HomeMy WebLinkAbout2001 Ordinance No. 075•
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ORDINANCE NO. J.!f
SERIES OF 200 I
AUTHORITY
COUNCll., BILL NO. 78
INTRODUCED BY COUNCIL
MEMBER WOLOSYN
AN ORDINANCE AUTHORIZING THE ISSUANCE BY THE CITY OF ENGLEWOOD OF
ITS GENERAL OBLIG ATION BONDS , SERIES 2001 , FOR THE PURPOSES APPROVED
AT THE CITY 'S ELECTION ON NOVEMBER 6. 2001, AND AUTHORIZING THE LEVY
OF PROPERTY TAXES ru PAY SUCH BONDS ; PROVIDING THE FORM OF THE
BONDS AND OTHER DETAILS IN CONNECTION THEREWITH; APPROVING
DOCUMENTS RELA T C-.G T O HE BONDS: AND DECLARING AN EMERGENCY.
WHEREAS, the City of Englewood, Colorado is a municipal corporation duly organized
and operating as a home-rule city under Article XX of the Constitution of the State of Colorado
and the Charter of the City (unless otherwise indicated, capitalized terms used in this preamble
shal I have the meanings set forth in Section I of this Ordinance); and
WHEREAS, pursuant to Section 104 of the City Charter, the City is authorized 10 issue
general obligation bonds for any public capital purpose, subject 10 obtaining voter approval of a
ballot question authorizing s uch bonds ; and
WHEREAS, at an election on November 6, 200 1, the following ballot question (the
·'Ballot Question ") was approved by a majority of the eligible electors of lhe City voting on the
Ballot Question:
SHALL TIIE CITY OF ENGLEWOOD DEBT BE INCREASED UP TO Si::!.800 ,000, WITH A
MAXIMUM REPAYMENT COST OF UP TO $25,700,000, AND SHAU.. CTIY TAXES BE
INCREASED UP TO S 1,300,000 ANNUALLY FOR THE PURPOSE OF:
• EXP ANDING AND IMPROV1NG THE MALLEY SENIOR CE TER ,
• EXPANDING AND IMPROVING THE ENGLEWOOD RECREATION CENTER,
• CONSTRUCTING THE BELLEVIEW PARK FAMILY AQUATIC CENTER,
AND TO THE EXTENT MONEYS . .O.RF. AVAILABLE ACQUIRING , EQUIPPING AND
CONSTRUCTING RECREATION l¼PROVEMENTS WITHIN THE CITY, BY THE
ISSUA 'CE AND PAYMENT OF GE..',IE RAL OBLIGATION BONDS, WHICH SHALL
MATURE. BE SUBJECT TO REDEMPTION WITI-i OR WITHOUT PREMIUM , AND BE
ISSUED. DATED AND SOLD AT s CH Trrv,E OR TIMES. AT S UCH PRICES (AT, ABOVE
OR BELOW PA R) . D IS S CH . 1A NE'-AN CONTAINING SUCH TERMS . l,/QT
lNCONSISTENT HEREWITH . AS THE C ITY CO CIL MAY DETERMINE; SHAI .. L AD
VAL.O REM PROPERTY TAXF.S BE LEVIED IN ANY YEAR , WITHOUT LIMITATl01'1 AS
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TO RATE OR AMOUNT OR ANY OTHER CONDITION, TO PAY TIIB PRINCIPAL OF,
PREMIUM, IF ANY, AND lNTEREST ON SUCH BONDS; AND SHALL THE EARNINGS
ON THE INVESTMENT OF THE REVENUES FROM SUCH TAXES AND OF THE
PROCEEDS OF SUCH BONDS (REGARDLESS OF AMOUNT) CONSTITI.JTE A VOTER-
APPROVED REVENUE CHANGE?
WHEREAS, the Council has det1:nnined that it is in the be st interests of the C.ty and its
residents to issue general obligation bonds for Ll-te purpo e of providing funds to finance the
Project and to issue its General Obligation Bonds. Series 200 I in the aggregate principal amount
not to exceed 58.325,000, and to issue the remaining principal amount of debt authorized by the
Ballot Question in 2002; and
WHEREAS, on the date of issuance of the Series 2001 Bonds, the City wiU have
aggregate outstanding bonded indebtedness which does not exceed $8 ,765,000, and the latest
estimated actual valuation for assessment or the taxable property in the City, as certified by the
County Assessor, is $2,740,906 ,083 ; consequently, the amount of bonded indebtedness does not
exceed 3% of the latest estimated actual valuation for assessment of the City, or S:82,227,182;
and
WHEREAS , the Council has been presented with a proposal from George K. Baum &
Company, of Denver, Colorado, for the purchase of the Bonds upon specified tenns and
conditions and, after consideration , the Council has determined that th e negotiated sale of the
Bonds to said company is to the best f,dvantage of the City; and
WHEREAS , Section 41 of the City Charter permits the use of an emergency ordinance
for ordinances incurring indebtedness where th e City has received prior voter approval and the
Council has determined that the u.:claralion of an emergenc y for this Ordinance is necessary,
with in the meaning of Section 41 , in order to permit the City to obtain the lowest intc,rest rates
possible through the designation of the Series 200 I Bonds ns "bank qualified" obligations; and
WHEREAS , the City Council desires to authorize the issuance and sale of the Bonds and.
as provided in Title 11, Article 57 , Part 2, C.R.S ., delegate the authority to the Director of
Finance and Administnuive Services 10 determine ce rtain provisions of the Bonds to be set forth
in the Sale Certificate. in accordance with the provisi ons of this Ordinance; therefore
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF E GLEWOOD.
COLORADO:
Section 1. Definitions. The following terms shall have the following meani ngs as used
in this Ordinance:
"Ace" mean s Pan 2 of Article 57 of Title I I , Colorado Revised Statutes. as amended, or
any successors tatutes thereto.
"Bailor Q11es tio rr·· means the ballot que~tion appro ed by City voters quoted and defin ed •
as ·uc h in the preambles hereto.
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"Bank" means The Bank of Cherry Creek N.A. in Denver, Colorado, or il.s successor, o
national banking associa1ion duly organized and existing u nder the laws of lhe United States of
America, being a member of the Fet:leral Deposit Insurance Corpl'lration , and having full and
complete trust powers.
"Bond Account" means lhe occoum established by the provis ions here-:,f to accounl for the
moneys for which a se::mra te tax levy is mude Lo satisfy the obligations of th1 • Bonds. The Bond
Account shall be a subsidiary account of the appropriate fund or accour.t of the City and
separately accounted for by the City in accordance with the provisions hereof.
"Bond Courser meons (a) as of the date of issuance of the Bonds, Kutak Rock LLP, and
(b) as of any 01hcr date, Kutak Rock LLP or such otlk:r ar1orneys selected by the City with
nationa lly recognized expertise in the issuance of municipal bonds .
"Bond Insura11ce Policv" means the municipal bond insurance policy issued by the Bond
Insurer insuring the payment :hen due of the principal of and interest on the onds as provided
therein .
"Bond Insurer" means MBIA lnsurance Corporation , or any successor thereto.
"Bond Oblisation" means, as of any date, the principal amount of the Bonds Outstanding
as of such date. For purposes of lhe Sections hereof titled "Remedies for Events of Default" and
"Am<.:ndmen1 of Ordinance," Bond Obligation shall be deemed to include the amount payable on
the Registered Coupons , as set forth in the Section hereof titled "Bond and Registered Coupon
Details," which has not been paid as of the date on w hich such Sections are being applied.
"Bond Purc ha:s e Agreeme111" means the Bond Purchase Agreement, pursuant to which I.be
City has agreed to sell and the Underwrite r has agreed to purc hase the Bonds at the prices and on
the terms set forth therein .
"Bonds" and "Series 2001 Bonds" means the floods authorized by the Section hereof
tilled .. Authorization and Purpose of Bonds .··
"Business Day" means an y day olher than (a) :i Saturday or Sunday or (bl a day on which
banking institutions in the State are aulhori.zed or obligated by law or executive order to be
closed for busi ness .
"Charru·• means the home rule Charter of the City .
.. City" means th e City o f Englewood, Colorado, and any su ccessor thereto.
"Code" means the Internal Revenue Code of 1986. as am '.:ndcd . Eacli reference to a
sec tion of the Code herein shall be deemed to include the U r.iced States Treasury Regulation s
proposed or in effecc thc1eunder and applicable co the Bond~ or the us e of proceeds •'l e reof.
unles, the c ontext clearly require.• othe rwi se .
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"Commirment" means that certain offer to issue the Bond Insurance Policy ibsued by the
Bond Insurer.
"Co1urcif' means the City Council of the City .
"County" means Arapahoe Count;, Colorado.
"Dated Date" means the origi.."1a1 dated date for the Bonds as established in the Sale
Certi fi cate.
"Defeasance Securities" means bills, certificates of indebtedness, notes, bonds or similar
securities which are direct. non .. callable obligations of the United Stales of America or which are
fully and unconditionally guaranteed as to the timely payment of principal and interest by the
United States of America, to the extent such investments are Permitted !nvcstments.
"DTC' means The Depository Trust Company, New York, New York. and its successors
in interest and assign s.
"DTC Blanket Letter of Representations" means the letter of repre.<entations from the
City to DTC to induce OTC to act as securities depository for the Bonds.
"Event of Default" me.'.lTis any of the events specified in the Section hereof titled "Events
of Default."
"Interest Payment Dare .. means each June 1 and December I, commencing June I, 2002.
"Official Statement'' means the final Official Statement re!:uing to the Bonds.
"Ou.tstanding" means, as of any d ate , all Bonds issued and delivered by the City, except
the following :
(a) any Bond cancel.led by the City or the Paying Agent, or otherwise on the
City's behalf, at or before such date:
(b) any Bond held by or on behalf of the City;
(c) an y Bond fo r the payment or the redemption of which moneys or
Defeasance Securities sufficient to meet all of the payment requirements of the principal
of, premium, if any. and interest on such Bond to the date of maturity or prior redemption
thereof. shall have ,heretofore been deposited in trusl for such purpose in accordance
with lhe ection hereof titled "Defeasance": and
(d ) any lost, apparently destroyed , or wrongfully taken Bond in lieu of or in
subs titution for which another bond or other security shall have been executed and
delivered.
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··owner·· means th e Pe rson or Persons in whose name or names a Bond is registered on •
lhe rcgi tralion bo oks maintained by the Paying Agent pursuant hereto.
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"Pay'ng Agent" means the Bank and its successors in interest or assigns approved by the
Ciry.
"Paying Agent Agreement" means an agreement between the City and the Paying Agent
concerning the duties and obligations of the Paying Agent with respect to th: Bonds .
"Pe nnitted T11vcs1menrs •· means any investment in which func.s of the City may be
invested under the Charter and the laws of the Stnte at the time of such i:ivestment. subject to any
limitations whi ch may be set fonh in the Commitment.
"Person" means a corporation, firm, other body corporatr,, pannership, assocrauon or
individual and also includes an exec utor. administrator, trustee, receiver or other representati ve
appointed according to law.
"Pre liminary• Official Statement" means the Prelinun Official Statement prepared in
connection with the sale and issuance of the Boad.i .
"Proj1?c t" means any purpose for which proceeds of th e Bonds may be expended under
the Act and the Ballot Question , including, but not limited to , the payment of costs of issuance of
the Bonds.
"Project Accounr'' mean s the account established by the provisions hereof for the purpose
of paying the costs properly attribucable to the Project. The Project Account sbal.l be a subsidiary
account of the appropriate fund or account of rhe City, and separately accounted for by the City
in accordance with the provisions hereof.
"Record Date .. means, with respect to each Interest Payment Date, the fifteenth day of the
month immediately preceding the month (whether or not s uch day is a Business Day) in which
such In1erest Payment Date occurs.
"Registered Coupons" means the separate, detached registered coupons evidencing
~1.1pp lemcntal imerest on the Bonds de~;"Tlated a.~ "B," as set fonh in the Section hereof titled
"Bond and Regis1ered Coupons Details.· Until the last "'B " interest payment date for the
supplemental interest (as e1 forth in the su bsection hereof titled "Bond and Registered Coupon
Details-Maturity Dates , Principal Amounts and Interest Rates"), th e dt-fined term Bonds shall
include the Regis1ered Coupons and references to interest on the Bonds shaJI include aJI amounts
payable e n the Regi tercd Coupons, except that: (a) the term "Bonds" does not in ck1de the
Regi stered Coupons in !he Sections he.reof titled ''Bond and Registered Coupon Details," "Form
of Bonds and Regis tered Coupons," and "Transfer and Exchange of Bonds and Registered
Coupons" and "Redemption of Bond Prior to Maturity .. ; an.d (b) for purposes of the Sec tion
hereof titled "Federal Income Tax Covenants." only a ponion r;f the amounts payable on the
Registered Coupons shall be treated as interest. as described in the section of the Official
Statement des cribin • the federal income tax treatment of interes t on the Bonds .
"Ordinance" means thi Ordinance , includ ing any amendments or supplements hereto .
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"Sale Certificate" menns the certificate executed by the Director of Finance and
Administrative Services under the authority delegated pursuant to this Ordinance. including but
not limited to the Sections hereof titled "Bond and Registered Coupon Details," "Redemption of
Bonds Prior to Maturity" and "Approval of Related Documenrstt which set forth, among other
things, tile prices at which the Bonds will be sold , the Dated Date, interest rates and annual
maturing prin c ipal for the Bonds , and the payment dates for the Registered Coupons. as well as
tht: dates on which the Bonds may be redeemed and the redemption prices therefore .
"State" mean s the State of Colorado.
"Tax Lener of lnstr11ctions" means the Tax Letter of lnstruction s . dated the date on wh ~h
the Bonds are originally issued and delivered 10 the City by Bond Couns ~1. as such instructions
may be superseded or amended in accordance with their terms .
"Underwriter" means George K . Baum & Company, Denver. Colorado.
Sedion 2. Authorization and Purpose o f Bonds. Pursuant ·.o and in accordance willl
the Act and the Ballot Qu1,stion, the City hereby authorizes, and directs that lllere shall be issued,
the "City of Englewoo<i. Colorado. General Obligation Bonds. Series 2001 ," in the aggregate
original principal amount not to exceed $8,325 ,000 for the purpose of providing funds for the
Proje,ct.
Section 3. Bond and Registered Coupon Details.
(a) Registered Form, Denominations, Dated Date and Numbering. The Bond::
and the Registered Coupons shall be issued in fully registered form , shall be dated as of
the D ated Date. and shall be registered in the names of the Persons identified in the
regi stration book s maintained by the Paying Agent pursua nt hereto . The Bonds shall be
is ued in denominations of $5 ,000 in principal amount or any integral multiple thereof.
Th e Registered Coupons shall be issued in denominations of $5.000 in the amount of .,-8 "
interest due on the ''B" interest payment date set forth in s ubsection (b) of this Section .
The Bonds shall be consecutive ly numbered. beginni ng with the number one. preceded by
the lener "R." The Registered Coupons s hall be consecutively numbered, beginning with
the number one, preceded by the lette r "RC."
(b) Maturity Dates, Principal Amounts and Interest Rates. The Bonds s hall
mature on Decem ber I of the years an d in the principal amounts, and shall bear interest
de sign ated "A" and supplemental interest des ignate "B" at the rates per annum
(calcul ated based on a 360-day ye ar of twe lve 30-day months) set forth in the Sale
Certi fic ate . The supplemental intere t d esi gnated "B " shall be evidenced by Registered
Coupons payable in spec ific d o llar amounts . The Council hereby delegates to the
Directo r of Fin ance and Administrative Services the authority to determine the Dated
Date , the pric e at whi ch the Bond s wil l be sold. th e aggregate a mount o f principal o f
Bo nds issued , the principal amount o f Bo nds mat urin g in any particular year and the rate
o f inte res t desi gnated "A" and "B "' on the Bonds , including th e amount o f "B" intere t
du e o n any "B" interest payment d :u e .
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(c) Acero.al and Dales of Paymen1 of Interest. "A" interest on the Bonds shall
accrue at the rates set forth in the Sale Certificate from the later of tile Dated Date or the
latest Interest Payment Date (or in the case of defaulted interest. the latest elate) to which
interest has t~•-«n paid in full and shalJ be payable on each Interest Payment Date. "B"
i rc.~1 represented by the Registered Coupons shall accrue at the rates set forth io the
S ae Certificate, commencing on the Dated Date and ending on the "B" interest payment
dz.le specified in the Sale Certificate for the weighted average maturity princi['>al amount
of Bonds scheduled to be outstanding during such accrual ~riod, and be paid as provided
in s ubsection (b) of this Section .
(d) Manner and Fonn of Payment. Princ-ipal of each Bond and the amo1mt
payuble on each Registered Coupon shall be payable to the Owner thereof upon
presemation and surrender of such Bond or Registered Coupon at the principal office of
the Paying Agent in the city identified in the definition of Paying Agent in the
Section hereof titled "Definitions" or at such o ther office of the Paying Agent designated
by the P:iying Agent for such purpose. "A" interest on each Bond shall be payable by
check or draft of the Paying Agent mailed on each Interest Payment Date to the Owner
thereof as of the close of business on the corresgonding Record Date: provided that "A"
interest payable to any Owner may be paid by any other means agreed to by sue Owner
rmd the Paying Agent that does not require the City to make moneys available to the
Paying Agent earlier than otherwise required hereunder or increase the costs borne by the
City hereunder. AU payments of the principal of and interest on the Bonds shal l be made
in lawful money of the United SUltes of America.
(e ) Book-Enlry Registration. Notwithstanding any other provision hereof, the
Bonds and the Registered Coupons shall be delivered only in book-entry fonn registered
in the name of Cede & Co., as nominee of OTC, acting as securities depo:sitOf) of the
Bonds and the Registered Coupons and principal of and "A" interest on the '8om1s and
the "B" interest payable on the Registered Coupons shall be paid by wire transfe1 · !0 DTC;
provided, however, if at any time the Paying Agent de1ennines, ai.d notifies the City uf its
determination, that DTC is no longer able to act as , or is no longer satisfacton!y
performing its duties as, securities depository for the Bonds and ti,c P !J!!'istered Coupon,.,
the Paying Agent may, a t its discretion, either (i) designate a substituic ~=~i..1iries
depository for DTC and reregister the Bonds and the Registered Coupons as directed by
such substitute securities depository or (ii) 1.erminate the book-entry registration system
and reregister the Bonds and the Regi stered Coupons in the names of the beneficial
owners thereof provided 10 it by DTC. Neither the City nor the Paying Agent shall have
any liability to DTC. Cede & Co., any sub titute securities depository, any Person in
whose name the Bonds and th e Registered Coupons are reregistered at the direction of
a ny substitute securitie s deposi tory , any beneficial owner of the Bonds and the Registered
Coupons or any other Person for (A) an y determination made by the Paying Agent
pur uant to the provi so at the end of the immediately preceding sentence or (B) any action
taken to implement such de1c nnina1 ion and the procedures related thereto that i · taken
pu.rsuant to an y direction of o r in reliance on any inform ation provided by DTC, Cede &
C o .. any substitu1e ·ecurities deposi1ory or any Person in whose name the Bonds and the
Regi stered Coupons are rere gistered .
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Sectl edemptlon o Bonds Prior to Ms::turity .
(a) Oplional Rt1dt1mption . The Bonds shall be subject to redemption at t!1e option
of the City, in whole or in pan. and if in pan in such order of maturities as the City shall
detennine and by lot within a maturity cm such dates as set forth in the Snle Cc:rtjticate.
The Council hereby delegates to the Director of Finance and .•dministrative Services the
authority to determine the dates on Rhich the Bonds shall be subject to optional
redemption and the redemption price or prices at which such redemption may be made.
b) Mandatory Sinking Fund Redemption. All or any principal amount of the
Bonds may be subject to mandatory sinking fu nd redemption by lot on December I of the
years and in the principal amounts specified in the Sale Certificate, at a redemption price
equal 10 the principal amount thereof (with no redemption premium), plus accrued
interest to the redemption date. The Council hereby delegates to the D irector of Finance
and Administrative Services the authority to detennine the principal amounts and dates
on which the Bonds shall be subject to mandatory si.nking fund redemption.
(c) Rt1demption Procedures. Notice of any redemption of Bonds shall be given
by the Paying Agent in the name of the City by sending a copy of such notice by
first-class, postage prepaid mail, not more than 60 days nor less than 30 days prior to the
redemption date, to the Owner of each Bond being redeemed. Such notice shaU specify
the number or numbers of the Bonds so to be redeemed (if redemption shall be in p art)
and !he redemption date. lf any Bond shall have been duly called for redemption and if, •
on or before the redemption date, there s hall have been deposited with the Paying Agent
in accordance with this Ordinance funds sufficient to pay the redemption price of such
Bond on the redemption date, then such Bond shall become due and payable at such
redemption date. and from and after such date interest will cease to accrue thereon.
Failure to deliver any redemption notice or any defect in any redemption notice shall not
affect the validity of the proceeding for the redemption of Bonds with respect to which
such failure or defect did not occur. Any Bond redeemed prior to its ma.turity by prior
redemption or otherwise shall not be rei ssued and shall be cancelled.
Section 5. Security for the e .. nds .
(a) General Obligations. The Bonds shall be general obligations of the City and
the full faith and credit of the City are pledged for the punctual payment of the principal
of and interest on the Bonds. The Bonds shall not constitute a debt or indebtedness of the
County. the S tate or any political subdiv is ion of the State other than the City.
(bl Levy of Ad Valorem Taxes. For the purpose of paying the principal of and
int.crest on the Bonds when due, respectively , 1he Council shal l annually detennine and
cenify to the Board of Coun1 y Commiss ioners of the County, a rate of levy for general ad
valore m tax.es. , ithouL limi1 :nion as to rute or amount, on a ll of the 1axable property in
th e City. ufficient 10 pay the principal of a nd interest on the Bonds when due.
respectively. whe1her at maturity or upon earli er redemption . •
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(c) Application of Proc11eds of Ad Valorem Taxes. 17Je general ad valorcm taxes
lev ie d purs\•anl to subsection (b) of this Section, when collected. shall be deposited in the
Bond Account and shall be applied solely to the payment of the principal of and interest
on the Bonds and for no other purpose until the Bonds, including principal and i.nterest,
are fully paid, satisfied and discharged.
(d) Appropriation and Budgeting of Proceeds of Ad Valorem Taxes . 1v:oneys
received fr o m the general ad valorem taxes levied pursuant to subsection (b) of this
Sc::tion in an amount sufficient to pay the principal of and interest on the Bor..is when
due, re pectively. are hereby appropriated for that purpose , and all amounts required to
pay the principal of and in teres t on the Bonds due, respectively, in each year shall be
included in the annual budget and appropriation ordinance to be adopted and passed by
the Council for such year.
(e) Use or Advance of Other Legally Available Moneys. Nothing herein shall be
interpreted to prohibit or limit the ability of the City 10 use legally available moneys other
than the proceeds of the general ad valorem property taJtes levied pursuant to subsection
(b) of this Section to pay all or any portion of the principal of or interest on the Bonds. If
and to the extent such olher legally available moneys are used to pay the principal of or
interest on the Bonds, lhe City may, but shall not be req uired to, (i) reduce the amount of
taxes levied for such purpose pursuant to subsection (b) of this Section or (ii) use
proceeds of taxes levied pursuant lo su bsection (b) of tJ-,is S.-t.:tio n to rei mburse the fund
o r account from which such other legally available mont·ys are withdrawn for the amount
withdrawn from such fund or account to pay the princ-ipa l of or interest on the Bonds. If
the City selects alternative (ii) in the immediately preceding sentence, the taxes levied
pursuant to subsection (b) of this Section shall include amounts sufficient to fund the
reimbursement.
(t) Certification to County Commissioners. It is hereby declared that, if the City
does not otherwise determine and certify to the Board of County Commissioners of the
County a rate of levy for general ad valorem property taxes as required by subsection (b)
of thi s Secti,Jn, the foregoing provisions of this Section sh all constitute a certificate from
the C ouncil to the B oard of County Commissioners of th e County showing the aggregate
amount of ad valorem taxes to be levied by the Board of County Commissioners of th.e
County from time to time, as required by Jaw , for the purpose of paying the principal o f
and interes t on the Bonds when due.
(g) Deposit of Moneys to Pay Bonds with, and Pay ment of Bonds by Paying
Agent. No later than three Bu si ness Days immediately preceding each date on which a
payment of principal of or intere t o n th e Bonds i " due. the City, from moneys in the
Bond Accoun; or oth er legally available moneys, s hall deposit moneys with the Paying
Agent in an amount s uffi ci ent 10 pa the principal of and intere I o n the Bonds due on
s uch date. The Paying Agent hall use the money so deposited with it to ray the
principal of and inte rest o n the B onds when due .
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Section 6. Form of Bonds and Registered Coupons. Toe Bonds shall be in
su stantially the form set forth in Appendix A hereto and the Registered Coupons shall be in
substantially the fonn set forth in Appendix B hereto with such changes thereto, not inconsistent
herewith, as may be necessary or desirable and approved by the officials of the City executing the
same (whose manual or facsimile signature chcreon shall constitute conclusive evidence of uch
approval). All covenants. statements. representations and :igreements contained in the Bonds and
the Regi stered Coupo ns arc hereby :ipprovcd and adopted as the covenants, statement .
representations and ogrecmcnts of the City. Although anached as appendices for the convenience
of the reader, Appendix A and Appendix B are an integral part of this Ordinance and are
incorporated herein as if set fo rth in full in the body of thi s Ordinance.
Section 7. Execution of Bonds. Th e Bonds shall be executed in the name and on behalf
of the City with the man ual or facsimile signature o f the Mayor of the Council, shall bear a
manual or facsimile of th e seal of the City and shall be attested by the manual or facsimile
signature of the City Clerk of the Council , all of whom are hereby authorized an d directed to
prepare and exec ute the Bonds in accordance with the requirements hereof. Should any officer
whose manual o r facsimile signature appears on the Bonds cease to be such officer before
delivery of any Bond, such manual or facsimile s ignature shall nevertheless be valid and
s uffi ci ent for all purposes. When the Bonds have been duly executed. the officers of the City are
authorized to, and shall, deliver the Bonds 10 the Paying Agent for authentication . No Bond shall
be secured by or titled lo the benefit of th is Ordinance , or shall be valid or obligatory for any
purpose, unle ss the certificate of authentication of the Paying Agent has been manually executed
by an authorized signatory of the Paying Agent. The executed certificate of authentication of the
Paying Agent upon any Bond shall be conclusive evidence. and the only competent evidence. that
such Bond has been properly authenticated and delivered hereunder.
Section 8. Temp11rary Bonds. Until Bonds in definitive form are ready for delivery,
the City may execme. and ,,pon the requ es t of the City, the Paying Agent shall authenticate and
deliver. subject to the provi sions, limitations and co nditions set forth herein , one ur more Bonds
in temporary fonn. whether printed, typewritten . lithographed or otherwise produced,
ubstanti ally in the fonns o f th e defi nitive Bo nds, with appropriate omissions, variations and
in se1tions . and in authorized denominations . Until exchanged for Bonds in definitive forrn, such
Bonds in temporary form shall be entitled to the benefits and security of this Ordinance. Upon
the presentation and surrender of any Bond in temporary form, the City shall, without
unreasonable delay, prepare . execute and deliver to the Paying Agent and the Paying Agent shall
authenticate and deliver. in exchange therefor. a Bond o r Bo nds of the same series in definitive
form . Such exchange shall be made by the Payi ng Agent without making any charge therefor to
the regis tered owner of :.uch Bond in temporary form .
Section 9. Registration or Bonds in Regbtration Books Maintained by Paying
Agent Th e P :1 ying Agent s hall maintain regi tration books in which the ownership, transfer and
exchange of Bonds shall be recorded . The person in whose name any Bond shall be registered on
such registration book shul! be deemed to be the absolute owner thereof for all purposes. whether
o r no t payment on any Bo nd sh all be overdue . and neither the Ci t y nor the Paying Agent shall be •
affec ted by any no ti ce or other information 10 the eontr.iry .
tJ2-IOJJ I R.Ol IU
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Section IO. Transfer and Exchange of Bonds and Rqistered Coupom .
(a) Transfu and Exchange of Bonds. The Bonds may be transferred or
exchanged al the principal office of the Paying Agent in the city identified in the
definition of Paying Agent in lhe Section hereof titled ''Definitions" or at such other
office of the Paying Agent designated by th Payi ng Agent for such purpose For a like
aggregate principal amount of Bonds of other authoriud denominations of the same
maturity and interest rate, upon payment by the lransferce of II reasonable transfer fee
established by the Paying Agent, 1ogether with any tax or governmental charge required
to be paid with respect to such transfer or exchange and any cost of printing bonds in
conn ec1ion therewith . Upon surrende r for tran sfer of uny Bond , duly endorsed for
tran sfer or acco mpani ed by an assign ment duly executed by the Owner or his or her
anomey duly authorized in writing, the City shall execute and the Paying Agent shal l
authenticate and deliver in the name o f the transferee a new Bond. otwithstanding any
other provision hereof, the Payin g Agent shall not be required to transfer any Bond (i)
which is scheduled to be redeemed in whole or in part between the Business Day
immediately preceding the mailing of the notice of redemption and the redemption date or
(ii) between the Record D:ite for any Interest Payment Date and such Interest Payment
Date .
(b) Transfer and Exchange of Registered Coupons. The Regi stered Coupons
may be transferred or exchanged at rhe principal office of the Paying Agent in the city
identified in the definition of Paying Aient in the Section hereof titled "Definiti ons" or al
such other office of the Payi ng Agent designated by the Paying Agent for s uch purpose
for a like aggregate amount of "B" interest d;;e on the "B" interes t payment date
Registered Coupons of other authorized denominations of th e same payment date, upon
payment by the transferee of a reasonable transfer fee established by the Paying Agent,
together with any tax or governmental charge required 10 be paid with respect to such
transfer or exchange and any cost of printing bonds in connectio n therewith . Upon
surrender for transfer of any Registered Coupon, duly endorsed for transfer or
accompanied by an assignment duly executed by the Owner or hi s or her attorney duly
authorized in writing, the City shall execute and •he Paying Agent shall a uthenticate and
deliver in the name of the tr ansferee a new Registc:rcd Coupon .
Section 11. Replacement of Lost. Destroyed or Stolen Bonds. lf any Bond shall
become lo st, apparently destroyed , stolen o r wrongfully taken , it may be replaced in the form and
tenor of the lost, destroyed , stolen or taken Bo nd and the City halJ execute and the Paying Agent
shall authenticate and deliver a repl acement Bond upon the Owner furnishing , to th e satisfaction
o f the P:iyi ng Agent : (a) proof of ownership (which shall be show n by the registrat ion books of
th e Pa. ing Agenl). b) proof of loss. de struction or theft . (c ) an ind,:m nity to th e Ciry and th e
Paying Agent with re s pect 10 rile Bond lost, destroyed o r taken . and (d ) payment of the co ·t of
pre paring and execu t ing the new B ond .
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Section 12. Creation or Accounts; Initial Credits to Accounts.
(a) Creatio11 of Accounts. There i , hereby established the Bond Account and the
Project Account. TI,,. foregoing accounts shall be rnaint:;ned by the City in accordance
with the provisions of thi Ordinance.
(b) Initial Crt!dils to Accounts. Upon pa}'T'lent to the City of the purchase price
of the Bonds in accordance with the Bond Purchase Agreement, the Bonds shall be
delivered to, or as directed by, the Underwriter and the proceeds received by the City
from the sale of the Bonds shall be applied as a supplemental appropriation by the C ity.
as follows:
(i) to the Bond Account. the accrued interest on the Bonds from the dated
date thereof to the date of issuance, if any;
(il ) to the Project Account, the remaining p,oceeds oftbe Bonds .
Section 13. Investments. Proceeds of the B onds delivered to the City pursuant to the
Se.ction hereof titled "Creation of Accounts : lni ti a: Credits to i..:counts," moneys on deposit in
the Bond Account and any moneys held by the Pay,'lg Agent with respect to the Bonds shall be
invested in Permitted Investments. provided that the investment of such moneys shall be su~j"-:t
to any applicable restrictions set forth in the Tax Letter of Instructions and in the "Tax
Compliance Cenificate"' or similar certificate delivered by the City in connection with the
is suance of the Bonds that describes the City's expectations regarding the use aod investment of
proceeds of the Bonds and other moneys and the use of the Project.
Section 14. Various Findings, Determinations, Declarations and Covenants. The
Council, having been fuUy informed of and having considered all the pertinent facts and
circumstances, hereby finds, determines, declares and covenants witit the Owners of the Bonds
that :
(;.) voter appro al of the Ballot Question was obtained in accordance w ith all
applicable provisions of law;
(b ) it is in the best interest of the City and its residents that the Bonds be
aurhorizcd. sold , is s ued and delivered at the time , in the manner and for the purposes
provided in this Ordinance;
(c ) the is suance of the Bonds will not cause the City to exceed its debt Limit under
a pplicable State law ;
(d ) th e DTC Blanket Letter of Re presentations to be entered into with OTC will
govern the book-e nt ry reg is trati o n ys te m for the Bond s : and
(e) the issuan e f the Bo nds and all procedures undertaken incident thereto :ire
in full c ompl ian ce :md con fo rmity with all applic ab le requirements, provi s ions and •
limitatio n s pre ·c ribe d by the Chaner. the C o nstitution and laws o f th e State, including the
01-I0JJJ/W2 12
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Act and lhe Ballot Question, and all conditions and limitations of the Chaner, the Act, the
Ballot Question and other applicable law rela1.ing to the issuance of the Bonds have been
satisfied .
Section 15. Federal Income Tax ovenanes. For purposes of ensuring that the inte.rest
on the Bond~ is and remains excluded from gross income for federal income tax purposes, the
City hereby covenants that:
(a) Prohibited Actions. The City wiU not use or permit the use of any proceeds
of ,ands or a ny other fund s of the City from whatever source derived. directly or
indi rec tly, to acquire any securities or obligations and shall not take or permit to be taken
aay other action or actions, which would cause any Bond to be an "arbitrage bond" within
the meaning of Section 14 8 of the Code. or would otherwise cause lhe interest on any
Bo nd to be includible in gross income for federal income tax purposes .
(b) Affirmative Actions. The City will at all times do and perform all acts
permined by law that are necessary in order to assure that interest paid by the City on the
Bonds shall not be iacludible in gross income for federal iocome tax purposes under the
Code or any other valid provision of law. In panicular, but without li mitation, the City
represents, warrants and covenants to comply with the following rules unless it receives
an opinion of Bond Counsel stating that such compliance is not necessary: (i) gross
proceeds of the Bonds and the Project will not be used in , manner that will cause the
Bonds to be consiclcrcd ·0priv tc ac-•j vity bonds" within the meaning of the Code; (ii) the
Boads arc not and will not become directly or indirectly "federally guaranteed"; and (iii)
the City will timely file an Internal Revenue Service Forrn 8038-G with respect to the
Bonds, which shall contain the information required to be filed pursuant to Section 149(e)
of the Code.
(c) Tax Letter of Instructions. The City will comply with the Tax Letter of
In s tructions delivered to it on the date of is suan~ of the Boads, including but not limited
by the provisions of the Tax Lener of Instructions regarding the application and
inves1mem of Bond proceeds, the use of the Project, the ca:culations, the deposits, the
d isbursements, the investments anci the retention af records described in the Tax Lener of
Instructions ; provided that, in the event the Tax Letler of Instructions are superseded or
amended by new Tax Letter of lnstruc rions drafted by. and accompanied by an opini n of,
Bond Counsel stating that th e use of the ew lax Letter of Insuuctions will no1 cause the
interest on the Bonds to become in cl udible in gros s income for federal income tax
purposes. the City w ill thereafter comply with the new T ax Letter of Instructions.
(d ) Desig11ation of Bonds as Qualified Tax-Exempt Obligations. The City
hereby des ignates che Bonds as qualified tax-exempt obligations within the meaning of
Section 265 (b )(3 } of the Code. The City covenanls that the aggregate face amount of all
tax-exempt obl igation i sued by the C ity. togethe r with governme ntal e ntities which
de ri ve their i s uing a uthority from the City or arc subject to substantial control by the
City . s ha ll not be more than SI 0 ,000.000 during c!l!endar year :'.!00 I . The City recog nizes
that such taX -exempt oblig ations include no te s, lease , loan s and warrants, as well as
02-/OJJ I H 01 l 3
bonas. The City further recognizes that any bank., thrift institution or other financial
institution lhat owns the Bonds will rely on the City's designatioil of the Bonds as
qualified tax-exempt obligations for the purpose of avoiding the lo ss of 100% of any
otherwise available interest deduction attributable to such institution's tax-exempt
holdings.
Section 16. Dereasance. Any Bo nd shall not be deemed to be Outstanding hereunder if
it shall have been paid and cancelled or if Defeasance Securi ties shall have been deposited in
tru t for the payment thereof (whether upon or prior to the maturity of such Bond, but if s uch
Bond is to be paid prior lo maturity, the City shall have given the Paying Agent irrevocable
d;rections to give notice of redemption as requ ired by this Ordinance, or such notice shall have
been given in accordance with th is Ordinance). In computing the amount of the deposit
described above, the City may include the maturing principal of and interest to be earned on the
Defeasance Sec urities . If less than all the Bonds are to be defeased pursuant to thi s Section, the
City, in its sole discretion, may select which of the Bonds shall be def eased.
otwilhstauding anything herein io the contrary, in th e event that the prinC'ipal and/or
interest due on the Bonds shall be paid by the Bond Insurer pursuant to the Bor,d Insurance
Policy , the Bonds shall remain Outstanding r..>r all purposes. not be defeasetl or otherwi e
satisfied and not be considered paid by the City, and all covenants, agreements and other
obl.igations of the C ity to the Owners shall continue to exist and shall run to the benefit of the
Bond Insurer, and the Bond Insurer shall be subrogated to the rights of such Owners.
Section 17. Event~ of Default. Each of the following events constitutes an Event of
Default:
(a) Nonpayment of Principal or /nleresl. Failure to make any payment of
principal of or interes t on the Bonds when due.
(b) Breach or Nonperformance of Dunes. Breach by the City of any material
covenant set forth herein or failure by the City to perform any material duty imposed on it
hereunder and cont inuation of such breach or failure for a period of 60 day after receipt
by the Ciry Attorney of written notice rhereof from the Paying Agent or from the Owners
of at least 10% of the aggregate amount of the Bond Obligation, provided that such 60
day period s hall be extended so long as the City has commenced and continues a good
faith effon to remedy such breach or failure.
(c ) Bankruptcy or Receivership. An order of decree by a court of competent
jurisdiction declaring the City bankrupt under federal bankruptcy law or appointing a
rece iv er of all or any material portion of the Ciry' s asseL~ or reven ues is entered with the
consent or acquiescence of the City or is entered without the consent or acqu iescence of
th<! City but is not vacated. di scharged or stayed within 30 days after it is entered.
01•/fJ.JJ /8.01 14
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Section 18, Remedies for EvenlS of Def11ult.
(a) Remedies . Upon the occurrence and continuance of any Event of Of-fault, the
Owners of not less than 25% of the aggregate amount of the Bond Obligation, ii .eluding.,
ithouc limitation, a trustee or trustees therefor may proceed against the City to protect
and to enforce the rights of the any Owners under this Ordinance by mandamus,
injunction or by other suit, action or sp.:cial proceedings in equity or a1 law, in any coun
of competent jurisdiction: (i) for the payment of interest on any installment of principal of
any Bond that was not paid when due at the interest rate borne by such Bond; (ii) for the
spec ific performance of Pny covenant contained herein ; (ii i) 10 enjoin any act that may be
unlawful or in violation of any right of any Owner of any Bond; (iv) for any other proper
legal or equitable rem edy ; or (v) any combination of such remedies or as otherwise may
be authorized by applic ab le law; provided, ho wever, that acceleration of any amount not
yet due on the Bonds according to their terms shall not be an available remedy. AH such
proceedings at law or in equity shall be instituted, had and maintained for the equal
benefit of all Owners of Bonds then Outstanding.
(b) Failurt! to Pursue Remedus Not II Re1-e; Rights Cumulative. The failure
of any Owner of any Outstanding Bond to proceed in accordance with subsection (a) of
this Section shall not relieve the City of any liability for failure to perform or carry out its
duties under this Ordinanc.c. Each right or privilege of any such Owner (or trustee
therefor) is in addition and is cumulative 10 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 of such Owner.
(c) Bond Insurer Third-Party Beneficiary; Right to Control Remedies. To the
exre.n1 that this Ordinance confers upon or gives or grants to the Bond [nsurcr any right,
remedy or claim under or by reason of this Qrdjnancc, the Bond Insurer is hereby
explicitly recognized a~ being a third-party beneficiary hereunder and may enforce any
such right , remedy or claim conferred. given or granted hereunder. Upon the occurrence
and cnntinu::uice of an Event of Default, so long as it is not in default of its obligations
under the Bond Insurance Policy, the Bond Insurer shall be entitled to control and direct
the enforcement of all rights and remedies granted to the Owners under this Ordinance
and pursuant to State law .
Seclioo 19. Amendment or Ordinance.
(a) Amendments Permitt,,d without Notice to or Consent of Owners. The City
mny, withou t the conse nt of or notice to :he Owners of tile Bonds, adopt one or more
ordinances amending or upplcmenting thi s Ordinance (which ordinances shall thereafter
become a part hereof) for any one or more or all of the following purposes :
uz.J OJJ l!t 02
(i) to cure an y ambiguity or to cure. correct or supplement any defect or
incons istent provision of thi s Ordinance:
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(ii ) to subject to this Ordinance or pledge to the payment of the Bonds
additional revenues, properties or collateral;
(iii) to institute or terminate a book-entry registration system for the
Bond or to facilitate the designation of a substitute securities deposi tory with
respect to ·uch a sy tern;
(iv) to ma intain the th en 1:x isting or to secure a higher rating of the Bonds
by any nationally recognized securities rating agency ; or
(v) to make any other change th at does not materially adversely affect the
Owners of the Bonds.
(b ) Ame11dments Requiring Notice lu and Consent of Owner.. Except for
amendments permitted by subsection (a) of this Section, this Ordinance may only be
:imended (i) by a ordinance of the C ity amending or supplementing this Ordinru,ce
(which. after the consents required therefor, shall become a part hereof); and (ii) with the
written consent of the Owners of at least 66-2/3% of the Bond Obligation; provided that
any amendment that makes any of the following changes with respect to any Bond shall
not be effective without the written consent of the Owner of such Bond; (A) a change in
the maturity o f such Bond; (B) a reduction o f the interest rate on such Bond; (C) a change
in the terms of redemption of such Bond; (D) a delay in the payment of principal of or
int.crest o n such Bond; (E) a reduction of the Bond Obligation the consent of the Owners •
of which is required for an amendment to this Ordinance; or (F) th e establishment of a
priority or preference for the payment of any amount due with respect to any other Bond
over such Bond.
(c) Procedure for Notifying and Obtaining Consent of Ownen. Whenever the
consent of an Owner or Owners of Bonds is required under subsection (b) of this Section ,
the Ciry shall mall a notice to such Owner or Owners at the ir addresses as set forth in the
regi stration books maintained by the Paying Agent and to the Underwriter, whicb noti ce
s ha ll briefly describe the pro posed amendment and state that a copy of the endment is
on file iu the office of r.he C ity for inspection. Any consent of any Owner of any Bond
obtained with respect to an amendment shall be in writing and shall be final and not
subject 10 withdrawal, rescission or modi ficati on for a period of 60 day s after it is
delivered to Lhe Ciry un less an other time period is stated for such purpose in the notice
maiJed pursuant to this ubsection.
(d) Consent of the Bond lns11rer in Addition to Consent of Owners. The Bond
Insurer's consent s hall be required in addition to th e consent of Owners, when required.
for the following purpose s: (i) execution and delivery of any supplemental Ordinance or
any arnendmenl. s upplement or change to o r modification of thi s Ordinance; (ii } removal
of the Pay in g Agent and selection and ap pointment of a successor; ..nd (ii i) initiat io n or
approva l of any actio n not described in (i) or (ii ) above which requires the consent of
Owners.
()1 .fL'JJ/II.IJ'l. 16
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·;ectlon 20. Appolnbneot and Duties of Paying Agent The Paying Agent identificJ
in the Section hereof titled "Definitions" is hereby appointed as paying agent, registrar and
authenticating agent for the Bonds unless and until the City removes it as such and appoints a
successor Paying Agent, in which event such successor shall automatically succeed to the duties
of the Paying Agent hereunder and its predecxssor shall immediately turn over all its records
regardi.ng the Bonds to such successor. The Paying A~nt shall agree to perform all duties and to
t.alce all actions assigned to it hereunder in accordance with the terms hereof.
Section 21. Approval of Related Documents. The Council hereby ratifies and
approves the distribution and use in connection with th e offering of the Bonds of the Preliminary
Official Statement relating to the Bonds : authori zes and direct the preparation of, and authorizes
and direc is the execution by tJ1e Mayor of the Council of, an Offici al Statement for use in
connection with the sale of the Bonds in substantially the form of the Preliminary Official
Statement, with such changes therein. if any, not inconsistent herewith, as are approved by the
Mayor of the Council (whose signature thereon shall constitute conclusive evidence of such
approval); and for a period of sixty days following the adoption of this Ordinance, the Director of
Finance and Administrative Services is authorized to executed the Bond Purchast: Agyecment,
which shal I be in substantially the form presented to the City at this meeting and shall be
complete(! i:: accordance with the terms of this Ordinance (which, once executed, shall constitute
conclusive evidence of approval of the City). The Mayor of the Council, the City Clerk and all
other appropriate officers of the Council are also hereby authorized and directed to execute an
undertaking to facilitate compliance with Securities and Exchange Commission Rule 15c2 -12
(l'i C.F.R. § 240.15c2 -12), the DTC Blanket Lener of Representations, the Paying Agent
Agreement, a "Tax Compliance Certificate" or similar certificate describing the City's
expectations regarding the use and investment of proceeds of the Bonds and other moneys and
the use of the Project, an Internal Revenue Service Form 8038 -G with respect lo the Bonds and
all other documents and certificates necessary or desirable to effectuate the issuance or
administration of the Bonds , the investment of proceeds of the Bonds and the transactions
contemplatec hereby .
Section 22. Authorization of Bond In urance.
(a) The officers of the City are hereby authorized and directed to Ulke all actions
necessary to cause the Bond Insurer to issue the Bond Insurance Policy in accordance
with the Commitment, including without limitation, payment of the premium due in
connection therewith. The execution of the Commitment by the appropriate officer of the
City is hereby ratified and approved .
(b) 1n the event that, on the second Business Day, and again on the Business Day,
prior to th e payment date o n the Bonds. the Paying Agent has not received sufficient
moneys to pay a ll principal of and intere st on the Bonds due on the second following or
following , as the case may be. Bu iness Day . the Payin g Agent shall immediatel y notify
the Bond In surer or its designee o n the same Business Day by telephone or te legraph .
confi rm ed in writing by registered or certified mail , of the amount of the deficiency .
02,/0JJ/S,02 17
(c) If the deficiency 1s made up in whole r in part pr! r to or on the payment
date, the Paying Agen1 shall so notify the Bond Insurer or its designee.
(d) In addition, if thti Pa)'ing Agent has nolice that any Owner has been required
to disgorge payments of principal or interest on the Bonds to a trustee in Banlcruprcy or
creditors or others pursuan1 to a final judgment by a coun of competent jurisdiction that
uch payment constirutes an avoidable preference to such Owner within the meaning of
any applicable bankruptcy I ws, then the Paying Agen1 shall notify the Bond Insurer or its
designcc of such facl by telephone or telegraphic notice, confirmed in writing by
registered or cenified mail.
(e) The Paying Agent is hereby irrevocably designated, appointed, directed and
authorized to act as attomey-in-f11et for Owners of the Bonds as follows:
(i) If and to the ex1en1 there is a deficiency in amounts required 10 pay
imerest on th .e Bonds, the Paying Agent shall (a) execute and deliver to State
S•·eet fl ank and Trust Company, N.A., or its successors under the Bond Insurance
Policy (the "Insurance Paying Agent"), in form satisfactory to the Insurance
Paying Agent, an instrument appointing the Bond Insurer as agent for such
Owners in any legnl proceeding related to the payment of such interest and an
assignment to the Bond Insurer of the claims for interest to which such deficiency
relates and which are paid by the Bond Insurer, (b) receive a designc,o: of the
respective Owners {and not as Paying Agent), in accordance with the tenor of the
Bond Insurance Policy, paym.ent from the Insurance Agent with respect to the
claims for interest so as igned, and (c) disburse the same to such respective
Owners; and
(ii) If and to the extent of a deficiency in amounts required to pay
principal of the Bonds , the Paying Agent shall (a) execute and deliver to the
Insurance Paying Agent in form atisfactory 10 the Insurance Paying Agent an
in strument appoiming the Bond Insurer as agent for such Owner in an:, legal
proceeding relating to the payment of such principal and an assignment to the
Bond Insurer of any of the Bonds surrendered io the Insurance Paying Agent of so
much of the principal amount thereof as has not previously been paid or for which
moneys are not held by the Paying Agent and available for such payment (but
such assignmem shall be delivered only if payment from the Insurance Paying
Agent is recei ved), (b receive as designee of the respective Owners (and not as
Paying Agcn1 ) in accordance with the tenor of the Bond Insurance Policy payment
therefor from the Insurance Paying Agent. and (c) disburse the same to such
Owners.
ff) Pnyments with respect to claims for interest on and principal of Bonds
disbursed by the Paying Agent from proceeds of the Bond insurance Policy shall 001 be
considered to discharge the oblig:uion of the City with respect to such Bonds, and the
Bond In s urer ·hall bec o me the owner of ·uch p;1id Bond~ and claims for the interest in •
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accordance with the tenor of the assignment made to it under the provisions of this
subsection or otherwise.
(g) Irrespective of whether any such assignment is executed and delivered, the
City and the Paying Agent hereby agree for the benefit of the Bond Insurer that:
(i) They recognize that to the extent the Bond Insurer makes payments,
directly or indirectly (as by paying through the Paying Agent). on account of
principal of or interest on the Bonds, the Bond Insurer will be subrog:ited to the
rights of such Owners to recllive the :imount of such principal and interest from
the City, with interest thereon as provided and solely from the sources stated in
this Ordinance and the Bonds; :ind
(ii ) They will accordingly pay to th e Bond lnsurer the amount of such
principal and interest (including principal and interest recovered under
subparagraph (ii) of the first paragraph of the Bond Insurance Policy, which
principal and interest shall be deemed past due and not to have been paid), with
interest thereon as provided in this Ordinance and the Bonds, but only from the
sources and in the manner provided herein for the payment of principal of and
interest on the Bonds to Owners, and will otherwise treat the Bond Insurer as the
owner of such rights to the runouot of such r,rincipal and interest.
(h) In connection w ith the issuance of additional Bonds, the City shall deliver to
the Bond Insurer a copy of the disclosure document. if any , circulated with respect to such
additional Bonds.
(i) Copies 01 any amendments made to the documents execu'!ed in connection
with the issuance of the Bonds which are consented to by the Bond Insurer shall be sent
to Standard & Poor's Ratings Services, a Divis ion of The McGraw-Hill Companies, Inc.
(j) The Bond Insurer shall receive nolice of the resignation or removal of the
Paying Agent and the appointment of a successor thereto.
(k) Tt.e Bond Insurer shall receive copies of all notices required to be delivered tu
Owners and, on an annual basis, copies of the City's audited financi al statements and
Annual Budget.
Any notice that i required to be given to a Owner of the Bonds or to the Paying Agent pursuant
Lo this Ordinance shall also be provided to the Bond Insurer. All notices required to be g iven to
the Bond Insurer under this Ordin:mce shall be in writing nnd shall be sent by registered or
cenified mail addressed to MBIA In urance Corporation, I 13 King Street, Armonk, e w York
10504, Attention: Surveillance.
Section 23. Events Occurring on Days That Are ot Business Days. Except as
therwise s pecifically provided herein with reSP<:Ct to a particular payment. event or action , if :my
payment to be made hereunder or jny event o r action to occur hereunder which, but for this
Section. is to be m ade or is to occcr on a day that is not a Business Day, s uch payment, event or
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action shall ins tead be made or occur on the nex t succeeding day that is n Business Day with the •
same effect as if it was made or occ urre d o n the date on which it was origJnally scheduled to be
made or occur.
Section 24. Limitation of Actions. In accordance with Section 11-57-212, Colorado
Revised St a tutes . no legnl or equitable action can be brough1 with respec1 to any legi slative acts
or proceedings in connection with the author:zation or issuance of Lhe Bonds more than 30 day
after the issuance or auth orization of s uch securith:s, whichever occurs later.
Section 25. Ordinance is Contract with Owners or Bonds and lrrepealable After
the Bond~ have been issued, this Ordinance shall be and remain a contract between the City and
lh e Owner~ of the Bonds and shall be and remain irrepealabl e until all amounts due with respect
to the Bo nds shall be fully paid , sati sfied and di charged :ind all oth e r obligations of the City with
re s pect 10 the Bonds shall have bee n sati sfied in the manner provided herein.
Section 26. Headings, The head.ings to the various ~ections and subsections to thi s
Ordinance have been inserted solely for the convenience of the reader. are not a part of this
Ordinance and shall not be used in any manner to interpret this Ordinance.
Section 27. Sever-ability, It is hereby expressly declared that all provisions hereof and
their application are inten ded to be and are severable. In order 10 implement such intent , if any
provision hereof or the application thereof is determined by a court or administrative body co be
invalid or unenforceable, in whole or in part , such determination shall not affect, impair or •
invalidate any other provision hereof or the appl ication of the provi s ion in question to any other
siruation; and if any provision hereof or the application thereof is determined by a c ourt or
administrative body to be valid or enforceable only if its application is limited, its applkation
shall be limited as required to most fully implement its purpose .
Section 28. Repeal of Inconsistent Ordinances, Resolutions, Bylaws, Rules and
Orders. All ordinances, resolution s , bylaws, rules and orders, or parts thereof. that are
inconsistent with or in conflict with thi s Ordinance, are hereby repealed lo the extent of such
inconsistency or conflict.
Section 29. Ratification of Prior Actions. All action s heretofore taken (not
inconsistent with the provisions of this Ordinance , the Act or the Bal Im Question) by the Council
or by the c ''ic ers Mtd employee s of the City directed 1oward the issuance of the Bonds for the
purposes herein s.:t forth are hereby ratified, approved and confirmed.
Section 30. Declaration of Emergency . The Council has been advised th at the
designation of the Bonds as bank qualified , as provided in Section 15 (d) of 1his Ordinance, will
permit the City to obtain the lowest interest ra1es pos ible for the Bonds. ln order to so designate
the Bonds. the Bonds must be is ued in calendar year 200 I. Because the Bond would not be
able to be issued in 200 I wi1hour the use of an emergency ordinance, Lhe Council hereby finds
and determines lhat Ibi s Ordinance i necessary fo r the immediate preservation of public
property. heahh . peace and safety a nd hall be in full forc e and effect immedi ately upon final •
pnssage by the Council.
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Inlroduced, read in full. and passe<i BS an emergency ordinance on first reading , on the
19th day of November 200 I .
Published BS an Emergency Bill for an Ordinance on lhe 23rc! day of November 2001.
Re ad by title and passed on final reading as an Emergency Ordinance on lhe 3nl day of
December. 200 I .
Published by title as Emergency Ordinance No. 1£... Series of 200 I , on the 71h day of
De cember, 2001.
(SEAL)
l , Lou c:rishia Ellis, Cicy Clerk for the City of Englewood. Colorado, hereby certify lhat the
above ,md forego ing is a true copy of th..! Emergency Ordinance passed on final reading and
published ,. itle as Emergency Ordinance No. 7.£[. Series of 200 I .
Ql-l OJJ I H.OZ 21
No.R-_
"A " Interest Rate
__ %
REGlSTERED OWNER:
APPENDIX A
FORMOFBOND
UNITED STATES OF AMERICA
STATE OF COLORADO
CITY OF ENGLEWOOD, COI,ORADO
GENERAL OBLIGATI I BOND
SERIES 2001
Maturity Date
December I, __
Cede& Co.
Original Dated Date
---~2001
Ta-;: Identification Number: 13-2555119
PRINCIPAL SUM:*"
$ ____ _
CUSIP
DOLLARS**
The City of Englewood, Colorado, a duly organized and validly existing borne -rule
municipality of the State of Colorado, for value received, hereby promises to pay to the order of
the registered owner named above, or registered assigns, the principal sum stated above on the
maturity d ate stated above , with interest on such principal sum from the original dated dat.e stated
above at the interest rate per annum stated above (calculated based on a 360-dny year of twelve
30-day months), payable on June I and December I of each year, commencing June I, 2002.
Capitalized terms used but not defined in this bond shall have the meaning assigned to them in
the Ordinance of the City authorizing the issuance of the Bonds.
The principal of and interest on this bond is payable to the registered owner hereof upon
presentation and surrender of this bond at the principal operations office of The Bank of Cherry
Creek, N .A., as paying agent. in Denver, Colorado. or at such other office of the Paying Agent
designated by the Paying Agent for such purpose. Interest on this bond is payable by check or
draft of the P:iying Agent mailed on the lmere t Payment Date to the registered owner hereof as
of the fifteenth day of the momh immediately preceding the month (wheth er or nor such day is a
Busin ~ Day in wltich the ln1erest PayT"c nl Date occurs: pro vided that. interest payable to the
rcgi tercd owner of thi s bond may be pai d oy any other means agreed to by such registered owner
and the Payi ng Agent t hat d oe s not require the -~ity to make moneys available to the Paying
A gent eurll .:r than otherwise required under the Ordinance or increase the costs borne by the Ci ty
under the Ordinance: provided funher. that. o lo ng as Cede & Co. is the registered owner of 1hi
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bond. the p rincipa l of and interc: ton thi s bond shall be paid by wi re transfer to Cede & Co . An . •
payment of principal of or interes1 on th is bond thar is due on a day that is not a Bus ines s Day
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shall be made on the next succeeding day tbat is a Business Day with lhe same effect as if made
on the day on which it was originally scheduled 10 be made. All payments of principal of and
interest on this bond s hall be made in lawful money of the United States of America.
This bond is pan of an issue of general obljgation bonds of the City designated the City of
Englewood, Colorado, General Obligation Bonds, Series 2001. issued in the principal amount of $_____ (the "Bonds"). The Bonds have been i ued pursuwit 10. under the authority of,
and in full conformity with, the Charter, the Constitution wid the laws of lhe State, including. in
particular, Part 2 of Article 57 of Title 11. as amended (collectively, the "Act''); pursuant to
authorization by a majority of the registered electors of the Cit y voting in an election duly called
and held on November 6. 2001; and pursuant to a ordinance adopted by the City Counci.l of lhe
City. THE ORDINANCE CONSTITUTES THE CONTRACT BETWEEN THE REGISTERED
OWNER OF THIS BOND AND THE CITY . THIS BOND IS ONLY EVIDENCE OF SUCH
CONTRACT AND, AS SUCH, IS SUBJECT IN AlL RESPECTS TO THE TERMS OF THE
ORDINANCE, WHICH SUPERSEDES ANY !NCO SISTENT STATEMENT IN THIS
BOND.
Simultaneously with the issuance of the Bonds, the City is also issuing separate, detai.led
Registered Coupons evidencing additional interest on the Bonds. The interest rare stated above
is the interest designated as "A"' on the Bonds. Owners of che Bonds will receive only the
principal of and interest designat,,d in lhe Ordinance as "A'' on lhe Bonds. Owners of the
Registered Coupons will receive o nl ;• interest designated in the Ordinance as "B" on the Bonds .
The Bonds have been issued by the City for the purpose of providing funds fm the Project
described in the Ordinance. The Bonds are general obligations of the City and the full faith and
credil oi the City are pledged for the punctual payment of the principa.l of and interest on the
Bonds. For the purpose of paying the principal of and interest on the Bonds when due,
respective! , the Council in the Ordinance has covenanted annually to determine and certify to
the Board of County Commjssioners of Arapahoe County, a rate of levy for general ad vaJorem
taxes, without limitation as to rate or ar.::cunt, on all of the Ul)(able property in the City, sufficient
to pay the principal of and incerest on the Bonds when due. respectively, whether at maturity or
upon earlier redemption.
[The redempti n provisions from Secti on 4 of the Ordinance and the Sale Certificate shall
be set forth herein.]
otice of any redemption of Bonds shall be g iven by the Paying Agent in the name of the
City by ending a copy of such nmice t.y first-class , postage prepaid mail , nm less than 30 days
prior 10 the redempt.ion dnte. 10 th e Owner of each Bond being redeemed. Such notice hall
pecify the number 01 numbers of the Bonds so 10 be redeemed (if redemption hall be in part)
and the redemption date . If a ny Bond s hall have been duly called for redemption and if. on or
before the redemption date . there shall h ave been deposi ted with the Paying Agent in accordance
with this Ordinance funds suffic ie nt to pa_ the redemption price o f s uch Bond on the redemption
dace . then uch B o nd s hall become due and payable al uch redemption date. and from and after
uch date imere.s t will ceas e to accrue th ereon . Fai lure to deliver any redemption notice o r any
defect in an y redemp1ion notice shall not affect the validity of 1he proceeding for the redemption
0 1•l 0JJ/R03 A--
of Bonds with respect to which such f:,i .lure or defect did no1 occur. Any Bond redeemed prior to •
its maturity by prior redemption or otherwi e shall not be reissued and shall be cancelled .
The Paying Agent shall mainc:lin regi stration books in which the ownership, transfer and
exchange of Bonds shall be recorded . 1be person in whose name this bond shall be registered on
such registration books shall be deemed to be the absolute owner hereof for all purposes, whether
or not payment on this bond shall be overdue. and neither the City nor the PnJing Agent shall be
affcc1ed by any notice or other informalion to the -::ontrary . This bond may he transferred or
exchanged ,u the prir . .;ipal office of the Paying Agen'. in Denver, Colorado. or ac such other office
of the Paying Ag.mt designated by the Paying Agenc for such purpose fm a like aggregate
principal amount of Bonds of other authorized denominations ($5 ,000 or any integral multiple
thereof) of the same maturity and interest rate, upon !)ayment by the ' an ff'rce of a reasonable
transfer fee stabli hed by the Paying Agent, together with any t:ix o r E,DVemmemaJ charge
requi red to be paid with respect to such transfer or excl:ange and a11y cos vf printing bonds in
con11ection therewith. Notwithstanding any other provisi<1n of the Ordinance, the Paying Agent
shall not be required to transfer any Bond (a) which is scheduled to be redeemed in whole or in
pan between the Business Day immediately preceding tbe mai ling of the notice of redemption
and the redemption date; or (b) between the Record Da•.e for any Interest Payment Dale and such
lncerest Payment Date.
The Ordinance may be amended or supplement,:d from time-to-time with or without ·b
consent of the registered owners of the Bonds as provided in lhe Ordinance.
It is hereby certified that ail conditions, acts and things required by the Chnrter, the
Conscirution and Jaws of the State. ,ncluding the Act, and the ordinances of the City. to exist, to
happen and to be performed, precedent to and in the issuance of Lbis bo:1d. exist. have happened
and have been performed, and that neither this bond nor the otbe1· bonds of the issue of which
this bond is a part exceed any limitations prescribed by the Charter, the Constitution or laws of
the State, including the Act, or the ordinances of the City.
Thi bond shall not be entitled to any benefit under the Orc"'lance. or become v.tlid OJ
obligatory for any purpose, unlil the Paying Agent shall have signed the certi ,.;:!te vf
authentic ation here on .
0 2-1011/R.02 A-3
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IN IT WHEREOF. lhe City Council of the City has caused this bond to be
exccu1cd whh lhc elgn111ure r it Mayor and auesled by the signature of ils City Clerk.. and has
caused the senJ r 1h h 10 be impruacd or imprinted hereon, all as of th.e date set forth below.
:-HE CITY OF ENGLEWOOD
[CITY SEAL! By_.....,.~--------Mayor
Anest:
By
Cit"/Clerk
CERTIFICATE OF AUTHENTICATION
This bond is one of the bonds of the issue described in the wi1hin-mentioncd Ordinance .
Dated: _____ _
THE BANK OF CHERRY CREEK, N.A., as
Paying Agem
BY --,--,-,-..,...,,,,-----------A u1h orized ignatory
ST TEME T OF INS RA C
[The s iatemcnt of bond insurance required b, 1he on11n 11 ent hall be set forth here.]
Ol-lOJJ/8.Ul -4
No. RC-_
APPENDIXB
FORM OF REGISTERED COUPON
UNITED STATES OF AMERICA
STA TE OF COLORADO
CITY OF ENGLEWOOD, COLORADO
REGISTERED ''B" INTEREST COUPON
''B" Interest
Payment Date
Amount Of
''B" Interest Due On "B"
Interest Payment Dale
$ ___ _
REGISTERED OWNER: Cede&Co.
Tax Identification Number: 13-25551 19
PRINCIPAL SUM: '"'"
CUSIP
DOU.,ARS**
The City of Englewood, Colorado (the "City"), a duly organized and validly existing
home-rule municipality of the State of Colorado (the "State"), for value received, hereby
promises to pay to the registered owner named above, or registered as igns, on the payment date
set forth above, the amount set forth above, which amount represents a proportional interest in
the total o.mount of supplemental interest designated "B" to be paid on the outstanding principal
amount of the City 's General Obligation Bonds. Series 2001 , d at ed _____ and issued in the
aggregate pri ncipal amount of $ _____ (the "Bonds").
The Bonds and the "B" interest on the Bonds evidenced by this Registered Coupon have
been authorized by a ordinance or the City passed and adopted by the City Council of the City
prior to the issuance he.reof (the "Bond Ordinance"). The Bond Ordinance may be amended or
supplemented from time-to-time with or without the consent of the registered owners of the
Registen,ct Coupons as provided in the Bond Ordinance . The Bonds mature, bear intcre I. and
are subjcc, to redemption, all as s pecifically set forth in lhe Bond Ordinance, and the provisions
of the Bond Ordinonce o.re hereby incorporated herein by reference. The "B" interest is
calculated at the rate and in the manner set forth in the Bond Ordinance.
The amount of "B" interest payable hereunder is payable in lawful money of the United
States of Ameri.:a 10 the registered o~ ne r hereof upon presentation and surrender of this
Registered Coupon at the principal office of The Bank of Cherry Creek, '.A .. as Paying Agent
the "Paying Agent "). in Denver. Colorado. or m such other location as t ~ .., ying Agent may
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direct. lf the da te for m:iking payment o r performing an y action regarding thi Re gistered •
Coup n is on u day that is no t a Business Day as defined in Bond Ordinance) uch payment shal l
02·J03J l 8.02
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be made o r act perfonned on the ne ,ct succeeding day that is a Business Day with the same effect
as if made on the day on which it WilS originally scheduled to be made.
This Registered Coupon may be transferred. e,cchanged , and reissued at the principal
office of the Paying Agent, or its successor as Paying Ager,t, all in accordance with the Bond
Ordinance.
This R egistered Coupon shall not be entitled to any bent:fit under the Bond Ordinance, or
bec ome vali d or obligatory for any purpose , until the Paying Agent shall have signed the
certific ate of authentication hereon . THE BOND ORDINANCE CONSTITUTES THE
CONTRACT BETWEEN THE REGISTERED OWNER OF THIS REGISTERED COUPON
AND THE CITY. nns REGISTERED COUPON IS 0NL y EVIDENCE OF SUCH
CO ITRACT AND, AS SUCIL IS SUBJECT IN ALL RESPECTS TO THE TERMS OF THE
BOND ORDINANCE, WHICh SUPERSEDES ANY INCONSISTENT STATEMENT IN TillS
REGlSTERED COUPON.
IN WITNESS WHEREOF, the City Council of the City has caused this Registered
Coupon to be executed with the signature e r its Mayor and attested by the signature of its City
Oe.rk, and has caused the seaJ of the City to be impressed or imprinted hereon, all as of the date
specified above.
THE CITY OF ENGLEWOOD
[CITY SEAL] BY----,-~--------------Mayor
Attest:
By ___________ _
City Clerk
CERTIFICATE OF AUTHENTICATION
This Registered Coupon is one of the registered coupons de scribed in the
within-mentioned Bond Ord inance.
Dated: ______ _
lll-10.,1 /,.02
THE BANK OF CHERRY CREEK, N.A.. as
Payin g Agent
B-2
By _ __,_.,,--.,-...,....,'""""----------Authorized :iignatory
STATEMENT OF INSURANCE
[The statement of bond insurance required by the Commitment shall be set ,01ll1 here.}
ASSIGNMENT
FOR VALUE RECENED the undersigned hereby sells. ass igns and transfers un·o
(Please print or typewrite name and address of Transferee)
(Tu Identification or Social Security No.~
the w ithin regi stered coupon and all rights thereunder, and bereb)· :--,,.,., ··1..:-t~· C\lnstitutes and
appoints ________________ attorney to transfer the within registered
coupon on the books kept for registration thereof, with full power of substitution in the premises .
Dated: ______ _
Signature Guaranteed :
Signature(s) must be guaranteed by a
national bank o r tru t company or by
a brokerage firm having a
membership in one of the major
s tock exchanges.
NOTICE: The signature to thi s assi gnment must
correspond with the name as it appears upon th e
face of the within regis tered coupon in every
particul:ir, withour alteration o r enlargement or any
change what.ever.
TRANSFER FEE MAY BE RE QUIRED
uJ./OJJJ Ul B-3
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COUNCIL COMMUNICATION
Date Agenda Item Subject
November 19, 2001 1 1 a ii Proposed Bill For An Ordinance
Authorizing The Issuance of
Bonds For Parks and Recreation
Proie cts
Initiated By Staff Source
Departmt·nt of Financial Services Frank Gryglewicz, Director
COUNC IL GOAL AND PREV IOUS COUNCIL ACTION
City Council has c!lscussed the projects at numerous meetings over the past two years. The citize~. --
Englewood appr..J ved issuance of these bonds at the election held o n ovember 6, 2001
RECOMMENDED ACTION
Staff recom men ds Council approve the attached bill for an ordinance authorizing the is suance of not more
than $8,325,000 In general obligation bonds in 2001 .
BACKGROUND, ANALYS IS, AND ALTERNATIVES IDENTIFIED
The City of Englewood Charter requires a majority affirmative vote of the registered electors to issue
general obligation debt (Article X, Part Ill, Section 104 ). The registered voters approved issuance of S 1 2.8
million i n general obligation bonds for constructing an aquatics park, and improv ements to th e Malley
Senior and Recreation Centers.
These bonds are being i ssued in both 20(11 and 2002 to take ad v.;.n tage of .. bank qualified " provisions.
Second reading of th is bill for ordinance will be December 3, 2001 and th e O day referendum period w ill
nut be requi red per changes to City Chart .r Section 41 approved by citizens at the election held
ovember 6, 2001.
FINANCIAL IMPACT
Thi s action should not h>ve a direct impact on the City's fi nancial condition, as the proceeds of these
bonds w ill pay for both project and issua nce ..:osts . A separate levy will be assessed to property owners in
the Ci ty for debt payment.
UST OF ATTACHMENTS
Proposed bill for an ord inance