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HomeMy WebLinkAbout3205 OrdinanceCITY OF PASCO, WASHINGTON ORDINANCE NO ,Cd.(11iK AN ORDINANCE relating to local improvement districts, establishing Consolidated Local Improvement District No 126 et al and Consolidated Local Improvement Fund, District No 126 et al , fixing the amount, form, date, interest rates, maturity and denominations of the Consolidated Local Improvement District No 126 et al Bonds, providing for the sale and delivery thereof to Seattle-Northwest Securities Corporation of Seattle, Washington, and fixing the interest rate on local improvement district assessment installments WHEREAS, the City Council of the City of Pasco, Washington (the "City"), heretofore has created Local Improvement Districts Nos 126, 127 and 128 for various purposes, and WHEREAS, RCW 35 45 160 authorizes the establishment of consolidated local improvement districts for the purpose of issuing bonds only and provides that if the governing body of any municipality orders the creation of such consolidated local improvement district, the money received from the installment payment of the principal of and interest on assessments levied within the original local improvement districts shall be deposited in a consolidated local improvement district bond redemption fund to be used to redeem outstanding consolidated local improvement district bonds, NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PASCO, WASHINGTON, DO ORDAIN as follows Section 1 Consolidation of Local Improvement Districts For the purpose of issuing bonds only, those local improvement districts of the City established by the following ordinances, 0266218 02 -1- r respectively, the 30-day period for making cash payment of assessments without interest in each local improvement district having expired in the case of the assessments for each local improvement district, are consolidated into a consolidated local improvement district to be known and designated as Consolidated Local Improvement District No 126 et al Local Improvement Created by District No Ordinance No 126 3010, as amended by Ordinance No 3049 127 3017 128 3032, as amended by Ordinance No 3048 Section 2 Bond Fund There is created and established in the office of the City Director of Finance/Budget for Consolidated Local Improvement District No 126 et al a special consolidated local improvement district fund to be known and designated as Consolidated Local Improvement Fund, District No 126 et al (the "Bond Fund") All money presently on hand representing collections pertaining to installments of assessments and interest thereon in each of the local improvement districts listed in Section 1 shall be transferred to and deposited in the Bond Fund, and all collections pertaining to assessments on the assessment rolls of those local Improvement districts when hereafter received shall be deposited in the Bond Fund to redeem outstanding Consolidated Local Improvement District No 126 et al bonds Section 3 Authorization and Description of Bonds T h e total amount of the assessment roll in Local Improvement District 0266218 02 -2- No 126 ("LID No 126") in the City of Pasco, Washington (the "City"), created under Ordinance No 3010, passed April 18, 1994, as amended by Ordinance No 3049, passed October 3, 1994, was $1,807,081 71 The 30-day period for making cash payments of assessments without interest LID No 126 expired on February 27, 1996, and the total amount of assessments paid in cash was $33,895 05, leaving a balance of assessments unpaid on the assessment roll in the sum of $1,773,186 66 The total amount of the assessment roll in Local Improvement District No 127 ("LID No 127") in the City of Pasco, Washington (the "City"), created under Ordinance No 3017, passed May 16, 1994, was $182,169 20 The 30-day period for making cash payments of assessments without interest in LID No 127 expired on April 20, 1995, and no assessments were paid in cash, thus leaving a balance of assessments unpaid on the assessment roll in the sum of $182,169 20 The total amount of the assessment roll in Local Improvement District No 128 ("LID No 128") in the City of Pasco, Washington (the "City"), created under Ordinance No 3032, passed July 5, 1994, as amended by Ordinance No 3048, passed October 3, 1994, was $1,266,216.47 The 30-day period for making cash payments of assessments without interest in LID No 128 expired on February 2, 1996, and the total amount of assessments paid in cash was $844,913 20, leaving a balance of assessments unpaid on the assessment roll in the sum of $421,303 27 0266218 02 -3- Consolidated Local Improvement District No 126 et al bonds (the "Bonds") shall be issued in the total principal sum of $2,376,659 13, being the total amount on the assessment rolls of Local Improvement Districts Nos 126, 127 and 128 remaining uncollected after the expiration of the 30-day interest-free prepayment period The Bonds shall be dated December 1, 1996, shall mature on December 1, 2008, and shall be numbered from 1 to 475, inclusive, in the manner and with any additional designation as the Bond Registrar (collectively, the fiscal agencies of the State of Washington located in Seattle, Washington, and New York, New York) deems necessary for the purpose of identification Bond No 1 shall be in the denomination of $6,659 13 and Bonds Nos 2 to 475, inclusive, shall be in the denomination of $5,000 00 each Interest shall be computed on the basis of a 360-day year of twelve 30-day months The Bonds shall bear interest, payable annually on December 1 of each year beginning December 1, 1997, in accordance with the following schedule Bond Numbers (inclusive) Amounts Interest Rates 1 to 47 $236,659 13 4 25% 48 to 95 240,000 00 4 60 96 to 143 240,000 00 4 90 144 to 191 240,000 00 5 00 192 to 239 240,000 00 5 15 240 to 287 240,000 00 5 25 288 to 334 235,000 00 5 35 335 to 381 235,000 00 5 45 382 to 428 235,000 00 5 55 429 to 475 235,000 00 5 65 Section 4 Registration and Transfer of Bonds The Bonds shall be issued only in registered form as to both principal and interest and shall be recorded on books or records maintained by 0266218 02 -4- the Bond Registrar (the "Bond Register") Such Bond Register shall contain the name and mailing address of the owner of each Bond and the principal amount and number of each of the Bonds held by each owner Bonds may be transferred only if endorsed in the manner provided thereon and surrendered to the Bond Registrar The transfer of a Bond shall be by the Bond Registrar's receiving the Bond to be transferred, cancelling it and issuing a new certificate in the form of the Bonds to the transferee after registering the name and address of the transferee on the Bond Register The new certificate shall bear the same Bond number as the transferred Bond but may have a different inventory reference number or control number Any exchange or transfer shall be without cost to the owner or transferee The Bond Registrar shall not be obligated to exchange or transfer any Bond during the 15 days preceding any principal payment or redemption date Section 5 Payment of Bonds Both principal of and interest on the Bonds shall be payable solely out of the Bond Fund and from the Local Improvement Guaranty Fund of the City, and shall be payable in lawful money of the United States of America Interest on the Bonds shall be paid by checks or drafts mailed to the registered owners on the interest payment date at the addresses appearing on the Bond Register on the 15th day of the month preceding the interest payment date Principal of the Bonds shall be payable upon presentation and surrender of the Bonds by the registered owners at either of the principal offices of the Bond Registrar at the option of the owners 0266218 02 -5- Section 6 Redemption Provisions The City reserves the right to redeem the Bonds prior to their stated maturity on any interest payment date, in numerical order, lowest numbers first, at par plus accrued interest to the date fixed for redemption, whenever there shall be sufficient money in the Bond Fund to pay the Bonds so called and all earlier numbered Bonds over and above the amount required for the payment of the interest payable on that Interest payment date on all unpaid Bonds All Bonds redeemed under this section shall be cancelled Section 7 Notice of Redemption The City shall cause notice of any intended redemption of Bonds to be given not less than 15 nor more than 30 days prior to the date fixed for redemption by first-class mail, postage prepaid, to the registered owner of any Bond to be redeemed at the address appearing on the Bond Register at the time the Bond Registrar prepares the notice, and the requirements of this sentence shall be deemed to have been fulfilled when notice has been mailed as so provided, whether or not it is actually received by the owner of any Bond Interest on Bonds called for redemption shall cease to accrue on the date fixed for redemption unless the Bond or Bonds called are not redeemed when presented pursuant to the call In addition, the redemption notice shall be mailed within the same period, postage prepaid, to Seattle-Northwest Securities Corporation at its principal office in Seattle, Washington, or its successor, and to such other persons and with such additional information as the City Director of Finance/Budget shall determine, but these additional mailings shall not be a condition precedent to the redemption of Bonds. 0266218 02 -6- Section 8 Failure to Redeem Bonds If any Bond is not redeemed when properly presented at its maturity or call date, the City shall be obligated to pay interest on that Bond at the same rate provided in the Bond from and after its maturity or call date until that Bond, both principal and interest, is paid in full or until sufficient money for its payment in full is on deposit in the Bond Fund and the Bond has been called for payment by giving notice of that call to the registered owner of each of those unpaid Bonds Section 9 Form and Execution of Bonds The Bonds shall be printed, lithographed or typed on good bond paper in a form consistent with the provisions of this ordinance and state law, shall be signed by the Mayor and City Clerk, either or both of whose signatures may be manual or in facsimile, and the seal of the City or a facsimile reproduction thereof shall be impressed or printed thereon Only Bonds bearing a Certificate of Authentication in the following form, manually signed by the Bond Registrar, shall be valid or obligatory for any purpose or entitled -to the benefits of this ordinance CERTIFICATE OF AUTHENTICATION This Bond is one of the fully registered City of Pasco, Washington, Consolidated Local Improvement District No 126 et al Bonds described in the Bond Ordinance WASHINGTON STATE FISCAL AGENCY Bond Registrar By Authorized Signer The authorized signing of a Certificate of Authentication shall be conclusive evidence that the Bond so authenticated has been duly 0266218 02 -7- executed, authenticated and delivered and is entitled to the benefits of this ordinance If any officer whose facsimile signature appears on the Bonds ceases to be an officer of the City authorized to sign bonds before the Bonds bearing his or her facsimile signature are authenticated or delivered by the Bond Registrar or issued by the City, those Bonds nevertheless may be authenticated, issued and delivered and, when authenticated, issued and delivered, shall be as binding on the City as though that person had continued to be an officer of the City authorized to sign bonds Any Bond also may be signed on behalf of the City by any person who, on the actual date of signing of the Bond, is an officer of the City authorized to sign bonds, although he or she did not hold the required office on the date of issuance of the Bond Section 10 Bond Registrar The Bond Registrar shall keep, or cause to be kept, at its principal corporate trust office, sufficient books for the registration and transfer of the Bonds which shall be open to inspection by the City at all times The Bond Registrar is authorized, on behalf of the City, to authenticate and deliver Bonds transferred or exchanged in accordance with the provisions of the Bonds and this ordinance, to serve as the City's paying agent for the Bonds and to carry out all of the Bond Registrar's powers and duties under this ordinance and City Ordinance No 2838 establishing a system of registration for the City's bonds and obligations The Bond Registrar shall be responsible for its representations contained in the Bond Registrar's Certificates of 0266218 02 -8- Authentication on the Bonds The Bond Registrar may become the owner of Bonds with the same rights it would have if it were not the Bond Registrar and, to the extent permitted by law, may act as depository for and permit any of its officers or directors to act as members of, or in any other capacity with respect to, any committee formed to protect the rights of Bond owners Section 11 Bonds Negotiable The Bonds shall be negotiable instruments to the extent provided by RCW 62A 8-102 and 62A 8-105 Section 12 Preservation of Tax Exemption for Interest on Bonds The City covenants that it will take all actions necessary to prevent interest on the Bonds from being included in gross income for federal income tax purposes, and it will neither take any action nor make or permit any use of proceeds of the Bonds or other funds of the City treated as proceeds of the Bonds at any time during the term of the Bonds which will cause interest on the Bonds to be Included in gross income for federal income tax purposes The City certifies that it has not been notified of any listing or proposed listing by the Internal Revenue Service to the effect that it is a bond issuer whose arbitrage certifications may not be relied upon Section 13 Small Governmental Issuer Arbitrage Rebate Exception and Designation of Bonds as "Qualified Tax-Exempt Obligations It The City finds and declares that (a) it is a duly organized and existing governmental unit of the State of Washington and has general taxing power, (b) no Bond which is part of this issue of Bonds is a "private activity bond" within the meaning of Section 141 of the United States Internal Revenue Code of 1986, as 0266218 02 -9- amended (the "Code"), (c) at least 95 9s of the net proceeds of the Bonds will be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City), (d) the aggregate face amount of all tax-exempt obligations (other than private activity bonds and other obligations not required to be included in such calculation) issued by the City and all entitles subordinate to the City (including any entity which the City controls, which derives its authority to issue tax-exempt obligations from the City or which issues tax-exempt obligations on behalf of the City) during the calendar year in which the Bonds are issued is not reasonably expected to exceed $5,000,000, and (e) the amount of tax-exempt obligations, Including the Bonds, designated by the City as "qualified tax-exempt obligations" for the purposes of Section 265(b) (3) of the Code during the calendar year in which the Bonds are issued does not exceed $10,000,000 The City therefore certifies that the Bonds are eligible for the arbitrage rebate exception under Section 148(f)(4)(D) of the Code and designates the Bonds as "qualified tax-exempt obligations" for the purposes of Section 265(b) (3) of the Code Section 14 Use of Bond Proceeds The accrued interest on the Bonds received from the Bond purchaser shall be deposited in the Bond Fund used to pay debt service on the Bonds on the first interest payment date The principal proceeds of the Bonds shall be used to finance the costs of repaying certain City funds used to carry out improvements in Local Improvement Districts Nos 126, 127 and 128 and to pay the costs of issuance of the Bonds Until 0266218 02 -10- needed to pay those costs, the City may invest principal proceeds temporarily in any legal investment, and the investment earnings may be retained in the respective local improvement district funds or accounts therein and be spent for the purposes of those funds Section 15 Approval of Bond Purchase Contract Seattle- Northwest Securities Corporation of Seattle, Washington, has presented a purchase contract (the "Bond Purchase Contract") to the City offering to purchase the Bonds under the terms and conditions provided in the Bond Purchase Contract, which written Bond Purchase Contract is on file with the City Clerk and is incorporated herein by this reference The City Council finds that entering into the Bond Purchase Contract is in the City's best interest and therefore accepts the offer contained therein and authorizes its execution by City officials The Bonds will be printed at City expense and will be delivered to the purchaser in accordance with the Bond Purchase Contract, with the approving legal opinion of Foster Pepper & Shefelman, municipal bond counsel of Seattle, Washington, regarding the Bonds printed on each definitive Bond Bond counsel shall not be required to review and shall express no opinion concerning the completeness or accuracy of any official statement, offering circular or other sales material issued or used in connection with the Bonds, and bond counsel's opinion shall so state The proper City officials are authorized and directed to do everything necessary for the prompt delivery of the Bonds to the purchaser, including without limitation the execution of the 0266218 02 Official Statement on behalf of the City, and for the proper application and use of the proceeds of the sale thereof Section 16 Preliminary Official Statement Deemed Final The City Council has been provided with copies of a preliminary official statement dated November 21, 1996 (the "Preliminary Official Statement"), prepared in connection with the sale of the Bonds For the sole purpose of the Bond purchaser's compliance with Securities and Exchange Commission Rule 15c2-12(b) (1), the City "deems final" that Preliminary Official Statement as of its date, except for the omission of information as to offering prices, interest rates, selling compensation, aggregate principal amount, principal amount per maturity, maturity dates, options of redemption, delivery dates, ratings and other terms of the Bonds dependent on such matters Section 17 Temporary Bond Pending the printing, execution and delivery to the purchaser of definitive Bonds, the City may cause to be executed and delivered to the purchaser a single temporary Bond in the total principal amount of the Bonds The temporary Bond shall bear the same date of issuance, interest rates, principal payment dates and terms and covenants as the definitive Bonds, shall be issued as a fully registered Bond in the name of the purchaser, and otherwise shall be in a form acceptable to the purchaser The temporary Bond shall be exchanged for definitive Bonds as soon as they are printed, executed and available for delivery Section 18 Fixing Interest Rate on Assessments The interest rates on the installments and delinquent payments of the 0266218 02 -12- special assessments in Local Improvement Districts Nos 126, 127 and 128 are revised and fixed at the rate of 6 10 per annum Section 19 Undertaking to Provide Continuing Disclosure To meet the requirements of United States Securities and Exchange Commission ("SEC") Rule 15c2-12(b) (5) (the "Rule"), as applicable to a participating underwriter for the Bonds, the City makes the following written undertaking (the "Undertaking") for the benefit of holders of the Bonds (a) Undertaking to Provide Annual Financial Information and Notice of Material Events The City undertakes to provide or cause to be provided, either directly or through a designated agent (1) To each nationally recognized municipal securities information repository designated by the SEC in accordance with the Rule ("NRMSIR") and to a state information depository, if any, established in the state of Washington (the "SID") annual financial information and operating data of the type included in the final official statement for the Bonds and described in Section 20(b) ("annual financial information"), (ii) To each NRMSIR or the Municipal Securities Rulemaking Board ("MSRB"), and to the SID, timely notice of the occurrence of any of the following events with respect to the Bonds, if material (1) principal and interest payment delinquencies, (2) non-payment related defaults, (3) unscheduled draws on debt service reserves reflecting financial difficulties, (4) unscheduled draws on credit enhancements reflecting financial difficulties, (5) substitution of credit or liquidity providers, or their failure to perform, (6) adverse tax opinions or events affecting the tax-exempt status of the Bonds, (7) modifications to rights of holders of the Bonds, (8) Bond calls (other than scheduled mandatory redemptions of Term Bonds), (9) defeasances, (10) release, substitution, or sale of property securing repayment of the Bonds, and (11) rating changes, and (iii) To each NRMSIR or to the MSRB, and to the SID, timely notice of a failure by the City to 0266218 02 -13- provide required annual financial information on or before the date specified in Section 20(b) (b) Type of Annual Financial Information Undertaken to be Provided The annual financial information that the City undertakes to provide in Section (a) (1) Shall consist of (1) the amount of assessments paid in the District for the prior fiscal year, (2) the amount of assessments owed and amount delinquent in the District for the prior fiscal year, (3) the total amount of assessments outstanding in the District, (4) the balance in the Guaranty Fund (5) the amount of outstanding obligations security by such fund as of the last day of the prior fiscal year, (11) Shall be prepared (except as noted in the financial statements) in accordance with applicable generally accepted accounting principles promulgated by the Government Accounting Standards Board ("GASB"), as such principles may be changed from time to time by GASB or its successor, (iii) Shall not be audited, except, however, that if and when audited financial statements are otherwise prepared and available to the City they will be provided, (iv) Shall be provided to each NRMSIR and the SID, not later than the last day of the ninth month after the end of each fiscal year of the City (currently, a fiscal year ending December 31), as such fiscal year may be changed as required or permitted by State law, commencing with the City's fiscal year ending December 31, 1997, and (v) May be provided in a single or multiple documents, and may be incorporated by reference to other documents that have been filed with each NRMSIR and the SID, or, if the document incorporated by reference is a "final official statement" with respect to other obligations of the City, that has been filed with the MSRB (c) Amendment of Undertaking The Undertaking is subject to amendment after the primary offering of the Bonds without the consent of any holder of any Bond, or of any broker, dealer, municipal securities dealer, participating underwriter, rating agency, NRMSIR, the SID or the MSRB, under the circumstances and in the manner permitted by the Rule 0266218 02 -14- The City will give notice to each NRMSIR or the MSRB, and the SID, of the substance (or provide a copy) of any amendment to the Undertaking and a brief statement of the reasons for the amendment. If the amendment changes the type of annual financial information to be provided, the notice also will include a narrative explanation of the effect of that change on the type of information to be provided (d) Beneficiaries The Undertaking evidenced by this Section 20 shall inure to the benefit of the City and any holder of Bonds, and shall not inure to the benefit of or create any rights in any other person (e) Termination of Undertaking The City's obligations under this Undertaking shall terminate upon the legal defeasance of all of the Bonds In addition, the City's obligations under this Undertaking shall terminate if those provisions of the Rule which require the City to comply with this Undertaking become legally inapplicable in respect of the Bonds for any reason, as confirmed by an opinion of nationally recognized bond counsel or other counsel familiar with federal securities laws delivered to the City, and the City provides timely notice of such termination to each NRMSIR or the MSRB and the SID (f) Remedy for Failure to Comply with Undertaking As soon as practicable after the City learns of any failure to comply with the Undertaking, the City will proceed with due diligence to cause such noncompliance to be corrected No failure by the City or other obligated person to comply with the Undertaking shall constitute a default in respect of the Bonds The sole remedy of any holder of a Bond shall be to take such actions as that holder deems necessary, including seeking an order of specific performance from an appropriate court, to compel the City or other obligated person to comply with the Undertaking (g) Designation of Official Responsible to Administer Undertaking The Finance Director of the City (or such other officer of the City who may in the future perform the duties of the Finance Director) or his or her designee is authorized and directed in his or her discretion to take such further actions as may be necessary, appropriate or convenient to carry out the Undertaking of the City in respect of the Bonds set forth in this Section 20 and in accordance with the Rule, including, without limitation, the following actions (1) Preparing and filing the annual financial information undertaken to be provided, 0266218 02 -15- (11) Determining whether any event specified in Section 20(a) has occurred, assessing its materiality with respect to the Bonds, and, if material, preparing and disseminating notice of its occurrence, (iii) Determining whether any person other than the City is an "obligated person" within the meaning of the Rule with respect to the Bonds, and obtaining from such person an undertaking to provide any annual financial information and notice of material events for that person in accordance with the Rule, (iv) Selecting, engaging and compensating designated agents and consultants, including but not limited to financial advisors and legal counsel, to assist and advise the City in carrying out the Undertaking, and (v) Effecting any necessary amendment of the Undertaking Section 20 Effective Date of Ordinance This ordinance shall take effect and be in force from and after its passage and five days following its publication as required by law PASSED by the City Council and APPROVED by the Mayor of the City of Pasco, Washington, at a regular open public meeting thereof, this 16th day of December, 199 Ma or ATTEST City Clerk s c)(2_3uJ1 APPROVED AS TO FORM City Attorney PUBLISHED 0266218 02 -16- ;1• 1, 1 ol o olloill1111 1 111110 1010110 FINANCE DEPARTMENT (509) 545-3401 / Scan 726-3401 / Fax (509) 545-3403 PO BOX 293, 525 NORTH 3RD AVE , PASCO, WASHINGTON 99301 December 17, 1996 Tn-City Herald P0 Box 2608 Pasco, Wa 99302 Dear Kathy Please publish the attached Ordinance(s) No 3193, 3194, 3201, 3203-3205 and Summary of Ordinance No 3202 on the following date December 22, 1996 Please send two (2) Affidavits of Publication for each Thank you, ) Ccg_ Catherine D Seaman, Deputy City Clerk 545-3402 cds * No attachments or maps included *************K* -IND XMT JOURNAL- **************** DATE DEC-17-1996 ***** TIME 09 25 ******** DATE/TIME = DEC-17-1996 09 15 JOURNAL No = 21 COMM RESULT = OK PAGE(S) = 024 DURATION = 00 09'31 FILE No MODE = TRANSMISSION DESTINATION = <01> / 9 582 1453 / TCH RECEIVED ID = / 1 509 582 1453 RESOLUTION = STD -CITY OF PASCO FINANCE - ****i< - 1 509 544 3082- ********* 1 '7 '7 SOLD TO DATE 12v22v9f, LEGAL NO ACCOUNT*NO- 50550 DESCRIPTION #177 OR]) 3205 TIMES 001 INCHES 91 .50 tiy* zo.• P 0 BOX 2608 PASCO WASHINGTON 99302 2608 PHONE (509) 582 1500 LEGAL ADVERTISING INVOICE PASCO, CITY OF LEGALS P.O. BOX 293 PASCO,WA 99301 TOT L $ 1,124.54 NOTICE This is an Invoice for legal advertising space Please pay from this invoice as no statement will be rendered Please detach at perforation and return with payment /IF COUNTY OF BENTON SS STATE OF WASHINGTON KIM BEZOLD , being duly sworn, deposes and says, I am the Legal Clerk of the Tr-City Herald, a daily newspaper That said newspaper is a legal newspaper and has been approved as a legal newspaper , by order of the superior court in the county in which it is published and it is now and has been for more than six months prior to the date of the publication hereinafter referred to, published countinually as a daily newspa- per in Benton County, Washington That the attached is a true copy of a 177 OR]) 3205 as it was printed in the regular and entire issue of the Tr-City Herald itself and not in a supplement thereof, 1 1 time(s), commencing on 12/22/96 , and ending on —r 12/22/96 , and that said newspaper was regulary distributed to its subscribers during all of this period $1 vW\.. ac) iz4- )- SUBSCRIBED AND SWORN BEFORE ME THIS 2. *K-- DAY OF IV e_ 00\114MNIC9/7kpilip 4411/4°. f,3si 11/11's a't` 044' e.j.• I OTAR y Notary public in and for the State of Wash- ington, residing at KENNEWICK. WA COMMISSION EXPIRES 3 2 99 s Charles Kilbury Mayor ATTEST s Catherine DiSeaman Deputy City Clerk APPROVED AS TO FORM s Leland B Kerr City Attorney #177-12/22/96 CITY OF PASCO WASHINGTON ORDINANCE NO 3205 ren N ORDINANCE relating to local improvement districts establishing Consolidated Local Improvement District No 126 et al and Consolidated Local Improvement Funds District No 126 at al fixing the amount form date interest rates maturity and denominations of the Consolidated Local Improvement District No 126 at al Bonds providing for the sale and delivery thereof to Seattle Northwest Securities Corporation of Seattle Washington and fixing the interest rate on local improvement district assessment installments WHEREAS the City Council of the City of Pasco Washington (the City ) heretofore has created Local Improvement Districts Nos 126 127 and 128 for various purposes and WHERE AS ROW 35 45 160 authorizes the establishment of consolidated local improvement districts for the purpose of issuing bonds only and provides that if the governing body of any municipality orders the creation of such consolidated local improvement district the money received from the installment payment of the principal of and interest on assessments levied within the original local improvement districts shall bedeposited in a consolidated local improvement district bond redemption fund to be used to redeem outstanding consolidated local improvement district bonds NOW THEREFORE THE CITY COUNCIL OF The CITY OF PASCO WASHINGTON DO ORDAIN as follows Section 1 Consolidation of Local Improvement Districts For the purpose of issuing bonds only those local improvement districts of the City established by the following ordinances respectively the 30 day period for making cash payment of assessments without interest in each local Improvement district having expired in the case of the assessments for each local improvement district are consolidated into a consolidated local improvement district to be known and designated as Consolidated Local Improvement District No 126 at al Local Improvement Created by District No Ordinance No 126 3010 as amended by Ordinance No 3049 127 3017 128 3032 as amended by Ordinance No 3048 Section 2 Bond Fund There is created and established in the off ice of the City Director of Finance/Budget for Consolidated Local Improvement District No 126 at al a special consolidated local improvement district fund to be known and designated as Consolidated Local Improvement Fund District No 126 at al (the Bond Fund ) All money presently on hand representing collections pertaining to installments of assessments and interest thereon in each of the local improvement districts listed in Section 1 shall be transferred to and deposited in the Bond Fund and all collections pertaining to assessments on the assessment rolls of those local improvement districts when hereafter received shall be deposited in the Bond Fund to redeem outstanding Consolidated Local Improvement District No 126 et al bonds Section 3 Authorization and Description of Bonds, The total amount of the assessment roll in Local Improvement District No 126 ( LID No 126 ) in the City of Pasco Washington (the City ) created under Ordinance No 3010 passed April 18 1994 as amended by Ordinance No 3049 passed October 3 1994 was $1 807 081 71 The 30 day period for making cash payments of assessments without interest LID No 126 expired on February 27 1996 and the total amount of assessments paid in cash was $33 895 05 leaving a balance of assessments unpaid on the assessment roll in the sum of $1 773 186 66 The total amount of the assessment roll in Local Improvement District No 127 ( LID No 127 ) in the City of Pasco Washington (the City ) created under Ordinance No 3017 passed May 16 1994 was $182 169 20 The 30 day period for making cash payments of assessments without interest in LID No 127 expired on lApril 20 1995 and no assessments were paid in cash ,thus leaving a balance of assessments unpaid on the 'assessment roll in the sum of $182 169 20 The total amount of the assessment roll in Local Improvement District No 128 ( LID No 128 ) in the City of Pasco Washington (the i.City ) created under Ordinance No 3032 passed July 5 1994 as amended by Ordinance No 3048 passed October 3 1994 was $1 266 216 47 The 30-day period for making cash payments of assessments without interest in LID No 128 expired on February 2 1996 and the total amount of assessments paid in cash was $844 913 20 leaving a balance of assessments unpaid on the assessment roll in the sum of $421 303 27 Consolidated Local Improvement District No 126 et al bonds (the Bonds ) shall be issued in the total principal sum of $2 376 659 13 being the total amount on the assessment rolls of Local Improvement Districts Nos 126 127 and 128 remaining uncollected after the expiration of the 30 day interest free prepayment period The Bonds shall be dated December 1 1996 shall mature on December 1 2008 and shall be numbered from 1 to 475 inclusive in the manner and with any additional designation as the Bond Registrar (collectively , , the fiscal agencies of the State of Washington located in 1Seattle Washington and New York New York) deems ' necessary for the purpose of identification Bond No 1 shall be in the denomination of $6 659 13 and Bonds Nos 2 to 475 inclusive shall be in the denomination of $5 000 00 each Interest shall be computed on the basis of a 360-day year of twelve 30 day months The Bonds shall bear interest payable annually on December 1 of each year beginning December 1 1997 in accordance with the following schedule Bond Numbers Interest (inclusive) Amounts 1 to 47 $236 659 13 425% 48 to 95 240 000 00 460 96 to 143 240 000 00 490 144 to 191 240 000 00 500 192 to 239 240 000 00 515 240 to 287 240 000 00 525 288 to 334 235 000 00 5 35 335 to 381 235 000 00 545 382 to 428 235 000 00 5 55 429 to 475 235 000 00 5 65 Section 4 Registration and Transfer of Bonds The Bonus shall be issued only in registered form as to both principal and interest and shall be recorded on books or records maintained by the Bond Registrar (the Bond Register') Such Bond Register shall contain the name and mailing address of the owner of each Bond and the principal amount and number of each of the Bonds held by each owner Bonds may be transferred only if endorsed in the manner provided thereon and surrendered to the Bond Registrar The transfer of a Bond shall be by the Bond Registrar s receiving the Bond to be transferred canceling it and issuing a new certificate in the form of the Bonds to the transferee after registering the name and address of the transferee on the Bond Register The new certificate shall bear the same Bond number as the transferred Bond but may have a different inventory reference number or control number Any exchange or transfer shall be without cost to the owner or transferee The Bond Registrar shall not be obligated to exchange or transfer any Bond during the 15 days preceding any principal payment or redemption date Section 5. Payment of Bonds Both principal of and interest on the Bonds shall be payable solely out of the Bond Fund and from the Local Improvement Guaranty Fund of the City and shall be payable in lawful money of the United States of America Interest on the Bonds shall be paid by checks or drafts mailed to the registered owners on the interest payment date at the addresses appearing on the Bond Register on the 15th day of the month preceding the interest payment date Principal of the Bonds shall be payable upon presentation and surrender of the Bonds by the registered owners at either of the principal offices of the Bond Registrar at the option of the owners Section 6 Redemption Provisions The City reserves the right to redeem the Bonds prior to their stated maturity on any interest payment date in numerical order lowest numbers first at par plus accrued interest to the date fixed for redemption whenever there shall be sufficient money in the Bond Fund to pay the Bonds so called and all earlier numbered Bonds over and above the amount required for the payment of the interest payable on that interest payment date on all unpaid Bonds All Bonds redeemed under this section shall be canceled Section 7 Notice of Redemption The City shall cause notice of any Intended redemption of Bonds to be given not less than 15 nor more than 30 days prior to the date fixed for redemption by first-class nail postage prepaid to the registered owner of any Bond to be redeemed at the address appearing on the Bond Register at the time the Bond Registrar prepares the notice and the requirements of this sentence shall be deemed to have been fulfilled when notice has been mailed as t o provided whether or not it is actually received by the owner of any Bond Interest on Bonds called for redemption shall cease to accrue on the date fixed for redemption unless the Bond or Bonds called are not redeemed when presented pursuant to the call In addition the redemption notice shall be mailed within the same period postage prepaid to Seattle Northwest Securities Corporation at its principal office in Seattle Washington or its successor and to such other persons and with such additional information as the City Director of Finance/ Budget shall determine but these additional mailings shall not be a condition precedent to the redemption of Bonds Section 8 Failure to Redeem Bonds If any Bond is not redeemed when properly presented at its maturity or call date the City shall be obligated to pay interest on that Bond at the same rate provided in the Bond from and after its maturity or call date until that Bond both principal and interest is paid in full or until sufficient money for its payment in full is on deposit in the Bond Fund and the Bond has been called for payment by giving notice of that call to the registered owner of each of those unpaid Bonds Section 9 Form and Execution of Bonds The Bonds shall be printed lithographed or typed on good bond paper in a form consistent with the provisions of this ordinance and state law shall be signed by the Mayor and City Clerk either or both of whose signatures may be manual or in facsimile arid the seal of the City or a facsimile reproduction thereof shall be Impressed or printed thereon Only Bonds bearing a Certificate of Authentication in the following form manually signed by the Bond Registrar shall be valid or obligatory for any purpose or entitled to the benefits of this ordinance CERTIFICATE OF AUTHENTICATION This Bond is one of the fully registered City of Pasco Washington Consolidated Local Improvement District No 126 at al Bonds described in the Bond Ordinance WASHINGTON STATE FISCAL AGENCY Bond Registrar By Authorized Signer The authorized signing of a Certificate of Authentication shall be conclusive evidence that the Bond so authenticated has been duly executed authenticated and delivered and is entitled to the benefits of this ordinance If any officer whose facsimile signature appears on the Bonds ceases to be an officer of the City authorized to sign bonds before the Bonds bearing his or her facsimile signature are authenticated or delivered by the Bond Registrar or issued by the City those Bonds nevertheless may be authenticated issued and delivered and when authenticated issued and delivered shall be as binding on the City as though that person had continued to be an officer of the City authorized to sign bonds Any Bond also may be signed on behalf of the City by any person who on the actual date of signing of the Bond is an officer of the City authorized to sign bonds although he or she did not hold the required office on the date of issuance of the Bond Section 10 Bond Registrar The Bond Registrar shall keep or cause to be kept at its principal corporate trust office sufficient books for the registration and transfer of the Bonds which shall be open to inspection by the City at all times The Bond Registrar is authorized on behalf of the City to authenticate and deliver Bonds transferred or exchanged in accordance with the provisions of the Bonds and this ordinance to serve as the City s paying agent for the Bonds and to carry out all of the Bond Registrar s powers and duties under this ordinance and City Ordinance No 2838 establishing a system of registration for the City s bonds and obligations The Bond Registrar shall be responsible for its representations contained in the Bond Registrar s Certificates of Authentication on the Bonds The Bond Registrar may become the owner of Bonds with the same rights it would have if it were not the Bond Registrar and to the extent permitted by law may act as depository for and permit any of its officers or directors to act as members of or in any other capacity with respect to any committee formed to protect the rights of Bond owners Section 11 Bonds Negotiable The Bonds shall be negotiable instruments to the extent provided by ROW 62A 8-102 and 62A 8 105 Section 12. Preservation of Tax Exemption or Interest on Bonds The City covenants that it will take all actions necessary to prevent interest on the Bonds from being included in gross income for federal income tax purposes and it will neither take any action nor make or permit any use of proceeds of the Bonds or other funds of the City treated as proceeds of the Bonds at any time during the term of the Bonds which will cause interest on the Bonds to be included in gross income for federal income tax purposes The City 'certifies that it has not been notified of any listing or proposed listing by the Internal Revenue Service to the effect that it is a bond issuer whose arbitrage certifications may not be relied upon Section 13 Small Governmental Issuer Arbitrage Rebate Exception and Designation of Bonds as lifted Tax Exempt Obligations The City finds and declares that (a) it is a duly organized and existing governmental unit of the State of Washington and has general taxing power (b) no Bond which is part of this issue of Bonds is a private activity bond within the meaning of Section 141 of the United States Internal Revenue Code of 1986 as amended (the Code ) (c) at leas 95% of the net proceeds of the Bonds will be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City) (d) the aggregate face amount of all tax exempt obligations (other than private activity bonds and other obligations not required to he included in such calculation) issued by the City and all entities subordinate to the City (including any entity which the City controls which derives its authority to issue tax- exempt obligations from the City or which issues tax- exempt obligations on behalf of the City) during the calendar year in which the Bonds are issued is not reasonably expected to exceed $5 000 000 and (e) the amount of tax-exempt obligations including the Bonds designated by the City as qualified tax-exempt obligations for the purposes of Section 265(b) (3) of the Code during the calendar year in which the Bonds are issued does not exceed $10 000 000 The City therefore certifies that the Bonds are eligible for the arbitrage rebate exception under Section 148 (f) (4) (D) of the Code and designates the Bonds as qualified tax exempt obligations for the purposes of Section 265(b) (3) of the Code Section 14 Use of Bond Proceeds. The accrued interest on the Bonds received from the Bond purchaser shall be deposited in the Bond Fund used to pay debt service on the Bonds on the first interest payment date The principal proceeds of the Bonds shall be used to finance the costs of repaying certain City funds used to carry out improvements in Local Improvement Districts Nos 126 127 and 128 and to pay the costs of issuance of the Bonds Until needed to pay those costs the City may invest principal proceeds temporarily in any legal investment and the investment earnings may be retained in the respective local improvement district funds or accounts therein and be spent for the purposes of those funds Section 15 Approval of Bond Purchase Contract Seattle Northwest Securities Corporation of Seattle Washington has presented a purchase contract (the Bond Purchase Contract ) to the City offering to purchase the Bonds under the terms and conditions provided in the Bond Purchase Contract which written Bond Purchase Contract is on file with the City Clerk and is incorporated herein by this reference The City Council finds that entering into the Bond Purchase Contract is in the City s best interest and therefore accepts the offer contained therein and authorizes its execution by City officials The Bonds will be printed at City expense and will be delivered to the purchaser in accordance with the Bond Purchase Contract with the approving legal opinion of Foster Pepper & Shefelman municipal bond counsel of Seattle Washington regarding the Bonds printed on each definitive Bond Bond counsel shall not be required to review and shall express no opinion concerning the completeness or accuracy of any official statement offering circular or other sales material issued or used in connection with the Bonds and bond counsel s opinion shall so state The proper City officials are authorized and directed to do everything necessary for the prompt delivery of the Bonds to the purchaser including without limitation the execution of the Official Statement on behalf of the City and for the proper application and use of the proceeds of the sale thereof Section 16. Preliminary Official Statement Deemed Final, The City Council has been provided with copies of a preliminary official statement dated November 21 1996 (the Preliminary Official Statement ) prepared in connection with the sale of the Bonds For the sole purpose of the Bond purchaser s compliance with Securities and Exchange Commi,ssion Rule I5c2 12 (b) (1) the City deems final that Preliminary Official Statement as of its date except for the omission of information as to offering prices interest rates selling compensation aggregate principal amount principal amount per maturity maturity dates options of redemption delivery dates ratings and other terms of the Bonds dependent on such matters Section 17 Temporary Bond. Pending the printing execution and delivery to the purchaser of definitive Bonds the City may cause to be executed and delivered to the purchaser a single temporary Bond in the total principal amount of the Bonds The temporary Bond shall bear the same date of issuance interest rates principal payment dates and terms and covenants as the definitive Bonds shall be issued as a fully registered Bond in the name of the purchaser and otherwise shall be in a form acceptable to the purchaser The temporary Bond shall be exchanged for definitive Bonds as soon as they are printed executed and available for delivery Section 18 Fixing Interest Rate on Assessments The interest rates on the installments and delinquent payments of the special assessments in Local Improvement Districts Nos 126 127 and 128 are revised and fixed at the rate of 6 10% per annum Section 19. Undertaking to Provide Continuing Disclosure To meet the requirements of United States Securities and Exchange Commission (SEC) Rule 15c2 12(b) (5) (the Rule ) as applicable to a participating underwriter for the Bonds the City makes the following written undertaking (the Undertaking ) for the benefit of holders of the Bonds (a) Undertaking to Provide Annual Financial Information and Notice of Material Events The City undertakes to provide or cause to be provided either directly or through a designated agent (i) To each nationally recognized municipal securities information repository designated by the SEC in accordance with the Rule (NRMSIR) and to a state information depository if any established in the state of Washington (the SID ) annual financial information and operating data of the type included in the final official statement for the Bonds and described in Section 20(b) (annual financial information) (ii) To each NRMSIR or the Municipal Securities Rulemaking Board (MSRB) and to the SID timely notice of the occurrence of any of the following events with respect to the Bonds if material (1) principal and interest payment delinquencies (2) non-payment related defaults (3) unscheduled draws on debt service reserves reflecting financial difficulties (4) unscheduled draws on credit enhancements reflecting financial difficulties (5) substitution of credit or liquidity providers or their failure to perform (6)..adverse_tax opinions or events affecting- the tax exempt status of the Bonds (7) modifications to rights of holders of the Bonds (8) Bond calls (other than scheduled mandatory redemptions of Term Bonds) (9) defeasances (10) release substitution or sale of property securing repayment of the Bonds and (11), rating changes and (iii) To each NRMSIR or to the MSRB and to the SID timely notice of a failure by the City to provide required annual financial information on or before the date specified in Section 20 (b) (b) Type of Annual Financial Information Undertaken to be Provided The annual financial information that the City undertakes to provide in Section (a) (i) Shall consist of (1) the amount of assessments paid, in the District for the prior fiscal year (2) the amount of assessments owed and amount delinquent in the District for the prior fiscal year (3) the total amount of assessments outstanding in the District (4) the balance in the Guaranty Fund (5) the amount of outstanding obligations security by such fund as of the last day of the prior fiscal year 00 Shall be prepared (except as noted in the financial. statements) in accordance with applicable generally: accepted accounting principles promulgated by the.. Government Accounting Standards Board ( GASB ) as such principles may be changed from time to time by GASB or its successor (iii) Shall not be audited except however that if and- when audited financial statements are otherwise prepared and available to the City they will be provided ; (iv) Shall be provided to each NRMSIR and the SID . not later than the last day of the ninth month after thea end of each fiscal year of the City (currently a fiscal year ending December 31) as such fiscal year may be changed as required or permitted by State law commencing with the City s fiscal year ending December- 31 1997 and (v) May be provided in a single or multiple documents 't- end may be incorporated by reference to other, documents that have been filed with each NRMSIR and the SID or if the document incorporated by reference is a final official statement with respect to other obligations of the City that has been filed with the MSRB (c) Amendment of Undertaking The Undertaking is ,71. subject to amendment after the primary offering of the Bonds without the consent of any holder of any Bond or of any broker dealer municipal securities dealer participating underwriter rating agency NRMSIR the SID or the MSRB under the circumstances and in the manner permitted by the Rule The City will give notice to each NRMSIR or the' MSRB and the SID of the substance (or provide a copy) of any amendment to the Undertaking and a brief statement of the reasons for the amendment If the amendment changes the type of annual financial information to be provided the notice also will include a narrative explanation of the effect of that change on the type of information to be provided (d) Beneficiaries The Undertaking evidenced by this Section 20 shall inure to the benefit of thertGity and any holder of Bonds and shall not inure to the benefit of off create any rights in any other person (e) Termination of Undertaking The City s obligations under this Undertaking shall terminate upon the legal defeasance of all of the Bonds In addition the City s obligations under this Undertaking shall terminate 11 those provisions of the Rule which require the City to comply with this Undertaking become legally inapplicable in respect of the Bonds for any reason as confirmed by an opinion of nationally recognized bond counsel or other counsel familiar with federal securities laws delivered to the City and the City provides timely notice of such termination to each NRMSIR or the MSRB and the SID (f) Remedy for Failure to Comply with Undertaking As soon as practicable after the City learns of any failure to comply with the Undertaking the City will proceed with due diligence to cause such noncompliance to be corrected No failure by the City or other obligated person to comply with the Undertaking shall constitute a default in respect of the Bonds The sole remedy of any holder of a Bond shall be to take such actions as that, holder deems necessary including seeking an order of. specific performance from an appropriate court to compel the City or other obligated person to comply with the Undertaking (g) Designation of Official Responsible to Administer Undertaking The Finance Director of the City (or such other officer of the City who may in the future perform thea. duties of the Finance Director) or his or her designee isj authorized and directed in his or her discretion to take such further actions as may be necessary appropriate or convenient to carry out the Undertaking of the City in respect of the Bonds set forth in this Section 20 and in accordance with the Rule including without limitation the following actions (i) Preparing and filing the annual financial information undertaken to be provided (11) Determining whether any event specified in Section 20 (a) has occurred assessing its materiality with respect to the Bonds and if material preparing and' disseminating notice of its occurrence (iii) Determining whether any person other than the City is an obligated person within the meaning of the Rule with respect to the Bonds and obtaining from such person an undertaking to provide any annual financial information and notice of material events for that person in accordance with the Rule (iv) Selecting engaging and compensating designated agents and consultants including but not limited to financial advisors and legal counsel to assist and advise_ the City in carrying out the Undertaking and (v) Effecting any necessary amendment of the. Undertaking Section 20. Effective Date of Ordinance This ordinance shall take effect and be in force from and after its passage and five days following its publication as required by law PASSED by the City Council and APPROVED by the Mayor of the City of Pasco Washington at a regular open public meeting thereof this 16th day of December 1996