax , or other excise tax, including without limitation the Sales and Use Tax. Section 3. The Bonds. A. Authorization . The City of Fort Collins , Colorado , Sales and Use Tax Revenue Bonds , dated November 1 , 1984 , in the aggregate principal amount of $11, 750, 000 , payable as to all Debt Service Requirements solely out of Pledged Revenues are hereby authorized to be issued , pursuant to the Colorado Constitution , the Charter and the terms of the Ordinance , and the City assigns and pledges irrevocably, but not necessarily exclusively, the Pledged Sales and Use Tax Revenues to the payment of the Debt Service Requirements for the Bonds , the proceeds of the Bonds authorized herein to be used solely to defray, in whole or in part , the Cost of the Project and to pay the principal of , interest on, and any commitment fee due in connection with the Bond Anticipation Note. 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. -8- 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 December 1 in each of the following years and principal amounts and shall bear per annum interest from December 1 , 1984, or the interest payment date 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 interest rates : Principal Per Annum Years Amounts Interest Rate 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 Said interest shall be payable on June 1 , 1985 , and semiannually thereafter on the lst day of December and the 1st day of June 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 Finance Director of the City, who is hereby designated the paying agent for the Bonds. The principal and the final interest shall be payable to the registered Owner of each Bond upon presentation and surrender of the Bond at maturity or upon prior redemption. Except as heretofore 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 , which shall be the fifteenth (15th) day of the calendar month next preceding the interest payment date, irrespective of any transfer of ownership of the Bond subsequent to the regular record date and prior to such 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 City Clerk , who is hereby designated the registrar for the Bonds. Any interest not paid when due and any interest accruing after maturity shall be payable to the registered Owner of each Bond entitled to -9- receive such interest determined as of the close of business on the special record date, which shall be fixed by the City for such purpose , irrespective of any transfer of ownership of the Bond subsequent to such special record date and prior to the su q p date fixed by the City 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 upon presentation and surrender of this Bond upon prior redemption. If the paying aqent or registrar initially appointed hereunder shall resign , or if the City shall reasonably determine that said paying aqent or registrar has become incapable of fulfilling his or her duties hereunder , the City may, upon notice mailed to each registered Owner of bonds at the address last shown on the registration books , appoint a successor paving agent or registrar , or both. Every such successor paying agent or registrar shall be a Commercial Bank. It shall not be required that the same institution serve as both paying agent and registrar hereunder , but the City shall have the right to have the same institution serve as both paying agent and registrar hereunder. (2) Redemption of Bonds Prior to Maturity. Bonds maturing in the years 1995 , 1996 , 2004 , and 2009 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 , 1994 , 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 Date,ate, 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 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 -10- December 1 in each of the following years in each of the following aggregate principal amounts : Years Principal Amounts 1997 $380, 000 1998 420, 000 1999 460, 000 2000 505, 000 2001 555, 000 2002 610, 000 2003 675, 000 2004 745, 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 December 1 in each of the following years in each of the following aggregate principal amounts: Years Principal Amounts 2005 $ 820, 000 2006 910, 000 2007 1, 005 , 000 2008 1 ,110, 000 2009 1, 230 , 000 The Bonds shall also be subject to extraordinary redemption prior to their respective maturity dates if the City determines that there is no longer a need for all or a portion of the Project and if the City has sufficient funds available to effect such redemption , in whole or in part by calling as nearly as practicable a pro rata share of the Bonds due on each maturity date by lot within such maturity, on December 1, 1987, at a price equal to the principal amount of each Bond so redeemed plus accrued interest thereon to the Redemption Date. In the case of an extraordinary redemption in hart , the amounts of the mandatory sinking fund installments due with respect to Bonds maturing in the years 2004 and 2009 shall be reduced as nearly as practicable on a pro rata basis. Bonds issued in denominations which are integral multiples of $5, 000 may be redeemed in part. 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. -11- • Notice of redemption shall be given by the Finance Director of the City 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 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. 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, and the actual net effective interest rate for the Bonds is 10. 28370% 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 of the City. Should any officer whose manual or facsimile signature appears on the Bonds cease to be such officer before delivery of the Bonds to the Purchaser , such manual or facsimile signature shall nevertheless be valid and sufficient for all purposes . ( 5) Registration , Transfer and Exchange of Bonds. Upon their execution and prior to their delivery the Bonds shall be registered for the purpose of payment of principal and interest in the office of the City Clerk, who is hereby designated as the transfer agent for the Bonds. Thereafter , the Bonds shall be transferable only upon the registration books of the City at the office of the City Clerk or a successor transfer agent at the request of the registered Owner thereof or his or its duly authorized attorney-in-fact or legal representative. The City Clerk 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 or its duly authorized attorney-in-fact or legal representative with -12- + guaranty of signature satisfactory to the City Clerk , 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 settlor and the beneficiary of the trust. Transfers shall be made without charge, except that the City Clerk may also require payment of a sum sufficient to defray any tax or other governmental charge that may hereafter be imposed in connection with any transfer of Bonds. No registration or transfer of any Bond shall be effective until entered on the registration books of the City maintained by the Clerk. The City Clerk 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 rate as the Bond or Bonds surrendered. Such Bond or Bonds shall be dated as of their date of execution by the Finance Director of the City. The City Clerk 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 . 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 and interest on such Bond and for all other purposes , and all such payments so made to such person or upon his 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. (6) Lost 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, adopted by the City Council on July 17, 1984. (7) 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 Charter and this Ordinance. (8) Form of Bonds . The Bonds shall be in substantially the following form: -13- (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 BOND No. R- $ Interest Maturity Original Rate Date Date CUSIP December 1 , November 1 , 1984 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 November 1 , 1984, 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 June 1 , 1985, 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 shall continue at the Interest Rate until the Principal Sum is paid in full. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF. This Bond and the Bonds of the series of which this is one are special and limited obligations of the City payable solely -14- out of and secured by an irrevocable assignment and pledge (but not necessarily an exclusive 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. 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 Council of 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 seal of the City, to be signed and attested with the facsimile signature of the City Clerk of the City and to he countersigned with the manual signature of the Finance Director of the City. CITY OF FORT COLLINS , COLORADO (FACSIMILE) By : (Facsimile Siqnature) ( SEAL ) Mayor ATTEST: (Facsimile Sianature) City Clerk Countersigned : (Manual Sianature) Finance Director DATED: 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 Gift to Minors Act (State) Additional abbreviations may also be used though not on the above list. -15- (Text of Reverse) Bonds of this issue maturing in the years 1995, 1996, 2004 , and 2009 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 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 , 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 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 December 1 in each of the following years in each of the following aggregate principal amounts : Years Principal Amounts 1997 $380, 000 1998 420, 000 1999 460 , 000 2000 505, 000 2001 555, 000 2002 610 , 000 2003 675 , 000 2004 745, 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 December 1 in each of the following years in each of the following aggregate principal amounts : Years Principal Amounts 2005 $ 820, 000 2006 910, 000 2007 1, 005 , 000 2008 1 ,110, 000 2009 1, 230, 000 -16- The Bonds of this issue are also subject to extraordinary redemption prior to their respective maturity dates if the City determines that there is no longer a need for all or a portion of the financed facilities and if the City has sufficient funds available to effect such redemption, in whole or in part by calling as nearly as practicable a pro rata share of the Bonds due on each maturity date by lot within such maturity, on December 1, 1987, at a price equal to the principal amount of each Bond so redeemed plus accrued interest thereon to the redemption date. In the case of an extraordinary redemption in part , the amounts of the mandatory sinking fund installments due with respect to Bonds maturing in the years 2004 and 2009 are to be reduced as nearly as practicable on a pro rata basis. This Bond may be redeemed in part if issued in a denomination which is an integral multiple of $5, 000. In such case this Bond shall be surrendered in the manner provided for transfer of ownership . Upon payment of the redemption price the Registered Owner shall receive a new Bond or Bonds of authorized denominations in aggregate principal amount equal to the unredeemed portion of this Bond. 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, as paying agent . The principal and the final interest are payable to the Registered Owner upon presentation and surrender of this Bond at maturity or upon prior redemption . Except as heretofore and hereinafter provided , the interest is payable to the Registered Owner determined as of the close of business on the regular record date, which shall be the fifteenth (15th) 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. 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 shall be fixed by the City 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 City 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 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. -17- Notice of redemption of any Bonds shall be given by the Finance Director of the City in the name of the City by sendinq 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 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. 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. Payment of the principal of and interest on this Bond shall be made solely from, and as security for such payment there are irrevocably (but not necessarily exclusively) pledged , pursuant to the Ordinance, 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, respectively, from certain revenues consisting of net receipts from the City' s sales and use tax (the Pledged 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 the series of which this is one and any additional parity securities heretofore or hereafter issued and payable from such revenues , and to accumulate and maintain a specified reserve for such purposes . In addition, the City may 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 this Bond and of the interest hereon, 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 this Bond and the interest hereon, in the manner provided by the Ordinance. The Bonds of the series of which this is one 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 -18- the series of which this is one, 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 the series of which this is one 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 this Bond, the series of which this Bond is one , and the interest hereon and thereon in anticipation of the collection of the Pledged Revenues. The City covenants and agrees with the Registered Owner of this Bond 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 defraying , in whole or in part , the cost of acquiring , constructing and improving certain streets and highways for the City and paying the principal of , interest on, and any commitment fee due in connection with a valid and outstanding bond anticipation note of the City, under the authority of and in full conformity with the Constitution of the State of Colorado , the City Charter , and all other laws of the State of Colorado thereunto enabling, and pursuant to the Ordinance and other ordinances of the City duly adopted , published and made laws of the City prior to the issuance of this Bond. Reference is hereby made to the Ordinance, and to any and all modifications and amendments thereof , for a description of the provisions , terms and conditions upon which the Bonds of the series of which this is one 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 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 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 -19- 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 home rule charter of the City, and with the Ordinance and any instrument supplemental thereto ; that this Bond does not contravene any constitutional, charter or statutory limitation of the State of Colorado or any limitation of the City Charter ; and that this Bond and each of the other Bonds of the series of which this is one are issued under the authority of the Ordinance. For the payment of this Bond and the interest hereon , the City pledges the exercise of all its lawful corporate powers. This Bond is transferable only upon the registration books of the City at the office of the City Clerk or a successor registrar , at the request of the Registered Owner or his 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 or its duly authorized attorney-in-fact or legal representative with guaranty of signature satisfactory to the City Clerk , 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 settlor and beneficiary of the trust. Transfers shall be made without charge , except that the City Clerk may also require payment of a sum sufficient to defray any tax or other governmental charge that may hereafter be imposed in connection with any transfer of Bonds. No registration or transfer of this Bond shall be effective until entered on the registration books of the City. The City Clerk 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 rate as the Bond or Bonds surrendered. Such Bond shall be dated its date of execution by the Finance Director of the City. The City Clerk shall not be 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. The City may deem and treat the person in whose name this Bond is last registered -20- upon the books of the City as the absolute Owner hereof for the purposeof receiving payment of the principal of and interest on 9 this Bond and for all other purposes , and all such payments so made to such person or upon his order shall 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 shall not be affected by any notice to the contrary. -21- (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 r I , or its successor , to transfer said 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] -22- C. Bonds Ec_ually 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 any and all 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 and collectible solely out of the Pledged Revenues , which revenues are hereby so assigned and pledged for that purpose ; the Owner or Owners of any of the Bonds may not look to any general or other fund of the City for the payment of the Debt Service Requirements , 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. Public Sale. The City has heretofore mailed Official Notice of Bond Sale for the Bonds. Sealed bids for the Bonds were received and opened by the Finance Director on October 30 , 1984 , and it was determined that the Purchaser was the lowest and best bidder therefor . 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 bid and upon the terms set forth in this Ordinance. Section 5. Disposition of Bond Proceeds and Other Revenues ; Funds and Accounts Adopted or Created by Ordinance ; Security For Bonds. The proceeds from 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. The validity of the Bonds shall not be dependent on or be affected by the validity or regularity of any proceedings relating to the Project or any part thereof. The Purchaser of the Bonds , any associate thereof , and any subsequent Owner of any Bonds shall in no manner 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. Until the proceeds of the Bonds are applied as provided in this Section 5, the proceeds of the Bonds shall be subject to -23- a lien thereon and pledge thereof for the benefit of the Owners of the Bonds from time to time as provided in this Section 5. 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 are hereby assigned and pledged to secure the payment of the Debt Service Requirements of the Bonds , subject to the provisions herein relating to the Capital Projects Fund and subject to the application of the Pledged Revenues for payment of Debt Service Requirements of Parity Securities , including the Bonds ; and 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, and 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. Capital Projects Fund. The proceeds of the Bonds , except the sums required in Sections 5C and 5D hereof to be deposited in the Principal and Interest Account and the Reserve Account , shall be deposited in the Capital Projects Fund and shall be used and withdrawn only as provided in this Section 5A. The proceeds of the Bonds deposited in the Capital Projects Fund , except as herein otherwise expressly provided, shall be used and paid out from time to time solely for the purpose of paying the Cost of the Project and of paying the principal of , interest on , and any commitment fee due in connection with the Bond Anticipation Note and are hereby pledged therefor . Any surplus proceeds of the Bonds remaining in the Capital Projects Fund after completion of the Project and payment of the Bond Anticipation Note may be transferred to the Principal and Interest Account and used for the purposes of the Principal and Interest Account , may be used to the extent feasible to call and redeem the Bonds in advance of maturity or may be used to pay the costs of other public improvements in the City. The City shall transfer any proceeds of the Bonds credited to the Capital Projects Fund, without further order , to the Principal and Interest Account to pay the Debt Service Requirements of the Bonds as the same become due whenever and to the extent moneys in the Principal and Interest Account and the Reserve Account or moneys otherwise available therefor are insufficient for that purpose , unless such proceeds shall be needed to defray obligations accrued and to accrue under any contracts then -24- existing and pertaining to the Project . Any moneys so used shall be restored to the Capital Projects Fund from the first Pledged Revenues thereafter received and not needed to meet the requirements provided in Sections 5C and 5D hereof. B. Sales and Use Tax Fund Deposits . 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, and the City hereby covenants with the Owners of the Bonds to so set aside and credit the Pledged Revenues immediately, to a special separate fund designated as the City of Fort Collins , Colorado , Sales and Use Tax Fund. " For so long as any 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 and to the General Fund for deposit to the Reserve for Sales and Use Tax Revenue Bonds and Interest to pay the Debt Service Requirements of the Bonds , the Additional Parity Bonds and any other Parity Securities then Outstanding in the manner set forth in Section 5C; (2) Second , to the Reserve Account , in the manner set forth in Section 50; ( 3) Third, to the payment of the Debt Service Requirements of Subordinate Bonds or other Subordinate Securities in accordance with Section 5F; and (4) Fourth, to be used in accordance with Section 5G. C. Principal and Interest Account Payments . The City shall deposit in a special separate fund heretofore created as a restricted account within the Sales and Use Tax Fund and designated as the "City of Fort Collins , Colorado , Sales and Use Tax Revenue Bonds, Principal and Interest Account" forthwith upon receipt of the proceeds of the Bonds , interest accrued thereon from their date of issue to the date of delivery thereof to the Purchaser , to apply to the payment of interest on the Bonds as the same becomes due after their delivery. The City shall deposit in the Principal and Interest Account and in the General Fund for deposit to the Reserve for Sales and Use Tax Revenue Bonds and Interest , monthly, on or before the last day of each month beginning in December , 1984, the following amounts : -25- ( 1) Interest Pa ments . To the Principal and Interest Account one-sixt 1 of the aggregate amount of the next maturing installment of interest on the Bonds , any Additional Parity Bonds and any other Parity Securities (except the 1980 Bonds) then Outstanding ; to the General Fund for deposit to the Reserve for Sales and Use Tax Revenue Bonds and Interest the amount for interest on the 1980 Bonds specified in Ordinance No. 47 , 1980, of the City. ( 2 ) Principal Payments . To the Principal and Interest Account one-twelfth (1/12) of the aggregate amount of the next maturing installment of principal of the Bonds , any Additional Parity Bonds and any other Parity Securities (except the 1980 Bonds) then Outstanding; to the General Fund for deposit to the Reserve for Sales and Use Tax Revenue Bonds and Interest the amount for principal on the 1980 Bonds specified in Ordinance No . 47, 1980 , of the City. Such interest and principal shall be promptly naid 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 (except the 1980 Bonds) 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 a maturity for purposes of this Section 5C. D. Reserve Account Pavments. 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 , " forthwith upon receipt of the proceeds of the Bonds , the sum of $1 , 380, 000. 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 for all Outstanding Bonds , Additional Parity Bonds and other Parity Securities (except the 1980 Bonds) , which amount shall be maintained as a continuing reserve to meet possible deficiencies in the Principal and Interest Account . The amount by which the Combined Average Annual Debt Service Requirements exceed the sum deposited to the Reserve Account on the date of issuance of the Bonds shall be accumulated by depositing such difference to the Reserve Account in five approximately equal annual installments payable no later than December 1 , 1985 , and on the same date in each of the years 1986 through 1989, inclusive. No payment need be made into the -26- 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, then the City will 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 payment of the Debt Service Requirements of the Bonds , Additional Parity Bonds and any other Parity Securities (except the 1980 Bonds) then Outstanding , resulting from failure to deposit into the Principal and Interest Fund sufficient funds to pay such Debt Service Requirements as the same accrue. 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. Nothing in this Ordinance shall be construed as limiting the right of the City to augment the Principal and Interest Account or the Reserve Account with any other money which is legally available for payment of the Debt Service Requirements of the Bonds , Additional Parity Bonds or other Parity Securities. E. Termination of Deposits ; Use of Moneys in Principal and Interest Account and Reserve Account . No payment need be made into the Principal and Interest Account or the Reserve Account , or both, if the amount in the Principal and Interest Account and the amount in the Reserve Account total a sum at least equal to the entire amount of the Outstanding Bonds and any Outstanding Additional Parity Bonds and Parity Securities (except the 1980 Bonds) , as to all Debt Service Requirements , to their respective maturities or to any Redemption Date or Redemption Dates on which the City shall have exercised or shall have obligated itself to exercise its option to redeem, prior to their respective maturities, any Bonds , any Additional Parity Bonds and any other Parity Securities (except the 1980 Bonds) then Outstanding , and thereafter maturing , both accrued and not accrued (provided that , solely for the purpose of this Section 5E , there shall be deemed to be a credit to the Reserve Account of moneys, Federal Securities and bank deposits , or any combination thereof , accounted for in any other account or accounts of the City and restricted solely for the purpose of -27- ' paying the Debt Service Requirements) , in which case moneys in the Principal and Interest Account and the Reserve Account in an amount , except for any known interest or other gain to accrue from any investment or deposit of moneys pursuant to Section 6B hereof from the time of any such investment or deposit to the time or respective times the proceeds of any such investment or deposit shall be needed for such payment , at least equal to such Debt Service Requirements , shall be used together with any such gain from such investments and deposits solely to pay such Debt Service Requirements as the same become due ; and any moneys in excess thereof in the Principal and Interest Account and the Reserve Account and any other moneys derived from the Pledged Revenues or otherwise pertaining to the Project may be used in any lawful manner determined by the City. The moneys in the Principal and Interest Account and in the Reserve Account shall be used solely and only for the purpose of paying the Debt Service Requirements of the Bonds , any Additional Parity Bonds and any other Parity Securities (except the 1980 Bonds) authorized and Outstanding from time to time ; but any moneys at any time in excess of the minimum amount required to be maintained in the Reserve Account may be withdrawn therefrom and transferred from time to time to the Principal and Interest Account and distributed in the same manner as other moneys in the Principal and Interest Account. f Add Subordinate Securities.F. Payment o Additional es. Subsequent to the payments required by the foregoing provisions of this Section 5 , any moneys remaining in the Sales and Use Tax Fund may be used by the City for the payment of Debt Service Requirements of Subordinate Securities payable from the Pledged Revenues and hereafter authorized to be issued in accordance with this Ordinance and any other provisions herein supplemental thereto , including reasonable reserves for such Subordinate Securities , as the same accrue ; but the lien of such Subordinate Securities on the Pledged Revenues and the pledge thereof for the payment of such Subordinate Securities shall be subordinate to the lien and pledge of the Bonds , Additional Parity Bonds and any Parity Securities as herein provided. G. Use of Remaining Revenues . After the payments hereinabove required to be made by Sections 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 General Fund for deposit to the Reserve for Sales and Use Tax Revenue Bonds and Interest , 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 any fund of the City. -28- 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 City Council in each year respectively while any of the Bonds , either as to principal or interest, are Outstanding and unpaid. No provisions of any constitution , statute , charter , ordinance , resolution , or other 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 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 herein prevents the commingling of moneys accounted for in any two or more such accounts pertaining to the Pledged Revenues or to such fund and any other funds of the City to be established under this Ordinance. Such account shall be continuously secured to the fullest extent required and permitted by the laws of the State for the securing of public funds and shall be irrevocable and not withdrawable by anyone for any purpose other than the respective designated purposes of such funds and accounts. Each periodic payment shall be credited to the proper account not later than the date therefor herein designated, except that when any such date shall be a Saturday, a Sunday or a legal holiday, then such payment shall be made on or before the next preceding business day. B. Investment of Funds and Accounts . Any moneys in any fund or account established by this Ordinance may be deposited , invested , or reinvested in any manner permitted by law. Securities or obligations purchased as such an investment shall either be subject to redemption at any time at face value by the holder thereof at the option of such holder , or shall mature at such time or times as shall most nearly coincide with the expected need for moneys from the fund or account in question. Securities or obligations so purchased as an investment of moneys in any such fund or account shall be deemed at all times to be a part of the applicable fund or account ; provided that , with the exception of the Reserve Account, the interest accruing on such investments and any profit realized therefrom shall be credited to the Sales and Use Tax Fund , and any loss resulting -29- from such investments shall be charged to the particular fund or account in question. Interest and profit realized from investments in the Reserve Account shall be credited to the Reserve Account , provided that, so long as the amount in the Reserve Account equals at least the minimum amount specified in Section 5D hereof , such interest and profit may be transferred to the Principal and Interest Account and distributed in the same manner as other moneys in the Principal and Interest Account . Any loss resulting from such investments in the Reserve Account shall be charged to the Reserve Account. The City shall present for redemption or sale on the prevailing market any securities or obligations so purchased as an investment of moneys in a given fund or account whenever it shall be necessary to do so in order to provide moneys to meet any required payment or transfer from such fund or account. The City shall have no obligation to make any investment or reinvestment hereunder, unless any moneys on hand and accounted for in any one account exceeds $5, 000 and at least $5, 000 therein will not be needed for a period of not less than sixty (60) days . In such event the City shall invest or reinvest not less than substantially all of the amount which will not be needed during such sixty (60) day period , except for any moneys on deposit in an interest bearing account in a Commercial Bank , without regard to whether such moneys are evidenced by a certificate of deposit or otherwise, pursuant to this Section 6B and Section 6D hereof ; but the City is not required to invest , or so to invest in such a manner , any moneys accounted for hereunder if any such investment would contravene the covenant concerning arbitrage in Section 80 hereof. C. No Liability for Losses Incurred in Performinq Terms of Ordinance. Neither the City nor any officer of the City shall be liable or responsible for any loss resulting from any investment or reinvestment made in accordance with this Ordinance. D. Character of Funds . The moneys in any fund herein authorized shall consist of lawful money of the United States or investments permitted by Section 6B hereof or both such money and such investments . Moneys deposited in a demand or time deposit account in or evidenced by a certificate of deposit of a Commercial Bank pursuant to Sections 6A and 6B hereof , appropriately secured according to the laws of the State, shall be deemed lawful money of the United States. E. Accelerated Pavments Optional . Nothing contained herein prevents the accumulation in any fund herein designated of any monetary requirements at a faster rate than the rate or minimum rate, as the case may be , provided therefor , but no payment shall be so accelerated if such acceleration shall cause a default in the payment of any obligation of the City pertaining to the Pledged Revenues. Nothing herein contained requires in connection with the Pledged Revenues received in any -30- Fiscal Year the accumulation in any fund or account for the payment in the Comparable Bond Year of Debt Service Requirements due in connection with any series of bonds or other securities payable from the Pledged Revenues and heretofore , herein or hereafter authorized , in excess of any reserves required to be accumulated and maintained therefor , and of any existing deficiencies , and payable from such fund or account , as the case may be , except as may be otherwise provided herein. Section 7. Priorities ; Liens ; Issuance of Additional Bonds and Additional Securities . A. First Lien on Pledged Revenues . Except as expressly provided in this Ordinance with respect to the issuance of Additional Parity Bonds , Parity Securities or Subordinate Securities , the Pledged Revenues shall be and hereby are irrevocably assigned, pledged and set aside to pay the Debt Service Requirements of the 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 City 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 Parity Bonds. Nothing herein, subject to the limitations stated in Section 7G hereof , prevents the issuance by the City of Additional Parity Bonds or other additional Parity Securities payable from the Pledged Revenues and constituting a lien on the Pledged Revenues on a parity with , but not prior or superior to , the lien thereon of the Bonds , or prevents the issuance of bonds or other securities refunding all or part of the Bonds , except as provided in Sections 7F through 7G hereof ; but before any such Additional Parity Bonds or other additional Parity Securities are authorized or actually issued (excluding any parity refunding securities permitted to be issued in accordance with Section 7F hereof) the following provisions must first be satisfied : (1) Absence of Default . At the time of the adoption of the supplemental ordinance or other instrument authorizing the issuance of the Additional Parity Bonds as provided in Section 7G hereof, the City shall not be in default in making any payments required by Section 5 hereof. -31- ! (2) Historic Revenues Test. The Pledged Revenues , as certified by an Independent Accountant , derived in the last complete Fiscal Year immediately preceding the date of the issuance of such Additional Parity Bonds or other additional Parity Securities, shall have been sufficient to pay an amount at least equal to 150% of the Average Annual Debt Service Requirements for the Outstanding Bonds , Additional Parity Bonds , Parity Securities and the Additional Parity Bonds or other additional Parity Securities proposed to be issued. If sales and use taxes in excess of those authorized as of the date hereof have been established during such Fiscal Year , the amount nt of- such Pledged Revenues may be adjusted by applying additional sales and use tax as if it had been in effect during the entire period during such Fiscal Year . (3) Adequate Reserves . The proceedings under which any such Additional Parity Bonds or other additional Parity Securities are is P sued must pr ovide for the deposits of moneys to the Reserve Account from any source legally available to the City, and contain a covenant by the City to maintain the Reserve Account , in an amount at least equal to the minimum amount required by this Ordinance. ( 4 ) Re uirements of Other Ordinances . Any other or further requirements of Ordinance No. T , 1980 , Ordinance No. 87 , 1981 , and Ordinance No. 137 , 1982, of the City Ordinance No. 89 , 1982 , must have been satisfied. C. Certification of Revenues . In the case of the computation of the revenue tests provided in Section 7B , the specified and required written certifications by the Independent Accountant that such annual revenues are sufficient to pay such amounts as provided in Section 7B hereof shall be conclusively presumed to be accurate in determining the right of the City to authorize , issue, sell and deliver Additional Parity Bonds or other additional Parity Securities on a parity with the Bonds and other Parity Securities . D. Subordinate Securities Permitted . Nothing herein, subject to the limitations stated in Section 7G hereof , prevents the City from issuing additional bonds or other additional securities for any lawful purpose payable from the Pledged Revenues and having a lien thereon subordinate , inferior and junior to the lien thereon of the Bonds. E. Superior Securities Prohibited . Nothing herein permits the City to issue additional bonds or other additional securities payable from the Pledged Revenues and having a lien thereon prior and superior to the lien thereon of the Bonds. -32- i F. Refunding Bons . At any time after the Bonds , or any part thereof , are issuded and remain Outstanding , if the City Council shall find it desirable to refund any Outstanding Bonds , or other Outstanding securities payable from and constituting a lien upon any Pledged Revenues , such Bonds or other securities , or any part thereof , may be refunded regardless of whether the priority of the lien for the payment of the refunding securities on the Pledged Revenues is different from the priority of the lien for the payment of the refunded securities (except as provided in Section 7E) ; provided that the issuance of any such refunding bonds or other refunding securities shall be subject to the following additional requirements and conditions : ( 1) Partial Refundings. Notwithstanding the provisions of any other ordinance of the City authorizing the issuance of any series of securities payable from the Pledged Revenues other than the Bonds , the City may refund in part the Outstanding Bonds . Any restrictions on partial refundings contained in such other ordinances shall continue to apply to the Outstanding securities of such other series of securities. (2) Protection of Unrefunded Bonds . Any such refunding obligations payable, in whole or part , from the Pledged Revenues may be issued with such details as the City may by ordinance provide so long as there is no impairment of any contractual obligation imposed upon the City by any proceedings authorizing the issuance of the unrefunded Bonds or securities. No such refunding obligations payable, in whole or part , from the Pledged Revenues may be issued on a parity with the unrefunded Bonds or securities without the consent of the Owner or Owners of such unrefunded Bonds or securities unless either (1) the refunding obligations do not increase for any Fiscal Year in which the unrefunded Bonds or securities will be Outstanding , by more than $5, 000, the aggregate Debt Service Requirements (excluding redemption premiums) for such year evidenced by such refunding obligations and by the Outstanding Bonds or securities not refunded or (2) such refunding bonds or refunding securities are issued in compliance with Sections 7B and 7C. (3) Limitations Upon Refundings . Any refunding bonds or refunding securities payable from any Pledged Revenues shall be issued with such details as the City may by instrument provide , subject to the provisions of Section 7G hereof , and subject to the inclusion of the applicable rights and privileges designated in Section 7F (2) . G. Supplemental Ordinances . Additional bonds or other additional securities payable from any Pledged Revenues shall be issued only after authorization thereof by ordinance , supplemental ordinance or other instrument of the City Council , in substantially the same form as this Ordinance, stating the purpose or purposes of the issuance of such additional securities , directing the application of the proceeds thereof to -33- such purpose or purposes , directing the execution thereof , and fixing and determining the date, principal amount , maturity or maturities , designation and numbers thereof , the maximum rate or rates of interest to be borne thereby, any prior redemption privileges of the City with respect thereto, and providing for payments to and from the Sales and Use Tax Fund in accordance with this Ordinance. All additional securities shall bear such date , shall be payable at such place or places , may be subject to redemption prior to maturity on such terms and conditions , as may be provided, and shall bear interest at such rate or at such different or varying rates per annum, all as may he fixed by ordinance, instrument or other document of the City Council . 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 and the interest thereon , have been fully paid and discharged , to the effect and with the purpose that : A. Continuance and Collection of Taxes . (1) Except as provided in Section 8A of Ordinance No. 87 , lg81 , Ordinance No. 58 , 1967 , Ordinance No. 140 , 1979, Ordinance No. 149 , 1981 and Ordinance No. 63, 1984 as originally adopted , have not been repealed or amended and are now in full force and effect . The City will not repeal or amend said ordinances in any manner which would diminish the Pledged Sales and Use Tax Revenues. (2) The City will continue to levy, impose, administer , enforce and collect the Sales and Use Tax on sales and purchases of tangible personal property at retail and storage, 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, Ordinance No. 149 , 1981 and Ordinance No. 63, 1984 without reduction in the percentage rate of the Sales and Use Tax as set forth therein. (3) The City shall maintain the Sales and Use Tax Fund as a fund of the City separate and distinct from all other funds of the City and shall place the Pledged Sales and Use Tax Revenues therein. The Sales and Use Tax Fund shall be subject to appropriation only as authorized by this Ordinance. (4) All of the Pledged Revenues resulting from the imposition and collection of the Sales and Use Tax shall be subject to the payment of the Debt Service Requirements of all securities payable from the Pledged Revenues , including reserves therefor , as provided herein or in any instrument supplemental or amendatory hereto. -34- i B. Defense of Le4alit 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. 58 , 1967, Ordinance No. 140 , 1979 , Ordinance No. 149, 1981 or Ordinance No. 63 , 1984 , 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 , Ordinance No. 149, 1981 and Ordinance No. 63 , 1984 , and all amendments thereto against all claims , suits and proceedings which would diminish or impair the Pledged Revenues security for the Bonds. Furthermore, the City shall amend from time to time the provisions of Ordinance No. 58 , 1967, Ordinance No. 140 , 1979 , Ordinance No. 149 , 1981 and Ordinance No. 63, 1984 , 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 and the Project required by the Constitution and laws of the State, the Charter and the various ordinances , resolutions and contracts of the City, including , without limitation, the proper segregation of the proceeds of the 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 and to the Project. E. Further Assurances . At any and all times the City shall , so far as it may be authorized by law, pass , make, do, execute, acknowledge, deliver , and file or record all and every such further instruments , acts , deeds , conveyances , assignments , transfers , other documents, and assurances as may be necessary or desirable for the better assuring , conveying , granting , assigning and confirming all and singular the rights , the Pledged Revenues and other funds and accounts hereby pledged or assigned , or intended so to be, or which the City 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 -35- 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 , 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 , together with all other obligations of the City, shall not contravene any debt or other limitation prescribed by the Constitution or laws of the United States , the Constitution or laws of the State or the Charter. G. Records. The City will keep proper books of record and account , separate and apart from all other records and accounts , showing complete and correct entries of all transactions relating to the funds referred to herein , and payments made from the Capital Projects Fund. 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 t 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 prejudicially and materially impaired or diminished. I. Accumulation of Interest Claims . In order to prevent any accumulation of claims for interest after maturity, the City shall not directly or indirectly extend or assent to the extension of the time for the payment of any claim for interest on any of the Bonds or any other securities payable from Pledged Revenues ; and the City shall not directly or indirectly be a party to or approve any arrangements for any such extension or for the purpose of keeping alive any of such 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 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 at the places , on the manner specified he the Bonds d in rein and in a on s the dates , an p according to the true intent and meaning hereof. -36- 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 , Additional Parity Bonds or other Parity Securities (except the 1980 Bonds) to their respective maturities or any Redemption Date or Redemption Dates on which the City is obligated to redeem Bonds , Additional Parity Bonds or other Parity Securities (except the 1980 Bonds) subject to the provisions concerning surplus moneys in Section 5E and subject to Section 9 hereof. L. Additional Securities . The City shall not hereafter issue any bonds or securities payable from Pledged Revenues other than the Bonds without compliance with the requirements with respect to the issuance of Additional Parity Bonds or additional Parity Securities set forth herein to the extent applicable. M. Other Liens. Other than as permitted herein, there are no liens or encumbrances of any nature whatsoever on or against the Pledged Revenues derived or to be derived. N. Surety Bonds . Each official or other person having custody of any Pledged Revenues , or responsible for their handling , shall be fully bonded at all times , which bond shall be conditioned upon the proper application of said moneys. O. Arbitrage Covenant . The City covenants that it will make no investment or other use of proceeds of the 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 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 the final maturities of the Bonds or upon any Redemption Date as of which the City shall have exercised or shall have obligated itself to exercise its prior redemption option by a call of Bonds for payment then. The Federal Securities shall become due prior to -37- 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 Owner thereof to assure such availability as so needed to meet such schedule. 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 to constitute an Event of Default : (1) Nonpayment of Principal or Premium. Payment of the principal of any o the Bonds or any prior redemption premium due in connection therewith, or both, is not made when the same becomes due and payable , either at maturity or by proceedings for prior redemption , or otherwise ; (2) Nonpavment of Interest. Payment of any installment of interest is not made when the same becomes due and payable ; (3) Incapable to Perform . The City for any reason is , or is rendered , 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 the Project , or to all tion thereof, or otherwise including , without or an combination , 9 Y limitation , this Ordinance, and such failure shall continue for sixty (60) days after receipt of notice from the Owners of 10% in 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 if such default continues for sixty (60) days after written notice , specifying such default and -38- requiring the same to be remedied , is given to the City by the Owners of 10% in principal amount of the Bonds then Outstanding. B. Remedies for Defaults . Upon the happening and continuance of any of the Events of Default , as provided in Section 10A hereof, then and in every case the Owner or Owners of not less than 10% in 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 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 rights aforesaid, 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. 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 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 other statutes , 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 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. -39- D. Duties Upon Defaults . Upon the happening of any of the Events of Default as provided in Section 10A hereof, the City, in addition , will 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 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 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 this Section 10D provided , the Owner or Owners of proceed as in not less than 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 to affect materially and prejudicially 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 -40- 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 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 , date and other identification thereof , together with the date 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 , date and other identification thereof , together with the date 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. 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 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 partners , directors , successors , assigns , employees and agents. -41- Section 11 . Amendment of Ordinance . A. Amendment of Ordinance Not Requirinq Consent of Bond Owners. The City may, without the consent of , or notice to, the Owners of the Bonds , 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 any ambiguity, or to cure, correct or supplement any defect or inconsistent provision contained in this Ordinance , or to make any provision with respect to matters arising under this Ordinance or for any other purpose if such provisions are necessary or desirable and do not adversely affect the interests of the Owners of the Bonds ; or (2) To subject to this Ordinance additional revenues , properties or collateral. B. Amendment of Ordinance Requiring Consent of Bond Owners. 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 City Council , without receipt by it or any additional consideration , but with the written consent of the Owners of sixty-six percent (66%) in aggregate principal amount of the Bonds and Outstanding at the time of the adoption of such amendatory ordinance , including any Outstanding refunding securities as may be issued for the purpose of refunding any of the Bonds , provided that no such amendatory resolution 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) Modifvinq 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 Between Bonds. The establishment of priorities as between Bonds issued and Outstanding under the provisions of this Ordinance ; or -42- t ' (6) Partial Modification. Any modifications otherwise materially and prejudicially a ecting the rights or privileges of the Owners of less than all of the Bonds then Outstanding. Whenever the City 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 of the Bonds , or to any successor thereof known to the City Clerk and to all registered Owners of Bonds on the registration books of the City. Such notice shall briefly set forth the 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 , which instrument or instruments shall refer to the proposed amendatory ordinance or other instrument described in such notice and shall specifically consent to and approve the adoption of such ordinance or other instrument , thereupon , but not otherwise, the City 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 , 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. -43- 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 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, 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 City shall furnish to the City Clerk a certificate , upon which the Clerk may rely, describing all Bonds to be excluded for the purpose of consent or of other action or or any calculation of Outstanding Bonds provided for hereunder , and , with respect to such excluded Bonds , 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 , or Bonds Outstanding at the effective date of such action , may bear a notation thereon by endorsement or otherwise in form approved by the City 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 City Council so determines , new Bonds so modified as in the opinion of the City 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 -44- credit of the City payable out of general funds or out of any funds derived from general property taxes. 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 of the City. 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 to 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 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 City 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 City 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 of Bonds. 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 of Bonds . The execution and registration of the Bonds and the delivery of the Bonds to the Purchaser pursuant to the provisions of this Ordinance; -45- (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 such 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, 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 -46- contained by and on behalf of the City shall be for the sole and exclusive benefit of the City, 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 any other ordinance or instrument pertaining thereto , against any individual member of the City 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. 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: (1) Project. Toward the Project , and (2) Bonds. Toward the sale and delivery of the Bonds for that purpose , be , and the same hereby is , ratified , approved and confirmed. 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. 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 any ordinance, resolution , bylaw, order , or other instrument , or part thereof , heretofore repealed. K. 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 -47- unenforceability thereof shall not affect any of the remaining sections , subsections , paragraphs , clauses or provisions of this Ordinance. INTRODUCED, READ, APPROVED ON FIRST READING , AND ORDERED PUBLISHED ONCE IN FULL THIS 30th day of October , 1984. CITY OF FORT COLLINS , COLORADO By: (CITY) ao r (SEAL) ATTEST: LFuy`Uus' ` 1_l�, City Clerk The foregoing Ordinance will be presented for final passage 9 9 at the City Council ' s regular meeting , to be held at Council Chambers , City Hall , 300 LaPorte Avenue , Fort Collins , Colorado, on Tuesday, the 20th day of November , 1984 , at 5 : 30 p.m. -48- READ, FINALLY PASSED ON SECOND READING, AND ORDERED PUBLISHED ONCE BY NUMBER AND TITLE ONLY this 20th day of November , 1984 . CITY OF FORT COLLINS , COLORADO By: (CITY) Mayor (SEAL) 61 ATTEST: ILu . City Cle rk erk -49- Council Member Stoner moved that the foregoing Ordinance heretofore introduced and read by title be approved on first reading . Council Member Elliott seconded the motion. The question being upon the approval on first reading of the Ordinance , the roll was called with the following results : Council Members voting "AYE" : Gerald C. Horak E. John Clarke William Elliott John B. Knezovich Kelly Ohlson Barbara Rutstein Ed Stoner Council Members voting "NAY" : None The Mayor thereupon declared that , a majority of the Council Members present having voted in favor thereof , the motion was carried and the Ordinance duly approved on first reading . Thereupon the Mayor ordered said Ordinance published once in full together with a n giving notice ivin the date when said Ordinance will be presented for final passage in The Coloradoan, a newspaper of general circulation published in the City , at least seven ( 7) days before presentation for final passage. After consideration of other business to come before the Council , the meeting was adjourned. Mayor (CITY) City Fort Collins , Colorado (SEAL) ATTEST: i City Clerk City of Fort Collins , Colorado -50- STATE OF COLORADO ) COUNTY OF LARIMER ) ss. CITY OF FORT COLLINS ) The Council of the City of Fort Collins , Colorado , held a regular meeting at Council Chambers , City Hall , 300 LaPorte Avenue , Fort Collins , Colorado , on Tuesday, the 20th day of November , 1984 , at the hour of 5 : 30 p.m. The following persons were present : Council Members : Gerald C. Horak , Mayor E. John Clarke, Assistant Mayor 3WQXI)®'Iffi1i AXIgU(fl(9S John B. Knezovich Kelly Ohlson Barbara Rutstein Ed Stoner City Manager : John E. Arnold City Clerk : Wanda M. Krajicek The following persons were absent : William F11iott. Councilmember The Mayor informed the Council that Ordinance No. 157, 1984 , which was introduced , approved on first reading , and ordered published once in full at the continuation of the Council ' s adjourned regular meeting of October 16, 1984 , held on October 30 , 1984, was duly published in The Coloradoan , a newspaper of general circulation published in the City, in its issue of November 4 , 1984. Council Member Knezovich then read said Ordinance by its title. Thereupon , Council Member Knezovich moved the final passage of Ordinance No. 157, 1984 . Council Member Ohlson seconded the motion, and the question being upon the'final passage of said Ordinance, the roll was called with the following result : Council Members voting "AYE" : Gerald C. Horak E. John Clarke X�il4X4(X�`(Xdf X g�YoKrX� John B. Knezovich Kelly Ohlson Barbara Rutstein Ed Stoner -51- • Council Members voting "NAY" : None The Mayor thereupon declared that a majority of the Council Members present having voted in favor thereof , the motion was carried and the Ordinance finally passed. Thereupon the Mayor ordered said Ordinance published by number and title only together with a notice of the final passage of the Ordinance in The Coloradoan , a newspaper of general circulation published in the City, within five (5) days after said final passage. After consideration of other business to come before the Council the meeting was adjourned. -"&� &:a Mayor City of Fort Collins , Colorado (CITY) (SEAL) ATTEST: City Clerk City of Fort Collins , Colorado -52- ' STATE OF COLORADO ) COUNTY OF LARIMER ) ss. CITY OF FORT COLLINS ) I , Wanda M . Krajicek , City Clerk of the City of Fort Collins , Colorado , do hereby certify that the attached copy of Ordinance No. 157, 1984, is a true and correct copy; that said Ordinance was introduced and approved on' first reading by the Council of the City of Fort Collins , Colorado , at the continuation of its adjourned regular meeting of October 16, 1984, held at Council Chambers , City Hall, 300 LaPorte Avenue , Fort Collins , Colorado, the regular meeting place thereof, on Tuesday, the 30th day of October , 1984 ; that said Ordinance was finally passed on second reading by said Council at its regular meeting , held at Council Chambers , City Hall , 300 LaPorte Avenue , Fort Collins , Colorado , the regular meeting place thereof , on Tuesday, the 20th day of November , 1984 ; that a true copy of said Ordinance has been authenticated by the signatures of the Mayor of said City and myself as City Clerk thereof , sealed with the seal of the City, and numbered and recorded in a book marked "Ordinance Record" kept for that purpose in my office ; and that said Ordinance was duly published once in full together with a notice giving the date when said Ordinance would be presented for final passage and once by number and title only together with a notice of the final passage thereof in The Coloradoan, a newspaper of general circulation published in the City, in its issues of November 4 , 1984, and November 26 , 1984, as evidenced by the certificates of the publisher attached hereto at pages 54 and 55. I further certify that the foregoing pages 1 through 52 , inclusive, constitute a true and correct copy of the record of the proceedings of said Council at its aforesaid meetings , insofar as said proceedings relate to said Ordinance ; that said proceedings were duly had and taken , that the meetings were duly held ; and that the persons were present at said meetings as therein shown. IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the City of Fort Collins , Colorado , this day of November , 1984. �7t1� c�� cf�i-n (CITY) City Clerk p (SEAL) City of Fort Collins, Colorado -53- 3 � � STATE OF COLORADO ) COUNTY OF LARIMER ) ss. CITY OF FORT COLLINS ) (Attach affidavit of publication in full of Ordinance and notice giving date when Ordinance to be presented for final passage. ) -54- The Coloradoan _ STATE OF COLORADO ) )ss. AFFIDAVIT OF PUBLICATION COUNTY OF LARIMER ) T e r e s e R. Anderson being first duly sworn upon oath, deposes and says: That said is the Legal Clerk of The Coloradoan; that said has personal knowledge of all facts set forth in this affidavit; that The Coloradoan is a public daily newspaper of general circulation, having its principal office and place of business situated in said County of Larimer; that said Coloradoan is printed and published 1 daily; that said Coloradoan is a daily newspaper, duly qualified for the purpose set forth within the meaning of Chapter 109, Article 1, Sections 1-1 to 1-8 inclusive of Colorado Revised Statutes 1973, anh any amendment thereof passed prior to the date hereof; that said newspaper had, prior to January 1, 1936, and has ever since said date been admitted to the United States Mails as second class matter under the provisions of the Act of March 3, 1874, and any amendments thereof, that said newspaper is printed in whole in said County of Larimer and has a general circulation therein; that said newspaper has been so printed and published as a public daily newspaper of general circulation in said County of Lar- imer, uninterruptedly and continuously, during the period of more than fifty-two consecu- tive weeks next prior to the first issue thereof containing the annexed legal notice of advertisement; that said annexed legal notice or advertisement was published in the regular and entire editions of said newspaper for _ 1 successive weelfs-err day a€eaolrsueeessi-ve-week; that the first publication of said legal notice or advertisement was in the regular and entire edition of said newspaper on the 4th day of November , A.D. 19 84; that the last publication of said legal notice or advertisement was in the regular and entire edition of said newspaper on the 4th day of November , A.D. 1984, and that copies of each number of said paper in which said notice or advertisement was published were delivered by carriers or transmitted by mail to each of the subscribers of said paper, according to the accustomed mode of business in this office. A-01 Subscribed and sworn to before me, at and within the County of Larimer, State of Colorado this day of A.D. 19_ A#Th y AlnvnmNnr _84._ rliy Co m,':ission L>xp res ,, ^;1st 15, 1987 111 i erside, Fo oI ios, C0 89524 My commission expires Notary Public City Clerk Delivered to _ — STATE OF COLORADO ) ) COUNTY OF LARIMER ) ss. CITY OF FORT COLLINS ) (Attach affidavit of publication of Ordinance by number and title only and notice of final passage thereof. ) -55- i The Coloradoan STATE OF COLORADO - NOTICE IS HEREBY GIVEN' )ss. AFFIDAVIT OF PUBLICATION ICat l he Fort Collins City C9UnCiI, Tile) o " Y. Noe bef 90, 984, COUNTY OF LARIMER nSadntdTneny,n9ootonces on second reading ORDINANCE NO. 150, 1984 OF Terese R . Anderson being first duly sworn upon oath, deposes T HE COUNCI L OF THE CITY OF FORT COLLINS VACATING ALL, and says: That said is the i Qga._I—C_L e_r.k of The Coloradoan; EASEMENTS AND RIGHTS OF that said has personal knowledge of all facts set forth in this affidavit; that The Coloradoan vRVNG CREEIK,SECOND FO N is a public daily newspaper of general circulation, having its principal office and place of ING ORDINANCE NO. 151. 198a OF business situated in said County of Larimer; that said Coloradoan is printed and published THE COUNCILOF THE CITY OF FORT COLLINS, AMENDING, daily; that said Coloradoan is a daily newspaper, duly qualified for the purpose set forth SECTIONS 231AND2 35OF THE. CODE OF THE CITY OF FORT' within the meaning of Chapter 109, Article 1, Sections 1-1 to 1-8 inclusive of Colorado FFlLLINS SELATI PENSON FOUNDE. Revised Statutes 1973, and any amendment thereof passed prior to the date hereof; that ORDINANCE NO. 153, 198A OF said newspaper had, prior to January 1, 1936, and has ever since said date been admitted to THE OQNCiL F THE CITY OF FORT AN. the United States Mails as second class matter under the provisions of the Act of March 3, ORDINANCE RDIAN P OeNG UNANTICIPATED APPROPRIATING 1879, and anv amendments thereof, that said newspaper is printed in whole in said County FROM A NEW REVENUE of Larimer and has a general circulation therein; that said newspaper has been so printed ORDINANCE NO. 15a, 1984 OF and published as a public daily newspaper of general circulation in said County Of Lar- THE COUNCIL OF THE CITY OF FORT COLLINS AUTHORIZING met, uninterruptedly and continuously, during the period of more than fifty-two consecu- ENTER iNTON MANAGER AMENDMENOT live weeks next prior to the first issue thereof containing the annexed legal notice of TO THE LEASE WITH MERIT FINANCIAL DR advertisement; that said annexed legal notice or advertisement was published in the PURCHIASEON FOR OF TA HE P CKUP regular and entire editions of said newspaper for TRUCK WITH CREW CAB FOR SURVEYORS ORDINANCE NO. 156, 1984 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROPRIAT ING PRIOR YEAR RESERVES IN THE CAPITAL PROJECTS FUND AND AUTHORIZING THE successive OLPA 'lkX day dlfxevAKx:>34LIc�'A9i**KNYe fx that the TONS TRANSFER BETWEENPC CARIA PITAL first publication of said le a not cc or advertl'Sement was in the regular and entire edition PROJECTS of said newspaper on the g �6ttt day of November A.D. 19 84; that the last ANO ORINANCE DNANCE O. 157,1984 AUTHORIZ ING THE ISSUANCE OF CITY publication of said legal notice or advertisement was in the regular and entire edition of OF FORT COLLINS, COLD RADO, SALES AND USE TAX said newspaper on the 96th day Of No_yember A.D. 198¢_, and that REVENUE BONDS, DATED copies of each number of said paper in which said notice or advertisement was published NNAGGREGATEOVEMBER 1, 1984, IN THE were delivered by carriers or transmitted by mail to each of the subscribers of said paper, THE AMOUNT PURPOSEIO FDDEFRA V ING. IN WHOLE OR IN PART, according to the accustomed mode of business in this office. THE COST OF ACQUIRING, A-90 NGSTREETS CONSTRUCTING AND HIGHWAYS FOR THE CITY AND OF PAY- ING THE PRINCIPAL OF, INTEREST ON.AND ANY COM MITMENT FEE DUE IN CONWITH THE - _ BONDIOANTICIPATON NIOTE, T� SERIES FEBRUARY 1, 1983, DATED FEBRUARY 1, 1983, IN THE PRINCIPAL AMOUNT OF NOT MORE THAN S25,000.000. ORDINANCE NO. 158,1984 AN ORDINANCE AUTHORIZ Subscribed and sworn to before me, at and within the County of Larimer. State of Colorado OF IN THE FORTISSUANCE DANCES,OF cCIT November , A.D. 19_84_. RADO, SEWER REVENUE OLO this __ 26th day Of (� — ] BONDS, SERIES 1984, DATEC IN THE 'YI�y C✓��i:i:is;�n L:r'.f�s ,''-�'�=' 1J, 1 "J• AGGRENOVEMBGATER E 1PRINCIPAL AMOUNT OF 111,1Xq,000. My commission expires 12 Riverside, t Notary PubjiLIl Delivered to City CIerk _ _ "'r r-j" •' • ORDINANCE NO. 157, 1984 AN ORDINANCE AUTHORIZING THE ISSUANCE OF CITY OF FORT COLLINS , COLORADO , SALES AND USE TAX REVENUE BONDS , DATED NOVEMBER 1 , 1984, IN THE AGGREGATE PRINCIPAL AMOUNT OF $11, 750, 000 , FOR THE PURPOSE OF DEFRAYING , IN WHOLE OR IN PART, THE COST OF ACQUIRING, CONSTRUCTING AND IMPROVING STREETS AND HIGHWAYS FOR THE CITY AND OF PAYING THE PRINCIPAL OF, INTEREST ON, AND ANY COMMITMENT FEE DUE IN CONNECTION WITH THE CITY' S BOND ANTICIPATION NOTE , SERIES FEBRUARY 1, 1983, DATED FEBRUARY 1 , 1983, IN THE PRINCIPAL AMOUNT OF NOT MORE THAN $25, 000 , 000. READ , ADOPTED ON SECOND READING , AND ORDERED PUBLISHED ONCE BY NUMBER AND TITLE ONLY this 20th day November , of e er , 1984 . CITY OF FORT COLLINS , COLORADO 04 (CITY) Mayor (SEAL) ATTEST: � IOL4 u� _ City Clerk -56-