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ORD 83-08 LOCAL IMPROVEMENT DISTRICT NO. 6 BONDSCITY OF WINSLOW, WASHINGTON ORDINANCE NO. 83-08 AN ORDINANCE relating to Local Improvement District No. 6; fixing the amount, form, date, interest rates, maturity and denominations of Local Improvement District No. 6 Bonds; providing for the delivery and sale thereof to Hatper, McLean & Company of Seattle, Washington; and fixing the interest rate on special assessment installments to be paid in Local Improvement District No. 6. THE CITY COUNCIL OF THE CITY OF WINSLOW, WASHINGTON, DO ORDAIN as follows: Section 1. The total amount of the assessment roll in Local Improvement District No. 6 (the "District") in the City of Winslow, Washington (the "City"), created under Ordinance No. 79-20 passed August 20, 1979, was $246,069.14. The 30-day period for making cash payments of assessments without interest in the District expired on July 15, 1983, and no assessments were prepaid, leaving a balance of assessments unpaid on the assessment roll in the sum of $246,069.14. Local improvement district bonds of the District shall, therefore, be issued in the total principal sum of $246,069.14. The Bonds shall be dated August 15, 1983, shall be payable on August 15, 2005, and shall be numbered from 1 to 50, inclusive, in the manner and with any additional designation as the Bond Registrar (collec- tively, the fiscal agencies of the State of Washington located in Seattle, Washington, or New York, New York) deems necessary for the purpose of identification. Bond No. 1 shall be in the denomination of $1,069.14 and Bonds Nos. 2 to 50, inclusive, shall be in the denomination of $5,000.00 each. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The bonds shall bear interest payable annually begin- ning on August 15, 1984, in accordance with the following schedule: Bond Numbers (Inclusive) Interest Rates 1 to 14 10.50% 15 to 19 10.625 20 to 25 10.75 26 to 30 11.10 31 to 39 11.20 40 to 50 11.30 The Bonds shall be issued only in registered form as to both principal and interest on books or records maintained by the Bond Registrar (the 'Bond Register'). Such Bond Register shall contain the name and mailing address of the owner of each Bond or nominee of such owner and the principal amount and number of Bonds held by each owner or nominee. Bonds may be transferred only if endorsed in the manner provided thereon and surrendered to the Bond Registrar. The transfer of a Bond shall be by the Bond Registrar's receiving the Bond to be transferred. cancelling it and issuing a new certificate in the form of the Bonds to the transferee after registering the name and address of the transferee on the Bond Register. The new certificate shall bear the same Bond number as the transferred Bond but may have a different inventory reference number or control number. Such exchange or transfer shall be without cost to the owner or transferee. Both principal of and interest on the Bonds shall be payable solely out of the Bond Fund and from the Local Improve- ment Guaranty Fund of the City. and shall be payable in lawful money of the United States of America. Interest on the Bonds shall be paid by check or draft mailed to the registered owners or nominees at the addresses appearing on the Bond Register on th~ last business 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 the principal offices of either of the fiscal agencies of the - 2 - State of Washington in Seattle. Washington. and New York, New York. at the option of such owners. The City reserves the right to redeem the Bonds prior to their stated maturity on any interest payment date, in numerical order. lowest numbers first, whenever there shall be sufficient money in the Bond Fund to pay the Bonds so called and all earlier numbered Bonds over and above the amount required for the payment of the interest on all unpaid Bonds, by mailing, not less than 30 nor more than 60 days prior to the date fixed for redemption. notice of such 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. The requirements of this section shall be deemed to be complied with when notice is mailed as herein provided whether or not it is actually received by the owner of any Bonds. The interest on the Bonds so called for redemption shall cease on the date fixed for redemption unless such Bond or Bonds so called are not redeemed upon presentation made pursuant to such call. Section 2. The Bonds and coupons shall be printed, litho- graphed or typed on good bond paper in a form consistent with the provisions of this ordinance and state law, shall be signed by the Mayor and attested by the City Clerk-Treasurer, both of whose signatures shall be in facsimile, and shall have a fac- simile reproduction of the seal of the City printed thereon. Only such Bonds as shall bear thereon a Certificate of Authentication in the following form, manually executed 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 bonds described in the within mentioned ordinance and is one - 3 - of the City of Winslow. Washington, Local Improvement District No. 6 Bonds. [Name of Bond Registrar] By _ Authorized Officer Such Certificate of Authentication shall be conclusive evidence that the Bonds so authenticated have been duly executed, authen- ticated and delivered hereunder and are entitled to the benefits of this ordinance. In case either of the officers who shall have executed the Bonds shall cease to be such officer or officers of the City before the Bonds so signed shall have been authenticated or delivered by the Bond Registrar, or issued by the City, such Bonds may nevertheless be authenticated, delivered and issued and upon such authentication, delivery and issue, shall be as binding upon the City as though those who signed the same had continued to be such officers of the City. Any Bond may also be signed and attested on behalf of the City by such persons as at the actual date of execution of such Bond shall be proper officers of the City although at the original date of such Bond any such person shall not have been such officer of the City. Section 3. 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 such Bonds and this ordinance and to carry out all of the Bond Registrar's powers and duties under this ordinance. The Bond Registrar shall be responsible for its representa- tions contained in the 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 - 4 - Registrar, and to the extent permitted by law, may act as depository for and permit any of its officers or directors to act as a member of, or in any other capacity with respect to, any committee formed to protect the rights of Bond owners. Section 4. The Bonds shall be negotiable instruments to the extent provided by RCW 62A.8-102 and 62A.8-105. Section 5. The City covenants that it will spend the principal proceeds of the Bonds with due diligence to completion of the purposes specified in this ordinance and will make no use of the proceeds of the Bonds or other funds of the City at any time during the term of the Bonds which, if such use had been reasonably expected at the date the Bonds are issued, would have caused the Bonds to be arbitrage bonds within the meaning of Section 103(c) of the United States Internal Revenue Code of 1954, as amended, and the applicable regulations promulgated thereunder. The City further covenants that on or before December 31, 1984, it will have deposited into its Local Improvement Guaranty Fund sufficient money so that the total amount deposited in that fund (including investments therein), and maintained therein thereafter, shall be equal at least to 7% of all outstanding obligations against that fund. Section 6. Hatper, McLean & Company in Seattle, Washington, has submitted an offer to purchase all of the Bonds at a price of par. plus accrued interest from the date of the Bonds to the date of their delivery to the purchaser, the City to furnish the printed Bonds and the approving legal opinion of Roberts & Shefelman, municipal bond counsel of Seattle, Washington, at the Clty's expense. Bond counsel shall not be required to review or express any opinion concerning the com- pleteness or accuracy of any official statement, offering circular or other sales material issued or used in connection - 5 - with the Bonds, and bond counsel's opinion shall so state. The City Council. deeming that it is in the best interest of the City that such offer be accepted. accepts the same. The Bonds shall. therefore. immediately upon their execution. be delivered to Harper. McLean & Company in Seattle. Washington. upon payment therefor in accordance with such offer. Section 7. The interest rate on the installments and delinquent payments of the special assessments in Local Improve- ment District No. 6 is revised and fixed at the rate of 11.08% per annum. which is one-half of one percent more than the interest rate for the Bonds. PASSED by the City Council and APPROVED by the Mayor of the City of Winslow. Washington. this 28th day of July. 1983. at a special open public meeting. notice thereof having been given as required by law. ATTEST: APPROVED AS TO FORM: ' Mayor City Attorney 0297w - 6 -