Ordinance 3034CITY OF EDMONDS, WASHINGTON
ORDINANCE NO. 3034
AN ORDINANCE of the City of Edmonds, Washington,
relating to contracting indebtedness; providing for the
issuance of $5,000,000 par value of Limited Tax General
Obligation Bonds, 1995, of the City for general City
purposes to provide funds with which to pay the cost of
acquiring and renovating a building together with
adjacent parking space to serve as a new city hall;
fixing the date, form, maturities, interest rates, terms
and covenants of the bonds; establishing a bond
redemption fund and an acquisition/ construction fund; and
approving the sale and providing for the delivery of the
bonds to Seattle - Northwest Securities Corporation of
Seattle, Washington.
WHEREAS, the City of Edmonds, Washington (the "City "), is in
need of acquiring and renovating a building together with adjacent
parking space to serve as a new city hall, the estimated cost of
which is $5,000,000, and the City does not have available
sufficient funds to pay the cost; NOW, THEREFORE,
THE CITY COUNCIL OF THE CITY OF EDMONDS, WASHINGTON, DO ORDAIN
as follows:
Section 1. Debt Capacity. The assessed valuation of the
taxable property within the City as ascertained by the last
preceding assessment for City purposes for calendar year 1995 tax
collections is $2,175,022,416, and the City has outstanding general
indebtedness evidenced by limited tax general obligation bonds and
leases in the principal amount of $3,316,930 incurred within the
limit of up to 1 -1/2% of the value of the taxable property within
the City permitted for general municipal purposes without a vote of
the qualified voters therein, no unlimited tax general obligation
bonds incurred within the limit of up to 2 -1/2% of the value of the
taxable property within the City for capital purposes only, no
unlimited tax general obligation bonds incurred within the
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additional limit of up to 2 -1/2% of the value of the taxable
property within the City for utility purposes and no unlimited tax
general obligation bonds incurred within the additional limit of up
to 2 -1/2% of the value of the taxable property within the City for
parks and open space purposes issued pursuant to a vote of the
qualified voters of the City, and the amount of indebtedness for
which bonds are authorized herein to be issued is $5,000,000.
Section 2. Authorization of Bonds. The City shall borrow
money on the credit of the City and issue negotiable limited tax
general obligation bonds evidencing that indebtedness in the amount
of $5, 000, 000 for general City purposes to provide the funds to pay
the cost of acquiring and renovating a building together with
adjacent parking space to serve as a new city hall (the "Project ")
and to pay the costs of issuance and sale of the bonds (the "costs
of issuance "). The general indebtedness to be incurred shall be
within the limit of up to 1 -1/2% of the value of the taxable
property within the City permitted for general municipal purposes
without a vote of the qualified voters therein.
Section 3. Description of Bonds. The bonds shall be called
Limited Tax General obligation Bonds, 1995, of the City (the
"Bonds ") ; shall be in the aggregate principal amount of $5,000,000;
shall be dated July 1, 1995; shall be in the denomination of $5,000
or any integral multiple thereof within a single maturity; shall be
numbered separately 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 purposes of
identification; shall bear interest (computed on the basis of a
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360 -day year of twelve 30 -day months) payable semiannually on each
June 1 and December 1, commencing December 1, 1995, to the maturity
or earlier redemption of the Bonds; and shall mature on December 1
in years and amounts and bear interest at the rates per annum as
follows:
Maturity
Interest
Years
Amounts
Rates
1996
$160,000
5.00%
1997
170,000
5.00
1998
175,000
5.00
1999
185,000
5.00
2000
200,000
4.50
2001
200,000
4.60
2002
215,000
4.70
2003
225,000
4.80
2004
235,000
4.90
2005
250,000
5.00
2006
265,000
5.15
2007
275,000
5.25
2008
295,000
5.35
2009
310,000
5.45
2010
325,000
5.50
2014
1,515,000
5.75
The life of the capital facilities to be acquired with the proceeds
of the Bonds exceeds the term of the Bonds.
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
the Bond Registrar (the "Bond Register "). The 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 surrendered to the Bond Registrar may be exchanged for
Bonds in any authorized denomination of an equal aggregate
principal amount and of the same interest rate and maturity. Bonds
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may be transferred only if endorsed in the manner provided thereon
and surrendered to the Bond Registrar. 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 in lawful money of the United States
of America. Interest on the Bonds shall be paid by checks or
drafts of the Bond Registrar mailed on the interest payment date to
the registered owners 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. Optional Redemption and Open Market Purchase of
Bonds. Bonds maturing in the years 1996 through 2005, inclusive,
shall be issued without the right or option of the City to redeem
those Bonds prior to their stated maturity dates. The City
reserves the right and option to redeem Bonds maturing on or after
December 1, 2006, prior to their stated maturity dates on or after
December 1, 2005, in whole at any time, or in part on any interest
payment date within one or more maturities selected by the City
(and by lot within a maturity in such manner as the Bond Registrar
shall determine), at par plus accrued interest to the date fixed
for redemption.
Bonds maturing in 2014 are Term Bonds and, if not redeemed
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under the optional redemption provisions set forth above or
purchased in the open market under the provisions set forth below,
shall be called for redemption by lot (in such manner as the Bond.
Registrar shall determine) at par plus accrued interest on
December 1 in years and amounts as follows:
Mandatory
Redemption
Years
2011
2012
2013
2014
Mandatory
Redemption
Amounts
$345,000
365,000
390,000
415,000
If the City shall redeem Term Bonds under the optional
redemption provisions set forth above or purchase Term Bonds in the
open market as set forth below, the par amount of the Term Bonds so
redeemed or purchased (irrespective of their actual redemption or
purchase prices) shall be credited against one or more scheduled
mandatory redemption amounts for those Term Bonds (as allocated by
the City) beginning not earlier than 60 days after the date of the
optional redemption or purchase, and the City shall promptly notify
the Bond Registrar in writing of the manner in which the credit for
the Term Bonds so redeemed or purchased has been allocated.
Portions of the principal amount of any Bond, in installments
of $5,000 or any integral multiple thereof, may be redeemed. If
less than all of the principal amount of any Bond is redeemed, upon
surrender of that Bond at either of the principal offices of the
Bond Registrar, there shall be issued to the registered owner,
without charge therefor, a new Bond (or Bonds, at the option of the
registered owner) of the same maturity and interest rate in any of
the denominations authorized by this ordinance in the aggregate
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principal amount remaining unredeemed.
The City further reserves the right and option to purchase any
or all of the Bonds in the open market at any time at any price
acceptable to the City plus accrued interest to the date of
purchase.
All Bonds purchased or 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
30 nor more than 60 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
Moody's Investors Service, Inc., and Standard & Poor's Ratings
Group at their offices in New York, New York, or their successors,
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 Finance
Director 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
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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 redemption fund hereinafter created 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. Pledge of Taxes. For as long as any of the Bonds
are outstanding, the City irrevocably pledges to include in its
budget and levy taxes annually within the constitutional and
statutory tax limitations provided by law without a vote of the
electors of the City on all of the taxable property within the City
in an amount sufficient, together with other money legally
available and to be used therefor, to pay when due the principal of
and interest on the Bonds, and the full faith, credit and resources
of the City are pledged irrevocably for the annual levy and
collection of those taxes and the prompt payment of that principal
and interest.
Section 10. Form and Execution of Bonds. The Bonds shall be
printed or lithographed on good bond paper in a form consistent
with the provisions of this ordinance and state law and 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
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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
Edmonds, Washington, Limited Tax General Obligation
Bonds, 1995, 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 Bonds so authenticated have been duly
executed, authenticated and delivered and are 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 Bonds.
Section 11. 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,
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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. 2451 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 Certificate 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 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 also covenants that it will, to the extent the
arbitrage rebate requirement of Section 148 of the Internal Revenue
Code of 1986, as amended (the "Code "), is applicable to the Bonds,
take all actions necessary to comply (or to be treated as having
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complied) with that requirement in connection with the Bonds,
including the calculation and payment of any penalties that the
City has elected to pay as an alternative to calculating rebatable
arbitrage, and the payment of any other penalties if required under
Section 148 of the Code to prevent interest on the Bonds from being
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. Designation of Bonds as "Qualified Tax - Exempt
Obligations." The City has determined and certifies that (a) the
Bonds are not "private activity bonds" within the meaning of
Section 141 of the Code; (b) the reasonably anticipated amount of
tax - exempt obligations (other than private activity bonds) which
the City and any entity 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) will issue during the
calendar year in which the Bonds are issued will not exceed
$10,000,000; and (c) 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 designates the Bonds as
"qualified tax- exempt obligations" for the purposes of
Section 265(b) (3) of the Code.
Section 14. Bonds Negotiable. The Bonds shall be negotiable
instruments to the extent provided by RCW 62A.8 -102 and 62A.8 -105.
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Section 15. Refunding or Defeasance of the Bonds. The City
may issue refunding bonds pursuant to the laws of the State of
Washington or use money available from any other lawful source to
pay when due the principal of and interest on the Bonds, or any
portion thereof included in a refunding or defeasance plan, and to
redeem and retire, refund or defease all such then - outstanding
Bonds (hereinafter collectively called the "defeased Bonds") and to
pay the costs of the refunding or defeasance. If money and /or
direct obligations of the United States of America maturing at a
time or times and bearing interest in amounts (together with money,
if necessary) sufficient to redeem and retire, refund or defease
the defeased Bonds in accordance with their terms are set aside in
a special trust fund or escrow account irrevocably pledged to that
redemption, retirement or defeasance of defeased Bonds (hereinafter
called the "trust account "), then all right and interest of the
owners of the defeased Bonds in the covenants of this ordinance and
in the funds and accounts obligated to the payment of the defeased
Bonds shall cease and become void. The owners of defeased Bonds
shall have the right to receive payment of the principal of and
interest on the defeased Bonds from the trust account. The City
shall include in the refunding or defeasance plan such provisions
as the City deems necessary for the random selection of any
defeased Bonds that constitute less than all of a particular
maturity of the Bonds, for notice of the defeasance to be given to
the owners of the defeased Bonds and to such other persons as the
City shall determine, and for any required replacement of Bond
certificates for defeased Bonds. The defeased Bonds shall be
deemed no longer outstanding, and the City may apply any money in
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any other fund or account established for the payment or redemption
of the def eased Bonds to any lawful purposes as it shall determine.
Section 16. Bond. Fund and Deposit of Bond Proceeds. There is
created and established in the office of the City Finance Director
a special fund designated as the Limited Tax General obligation
Bond Fund, 1995 (the "Bond Fund ") . Accrued interest on the Bonds,
if any, received from the sale and delivery of the Bonds shall be
paid into the Bond Fund. All taxes collected for and allocated to
the payment of the principal of and interest on the Bonds shall be
deposited in the Bond Fund.
There also is created and established in the office of the
City Finance Director a special fund designated as the Special
Capital Improvement Fund, No. 326 (the "Acquisition /Construction
Fund ") . The principal proceeds and premium, if any, received from
the sale and delivery of the Bonds shall be paid into the
Acquisition /Construction Fund and used for the purposes specified
in Section 2 of this ordinance. Until needed to pay the costs of
the Project and costs of issuance of the Bonds, the City may invest
principal proceeds temporarily in any legal investment, and the
investment earnings may be retained in the Acquisition/ Construction
Fund and be spent for the purposes of that fund except that
earnings subject to a federal tax or rebate requirement may be
withdrawn from the Acquisition/ Construction Fund and used for those
tax or rebate purposes.
Section 17. 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
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provided in the Bond Purchase Contract, which written Bond Purchase
Contract is on file with the City Finance Director 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 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 and for the proper application and use of the proceeds of
the sale thereof.
Section 18. Preliminary Official Statement Deemed Final. The
City Council has been provided with copies of a preliminary
official statement dated June 12, 1995 (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,
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principal amount per maturity, maturity dates, options of
redemption, delivery dates, ratings and other terms of the Bonds
dependent on such matters.
Section 19. 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 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 Edmonds, Washington, at a regular open public meeting
thereof, this 27th day of June, 1995.
yor
ATTEST:
2�-
City Clerk
APPROVED AS TO FORM:
Bond Counsel
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I, SANDRA S. CHASE, City Clerk of the City of Edmonds,
Washington, certify that the attached copy of Ordinance No. 3034
is a true and correct copy of the original ordinance passed on the
27th day of June, 1995, as such ordinance appears on the Minute
Book of the City.
DATED this 28th day of June, 1995.
� I zz-e-" ----
�ANDRA S. CHASE
City Clerk
0167509.02
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1,
SUMMARY OF ORDINANCE NO. 3034
of the City of Edmonds, Washington
On the 27th day of June, 1995, the City Council of the City of Edmonds, passed Ordinance No.
3034. A summary of the content of said ordinance, consisting of the title, provides as follows:
AN ORDINANCE OF THE CITY OF EDMONDS, WASHINGTON, RELATING TO CONTRACTING
INDEBTEDNESS; PROVIDING FOR THE ISSUANCE OF $5,000,000 PAR VALUE OF LIMITED TAX
GENERAL OBLIGATION BONDS, 1995, OF THE CITY FOR GENERAL CITY PURPOSES TO
PROVIDE FUNDS WITH WHICH TO PAY THE COST OF ACQUIRING AND RENOVATING A
BUILDING TOGETHER WITH ADJACENT PARKING SPACE TO SERVE AS A NEW CITY HALL;
FIXING THE DATE, FORM, MATURITIES, INTEREST RATES, TERMS AND COVENANTS OF THE
BONDS; ESTABLISHING A BOND REDEMPTION FUND AND AN ACQUISITION /CONSTRUCTION
FUND; AND APPROVING THE SALE AND PROVIDING FOR THE DELIVERY OF THE BONDS TO
SEATTLE- NORTHWEST SECURITIES CORPORATION OF SEATTLE, WASHINGTON.
The full text of this Ordinance will be mailed upon request.
DATED this 28th day of June, 1995.
CITY CLERK, Sandra S. Chase
r
STATE OF WASHINGTON,
sa.
COUNTY OF SNOHOD&ISH,
SUMMARY OF ORDINANCE NO. 3034
of the City of Edmonds, Washington
On the 27th day of June, 1995, the City Council of the City of
imonds, passed Ordinance No.' 3034. A summary of the
Intent of said ordinance, consisting of the title, provides as
Ilows:
V ORDINANCE OF THE CITY OF EDMONDS. WASHINGTON.
Published: July 3, 1995.
s - z - t
e mailed upon_ requ.
CHASE, City Clerk
Affidavit of Publication
The undersigned, being first duly sworn on oath deposes and says
that she is Principal Clerk of THE HERALD, a daily newspaper
printed and published in the City of Everett, County of Snohomish,
and State of Washington; that said newspaper is a newspaper of
general circulation in said County and State; that said newspaper
has been approved as a legal newspaper by order of the Superior
Court of Snohomish County and that the notice.........
Summary of Ordinance No. 3034
....................................................... ............................... ................. ........I......................
----- °- ° ............... ...................-------°---...:..................................---°--. ...............................
a printed copy of which is hereunto attached, was published in said
newspaper proper and not in supplement form, in the regular and
entire edition of said paper on the following days and times, namely:
July 3,:1995
................................................................................................... ........... .............. . . . . ..
.................. ......................... . . . . .. . . .. ............................................... ...............................
and that 79 d newspaper was regularly distributed to its subscribers
during l,of said period. T-
' ...: .........:.. �-.� .. ....... n......... ............= .; .....................
Principal Clerk
Subscribed and sworn to before me this .......... 5th..........
yof..... . J ly . .................. .
Notary Public in and for
residing at Everett, Sno
�� a�SgtON
.. .. ............... 19...95.
State of Washington,
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