HomeMy WebLinkAboutO-1945 - Bond issuance (Special)CITY OF MARYSVILLE,WASHINGTON
ORDINANCE NO.~
AN ORDINANCE relating to the waterworks utility of thecrty;providing for the issuance of Water and Sewer
Refunding Revenue Bonds,1993,in the principal amount of
$22,505,000 to obtain a part of the funds required to
call,pay and refund certain outstanding water and sewer
revenue bonds of the city;fixing the date,form,
maturities,interest rates,terms,covenants and uses of
the proceeds of those bonds;creating a bond redemption
fund;providing for and authorizing the purchase of
certain obligations out of the proceeds of the sale of
the bonds herein authorized and for the use and
application of the money derived from those investments;
authorizing the execution of an agreement with Seattle-
First National Bank;providing for the call,payment and
redemption of the outstanding bonds to be refunded;and
approving the sale and providing for the delivery of
these bonds to BA Securities,Inc.,of Seattle,
Washington.
0068431.03
Prepared by:Foster Pepper &Shefelman
1111 Third Avenue,suite 3400
Seattle,Washington
(206)447-4400
:",,
CITY OF MARYSVILLE,WASHINGTON
ORDINANCE NO.
TABLE OF CONTENTS
Recitals
Section l.
section 2.
section 3.
section 4.
section 5.
section 6.
section 7.
section 8.
section 9.
section 10.
Definitions
Authorization and Description of Bonds
Registration and Transfer of Bonds
Payment of Bonds
Redemption and open Market Purchase
of Bonds . . . . .
Notice of Redemption
Failure to Redeem Bonds
Form and Execution of Bonds
Bond Registrar
Refunding of the Refunded Bonds
1
7
16
17
17
18
20
20
21
22
23
(a)Appointment of Refunding Trustee 23
(b)Use of Bond Proceeds;Acquisition and
Substitution of Acquired Obligations 23
(c)Administration of Refunding Plan 25
(d)Authorization for Refunding Trust Agreement 26
0068431.03
section 11.
section 12.
section 13.
section 14.
section 15.
Calls for Redemption of the
Refunding Bonds .....
City Findings with Respect to Refunding
Bond Fund
Finding as to SUfficiency of Revenue,
Pledge of Revenue and Lien position
Revocation of Right to Issue Prior
Lien Bonds ..•..•.....
-i-
26
27
28
31
32
,c,
section 16.Covenants 32
(a)Maintenance and operation
(b)Establishment and Collection of Rates
and charges . . . • • • • • • .
(c)Sale or Disposition of the Waterworks
utility . . • • • . . . . • . • •
(d)Liens Upon the Waterworks utility
(e)Books and Accounts • • • . •
(f)No Free Service • • • • . . • • .
(g)Collection of Delinquent Accounts
(h)Fire and Extended Coverage Insurance
(i)Public Liability and Property
Damage Insurance
32
32
33
34
34
35
35
35
35
section 17.
section 18.
section 19.
Section 20.
section 21.
section 22.
section 23.
section 24.
section 25.
Section 26.
0068431.03
Flow of Funds
Provision for Future Parity Bonds
Preservation of Tax Exemption for
Interest on Bonds
Bonds Negotiable
Advance Refunding or Defeasance
of Bonds .
Approval of Bond Purchase Contract
and Preliminary Official Statement
Deemed Final
Temporary Bond
Amendatory and Supplemental Ordinances
Bond Insurance
Effective Date
-ii-
35
36
39
40
40
42
43
44
48
51
j t,1 I
,r
CITY OF MARYSVILLE,WASHINGTON
ORDINANCE No./9yS-
AN ORDINANCE relating to the waterworks utility of
the City;providing for the issuance of Water and Sewer
Refunding Revenue Bonds,1993,in the principal amount of
$22,505,000 to obtain a part of the funds required to
call,pay and refund certain outstanding water and sewer
revenue bonds of the City;fixing the date,form,
maturities,interest rates,terms,covenants and uses of
the proceeds of those bonds;creating a bond redemption
fund;providing for and authorizing the purchase of
certain obligations out of the proceeds of the sale of
the bonds herein authorized and for the use and
application of the money derived from those investments;
authorizing the execution of an agreement with Seattle-
First National Bank;providing for the call,payment and
redemption of the outstanding bonds to be refunded;and
approving the sale and providing for the delivery of
these bonds to BA securities,Inc.,of Seattle,
Washington.
WHEREAS,pursuant to Ordinance No.385,the waterworks system
of the city of Marysville,Washington (the "city"),and the
sewerage system of the City were combined into a waterworks utility
of the City,and such combined systems (the "Waterworks utility")
are maintained and operated jointly;and
WHEREAS,pursuant to Ordinance No.543,the City issued its
$410,000 par value Water and Sewer Revenue Bonds,1965 (the "1965
Bonds"),of which $20,000 par value presently are outstanding
maturing on July 1,1993,and bearing interest at the rate of
3.875%per annum;and
WHEREAS,pursuant to Ordinance No.595,the City issued its
$425,000 par value Water and Sewer Revenue Bonds,1967 (the "1967
Bonds"),of which $425,000 par value presently are outstanding
maturing on July 1 of each of the years 1993 through 1998,
inclusive,and bearing interest at the rate of 5.20%per annum,and
0068431.03
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by such ordinance,reserved the right to redeem prior to their
maturity the 1967 Bonds on July 1,1977,or on any interest payment
date thereafter,at par plus accrued interest to the date fixed for
redemption;and
WHEREAS,pursuant to Ordinance No.654,the City issued its
$500,000 par value water and Sewer Revenue Bonds,1969 (the "1969
Bonds"),of which $150,000 par value presently are outstanding
maturing on January 1 of each of the years 1994 through 1999,
inclusive,and bearing interest at the rate of 5.875%per annum,
and by such ordinance,reserved the right to redeem prior to their
maturity the 1969 Bonds on January 1,1979,or on any interest
payment date thereafter,at par plus accrued interest to the date
fixed for redemption;and
WHEREAS,the 1965 Bonds,1967 Bonds and 1969 Bonds
(collectively,the "First Lien Bonds")were issued on a parity of
lien upon the Net Revenue of the Waterworks utility prior and
superior to any other charges whatsoever,and the right of the City
to issue bonds on a parity of lien therewith was permanently
revoked by section 9 of Ordinance No.967 of the City;and
WHEREAS,pursuant to Ordinance No.967,the City issued its
$2,307,000 par value Water and Sewer Revenue Refunding Bonds,1977
(the "1977 Bonds"),of which $800,000 par value presently are
outstanding maturing on January 1 of each of the years 1994 through
1998,inclusive,and bearing interest at various rates ranging from
6.00%to 6.10%per annum,and by such ordinance,reserved the right
to redeem prior to their maturity the 1977 Bonds on January 1,
0068431.03
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1991,or on any interest payment date thereafter,at par plus
accrued interest to the date fixed for redemption;and
WHEREAS,pursuant to Ordinance No.1428,the City issued its
$2,315,000 par value water and Sewer Revenue Refunding Bonds,1985
(the "1985 Bonds"),of which $1,190,000 par value presently are
outstanding maturing on December 1 of each of the years 1995
through 2001,inclusive,and bearing interest at various rates
ranging from 8.25%to 8.80%per annum,and by such ordinance,
reserved the right to redeem prior to their maturity the 1985 Bonds
maturing in the years 1996 through 2001,inclusive,on December 1,
1995,or on any interest payment date thereafter,at par plus
accrued interest to the date fixed for redemption;and
WHEREAS,pursuant to Ordinance No.1459,the City issued its
$3,260,000 par value Water and Sewer Revenue Bonds,1986 (the "1986
Bonds"),of which $3,045,000 par value presently are outstanding
maturing on June 1 of each of the years 1993 through 1995,
inclusive,and 1997 through 2006,inclusive,and bearing interest
at various rates ranging from 7.00%to 8.20%per annum,and by such
ordinance,reserved the right to redeem prior to their maturity the
1986 Bonds maturing in the years 1997 through 2006,inclusive,on
June 1,1996,or on any interest payment date thereafter,at par
plus accrued interest to the date fixed for redemption;and
WHEREAS,pursuant to Ordinance No.1578,the City issued its
$698,261.31 par value Water and Sewer Revenue Bonds,1987 (the
"1987 Bonds"),of which $515,000 par value presently are
outstanding maturing on December 1 of each of the years 1993
through 1995,inclusive,1997 through 2000,inclusive,and in 2007,
0068431.03
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and bearing interest at various rates ranging from 7.40%to 8.50%
per annum,and by such ordinance,reserved the right to redeem
prior to their maturity the 1987 Bonds maturing on or after
December 1,1998,on December 1,1997,or on any interest payment
date thereafter,at par plus accrued interest to the date fixed for
redemption;and
WHEREAS,pursuant to Ordinance No.1839,the City issued its
$16,235,000 par value Water and Sewer Revenue and Refunding Bonds,
1991 (the "1991 Bonds"),of which $15,960,000 par value presently
are outstanding maturing on December 1 of each of the years 1993
through 2004,inclusive,and in 2011,and bearing interest at
various rates ranging from 5.25%to 7.00%per annum,and by such
ordinance,reserved the right to redeem prior to their maturity the
1991 Bonds maturing on or after December 1,2004,on December 1,
2003,or on any interest payment date thereafter,at par plus
accrued interest to the date fixed for redemption;and
WHEREAS,pursuant to Ordinance No.1911,the City issued its
$775,000 par value Water and Sewer Revenue Bonds,1992 (the "1992
Bonds"),all of which presently are outstanding maturing on
December 1,2012,and bearing interest at the rate of 7.0%per
annum,and by such ordinance,reserved the right to redeem prior to
their maturity the 1992 Bonds on December 1,2002,or on any
interest payment date thereafter,at par plus accrued interest to
the date fixed for redemption;and
WHEREAS,the 1977 Bonds,1985 Bonds,1986 Bonds,1987 Bonds,
1991 Bonds and 1992 Bonds (collectively,the "Second Lien Bonds")
were issued on a parity of lien upon the Net Revenue of the
0068431.03
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Waterworks utility junior to the charge and lien upon such Net
Revenue for all the First Lien Bonds,but were issued on a parity
of first lien and charge upon assessments collected in utility
Local Improvement Districts Nos.1-11,inclusive;and
WHEREAS,pursuant to Ordinance No.972,the City issued its
$800,000 par value Water and Sewer Drought Relief Revenue Bond,
1977 (the "Junior Lien Bond"),and consent has been requested
pursuant to such ordinance that the Junior Lien Bond be subordinate
to the bonds authorized by this ordinance;and
WHEREAS,the outstanding 1965 Bonds,1967 Bonds,1969 Bonds,
1977 Bonds,1985 Bonds,1986 Bonds,1987 Bonds,1991 Bonds and 1992
Bonds (collectively,the "Refunded Bonds")are the only outstanding
revenue obligations of the City pledged against the Gross Revenue
of the Waterworks utility and ULID Assessments (as hereinafter
defined),except the Junior Lien Bond pledged against the Gross
Revenue of the Waterworks utility;and
WHEREAS,after due consideration,it appears to the City
Council that the Refunded Bonds may be refunded by the issuance and
sale of the water and sewer refunding revenue bonds authorized
herein (the "Bonds")so that certain restrictive covenants can be
revised and so that a substantial saving will be effected by the
difference between the principal and interest cost of the Bonds and
the principal and interest cost over the life of the Refunded Bonds
but for such refunding,which refunding will be effected by:
(a)The issuance of the Bonds and the payment of the
costs of the issuance of the Bonds and the costs of
the refunding;
(b)The payment and redemption on July 1,1993,of all
of the outstanding 1965 Bonds;
0068431.03
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(c)The call,payment and redemption on July 1,1993,
of all of the outstanding 1967 Bonds,1969 Bonds
and 1977 Bonds at a price of pari
(d)The payment of the principal of and interest on the
1985 Bonds when due up to and including December 1,
1995,and,on December 1,1995,the ~all,payment
and redemption of all of the then outstanding 1985
Bonds at a price of pari
(e)The payment of the principal of and interest on the
1986 Bonds when due up to and including June 1,
1996,and,on June 1,1996,the call,payment and
redemption of all of the then outstanding 1986
Bonds at a price of pari
(f)The payment of the principal of and interest on the
1987 Bonds when due up to and including December 1,
1997,and,on December 1,1997,the call,payment
and redemption of all of the then outstanding 1987
Bonds at a price of pari
(g)The payment of the principal of and interest on the
1991 Bonds when due up to and including December 1,
2003,and,on December 1,2003,the call,payment
and redemption of all of the then outstanding 1991
Bonds at a price of pari and
(h)The payment of the interest on the 1992 Bonds when
due up to and including December 1,2002,and,on
December 1,2002,the call,payment and redemption
of all of the outstanding 1992 Bonds at a price of
pari
and
WHEREAS,in order to effect such refunding in the manner that
will be most advantageous to the city it is found necessary and
advisable that certain Acquired Obligations (hereinafter defined)
bearing interest and maturing at such time or times as necessary to
accomplish the refunding as aforesaid be purchased out of a portion
of the proceeds of the Bondsi and
WHEREAS,the City Council has determined to issue the Bonds to
provide the funds to pay part of the cost of effecting the
0068431.03
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"
refunding of the Refunded Bonds and paying the cost of issuance and
sale of the Bonds;and
WHEREAS,BA Securities,Inc.,has offered to purchase the
Bonds under the terms and conditions hereinafter set forth;and
WHEREAS,the Municipal Bond Investors Assurance Corporation of
Armonk,New York,has made a commitment to issue an insurance
policy (the "Municipal Bond Insurance Policy")relative to the
Bonds effective as of the date of issuance of the Bonds,and the
City Council deems that the purchase of the Municipal Bond
Insurance policy is in the best interest of the City;NOW,
THEREFORE,
THE CITY COUNCIL OF THE CITY OF MARYSVILLE,WASHINGTON,DO
ORDAIN as follows:
Section 1.Definitions.As used in this ordinance the
following words shall have the following meanings:
"Acquired Obligations"means those united States Treasury
certificates of Indebtedness,Notes and Bonds--State and Local
Government Series and other direct,noncallable obligations of the
United States of America purchased to accomplish the refunding of
the Refunded Bonds as authorized by this ordinance.
"Alternate Security"means any bond insurance,
collateral,security,letter of credit,guaranty,surety bond or
similar credit enhancement device providing for or securing the
payment of all or part of the principal of and interest on the
Bonds or any Future Parity Bonds,issued by an institution which
has been assigned a credit rating at the time of issuance of the
Bonds or Future Parity Bonds,respectively,secured by such
0068431.03
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Alternate Security equal to or better than the highest then-
existing rating for any of the Bonds or Future Parity Bonds.
"Annual Debt Service"for the applicable series of the
Bonds and Future Parity Bonds for any year means all the interest,
plus all principal (except principal of Term Bonds due in any Term
Bond Maturity Year),plus all mandatory redemption sinking fund
installments for that year,less all bond interest payable from the
proceeds of any such bonds in that year.
"Average Annual Debt Service"means the sum of the Annual
Debt Service for the remaining years to the last scheduled maturity
of the applicable issue or issues of bonds divided by the number of
those years.For purposes of computing the Reserve Requirement the
estimated amount of Bonds to be redeemed prior to maturity may be
taken into account if required under federal arbitrage regulations.
"Bond Fund"means that special fund of the city known as
the water and Sewer Revenue Bond Fund,1993,created by this
ordinance for the payment of the principal of and interest on the
Bonds and Future Parity Bonds.
"Bond Insurer"means the Municipal Bond Investors
Assurance Corporation ("MBIA")of Armonk,New York.
"Bond Register"means the books or records maintained by
the Bond Registrar on which are recorded the names and addresses of
the owners of each of the Bonds.
"Bond Registrar"means the Fiscal Agency.
"Bonds"means the $22,505,000 par value water and Sewer
Refunding Revenue Bonds,1993,authorized to be issued by this
ordinance.
0068431.03
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"1965 Bonds"means the outstanding Water and Sewer
Revenue Bonds,1965,issued for the purposes provided in and
pursuant to Ordinance No.543.
"1967 Bonds"means the outstanding Water and Sewer
Revenue Bonds,1967,issued for the purposes provided in and
pursuant to Ordinance No.595.
"1969 Bonds"means the outstanding Water and Sewer
Revenue Bonds,1969,issued for the purposes provided in and
pursuant to Ordinance No.654.
"1977 Bonds"means the outstanding Water and Sewer
Revenue Refunding Bonds,1977,issued for the purposes provided in
and pursuant to Ordinance No.967.
"1985 Bonds"means the outstanding Water and Sewer
Revenue Refunding Bonds,1985,issued for the purposes provided in
and pursuant to Ordinance No.1428.
"1986 Bonds"means the outstanding Water and Sewer
Revenue Bonds,1986,issued for the purposes provided in and
pursuant to Ordinance No.1459.
"1987 Bonds"means the outstanding Water and Sewer
Revenue Bonds,1987,issued for the purposes provided in and
pursuant to Ordinance No.1578.
-"1991 Bonds"means the outstanding Water and Sewer
Revenue and Refunding Bonds,1991,issued for the purposes provided
in and pursuant to Ordinance No.1839.
"1992 Bonds"means the outstanding Water and Sewer
Revenue Bonds,1992,issued for the purposes provided in and
pursuant to Ordinance No.1911.
0068431.03
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,.
"City"means the City of Marysville,Washington.
"Code"means the Internal Revenue Code of 1986,as
amended,and applicable rules and regulations promulgated
thereunder.
"Coverage Requirement"in any year means an amount of Net
Revenue of the Waterworks utility equal to at least 1.20 times an
amount equal to the Annual Debt Service that year on all bonds
payable from the Bond Fund less the ULID Assessments due in that
,
year and not delinquent.
"Fiscal Agency"means either of the fiscal agencies of
the State of Washington located in Seattle,Washington,and New
York,New York,as the same may be designated from time to time.
"First Lien Bonds"means all of the outstanding 1965
Bonds,1967 Bonds and 1969 Bonds,irrevocable provision for the
payment of which is made herein.
"Future Parity Bonds"means any and all water and sewer
revenue bonds of the city issued after the date of the issuance of
the Bonds,the payment of the principal of and interest on which
constitutes a charge or lien on the Gross Revenue of the Waterworks
utility and ULID Assessments equal in rank with the charge and lien
upon such revenue and assessments required to be paid into the Bond
Fund to pay and secure the payment of the principal of and interest
on the Bonds.
"Government Obligations"means those government
obligations defined by RCW 39.53.010(9)as it now reads or
hereqfter may be amended and which are otherwise Legal Investments
of the city at the time of such investment.
0068431.03
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"Gross Revenue of the Waterworks utility"or "Gross
Revenue"means all of the earnings and revenues received by the
City from the maintenance and operation of the Waterworks utility
and all earnings from the investment of money in the Bond Fund
which earnings are deposited in the Principal and Interest Account,
and connection and capital improvement charges collected for the
purpose of defraying the cost of capital facilities of the
Waterworks utility,except ULID Assessments,government grants,
proceeds from the sale of Waterworks utility property,City taxes
collected by or through the Waterworks utility,principal proceeds
of bonds and earnings or proceeds from any investments in a trust,
defeasance or escrow fund created to defease or refund Waterworks
utility obligations (until commingled with other earnings and
revenues of the Waterworks utility)or held in a special account
for the purpose of paying a rebate to the united states Government
under the Code.
"Legal Investments"means any investments now or
hereafter authorized for the City under the laws of the state of
Washington.
"Maintenance and Operation Expense"means all reasonable
expenses incurred by the City in causing the Waterworks utility of
the city to be operated and maintained in good repair,working
order and condition,including payments made to any other municipal
corporation or private entity for water service and for sewage
treatment and disposal service or other utility service in the
event the City combines such service into the Waterworks utility
and enters into a contract for such service,but not including any
0068431.03
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depreciation or taxes levied or imposed by the City or payments to
the city in lieu of taxes,or capital additions or capital
replacements to the Waterworks utility.
"Maximum Annual Debt Service"means at the time of
calculation,the maximum amount of Annual Debt Service that will
mature or come due in the current year or any future year on the
outstanding Bonds and any outstanding Future Parity Bonds.
"Maximum Interest Rate"means,with respect to any
Variable Interest Rate Bond,a numerical rate of interest,set
forth in the ordinance authorizing the Future Parity Bonds,that is
the maximum rate of interest those Future Parity Bonds may bear at
any time.
"Municipal Bond Insurance Policy"means the policy issued
by the Bond Insurer insuring the payment of the principal of and
interest on the Bonds.
"Net Revenue of the Waterworks utility"or "Net Revenue"
means the.Gross Revenue less Maintenance and Operation Expense.
"Principal and Interest Account"means the account of
that name created in the Bond Fund for the payment of the principal
of and interest on the Bonds and Future Parity Bonds.
"Refunded Bonds"means all of the outstanding 1965 Bonds,
1967 Bonds,1969 Bonds,1977 Bonds,1985 Bonds,1986 Bonds,1987
Bonds,1991 Bonds and 1992 Bonds.
"Refunding Bond Ordinances"means collectively Ordinances
Nos.543, 595,654,967,1428, 1459, 1578,1839 and 1911 of the
City providing for the issuance of the Refunded Bonds.
0068431.03
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"Refunding Plan"means:
(a)the placement of sufficient proceeds of the
Bonds which,with other money of the city,if necessary,
will acquire the Acquired Obligations to be deposited,
with cash,with the Refunding Trustee;
(b)the payment and redemption on July 1,1993,of
all of the outstanding 1965 Bonds;
(c)
1993,of
and 1977
the call,payment and redemption
all of the outstanding 1967 Bonds,
Bonds at a price of par;
on July 1,
1969 Bonds
(d)the payment of the principal of and interest on
the 1985 Bonds when due up to and including December 1,
1995,and,on December 1,1995,the call,payment and
redemption of all of the then outstanding 1985 Bonds at
a price of par;
(e)the payment of the principal of and interest on
the 1986 Bonds when due up to and including June 1,1996,
and,on June 1,1996,the call,payment and redemption of
all of the then outstanding 1986 Bonds at a price of par;
(f)the payment of the principal of and interest on
the 1987 Bonds when due up to and including December 1,
1997,and,on December 1,1997,the call,payment and
redemption of all of the then outstanding 1987 Bonds at
a price of par;
(g)the payment of the principal of and interest on
the 1991 Bonds when due up to and including December 1,
2003,and,on December 1,2003,the call,payment and
redemption of all of the then outstanding 1991 Bonds at
a price of par;
(h)the payment of the interest on the 1992 Bonds
when due up to and including December 1,2002,and,on
December 1,2002,the call,payment and redemption of all
of the outstanding 1992 Bonds at a price of par;and
(i)the payment of the costs of issuing the Bonds
and the costs of carrying out the foregoing elements of
the Refunding Plan.
"Refunding Trust Agreement"means a Refunding Trust
Agreement between the City and the Refunding Trustee sUbstantially
in the form of that which is on file with the City Clerk and by
this reference incorporated herein.
0068431.03
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"Refunding Trustee"means Seattle-First National Bank of
Seattle,Washington,or any successor trustee.
"Reserve Account"means the account of that name created
in the Bond Fund for the purpose of securing the payment of the
principal of and interest on the Bonds and Future Parity Bonds.
"Reserve Insurance"means,in lieu of cash and
investments,insurance obtained by the city equal to part or all of
the Reserve Requirement for any Bonds or Future Parity Bonds then
outstanding for which such insurance is obtained.
"Reserve Requirement"means:
(~)For the Bonds,the amount of $~,995,262.50.
(2)For any Future Parity Bonds,an amount equarto
the difference between the Reserve Requirement for the
Bonds and any Future Parity Bonds then outstanding and
the least of (a)~O%of the issue price of the Bonds,any
Future Parity Bonds then outstanding and the Future
Parity Bonds proposed to be issued,(b)Maximum Annual
Debt Service on:the Bonds then outstanding,any
outstanding Future Parity bonds and the Future Parity
Bonds proposed to be issued and (c)~.25 times Average
Annual Debt Service on the Bonds,any outstanding Future
Parity Bonds and the Future Parity Bonds proposed to be
issued,but in no event to exceed an amount equal to he
least of ~O%of the issue price of the proposed Future
Parity Bonds,maximum annual debt service on those bonds
and ~.25 times Average Annual Debt Service on the
proposed bonds.For the purposes of determining Maximum
Annual Debt Service and Average Annual Debt Service for
calCUlating the Reserve Requirement,all bonds payable or
proposed to be paid from the Bond Fund shall be treated
as a single issue and the last scheduled maturity for any
of those issues shall be used as the denominator.
For purposes of calculating the Reserve Requirement
for Future Parity Bonds (including any Future Parity
Bonds proposed to be issued),Variable Interest Rate
Bonds shall be assumed to bear interest at a fixed rate
equal to the higher of (~)the highest variable rate
borne during the preceding 24 months by any outstanding
variable rate water and sewer revenue bonds of the
Waterworks utility of the city or,(2)if no such
Variable Interest Rate Bonds are outstanding at the time
of calculation,the rate borne by other variable rate
0068431.03
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·debt the interest rate for which is determined by
reference to an index comparable to the index to be used
to determine the interest rate on the Future Parity Bonds
proposed to be issued.
"Second Lien Bonds"means all of the outstanding 1977
Bonds,1985 Bonds,1986 Bonds,1987 Bonds,1991 Bonds and 1992
Bonds,irrevocable provision for the defeasance of which is made
herein.
"Term Bond Maturity Year"means any calendar year in
which Term Bonds are scheduled to mature.
"Term Bonds"means those bonds designated as such in the
ordinance authorizing the issuance and sale of those bonds.
"ULID"means utility Local Improvement District.
"ULID Assessments"means all assessments levied and
collected in ULIDs Nos.1 through 18,inclusive,and any ULID of
the City created for the acquisition or construction of additions
to and extensions and betterments of the waterworks utility if such
assessments are pledged to be paid into the Bond Fund (less any
prepaid assessments permitted by law to be paid into a construction
fund or account).ULID Assessments shall include installments
thereof and any interest or penalties that may be due thereon.
"variable Interest Rate"means a variable interest rate
or rates to be borne by a series of Future Parity Bonds or anyone
or more maturities within a series of Future parity Bonds.The
method of computing such a variable interest rate shall be
specified in the ordinance authorizing such Future Parity Bonds,
which ordinance also shall specify either (i)the particular period
or periods of time or manner of determining such period or periods
of time for which each value of such variable interest rate shall
0068431.03
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remain in effect or (ii)the time or times upon which any change in
r
such variable interest rate shall become effective.
"Variable.Interest Rate Bonds"means,for any period of
time,Future Parity Bonds which bear a Variable Interest Rate
during that period,except that Future Parity Bonds the interest
rate or rates on which shall have been fixed for the remainder of
the term thereof no longer shall be deemed to be Variable Interest
Rate Bonds.
"waterworks Utility"means the waterworks utility of the
ct ty ,including the sewerage system as apart thereof,and all
additions thereto and betterments and extensions thereof at any
time made.
section 2.Authorization and Description of Bonds.For the
purpose of providing part of the money required to carry out the
Refunding Plan and pay the costs of issuance and sale of the Bonds,
the City shall issue the Bonds in the principal amount of
$22,505,000.The Bonds shall be designated Water and Sewer
Refunding Revenue Bonds,1993;shall be dated April 15,1993;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
deems necessary for the purpose of identification;shall bear
interest (computed on the basis of a 360-day year of twelve 30-day
months),payable semiannually on each June 1 and December 1,
commencing June 1,1993;and shall mature on December 1 in years
and amounts and bear interest at the rates per annum as follows:
0068431.03
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Maturity
Dates
1993
1994
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
**2012
Interest
Amounts Rates
$965,000 2.70%
805,000 3.35
835,000 3.80
865,000 4.20
905,000 4.55
945,000 4.80
995,000 5.00
1,040,000 5.25
1,100,000 5.40
1,160,000 5.50
1,225,000 5.60
1,290,000 5.70
1,355,000 5.75
****9,020,000 6.10
section 3.Registration and Transfer of Bonds.The.Bonds
shall be issued only in registered form as to both principal and
interest and recorded on 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
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 fifteen days preceding any principal payment or
redemption date.
section 4.Payment of Bonds.Both principal of and interest
on the Bonds shall be payable in lawful money of the United states
of America.
0068431.03
Interest on the Bonds shall be paid by checks or
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drafts mailed by the Bond Registrar on the interest payment date to
the registered owners at the addresses appearing on the Bond
Register on the fifteenth 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.The Bonds shall be payable solely out of the Bond
Fund and shall not be general obligations of the city.
section 5.Redemption and Open Market Purchase of Bonds.
Bonds maturing in the years 1993 through 2003,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,
2004,prior to their stated maturity dates,on or after December 1,
2003,as a 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 2012 are Term Bonds and,if not redeemed
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:
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Mandatory
Redemption
Years
2006
2007
2008
2009
2010
2011
2012
Mandatory
Redemption
Amounts
$1,420,000
1,285,000
1,335,000
1,380,000
1,420,000
1,435,000
745,000
In the event that 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 Term Bonds so
redeemed or purchased (irrespective of their redemption or purchase
price)shall be credited at the par amount thereof against last
scheduled mandatory redemption amount.
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
total 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
cancelled.
0068431.03
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section 6.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 Corporation
at their offices in New York,New York,or their successors,to
Seattle-First National Bank,at its principal office in Seattle,
Washington,or its successor,to the Bond Insurer at its principal
office in Armonk,New York,or its successor,and to such other
person 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 7.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
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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 8.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,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
Marysville,Washington,Water and Sewer Refunding Revenue
Bonds,1993,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
0068431.03
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Bonds nevertheless may be authenticated,delivered and issued 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 9.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 at all times be open to inspection by the city.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.1405 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.
0068431.03
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section 10.Refunding of the Refunded Bonds.
(a)Appointment of Refunding Trustee.Seattle-First
National Bank is appointed the Refunding Trustee.
(b)Use of Bond Proceeds;Acquisition and substitution
of Acquired obliqations.All of the proceeds of the sale of the
Bonds,exclusive of the accrued interest thereon,if any,which
shall be paid into the Principal and Interest Account,shall be
deposited immediately upon the receipt thereof with the Refunding
Trustee and used,together with other money of the City to be
deposited with the Refunding Trustee,to discharge the obligations
of the City relating to the outstanding Refunded Bonds under the
respective Refunding Bond Ordinances by providing for the payment
of the amounts required to be paid by the Refunding Plan.The
Refunding Plan shall be carried out and proceeds of the Bonds shall
be applied in accordance with the provisions of Chapter 39.53 RCW.
To the extent practicable,such obligations shall be discharged
fUlly by the Refunding Trustee's simultaneous purchase of the
Acquired Obligations,bearing such interest and maturing as to
principal and interest in such amounts and at such times so as to
provide,together with a beginning cash balance of $58.87 (which
amount may be increased or decreased),for the payment of the
amounts required to be paid by the Refunding Plan.The Acquired
Obligations are listed and more particularly described in
Schedule A attached to the Refunding Trust Agreement between the
City and the Refunding Trustee,but are subject to substitution as
set forth below.
0068431.03
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Prior to the purchase of any such Acquired Obligations,
the City reserves the right to sUbstitute other direct,
noncallable Governmental Obligations for any of the Acquired
Obligations and to use any savings created thereby for any lawful
city purpose if,(a)in the opinion of Foster Pepper &Shefelman,
the City's bond counae L,the interest on the Bonds will remain
excluded from gross income for federal income tax purposes under
sections 103,148 and 149(d)of the Code,and (b)such sUbstitution
shall not impair the timely payment of the amounts required to be
paid by the Refunding Plan,as verified by a nationally recognized
firm of certified pUblic accountants.
After the purchase of the Acquired Obligations by the
Refunding Trustee,the city reserves the right to SUbstitute
therefor cash or direct,noncallable Government Obligations SUbject
to the conditions that such money or securities held by the
Refunding Trustee shall be sufficient to carry out the Refunding
Plan,that such SUbstitution will not cause the Bonds to be
arbitrage bonds within the meaning of section 148 of the Code and
regulations thereunder in effect on the date of such substitution
and applicable to obligations issued on the issue date of the
Bonds,and obtains,at its expense:(1)verification by a
nationally recognized certified pUblic accounting firm acceptable
to the Refunding Trustee confirming that the payments of principal
of and interest on the sUbstitute Acquired Obligations,if paid
when due,and any other money held by the Refunding Trustee will be
sufficient to carry out the Refunding Plan;and (2)an opinion from
Foster Pepper &Shefelman,bond counsel to the city,its successor,
0068431.03
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or other nationally recognized bond counsel to the City,to the
effect that the disposition and substitution or purchase of such
securities,under the statutes,rules and regulations then in force
and applicable to the Bonds,will not cause the interest on the
Bonds or the Refunded Bonds to be included in gross income for
federal income tax purposes and that such disposition and
substitution or purchase is in compliance with the statutes and
regulations applicable to the Bonds.Any surplus money resulting
from the sale,transfer,other disposition or redemption of the
Acquired Obligations and the substitutions therefor shall be
released from the trust estate and transferred to the City to be
used for any lawful City purpose.
(c)Administration of Refunding Plan.The Refunding
Trustee is authorized and directed to purchase the Acquired
Obligations (or substitute obligations)and to make the payments
required to be made by the Refunding Plan from the Acquired
Obligations (or substitute obligations)and money deposited with
the Refunding Trustee pursuant to this ordinance.All Acquired
Obligations (or substitute obligations)and the money deposited
with the Refunding Trustee and any income therefrom shall be held
irrevocably,invested and applied in accordance with the provisions
of the Refunding Bond Ordinances,this ordinance,Chapter 39.53 RCW
and other applicable statutes of the state of Washington and the
Refunding Trust Agreement.All necessary and proper fees,
compensation and expenses of the Refunding Trustee for the Bonds
and all other costs incidental to the setting up of the escrow to
accomplish the refunding of the outstanding Refunded Bonds and
0068431.03
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costs related to the issuance and delivery of the Bonds,including
bond printing,rating service fees,verification fees,bond
counsel's fees and other related expenses,shall be paid out of the
proceeds of the Bonds.
(d)Authorization for Refunding Trust Agreement.In
order to carry out the Refunding Plan provided for by this
ordinance,the Mayor is authorized and directed to execute and
deliver to the Refunding Trustee a Refunding Trust Agreement
substantially in the form on file with the city Clerk and by this
reference made a part hereof setting forth the duties,obligations
and responsibilities of the Refunding Trustee in connection with
the payment,redemption and retirement of the outstanding Refunded
Bonds as provided herein and stating that the provisions for
payment of the fees,compensation and expenses of such Refunding
Trustee set forth therein are satisfactory to it.Prior to
executing the Refunding Trust Agreement,the Mayor is authorized to
make such changes therein which do not change the substance and
purpose thereof or which assure that the escrow provided therein
and the Bonds are in compliance with the requirements of federal
law governing the exclusion of interest on the Bonds from gross
income for federal income tax purposes.
section 11.Calls for Redemption of the Refunded Bonds.The
City calls for redemption on the following dates all of the then
outstanding Refunded Bonds of each issue at par,plus accrued
interest to the date of redemption:
0068431.03
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.,
Bond Issue Call Date
1967 Bonds JUly 1,1993
1969 Bonds July 1,1993
1977 Bonds July 1,1993
1985 Bonds December 1,1995
1986 Bonds June 1,1996
1987 Bonds December 1,1997
1991 Bonds December 1,2003
1992 Bonds December 1,2002
The dates on which the above-identified Refunded Bonds are called
for redemption are the earliest dates,respectively,on which those
Bonds may be called for redemption.
Such calls for redemption shall be irrevocable after the
delivery of the Bonds to the initial purchaser thereof.
The City Finance Director is authorized and directed to give
or cause to be given such notices as required,at the times and in
the manner required,pursuant to the respective Refunding Bond
Ordinances in order to effect the redemption prior to their
maturIty of the 1967 Bonds,1969 Bonds,1977 Bonds,1985 Bonds,
1986 Bonds,1987 Bonds,1991 Bonds and 1992 Bonds.
section 12.city Findings with Respect to Refunding.The
City council finds and determines that the issuance and sale of the
Bonds at this time will effect a saving to the City and its
ratepayers and is in the best interest of the city and in the
pUblic interest.In making such finding and determination,the
City council has given consideration to the fixed maturities of the
Bonds and the Refunded Bonds,the costs of issuance of the Bonds
and the known earned income from the investment of the proceeds of
the issuance and sale of the Bonds and other money of the City used
in the Refunding Plan pending payment and redemption of the
Refunded Bonds.
0068431.03
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The city council further finds and determines that it is in
the best interest of the city to establish modern revenue bond
covenants and terms and conditions that cannot be used under the
Refunding Bond Ordinances.
The city council further finds and determines that the money
to be deposited with the Refunding Trustee for the Refunded Bonds
in accordance with Section 10 of this ordinance will discharge and
satisfy the obligations of the City under Ordinance No.967 with
respect to the 1977 Bonds,Ordinance No.1428 with respect to the
1985 Bonds,Ordinance No.1459 with respect to the 1986 Bonds,
Ordinance No.1578 with respect to the 1987 Bonds,Ordinance
No.1839 with respect to the 1991 Bonds and Ordinance No.1911 with
respect to the 1992 Bonds,and the pledges,charges,trusts,
covenants and agreements of the City therein made or provided for
as to those Second Lien Bonds,and that those Second Lien Bonds
shall no longer be deemed to be outstanding under their respective
ordinances immediately upon the deposit of such money with the
Refunding Trustee.
Section 13.Bond Fund.The Bond Fund is created in the
office of the City Finance Director to be known as the Water and
Sewer Revenue Bond Fund,1993,which fund is divided into two
accounts:the principal and Interest Account and the Reserve
Account.So long as any Bonds or Future Parity Bonds are
outstanding against the Bond Fund,the City shall set aside and pay
into the Bond Fund all ULID Assessments on their collection and,
out of the Net Revenue of the Waterworks utility,certain fixed
amounts without regard to any fixed proportion,namely:
0068431.03
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(a)Into the Principal and Interest Account on the
20th day of May,1993,an amount,together with other
money on deposit therein,sufficient to pay the interest
requirement on the Bonds due June 1,1993,and thereafter
on the 20th day of each succeeding month,an amount,
together with other money on deposit therein,sufficient
to pay 1/6 of the next ensuing interest requirement on
the Bonds;and on the 20th day Of each month beginning
with the month of May,1993,an amount,together with
other money on deposit therein,sufficient to pay 1/7 of
the principal requirement on the Bonds on December 1,
1993,and thereafter an amount,together with other money
on deposit therein,sufficient to pay 1/12 of the next
ensuing principal requirement on the Bonds;and
(b)Into the Reserve Account,on the date of issue,
the Reserve Requirement from non-Bond proceeds of the
city.
(c)Notwithstanding clauses (a)and (b)above,the
deposit to be made into the Reserve Account,and Reserve
Requirement,each may be decreased for any issue of
Future Parity Bonds when and to the extent that the city
has provided for Reserve Insurance or Alternate Security.
Except for withdrawals therefrom as authorized herein,the
Reserve Account shall be maintained at the Reserve Requirement
amount for all bonds payable from the Bond Fund at all times so
long as any of such bonds are outstanding.When the total amount
in the Bond Fund shall equal the total amount of principal and
interest for all outstanding bonds payable out of the Bond Fund to
the last maturity thereof,no further payment need be made into the
Bond Fund.Notwithstanding the first sentence of this paragraph,
the Reserve Requirement may be decreased for the Bonds or any issue
of Future Parity Bonds when and to the extent the City has provided
for an Alternate Security or Reserve Insurance.
In the event that there shall be a deficiency in the Principal
and Interest Account in the Bond Fund to meet maturing installments
of either principal or interest,as the case may be,that
deficiency shall be made up from the Reserve Account by the
0068431.03
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withdrawal of cash therefrom for that purpose.Any deficiency
created in the Reserve Account by reason of any such withdrawal
shall then be made up from ULID Assessment payments and the Net
Revenue of the Waterworks utility first available after making
necessary provisions for the required payments into the Principal
and Interest Account.The money in the Reserve Account otherwise
shall be held intact and may be applied against the last
outstanding bonds payable out of the Bond Fund,except that if the
Reserve Account is fully funded,any money in excess of the Reserve
Requirement may be withdrawn and deposited in the Principal and
Interest Account and spent for the purpose of retiring bonds
payable from the Bond Fund or may be deposited in any other fund
and spent for any other lawful Waterworks utility purpose.
The City may provide for the purchase,redemption or
defeasance of bonds payable from the Bond Fund by the use of money
on deposit in any account in the Bond Fund as long as the money
remaining in those accounts is sufficient to satisfy the required
deposits in those accounts for the remaining bonds outstanding
payable from the Bond Fund.
All money in the Bond Fund may be kept in cash or invested in
Legal Investments maturing not later than the date when the funds
are required for the payment of principal of or interest on the
outstanding bonds payable from the Bond Fund (for investments in
the Principal and Interest Account)or having a guaranteed
redemption price prior to maturity and,in no event,maturing later
than the last maturity of any remaining outstanding bonds payable
from the Bond Fund (for investments in the Reserve Account).
0068431.03
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Earnings from investments in the Principal and Interest Account
shall be deposited in that account.Income from investments in the
Reserve Account shall be deposited in that account until the amount
therein is equal to the Reserve Requirement of all bonds payable
from the Bond Fund and thereafter shall be deposited in the
Principal and Interest Account.
The City may create sinking fund accounts or other accounts in
the Bond Fund for the payment or securing the payment of bonds
payable from the Bond Fund as long as the maintenance of such
accounts does not conflict with the rights of the owners of bonds
payable from the Bond Fund.
If the city fails to set aside and pay into the Bond Fund the
amounts set forth above,the owner of any of the outstanding bonds
payable out of the Bond Fund may bring action against the.city and
compel such setting aside and payment.
section 14.Finding as to SUfficiency of Revenue.Pledge of
Revenue and Lien position.The City council finds and determines
that the Gross Revenue and benefits to be derived from the
operation and maintenance of the Waterworks utility of the city at
the rates to be charged for water and sewer services from the
Waterworks utility will be more than sufficient to meet all
Maintenance and Operation Expense and to permit the setting aside
into the Bond Fund out of the Gross Revenue of amounts sufficient
to pay the principal of and interest on the Bonds when due.The
Net Revenue of the Waterworks utility and ULID Assessments are
pledged to the payment of the Bonds and any Future Parity Bonds,
and the Bonds and those Future Parity Bonds,if any,shall
0068431.03
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constitute a lien and charge upon such Net Revenue and ULID
Assessments prior and superior to any other charges whatsoever,
subject only to the prior lien and charge on the Net Revenue of the
outstanding First Lien Bonds,irrevocable provision for the payment
of which has been made by section 10 herein,the charge and lien
upon such Net Revenue and ULID Assessments for the Second Lien
Bonds being defeased pursuant to the provisions of section 10 of
Ordinance No.967,section 14 of Ordinance No.1428,section 13 of
Ordinance No.1459,section 16 of Ordinance No.1578,section 17 of
Ordinance No.1839 and section 15 of Ordinance No.1911.
section 15.Revocation of Right to Issue Prior Lien Bonds.
The right of the City to issue bonds on a parity of lien with the
Second Lien Bonds in accordance with the provisions of section 9 of
Ordinance No.967 is permanently revoked.
section 16.Covenants.The City covenants and agrees with
the owner of each Bond at any time outstanding,as follows:
(a)Maintenance and Operation..It will at all
times maintain,preserve and keep the properties of the
Waterworks utility in good repair,working order and
condition,will make all necessary and proper additions,
betterments,renewals and repairs thereto,and
improvements,replacements and extensions thereof,and
will at all times operate or cause to be operated the
properties of the Waterworks utility and the business in
connection therewith in an efficient manner and at a
reasonable cost.
(b)Establishment and Collection of Rates and
Charges.It will establish,maintain and collect rates
and charges for all services and facilities provided by
the Waterworks utility which will be fair and
nondiscriminatory,and will adjust those rates and
charges from time to time so that:
(1)The Gross Revenue of the Waterworks
utility will at all times be sufficient to (i)pay
all Maintenance and Operation Expense on a current
basis,(ii)pay when due all amounts that the city
0068431.03
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0Cl68431.03
is obligated to pay into the Bond Fund and the
accounts therein,and (iii)pay all taxes,
assessments or other governmental charges lawfully
imposed on the Waterworks utility or the revenue
therefrom or payments in lieu thereof and any and
all other amounts which the City may now or
hereafter become obligated to pay from the Gross
Revenue of the Waterworks utility by law or
contract.
(2)The Net Revenue of the Waterworks utility
in each calendar year will be at least equal to the
Coverage Requirement.
To the extent allowable by law,those to which service of
the Waterworks utility is available will be charged for
that service at the prevailing rate within 30 days of the
availability of that service.
(c)Sale or Disposition of the Waterworks utility.
It will not sell or otherwise dispose of the Waterworks
utility in its entirety unless,simultaneously with such
sale or other disposition,all Bonds and any Future
Parity Bonds are defeased under section 21 of this
ordinance.
It will not sell,lease,mortgage or in any manner
encumber or otherwise dispose of any part of the
Waterworks utility,including all additions and
improvements thereto and extensions thereof at any time
made,that are used,useful or material in the operation
of the Waterworks utility,unless provision is made for
the replacement thereof or for payment into the Bond Fund
of the greatest of the following:
(1)An amount which will be in the same
proportion to the net amount of Bonds and Future
Parity Bonds then outstanding (defined as the total
amount of the Parity Bonds less the amount of cash
and investments in the Bond Fund and accounts
therein)that the Gross Revenue of the Waterworks
utility from the portion of the Waterworks utility
sold or disposed of for the preceding year bears to
the total Gross Revenue of the Waterworks utility
for that period;or
(2)An amount.which will be in the same
proportion to the net amount of Bonds and Future
Parity Bonds then outstanding (as defined above)
that the Net Revenue from the portion of the
Waterworks Utility sold or disposed of for the
preceding year bears to the total Net Revenue of
the Waterworks utility for such period;or
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0068431.03
(3)An amount which will be in the same
proportion to the net amount of Bonds and Future
parity Bonds then outstanding (as defined above)
that the depreciated cost value of the facilities
sold or disposed of bears to the depreciated cost
value of the entire Waterworks utility immediately
prior to such sale or disposition.
Notwithstanding any other provision of this
subsection,the City in its discretion may sell or
otherwise dispose of any of the works,plant;properties
or facilities of the Waterworks utility or any real or
personal property comprising a part of the same which
shall have become unserviceable,inadequate,obsolete or
unfit to be used in the operation of the Waterworks
utility,or no longer necessary,material to or useful to
the operation of the Waterworks Utility,without making
any deposit into the Bond Fund.In no event shall such
proceeds be treated as Gross Revenue of the Waterworks
utility for purposes of this ordinance.
(d)Liens Upon the Waterworks utility.It will not
at any time create or permit to accrue or to exist any
lien or other encumbrance or indebtedness upon the Gross
Revenue of the Waterworks utility,or any part thereof,
prior or superior to the lien thereon for the payment of
the Bonds and any Future Parity Bonds,and will pay and
discharge,or cause to be paid and discharged,any and
all lawful claims for labor,materials or supplies Which,
if unpaid,might become a lien or charge upon the Gross
Revenue of the Waterworks utility,or any part thereof,
prior to or superior to the lien of the Bonds and any
Future Parity Bonds,or which might impair the security
of the Bonds and any Future Parity Bonds.
(e)Books and Accounts.It will keep proper books,
records and accounts with respect to the operations,
income and expenditures of the Waterworks utility in
accordance with proper accounting procedures and any
applicable rules and regulations prescribed by the state
of Washington.It will prepare annual financial and
operating statements within 90 days of the close of each
fiscal year showing in reasonable detail the financial
condition of the Waterworks utility as of the close of
the previous year,and the income and expenses for such
year,including the amounts paid into the Bond Fund and
into any and all special funds or accounts created
pursuant to the provisions of this ordinance,the status
of all funds and accounts as of the end of such year,and
the amounts expended for maintenance,renewals,
replacements and capital additions to the Waterworks
utility.Such statements shall be sent to the owner of
any Bonds and Future Parity Bonds upon written request
therefor being made to the city.
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(f)No Free Service.Except to aid the poor or
infirm,to provide for resource conservation or to
provide for the proper handling of hazardous materials,
it will not furnish or supply or permit the furnishing or
supplying of any service or facility in connection with
the operation of the Waterworks utility free of charge to
any person,firm or corporation,pUblic or private,other
than the city,so long as any Bonds and Future parity
Bonds are outstanding.
(g)Collection of Delinquent Accounts.On at least
an annual basis,it will determine all accounts that are
delinquent and will take all necessary action to enforce
payment of such accounts against those property owners
whose accounts are delinquent.
(h)Fire and Extended Coverage Insurance.It at
all times will carry fire and extended coverage and such
other forms of insurance with responsible insurers and
with policies payable to the City on such of the
buildings,equipment,works,plants,facilities and
properties of the Waterworks utility as are ordinarily
carried by municipal or privately owned utilities engaged
in the operation of like systems,or will implement and
maintain a self-insurance or an insurance pool program
with reserves adequate,in the reasonable jUdgment of the
City,to protect the Waterworks utility and the owners of
the Bonds and any Future Parity Bonds against loss.
(i)Public Liability and Property Damage Insurance.
It at all times will keep or arrange to keep in full
force and effect such policies of public liability and
property damage insurance with responsible insurers and
with policies payable to the City against such claims for
damages as are ordinarily carried by municipal or
privately owned utilities engaged in the operation of
like systems,or will implement and maintain a
self-insurance or an insurance pool program with reserves
adequate,in the reasonable jUdgment of the City Council,
to protect the Waterworks utility and the owners of the
Bonds and any Future Parity Bonds against loss.
Section 17.Flow of Funds.All ULID Assessments shall be
paid into the Bond Fund as provided by section 13.The Gross
Revenue of the Waterworks utility shall be used for the following
purposes only and shall be applied in the following order of
priority:
(a)To pay the Maintenance and Operation Expense;
0068431.03
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(b)To pay the principal of and interest on the
Bonds and any Future Parity Bonds as they come due or as
the principal is required to be paid and to make all
payments required to be made into any mandatory
redemption or sinking fund account created to provide for
the payment of the principal of Term Bonds;
(c)To make all payments required to be made into
the Reserve Account;
(d)To make all payments required to be made into
any revenue bond,note,warrant or other revenue
obligation redemption fund,debt service account or
reserve account created to payor secure the payment of
the principal of and interest on any revenue bonds,
notes,warrants or other obligations of the city having
a lien upon the revenue of the waterworks utility junior
and inferior to the lien thereon for the payment of the
principal of and interest on the Bonds and any Future
Parity Bonds;and
(e)To retire by redemption or purchase in the open
market any outstanding revenue bonds or other revenue
obligations of the waterworks utility,to make necessary
additional betterments,improvements and repairs to or
extensions and replacements of the waterworks utility,or
for any other lawful Waterworks utility purposes.
The City may transfer any money from any funds or accounts of
the Waterworks utility legally available therefor,except bond
redemption funds,refunding escrow funds or defeasance funds,to
meet the required payments to be made into the Bond Fund.
section 18.Provisions for Future parity Bonds.The city
reserves the right to issue Future Parity Bonds if the following
conditions are met and complied with at the time of the issuance of
those Future Parity Bonds:
(a)There shall be no deficiency in the Bond Fund.
(b)The ordinance providing for the issuance of the
Future Parity Bonds shall provide that all assessments
and interest thereon that may be levied in any ULID
created for the purpose of paying,in whole or in part,
the principal of and interest on those Future Parity
Bonds,shall be paid directly into the Bond Fund,except
for any prepaid assessments permitted by law to be paid
into a construction fund or account.
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(c)The ordinance providing for the issuance of
such Future Parity Bonds shall provide for the payment of
the principal thereof and interest thereon out of the
Bond Fund.
(d)The ordinance providing for the issuance of
such Future Parity Bonds shall provide for the deposit
into the Reserve Account of (il an amount equal to the
Reserve Requirement for those Future Parity Bonds from
the Future Parity Bond proceeds or other money legally
available,or (ii)Reserve Insurance or Alternate
Security or an amount plus Reserve Insurance or Alternate
Security equal to the Reserve Requirement for those
Future Parity Bonds,or (iii)to the extent that the
Reserve Requirement is not funded from Future Parity Bond
proceeds,other legally available money or Reserve
Insurance or Alternate security at the time of issuance
of those Future Parity Bonds,within five years from the
date of issue of the Future Parity Bonds from ULID
Assessments,if any,levied and first collected for the
payment of the principal of and interest on those Future
Parity Bonds and,to the extent that ULID Assessments are
insufficient,then from the Net Revenue of the Waterworks
utility in five approximately equal annual payments.No
Reserve Insurance or Alternate Security may be used to
satisfy the Reserve Requirement for Future Parity Bonds
unless (i)the insurance policy or Alternate Security is
non-cancelable and (ii)the insurer or provider of the
Alternate security as of the time of issuance of such
insurance or Alternate Security is rated in the highest
rating categories by both Moody's Investors Service,
Inc.,and Standard &Poor's Corporation.
(e)The ordinance authorizing the issuance of such
Future Parity Bonds shall provide for the payment of
mandatory redemption or sinking fund requirements into
the Bond Fund for any Term Bonds to be issued and for
regular payments to be made for the payment of the
principal of such Term Bonds on or before their maturity,
or,as an alternative,the mandatory redemption of those
Term Bonds prior to their maturity date from money in the
Principal and Interest Account.
(f)There shall be on file from a licensed
professional engineer experienced in the design,
construction and operation of municipal utilities,or
from an independent certified pUblic accountant,a
certificate showing that in his or her professional
opinion the Net Revenue of the Waterworks utility for any
12 consecutive calendar months out of the immediately
preceding 24 calendar months shall be equal to the
Coverage Requirement for each year thereafter.The
certificate,in estimating the Net Revenue of the
0068431.03
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0068431.03
waterworks utility available for debt service,may adjust
Net Revenue of the waterworks utility to reflect:
(1)Any changes in rates in effect and
being charged or expressly committed by
ordinance to be made in the future;
(2)Income derived from customers of the
Waterworks utility who have become customers
during the 12 consecutive month period or
thereafter adjusted to reflect one year's net
revenue from those customers;
(3)Income from any customers to be
connected to the Waterworks utility who have
paid the required connection charges;
(4)The engineer's or accountant's
estimate of the Net Revenue of the Waterworks
utility to be derived from customers
anticipated to connect for whom building
permits have been issued;
(5)Income received or to be received
which 1S derived from any person,firm,
corporation or municipal corporation under any
executed contract for water,sewage disposal
or other utility service,which revenue was
not included in the historical Net Revenue of
the Waterworks utility;
(6)The engineer's or accountant's
estimate of the Net Revenue of the Waterworks
utility to be derived from customers with
existing homes or buildings which will be
required to connect to any additions to and
improvements and extensions of the Waterworks
Utility constructed and to be paid for out of
the proceeds of the sale of the additional
Future Parity Bonds or other additions to and
improvements and extensions of the Waterworks
utility then under construction and not fUlly
connected to the facilities of the Waterworks
utility when such additions,improvements and
extensions are completed;and
(7)Any increases or decreases in Net
Revenue as a result of any actual or
reasonably anticipated changes in Maintenance
and Operation Expense SUbsequent to the
12-month period.
If Future Parity Bonds proposed to be so issued are
for the sole purpose of refunding outstanding bonds
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payable from the Bond Fund,such certification of
coverage shall not be required if the amount required for
the payment of the principal and interest in each year
for the refunding bonds is not increased more than $5,000
over the amount for that same year required for the bonds
or the portion of that bond issue to be refunded thereby
and if the maturities of such refunding bonds are not
extended beyond the maturities of the bonds to be
refunded thereby.
For purposes of preparing the engineer's or
accountant's certificate,Future Parity Bonds (including
the Future Parity Bonds proposed to be issued)that are
Variable Interest Rate Bonds shall be assumed to bear
interest at a fixed rate equal to the higher of (1)the
highest variable rate borne during the preceding 24
months by any outstanding variable rate water and sewer
revenue bonds of the waterworks utility of the City or,
(2)if no such Variable Interest Rate Bonds are
outstanding at the time of calculation,the rate borne by
other variable rate debt the interest rate for which is
determined by reference to an index comparable to the
index to be used to determine the interest rate on the
Future Parity Bonds proposed to be issued.
Nothing contained herein shall prevent the city from
issuing Future Parity Bonds to refund maturing Bonds or
Future Parity Bonds then outstanding,money for the
payment of which is not otherwise available.
Nothing contained herein shall prevent the City from issuing
revenue bonds that are a charge upon the Gross Revenue of the
Waterworks utility of the city subordinate to the payments required
to be made therefrom into the Bond Fund for the payment of the
Bonds and any Future Parity Bonds or from pledging the payment of
utility local improvement district assessments into a bond
redemption fund created for the payment of the principal of and
interest on those junior lien bonds as long as such utility local
improvement district assessments are levied for improvements
constructed from the proceeds of those junior lien bonds.
section 19.Preservation of Tax Exemption for Interest on
Bonds.The City covenants that it will take all actions necessary
0068431.03
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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
arbitrage rebate requirements of section 148 of the Code are
applicable to the Bonds,take all actions necessary to comply (or
to be treated as having complied)with those requirements 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 20.Bonds Negotiable.The Bonds shall be negotiable
instruments to the extent provided by RCW 62A.8-102 and 62A.8-105.
section 21.Advance Refunding or Defeasance of Bonds.The
city may issue advance refunding bonds pursuant to the laws of the
State of Washington or use money available from any other lawful
source to pay the principal of and interest on the Bonds,or such
portion thereof included in a refunding or defeasance plan,as the
same become due and payable and to redeem and retire,release,
0068431.03
-40-
refund or defease all such then-outstanding Bonds (hereinafter
collectively called the "defeased Bonds")and to pay the costs of
such refunding or defeasance.In the event that money and/or
Government Obligations sufficient in amount,together with known
earned income from the investments thereof,to redeem and retire,
release,refund or defease the defeased Bonds in accordance with
their terms,are set aside irrevocably in a special fund for and
pledged irrevocably to such redemption,retirement or defeasance
(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 Gross Revenue of the Waterworks Utility,
ULID Assessments,funds and accounts obligated to the payment of
such defeased Bonds,other than the right to receive the funds so
set aside and pledged,thereafter shall cease and become void.
Such owners thereafter shall have the right to receive payment of
the principal of and interest on the defeased Bonds from the trust
account.
After the establishing and full funding of such a trust
account,the City then may apply any money in any other fund or
account established for the payment or redemption of the defeased
Bonds to any lawful purposes as it shall determine,subject only to
the rights of the owners of any other Bonds or bonds then
outstanding.
In the event that the refunding plan provides that the
defeased Bonds or the refunding bonds to be issued be secured by
money and/or Government Obligations pending the prior redemption of
the defeased Bonds and if such refunding plan also provides that
0068431.03
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certain money and/or Government Obligations are pledged irrevocably
for the prior redemption of the defeased Bonds included in that
refunding plan,then only the debt service on the Bonds which are
not defeased Bonds and the refunding bonds,the payment of which is
not so secured by the refunding plan,shall be included in the
computation of the coverage requirement for the issuance of Future
Parity Bonds and the annual computation of coverage for determining
compliance with the rate covenants.
In the event that the principal of and/or interest due on the
Bonds is paid by the Bond Insurer pursuant to the Municipal Bond
Insurance Policy,the Bonds shall not be considered paid by the
City,and the covenants,agreements and other obligations of the
city to the registered owners shall continue to exist and the Bond
Insurer shall be sUbrogated to the rights of the registered owners.
section 22.Approval of Bond Purchase Contract and
Preliminary Official statement Deemed Final.BA Securities,Inc.,
of Seattle,Washington (the "Purchaser"),has presented a bond
purchase agreement (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 terms of the Bond
0068431.03
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Purchase Contract with the approving legal opinion of Foster
Pepper &Shefelman,municipal bond counsel of Seattle,Washington,
relative to the issuance of the Bonds,printed on each Bond.Bond
counsel has not been retained to and shall not be required to
review or express any 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 City council has been provided with copies of a
preliminary official statement dated March 10,1993 (the
"Preliminary Official Statement"),prepared in connection with the
sale of the Bonds.For the sole purpose of the 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 date,ratings and other terms of
the Bonds dependent on such matters.
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 23.Temporary Bond.Pending the printing,execution
and delivery to the Purchaser of the 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
0068431.03
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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 shall be in such form as acceptable to
the Purchaser.Such temporary Bond shall be exchanged for the
definitive Bonds as soon as the same are printed,executed and
available for delivery.
section 24.Amendatory and Supplemental Ordinances.
(a)This ordinance shall not be modified or amended in
any respect subsequent to the initial issuance of the Bonds,except
as provided in and in accordance with and subject to the provisions
of this section.
(b)The City,from time to time,and at any time,
without the consent of or notice to the registered owners of the
Bonds,may pass supplemental or amendatory ordinances as follows:
(1)To cure any formal defect,omission,
inconsistency or ambiguity in this ordinance in a manner not
adverse to the owner of any Bonds or Future Parity Bonds;
(2)To impose upon the Bond Registrar (with its
consent)for the benefit of the registered owners of the Bonds any
additional rights,remedies,powers,authority,security,
liabilities or duties which may lawfully be granted,conferred or
imposed and which are not contrary to or inconsistent with this
ordinance as theretofore in effect;
(3)To add to the covenants and agreements of,and
limitations and restrictions upon,the city in this ordinance,
other covenants,agreements,limitations and restrictions to be
0068431.03
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observed by the City which are not contrary or inconsistent with
this ordinance as theretofore in effect;
(4)To confirm,as further assurance,any pledge
under,and the sUbjection to any claim,lien or pledge created or
to be created by this ordinance of any other money,securities or
funds;
(5)To authorize different denominations of the
Bonds and to make correlative amendments and modifications to this
ordinance regarding exchangeability of Bonds of different
authorized denominations,redemptions of portions of Bonds of
particular authorized denominations and similar amendments and
modifications of a technical nature;
(6)To modify,alter,amend or supplement this
ordinance in any other respect which is not materially adverse to
I
the registered owners of the Bonds and which does not involve a
change described in Subsection (c)of this section;and
(7)Because of change in federal law or rUlings,to
maintain the exclusion from gross income of the interest on the
Bonds from federal income taxation.
Before the City shall adopt any such supplemental ordinance
pursuant to this sUbsection,there shall have been delivered to the
City and the Bond Registrar an opinion of Foster Pepper &
Shefelman,bond counsel,or other nationally recognized bond
counsel,stating that such supplemental ordinance is authorized or
permitted by this ordinance and,upon the execution and delivery
thereof,will be valid and binding upon the City in accordance with
0068431.03
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its terms and will not adversely affect the exclusion from gross
income for federal income tax purposes of interest on the Bonds.
(c)(1)Except for any supplemental ordinance entered
into pursuant to Subsection (b)of this section,sUbject to the
terms and provisions contained in this Subsection (c)and not
otherwise,registered owners of not less than 60%in aggregate
principal amount of the Bonds then outstanding shall have the right
from time to time to consent to and approve the passage by the city
council of any supplemental ordinance deemed necessary or desirable
by the City for the purpose of modifying,altering,amending,
supplementing or rescinding,in any particular,any of the terms or
provisions contained in this ordinance;except that,unless
approved in writing by the registered owners of all the Bonds then
outstanding,nothing contained in this section shall permit,or be
construed as permitting:
(i)A change in the times,amounts or
currency of payment of the principal of or interest
on any outstanding Bond,or a reduction in the
principal amount of redemption price of any
outstanding Bond or a change in the redemption
price of any outstanding Bond or a change in the
method of determining the rate of interest thereon,
or
(ii)A preference of priority of any
Bond or Bonds or any other bond or bonds,or
(iii)A reduction in the aggregate principal
amount of Bonds,the consent of the registered
owners of Bonds of which is required for any such
supplemental ordinance.
(2)If at any time the City shall pass any
supplemental ordinance for any of the purposes of this Subsection
(c),the Bond Registrar shall cause notice of the proposed
supplemental ordinance to be given by first-class united States
0068431.03
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,"-
mail to all registered owners of the then outstanding Bonds,to the
Bond Insurer,and to Moody's Investors service,Inc.,and
Standard &Poor's Corporation,if the Bonds are rated by those
agencies.Such notice shall briefly set forth the nature of the
proposed supplemental ordinance and shall state that a copy thereof
is on file at the office of the Bond Registrar for inspection by
all registered owners of the outstanding Bonds.
(3)within two years after the date of the mailing
of such notice,the City may adopt such supplemental ordinance in
sUbstantially the form described in such notice,but only if there
shall have first been delivered to the Bond Registrar (i)the
required consents,in writing,of the registered owners of the
Bonds,and (ii)an opinion of bond counsel stating that such
supplemental ordinance is authorized or permitted by this ordinance
and,upon the execution and delivery thereof,will be valid and
binding upon the City in accordance with its terms and will not
adversely affect the exclusion from gross income for federal income
tax purposes of interest on the Bonds.
(4)If registered owners of not less than the
percentage of Bonds required by this Subsection (c)shall have
consented to and approved the execution and delivery thereof as
herein provided,no owner of the Bonds shall have any right to
object to the passage of such supplemental ordinance,or to object
to any of the terms and provisions contained therein or the
operation thereof,or in any manner to question the propriety of
the passage thereof,or to enjoin or restrain the city or the Bond
0068431.03
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Registrar from passing the same or from taking any action pursuant
to the provisions thereof.
(d)Upon the execution and delivery of any supplemental
ordinance pursuant to the provisions of this section,this
ordinance shall be,and be deemed to be,modified and amended in
accordance therewith,and the respective rights,duties and
obligations under this ordinance of the city,the Bond Registrar
and all registered owners of Bonds then outstanding,shall
thereafter be determined,exercised and enforced under this
ordinance sUbject in all respects to such modifications and
amendments.
section 25.Bond Insurance.The City council finds that it
is in the city's best interest to purchase,and that a savings will
result from purchasing,the Municipal Bond Insurance Policy for the
Bonds.The City shall purchase from the Bond Insurer the Municipal
Bond Insurance policy insuring the prompt payment of the principal
of and interest on the Bonds and agrees to the conditions for
obtaining that policy,including the payment of the premium
therefor and the following provisions entitled "Payments under the
Policy"required by the Bond Insurer to be included in this
ordinance:
"A.In the event that,on the second Business Day,and
again on the Business Day,prior to the payment date on the
Obligations,the Paying Agent has not received sUfficient
moneys to pay all principal of and interest on the Obligations
due on the second following or following,as the case may be,
Business Day,the Paying Agent shall immediately notify the
Insurer or its designee on the same Business Day by telephone
or telegraph,confirmed in writing by registered or certified
mail,of the amount of the deficiency.
0068431.03
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0068431.03
"B.If the deficiency is made up in whole or in part
prior to or on the payment date,the Paying Agent shall so
notify the Insurer or its designee.
"c.In addition,if the Paying Agent has notice that any
Bondholder has been required to disgorge payments of principal
or interest on the Obligation to a trustee in Bankruptcy or
creditors or others pursuant to a final jUdgment by a court of
competent jurisdiction that such payment constitutes a
voidable preference to such Bondholder within the meaning of
any applicable bankruptcy laws,then the Paying Agent shall
notify the Insurer or its designee of such fact by telephone
or telegraphic notice,confirmed in writing by registered or
certified mail.
"D.The Paying Agent is hereby irrevocably designated,
appointed,directed and authorized to act as attorney-in-fact
for Holders of the Obligations as follows:
"1.If and to the extent there is a
deficiency in amounts required to pay interest on
the Obligations,the Paying Agent shall (a)execute
and deliver to citibank,N.A.,or its successors
under the Policy (the "Insurance Paying Agent"),in
form satisfactory to the Insurance Paying Agent,an
instrument appointing the Insurer as agent for such
Holders in any legal proceeding related to the
payment of such interest and an assignment to the
Insurer of the claims for interest to which such
deficiency relates and which are paid by the
Insurer,(b)receive as designee of the respective
Holders (and not as Paying Agent)in accordance
with the tenor of the Policy payment from the
Insurance Paying Agent with respect to the claims
for interest so assigned,and (c)disburse the same
to such respective Holders;and
"2.If and to the extent of a deficiency in
amounts required to pay principal of the
Obligations,the Paying Agent shall (a)execute and
deliver to the Insurance Paying Agent in form
satisfactory to the Insurance Paying Agent an
instrument appointing the Insurer as agent for such
Holder in any legal proceeding relating to the
payment of such principal and an assignment to the
Insurer of any of the Obligation surrendered to 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 assignment
shall be delivered only if payment from the
Insurance Paying Agent is received),(b)receive as
designee of the respective Holders (and not as
Paying Agent)in accordance with the tenor of the
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"
",
0068431.03
Policy payment therefor from the Insurance Paying
Agent,and (c)disburse the same to such Holders.
liE.Payments with respect to claims for interest on and
principal of Obligations disbursed by the Paying Agent from
proceeds of the Policy shall not be considered to discharge
the obligation of the Issuer with respect to such Obligations,
and the Insurer shall become the owner of such unpaid
Obligations and claims for the interest in accordance with the
tenor of the assignment made to it under the provisions of
this subsection or otherwise.
"F.Irrespective of whether any such assignment is
executed and delivered,the Issuer and the Paying Agent hereby
agree for the benefit of the Insurer that,
"l.They recognize that to the extent the
Insurer makes payments,directly or indirectly (as
by paying through the Paying Agent),on account of
principal of or interest on the Obligations,the
Insurer will be sUbrogated to the rights of such
Holders to receive the amount of such principal and
interest from the Issuer,with interest thereon as
provided and solely from the sources stated in this
Indenture and the Obligations;and
"2.They will accordingly pay to the Insurer
the amount of such principal and interest
(inclUding principal and interest recovered under
subparagraph (ii)of the first paragraph of the
Policy,which principal and interest shall be
deemed past due and not to have been paid),with
interest thereon as provided in this Indenture and
the Obligations,but only from the sources and in
the manner provided herein for'the payment of
principal of and interest on the Obligations to
Holders,and will otherwise treat the Insurer as
the owner of such rights to the amount of such
principal and interest.
"G.In connection with the issuance of additional
Obligations,the Issuer shall deliver to the Insurer a copy of
the disclosure document,if any,circulated with respect to
such additional Obligations.
"H.Copies of any amendments made to the documents
executed in connection with the issuance of the Obligations
which are consented to by the Insurer shall be sent to
Standard &Poor's Corporation.
"I.The Insurer shall receive notice of the resignation
or removal of the Paying Agent and the appointment of a
successor thereto.
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"J.The Insurer shall receive copies of all notices
required to be delivered to Bondholders and,on an annual
basis,copies of the Issuer's audited financial statements and
Annual Budget.
"Notices"Any notice that is required to be given to a
holder of the Obligation or to the Paying Agent pursuant to
the Indenture shall also be provided to the Insurer.All
notices required to be given to the Insurer under the
Indenture shall be in writing and shall be sent by registered
or certified mail addressed to Municipal Bond Investors
Assurance Corporation,113 King street,Armonk,New York
10504 Attention:Surveillance."
section 26.Effective Date.This ordinance shall take effect
and be in force five days after its passage,approval and legal
pUblication.
PASSED by the City council at a special open public meeting,
notice thereof having been given as required by law,and APPROVED
by the Mayor this 7th day of April,1993.
CITY OF MARYSVILLE,WASHINGTON
By
Mayor
ATTEST:
~Dl~~=---~~ty Clerk
FORM APPROVED:
~k.k/..&d2
City Attorney
0068431.03
-51-