HomeMy WebLinkAbout~Master - Issuance of G.O. Corporate Purpose Bonds, Series 2016A, in the amount of $11,650,000 Ames/419370-56/2016AGO Issnc
RESOLUTION NO. 16-518
Resolution authorizing the issuance-of S11.650.000 General Obligation Corporate Purpose and
Refunding Bonds, Series 2016A and providing for the levy of taxes to pay the same
WHEREAS, the Cite of Ames (the "City"), in Story County, State of Iowa. has
heretofore proposed to enter into a General Obligation Loan Agreement (the "Loan
Agreement"),pursuant to the provisions of Section 384.24A of the Code of Iowa, for the purpose
of paving the cost, to that extent. of constructing street. water main, sanitary and storm sewer,
bridge. and related improvements. of carrying out flood mitigation and remediation, and of
refunding the outstandinM balance of the City's General Obligation Corporate Purpose Bonds,
Series 2008A. and has published notice of the proposed action and has held a hearing thereon;
and
UWHEREAS, pursuant to advertisement of' sale; bids for the purchase of General
Obligation Corporate Purpose and Refunding Bonds. Series 2016A (the. "Bonds") to be issued in
evidence. of the City's obligation under the Loan Agreement were received and canvassed on
behalf of the City; and
WHEREAS. upon recommendation of tine Cin,'s municipal advisor. the Bonds were
awarded to Robert V,-. Baird & Co..Inc.. Milwaukee. Wi (the "Purchaser"); and
WHEREAS. it is now necessary to take action to authorize the issuance of the.Bonds:
NOW. THEREFORE. Be h Resolved by the Cite Council of the Cite- of Ames. Iowa, as
follows:
Section 1. The Bonds are hereby authorized to be issued in -evidence of th-obhc ation
of the Cite under the Loan Agreement. in the total a�gvreL ate principal amount of S.11.650.000. uo
be dated September- 27. 20i6. in the denomination of S�.0U0 eacin. or any integral multiple
tlz-ereof. n;aturin_= or. June i in eacn of the years. in tin-_respective principal amounts and bearing
interest at ti.t respective rates.as follows:
Principal interest.Fate. Principal interest Irate
ear A.niouni Per Annurri yea., Amount Pe Annun,
2017 S1.270.000 2.0011/0 2023 $740.000 2.00`A
2018 S1.340.000 5.00°iir 2024 S750.000 3.000it.
2019 S 1,41 U.000 .000ri. 2025 S?7a.0()0 3.000ia
2020 S1.480.000 5.00 2026 S800.000 100a/i.
2021 S70U-000 3.00°.i> 2027 5825.000 3.00
202 S7 5.000 100°iii 2028 S84_�_000 2.00`5.
The CiTv Treasurer. Agnes, lowa. is herenv designatied as the Registrar and x'avinc, Ag=en.
for tine Bonds and may be hereinafter referred to as th-_ "Registrar`' or the "Paving:
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The City reserves the rigiZt to prepay part or all of the Bands maturing in each of the
years 2025 to 2028, inclusive, prior to and in any order of maturity on June 1. 2024, or on MNI
date thereafter upon terms of par and accrued interest.
If less than all of the Bonds of any like maturity are to be redeemed, the particular part of
those Bonds to be redeemed shall be selected by the Registrar by lot. The Bonds may be called
in part in one or more units of$5.000. If less than the entire principal amount of any Bond in a
denomination of more than $5.000 is to be redeered; the Registrar will issue and deliver to the
registered owner thereof. upon surrender of such original Bond, a new Bond or Bonds, in any
authorized denomination, in a total aggregate principal amount equal to the unredeemed balance
of the original Bond. Notice of such redemption as aforesaid identifying the Bond or Bonds (or
portion thereof) to be redeemed shall be sent by electronic means or mailed by certified mail to
the registered owners thereof at the addresses shown on the City's registration books not less
than 30 days prior to such redemption date. Any notice of redemption may contain a statement
that the redemption is conditioned upon the receipt by the Paying Agent of funds on or before the
date fixed for redemption sufficient to pay the redemption price of the Bonds so called for
redemption, and that if funds are not available, such redemption shall be cancelled by written
notice to the owners of the Bonds called for redemption in the same manner as the orivinal
redemption notice was sent. All of such Bonds as to which the City reserves and exercises tile.
right of redemption and as to which notice as aforesaid shall have been given and for the
redemption of which funds are duly provided. shall cease to bear interest on the redemption date.
Accrued interest on the Bonds shall be payable semiannually on the first day of June and
December in each year. commencing. June 1. 2017. Interest shall be calculated on the basis of a
360-day year comprised of twelve 30-day months. Payment of interest on the Bonds shall be
made to the registered owners ape--aring on the registration books of the Cini at the close of
business on the fifteenth day of the month next preceding the interest payment date and shall be
Dal to the registered owners at the addresses shown on suc'ri registration books. Principal of fhe
Bonds shall be payable in lawful money of the united States of America to flit registered owners
or their legal representatives upon presentation and surrender of the Bond or Bonds at the office
of the Paving A cent.
Th: Bonds shall be executed on behalf of the Cin, with the official manual or facsimile
si C7naturt of the Mayor and attested wifin the official manual or facsimile: signature of tr.: CiTv
Cierl,_. and shall be full, registered Bonds without interest coupons. In case any- officer w110se
signature or the facsimile of whose signature appears on the Bonds shall cease to be such on'-ice,-
before the deliver, of the Bonds. such signature or su:.h facsimile signature shall nevertheless be
valid and sufficient for all purposes, the same as if s=,h officer had remained in office until
deliven,.
The Bonds shall not t:e valid or become obligator's' for an%'pUrpose until the Certificate of
Authentication thereon shall'nave been simed bN.the Registrar.
The Bonds shall bE• fully registered as to principal and interest in the names of the owners
on the rtuistratlon books of the Ciry kept n.the kegistrar. and after such registxatioi., payment of
tine principal thereof and Interest thereon shall be made on!)- to tile registered owners or their
legal representatives or assigns. wach Bond shall be transferable onl--- upon the registration
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books of the City upon presentation to the Registrar. together with either a written instrument of
transfer satisfactory to the Registrar or the assignment form thereon completed and duly
executed by the registered owner or the duly authorized attorney for such registered owner.
The record and identity of the owners of the Bonds shall be kept confidential as provided
by Section 2"_'.7 of the Code of Iowa.
Section?.. Notwithstanding anything above to the contrary, the Bonds shall be issued
initially as Depository Bonds; with one fully registered Bond for each maturity date, in principal
amounts equal to the amount of principal matunn,- on each such date, and registered in the name
of Cede& Co.. as nominee for The Depository Trust Company,New York,New York ("DTC").
On original issue,the.Bonds shall be deposited with DTC for the purpose of maintaining a book-
entry system for recording the ownership interests of its participants and the transfer of those
interests among its participants (the "Participants"). In the event that DTC determines not to
continue to act as securities depository for the Bonds or the City determines not to continue the
book-entry system for recordinc ownership interests in the Bonds with DTC, the City will
discontinue the book-entry system with DTC. If the City does not select another qualified
securities depository to replace DTC (or a successor depository) in order to continue a book-
entry system.. the Cite will register and deliver replacement Bonds in the form of fully registered
C.
rtificates, in authorized denominations of S5.000 or integral multiples of$a.000. in accordance
with instructions from Cede L: Co., as nominee for DTC. In the event that the Cin, identifies a
qualified securities depository to replace DTC. the Ciry will register and deliver replacement
Bonds, fulh, registered in the name of such depository. or its nominee, in the denominations as
set forth above. as reduced from time to time prior' to maturity in conrieCtion with redernntions or
retirements by call or payment. and in such event- such aepositorN- will then maintain the bool:-
entry system for recordina ownership interests in fhe Bonds.
Ownership interests in the Bonds may be purchased by o:• throuatl. Participants. Such
Participants and the persans fo; whom they acquire interests in the Bonds as nominees will noi
receive certificated Bonds. but eacil such Pa-ticipair will receive a creak. balance in the records
of DTC in the amount of such Participant•s interest in the Bonds. Which will be confirmed it
accordance with DTC`s standard procedures. Each such person for which a Participant has an
interest in the Bonds. as nominee. may desire to snake an angements with such Participant to
have all notices o"redemption or other communications of the Cis-,, to DTC. which may affect
such. person. forwarded in writing bij such Participant and to have notification mad-, of all
interest payments.
The Cite will have no responsibility, or obligation to such Participants or the persons for
whom fh,-v act as nominees with respect to payment to or providing of notice for such
Parii'cipanis or the persons to:,whom they act as nominees.
G s used herein. the term `Beneficial Owner' shall hereinafter c_ deemed to inciude tide
person for whom the Participan acquires an interest in the Bonds.
DTC will receive payments uom the Ciry. to be remitted by DTC to the Particilmnis fo7
stioseauent disbursement to tide Beneficial Owners. The ownersmD interest of each Beneficial
DOP.SE-Y& WHI'MEEY LLf'.ATTOR.t�_YS.DaS MOJNES.loW/_.
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Owner in the Bonds will be recorded on the records of the Participants whose ownership interest
will be recorded on a compuierized book-entry system kept by.DTC.
When reference is made to any aetion'which is required or permitted to be taken by the.
Beneficial Owners, such reference shall only relate to those permitted to act (by statute,
re-aulation or otherwise) on behalf of such Beneficial Owners for such purposes. "When notices
are given, they shall be sent by the City to DTC, and DTC shall forward (or cause to be
forwarded) the notices to the Participants so that the Participants can forward the same to the
Beneficial Owners.
Beneficial Owners will receive written confirmations of their purchases from the
Participants acting on behalf of the Beneficial Owners detailing the terms of the Bonds acquired.
Transfers of ownership interests in the Bonds will be accomplished by book entries made by
DTC and the Participants who act on behalf of the Beneficial Owners. Beneficial Owners will
not receive certificates representing their ownership interest in the Bonds, except as specifically
provided herein. Interest and principal will be paid when due by the City to DTC; then paid by
DTC to the Participants and thereafter paid by the Participants to the Beneficial Owners.
Section 3. The Bonds shall be in substantially the following form:
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DORSEY&:WHITNEY LLP,ATTORNEYS.DES MOINES.IOWA
Ames/419370-56/201 6AGO iss»c.
(Form of Bond)
UNITED STATES OF AMERICA
STATE OF IOWA STORY COUNTY
CITY OF AMES
GENERAL, OBLIGATION CORPORATE PURPOSE AND REFUNDING BOND,
SERIES 2016A
No.
RATE MATURITY DATE DATE CUSIP
June 1. September 27, 2016 030807
The City of Ames (the "City"}, in Story County, State of Iowa, for value received_
promises to pay on the maturity date of this Bond to
Cede& Co.
New York. NTY
or registered assigns. the. principal sum of
DOLLARS
in lawful money of the united States of America upon presentation and surrender Of this Bond at
the office of the City Treasurer. Ames. Iowa._ (hereinafter referred to as tine "Reaistra " or the
"Paying: Agent"), with interest on said SUIT:, until paid, at the rate per annum si)=ifred above.
from the date of this Bond. or from the most recent interest payment date on which interes-,has
beer; paid, on .tune I and December I of each yea:. comnlencir- .tune 1. 20'1 e;.cept as tint•
provisions hereinafter s-m forth with respe�: to redemption prior to maturiTV mav oe o- become
applicable hereto. Interest on this Bond is payalbl: io the.: registered owner- appearing On the
registration books of the City at the C1osc of business on the fifteenth, day of the month ne.::
preceding the interest pavment date. and shall be paid to the registered owner a: the address
shown on such registration books. interes: shall be calculated on the basis of a 36Ci-day year
comprised of twelve 30-day months.
This Bond shall not be vaiid or becornt: obiigaton? for any purpose until the Cerrincaie of
Authentication hereon small hav-_been signed bv the Registrar.
This Bond is one of a series of General Obligation Corporate Purpose and Refundinp
Bonds. Seri es 2016A (the "Bonds") issued by the Cin• in the principal amount of S I I.650.000.to
eNlidence its obiimation under a certain loan agreement. dated as of September '7. 2016 (the
"Loan AC7reenlent"). entered nlio by the CiTy for the purposes Of paying the cost. to that eXtem.
of constructing street. waier main. sanitars, and storm sewer. bridge. and related improvements:
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of.carrying out flood mitigation and remediation, and of refunding the outstandinc balance of the
City's General Obligation Corporate Purpose Bonds, Series 2008A.
The Bonds are issued pursuant to and in strict compliance with the provisions of
Chapters 76 and 384 of the Code of Iowa, 2015- and all other laws amendatory thereof and
supplemental thereto, and in conformity with a resolution of the City Council adopted and
approved on September 13, 2016, authorizing and approving the Loan Agreement and providing
for thee issuance and securing, the payment of the Bonds (the "Resolution"), and reference is
hereby made to the Resolution and the Loan Agreement for a more complete statement as to the
source of payment of the Bonds and the rights of the owners of the Bonds.
The City reserves the right to prepay part or all of the Bonds maturing in each of the
years 2025 to 2028. inclusive, prior to and in any order of maturity on June 1. 2024, or on any
date thereafter upon terms of par and accrued interest.
If less than all of the Bonds of any like maturity are to be redeemed,the particular part of
those Bonds to be redeemed shall be.selected by the Registrar by lot. The Bonds may be called
in pan in one or more units of$5.000. If less than the entire principal amount of any Bond in a
denomination of more than $5,000 is to be redeemed. the Reaisuar will issue and deliver to the.
rearistered owner thereof, upon surrender of such original Bond, a new Bond or Bonds. in any
authorized denomination, in a total aggregate principal amount equal to the unredeemed balance
of the original Bond. Notice of such redemption as aforesaid identifying. the Bond or Bonds for
portion thereof) to be redeemed shall be sent by electronic means or mailed by certified mail to
the registered owners thereof at the addresses shown on the City's re<Listration books not less
fnan 30 days prior to such redemption date. .1ui3, notice. of redemption may contain a statement
that the redemption is conditioned upon the receipt by the Paying Ag*eni of hinds on or before the
date fixed for redemption sufficient to pay the redemption price of the Bonds so called for
redemption.. and that if funds are not available, such redemption shall be cancelied b", written
notice to tine owners of the Bonds called for redemption in tine same manner as the oriainal
redemption notice was sent. All of such Bonds as to which the Cite- reserves and exercises tn,
rinint of redemption and as to which notic; as aforesaid shall have been (-*ivez and for the
redemption a w11i3h funds are duly provided. shall cease to bear interest on tine redemption date.
This Bond is fully negotiable but shall be fully registered as to both principal and interest
in the name of the owner on the boons of the City- in the office of tine Rey►istrar. after which no
ransfer shall be valid unless made on said books and film only upon presentation of this Bond to
the Reu;strar. toiTether with either a written instrument of transfer sattSfacton- to the Re<_7isira- or
the assimmem form hereor, completed and dull' ex ecuted b)- the re_istered ovkMn or-the duh-
authorized anorney for such remstered owner.
The City. the Registrar and the Paving. Agent may deem and treat the registered owner
hereof as the absolute owner for the purpose of receiving payment of or on account of principal
hereof. premium. if any. and interest due hereon and for all other purposes. and the City. tilt.
Registrar and the Paving Agent shall not be affected "ON, any notice to fre contran.
DORS Y&WH1TNTEEY LLI'.A7i0RN1EY1_:_DES MOINES.10Wr.
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And It Is Hereby Certified and Recited that all acts, conditions and things required by the
laws and Constitution of the State of Iowa, to exist, to be had, to be done or to be performed
precedent to and in the issue of this Bond were and have been properly existent, had._ done and
performed in regular and due form and time; that provision has been made for the levy- of a
sufficient continuing annual tax on all the taxable property within the City for the pavment of the
principal of and interest on this Bond as the same will respectively become due; and that the total
indebtedness of the City, including this Bond, does not exceed any constitutional or statuton;
limitations.
IN TF STIMONY WHEREOF, the Ciry of Ames, Iowa; by its Cite Council, has caused
this Bond to be executed with the duly authorized facsimile signature of its-Mayor and attested
with the duly authorized facsirile signature of Its City Clerk, all as of September 27,2016.
CITY OF AMES, IOWA
By(DO NOT SIGN)
Mayor
Attest:
By (DQ NOT SIGN)
City Cierh
Rtaistmtion Date: (Rezistration Date)
REJA .1I AR'S CERTIFICATE OF At7THENTICATI01,�
This Bond is one of the Bonds described in the within-mentioned Resolutior:.
CITE' TPLEASUI EP,
Ames. Iowa
Resistra:
By [Authorized Signature
Cite Treasurer
DOPSEY d WWHTTI,-S'LL!'.ATTORNEYS.DES MOIRES.IOWA
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F .
ABBREVIATIONS
The following abbreviations.-when used in this Bond, shall be construed as though they
were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common UTMA
TEN ENT - as tenants by the entireties (Custodian)
JT TEN - as j oint tenants with right of As Custodian for
survivorship and not as (Minor)
tenants in common under uniform Transfers to Minors Act
(State)
Additional abbreviations may also be used though not in the list above.
ASSIGNMENT
For valuable consideration. receipt of which is hereby acknowledged, the undersimed
assimis this Bond to
(Please print or type name and address of AssiC7nee)
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBED. OF ASSIGNTErE
and does herebv irrevocabiv appoint Attome.v. ul transfer
this Bond on the books kepi for re21strauorn thereo;with Tull power or substitution.
Datee:
Sianature Ezuaranteed:
(SiLmaturt =uarantec muS <7E'. provided in accordance
Wit1l tilt orevai inu standards and procedures o' tilt
RerrisTm and ►ransfer Agent. Such standards and
procedure:may require signatures to be guaranteed m
cermin eligible Lsuarantor institutions that narftlnate in
a recomized suynature guarantee program.
NOTICE: The simatur: to this Assivnmen: must
correspond with the name of the reamered owner a;
h appears on this Bond in eveli particular. witltou:
alteration or eniargement or any chal«e wiiatever.
DORSEY&WHf1TE)'LL?.A'ITOMEYS.DES MOINES.IOWA
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Section 4. The Bonds shall be executed as herein provided as soon after the adoption
of this resolution as may be possible, and thereupon they shall be delivered to the Registrar for
registration, authentication and delivery to or on behalf of the Purchaser, upon receipt of the loan
proceeds, and all action heretofore taken in corinection with the Loan Agreement is hereby
ratified and confirmed in all respects.
Section 5. For the purpose of providing for the levy and collection of a direct annual
tax sufficient to pay the principal of and interest on the Bonds as the same become due, there is
hereby ordered levied on all the taxable property in the City in each of the years while the Bonds
are outstanding, a tax sufficient for that purpose, and in furtherance of this provision, but not in
limitation thereof, there is hereby levied on all the taxable property in the City the following
direct annual tax for collection in each of the following fiscal years:
For collection in the fiscal year beginning July 1, 2017.
sufficient to produce the net annual sum of$1,720,150:.
For collection in the fiscal year beginning July 1, 2018,
sufficient to produce the net annual sum of$1,72').150:
For collection in the fiscal year bevinnin.2 July 1. 2019.
sufficient to produce the net annual sum of S 1,722,650.
For collection in the fiscal year beginning July 1, 2020,
sufficient to produce tine net annual sum of$868.650:
For collection in the fiscal vea beginning JWy .1, 20n
sufficient to produce the net annual sum of$862.650:.
For collection in the fiscal year beg=inning .iuh 1. 202
sufficient to.produce the net annuai sum of S866.200:
Hon collection ir: tilt fiscal veat btainrnng July 1. 2C= .
sufficient to produce fne net annual sum of$861.400:
Fo: collection: In the fiscal year begs nning Jult' 1. 2024-.
suffcienl to produce the net annual sum of S863.900:
For collection- in the fiscal yea: beginnina Jule 1. -)02Z•.
suffcienT to produce the net annual sum of S86 ,.650.
Fo:- collection in the fiscal year beginning Jule 1. 2026,
sufficient to produce the net annual suer, of$866.650:
Hor collection in th fiscal year beginning .iuhy 1. 2027.
sufficient to produce the net annual sum of S86 L900.
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DORS-PY L WHITNTHY LL!".ATTORNEYS.DES MOIRES.IOWA
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Section 6. A certified copy of this resolution shall be filed with the County Auditor
of Store County, and the County Auditor is hereby instructed to enter for collection and assess
the tax hereby authorized. When annualhr enterin.- such taxes for collection,.the County Auditor
shall include the same as a pan of the tax levy f61-Debt Service Fund purposes of the City and
when collected. the proceeds of the taxes shall be converted into the Debt Service Fund of the.
City and set aside therein as a special account to be used solely and only for the payment of the
principal of and interest on the Bonds hereby authorized and for no other purpose whatsoever.
Any amount received by the City as accrued interest on the Bonds shall be deposited into such
special account and used to pay interest due on the Bonds on the first interest payment date.
Pursuant to the provisions of Section 76.4 of the Code of Iowa. each year while the
Bonds remain outstanding and unpaid. any funds of the City, which may lawfulh- be applied for
such purpose may be appropriated. budgeted arid, if received, used for the payment of the
principal of and interest on the Bonds as the same become due, and if so appropriated. the taxes
for any given fiscal year as provided for in Section i of this Resolution, shall be reduced by the
amount of such alternate funds as have been appropriated for said purpose and evidenced in the
City`s budget.
Section 7. Th.e interest or principal and both of them falling due in any year or years
shall, if necessary. be paid promptly from current funds on hand in advance of taxes levied and
when the taxes shall have been collected. reimbursement shall be made to such currenl funds 111,
the sum thus advanced.
Stclion S. It is the intention of the Ci.ry that interest ol, the Bondi b,- and remain
excluded from Gross income for federal income tax purposes pursuant to the appropriate
provisions oi:the lntenial Revenue Code of 1986, as amended. and the Treasure Regulations it
effec: with respect thereto (all of the forevoing= herein referred to as the "'internal Revenue
Cade"!. In furtherance fhereo :. the Cite covenants to compiT' with flit. provisions O'f the hIC1nal
revenue Code as they may from time to time be in effect or amended and further covenants tt,
campy �vitb the annlicable future laws. regulations,pubiished rulinp and coal? decisions as may
be necessary to insure tha: the interest on the Bonds will remain excluded fi-om f7ross income fo-
federal incom: t.a:: purposes. Any and all of tit.• of icers of the City are heren_: authorized and
directed to take any and al; actions as may be necessary to eompi�: with the covenants hereil;
contained.
Section 9. The Securities and Bxchane t Cominlssion (the "SEC-; izas promuigatee,
certain anlendmems w Rule l5c^-'_2' under the Securities Exchan�►e Act of 193= (17
2=10.155c_-l2) (the "Rul:") that make• i.- unlawful for an underwriter to participate in th_ primarti
offering of municipal securities in a principai amount of S1.000.000 or more unless. befor:
submitting,, a bid or entering i11to a nurci;ase contract for such securities. ar, undcm: iter has
reasonably determined that tht issue:- or an obligated person al %vriro~ th.e
benefit of the holder; of such: securities to nrovlae certain disclosure information to Drescribed
lnformaiion T-MOshorles on a cominuinc basis,so long as such securities are outstal]Qrng.
a�
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On the date of issuance and delivery of the Bond's, the City will execute and deliver a
Continuing Disclosure Certificate pursuant to which the City will undertake to comply with the
Rule. The City covenants and aggrees that it will comply with and carry out the provisions of the
Continuinc Disclosure Cenificate. Any and all of the officers of the City are hereby authorized
and directed to take any and all actions as maS be necessary to comply with the Rule and the.
Continuing Disclosure Certificate.
Section 10. All resolutions Or pans thereof in conflict herewith are hereby repealed to
the extent of such conflict.
Passed and approved September 13. 2016.
Mayor
Attest:
City Clerk
DORSEY L V+HITNEY LLP.ATTORNEYS.DES MOINES.IOWA