HomeMy WebLinkAbout~Master - Loan and Disbursement Agreement and payment of $5,700,000 Taxable Sewer Revenue Bonds, Series 2018-2 Ames/419370-63/2'd%:Hrg&Iss—Sewer Rev.
RESOLUTION NO. 18-558
Resolution authorizing and approving a Loan and Disbursement Agreement and
providing for the issuance and securing the payment of$5,700,000 Taxable Sewer
Revenue Bonds, Series 2018-2
WHEREAS, the City of Ames (the "City"), in Story County, State of Iowa, did
heretofore establish a Municipal Sanitary Sewer System (the "Utility") in and for the City which
has continuously supplied sanitary sewer service in and to the City and its inhabitants since its
establishment; and
WHEREAS, the management and control of the Utility are vested in the City Council
(the"Council") and no board of trustees exists for this purpose; and
WHEREAS, pursuant to a prior resolution of the Council, the City has heretofore issued
its $3,121,000 Sewer Revenue Bond, SRF Series 2012, dated November 16, 2012 (the "Series
2012 Bond"), a portion of which remains outstanding; and
WHEREAS, pursuant to a prior resolution of the Council, the City has heretofore issued
its $797,000 Taxable Sewer Revenue Bond, SRF Series 2016, dated September 30, 2016 (the
"Series 2016 Bond"), a portion of which remains outstanding; and
WHEREAS, pursuant to a prior resolution of the Council, the City has heretofore issued
its $1,001,000 Taxable Sewer Revenue Bond, SRF Series 2018, dated February 16, 2018 (the
"Series 2018 Bond"), a portion of which remains outstanding; and
WHEREAS, pursuant to the resolutions (the "Outstanding Bond Resolutions")
authorizing the issuance of the Series 2012 Bond, the Series 2016 Bond and the Series 2018
Bond (collectively, the "Outstanding Bonds"), the City reserved the right to issue additional
obligations payable from the Net Revenues (as defined herein) of the Utility and ranking on a
parity with the Outstanding Bonds under the terms and conditions set forth in the Outstanding
Bond Resolutions; and
WHEREAS, the City has heretofore proposed to contract indebtedness and enter into a
Sewer Revenue Loan and Disbursement Agreement (the "Agreement") and to borrow money
thereunder in a principal amount not to exceed $5,700,000, pursuant to the provisions of Section
384.24A of the Code of Iowa, for the purpose of paying the cost, to that extent, of planning,
designing and constructing improvements and extensions to the Utility (the "Project"), and has
published notice of the proposed action and has held a hearing thereon on September 25, 2018;
and
WHEREAS, it is necessary at this time for the City Council to approve the Agreement
with the Iowa Finance Authority, an agency and public instrumentality of the State of Iowa, as
lender (the "Lender") and to issue Taxable Sewer Revenue Bonds, Series 2018-2 (the "Bonds")
in evidence thereof in the principal amount of$5,700,000 in order to pay the costs of the Project;
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
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NOW, THEREFORE, Be It Resolved by the City Council of the City of Ames, Iowa, as
follows:
Section 1. It is hereby determined that the City shall enter into the Agreement with
the Lender. The Agreement shall be in'substantially the form as has been placed on file with the
City and shall provide for a loan (the "Loan") to the City in the amount of$5,700,000, for the
purpose as set forth in the preamble hereof.
The Mayor and City Clerk are hereby authorized and directed to sign the Agreement on
behalf of the City, and the Agreement is hereby approved.
Section 2. The Bonds are hereby authorized to be issued in evidence of the obligation
of the City under the Agreement, in the aggregate principal amount of $5,700,000, to be dated
the date of delivery to or upon the direction of the Lender, and bearing interest from the date of
each advancement made at the rate of 1.75% per annum pursuant to the Agreement, until
payment thereof, as set forth in Exhibit A attached to the Agreement.
The Bonds may be in the denomination of$1,000 each or any integral multiple thereof
and, at the request of the Lender, shall be initially issued as a single Bond in the denomination of
$5,700,000 and numbered R-1.
The City Clerk is hereby designated as the Registrar and Paying Agent for the Bonds and
may be hereinafter referred to as the "Registrar"or the "Paying Agent."
Payment of the principal of and interest on the Bonds and premium, if any, shall be
payable at the office of the Paying Agent to the registered owners thereof appearing on the
registration books of the City. All such payments, except full redemption, shall be made to the
registered owners appearing on the registration books at the close of business on the fifteenth day
of the month next preceding the payment date. Final payment of principal shall only be made
upon surrender of the Bond or Bonds to the Paying Agent.
In addition to the payment of principal of and interest on the Bonds, the City also agrees
to pay the Initiation Fee and the Servicing Fee (defined in the Agreement) in accordance with the
terms of the Agreement.
The Bonds shall be executed on behalf of the City with the official manual or facsimile
signature of the Mayor and attested with the official manual or facsimile signature of the City
Clerk, and shall be fully registered bonds without interest coupons. The issuance of the Bonds
and the amount of the Loan advanced thereunder shall be recorded in the office of the City
Treasurer, and the certificate on the back of each Bond shall be executed with the official manual
or facsimile signature of the City Treasurer. In case any officer whose signature or the facsimile
of whose signature appears on the Bonds shall cease to be such officer before the delivery of
such Bonds, such signature or such facsimile signature shall nevertheless be valid and sufficient
for all purposes, the same as if such officer had remained in office until delivery.
The Bonds shall be fully registered as to principal and interest in the names of the owners
on the registration books of the City kept by the Registrar. Each Bond shall be transferable
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without cost to the registered owner thereof only upon the registration 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 22.7 of the Code of Iowa.
The Bonds are subject to optional redemption by the City at a price of par plus accrued
interest (i) on any date with the prior written consent of the Lender, or (ii) in the event that all or
substantially all of the Project is damaged or destroyed. Any optional redemption of the Bonds
by the City may be made from any funds regardless of source, in whole or from time to time in
part, in inverse order of maturity upon not less than thirty (30) days' notice of redemption by
facsimile, e-mail, certified or registered mail to the Lender (or any other registered owner of the
Bonds). The Bonds are also subject to mandatory redemption as set forth in Section 5 of the
Agreement.
All of the Bonds and the interest thereon, together with the Outstanding Bonds and any
additional obligations as may be hereafter issued and outstanding from time to time ranking on a
parity therewith under the conditions set forth herein (which additional obligations are
hereinafter sometimes referred to as "Parity Obligations"), shall be payable solely from the Net
Revenues of the Utility and the Sinking Fund hereinafter referred to, both of which are hereby
pledged to the payment of the Bonds. The Bonds shall be a valid claim of the owners thereof
only against said Net Revenues and Sinking Fund. None of the Bonds shall be a general
obligation of the City, nor payable in any manner by taxation, and under no circumstances shall
the City or the Utility be in any manner liable by reason of the failure of the Net Revenues of the
Utility to be sufficient for the payment in whole or in part of the Bonds and the interest thereon.
Section 3. 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 and delivery to the Lender, upon receipt of the loan proceeds (the "Loan Proceeds"),
and all action heretofore taken in connection with the Agreement is hereby ratified and
confirmed in all respects.
Section 4. The Bonds shall be in substantially the following form:
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without cost to the registered owner thereof only upon the registration 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 22.7 of the Code of Iowa.
The Bonds are subject to optional redemption by the City at a price of par plus accrued
interest (i) on any date with the prior written consent of the Lender, or (ii) in the event that all or
substantially all of the Project is damaged or destroyed. Any optional redemption of the Bonds
by the City may be made from any funds regardless of source, in whole or from time to time in
part, in inverse order of maturity upon not less than thirty (30) days' notice of redemption by
facsimile, e-mail, certified or registered mail to the Lender (or any other registered owner of the
Bonds). The Bonds are also subject to mandatory redemption as set forth in Section 5 of the
Agreement.
All of the Bonds and the interest thereon, together with the Outstanding Bonds and any
additional obligations as may be hereafter issued and outstanding from time to time ranking on a
parity therewith under the conditions set forth herein (which additional obligations are
hereinafter sometimes referred to as "Parity Obligations"), shall be payable solely from the Net
Revenues of the Utility and the Sinking Fund hereinafter referred to, both of which are hereby
pledged to the payment of the Bonds. The Bonds shall be a valid claim of the owners thereof
only against said Net Revenues and Sinking Fund. None of the Bonds shall be a general
obligation of the City, nor payable in any manner by taxation, and under no circumstances shall
the City or the Utility be in any manner liable by reason of the failure of the Net Revenues of the
Utility to be sufficient for the payment in whole or in part of the Bonds and the interest thereon.
Section 3. 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 and delivery to the Lender, upon receipt of the loan proceeds (the "Loan Proceeds"),
and all action heretofore taken in connection with the Agreement is hereby ratified and
confirmed in all respects.
Section 4. The Bonds shall be in substantially the following form:
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
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(Form of Bond)
UNITED STATES OF AMERICA
STATE OF IOWA
STORY COUNTY CITY OF AMES
J
TAXABLE SEWER REVENUE BOND, SERIES 2018-2
No. R-1 $5,700,000
RATE MATURITY BOND DATE
1.75% June 1, 2038 October 19, 2018
The City of Ames (the "City"), in Story County, State of Iowa, for value received,
promises to pay from the source and as hereinafter provided, on the maturity date of this Bond to
the
IOWA FINANCE AUTHORITY
or registered assigns,the principal sum of
FIVE MILLION SEVEN HUNDRED THOUSAND DOLLARS.
Interest at the rate specified above shall be payable semiannually on June 1 and
December 1 of each year, commencing December 1, 2018, and principal shall be due and
payable in installments in the amounts shown on the Principal Payment Schedule, attached
hereto as Exhibit A, on June 1, 2019, and annually thereafter on June 1 in each year until the
principal and interest are fully paid, except that the final installments of the entire balance of
principal and interest, if not sooner paid, shall become due and payable on June 1, 2038. Interest
shall be computed on the basis of a 360-day year comprised of twelve 30-day months.
The City Clerk shall act as Registrar and Paying Agent and may be hereinafter referred to
as the"Registrar" or the "Paying Agent."
Payment of the principal of and interest on this. Bond and premium, if any, shall be
payable at the office of the. Paying Agent to the registered owners thereof appearing on the
registration books of the City at the addresses shown on such registration books. All such
payments, except full redemption, shall be made to the registered owners appearing on the
registration books at the close of business on the fifteenth day of the month next preceding the
_payment date. Final payment of principal shall only be made upon surrender of this Bond to the
Paying Agent.
This Bond is one of a series of bonds (the "Bonds") issued by the City to evidence its
obligation under a certain Sewer Revenue Loan and Disbursement Agreement, dated the date
hereof (the "Agreement") entered into by the City for the purpose of providing funds to pay a
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portion of the cost of planning, designing and constructing improvements and extensions (the
"Project") to the Municipal Sanitary Sewer System of the City (the "Utility").
The Bonds are issued pursuant to and in strict compliance with the provisions of
Sections 384.24A and 384.83 of the Code of Iowa, 2017, and all other laws amendatory thereof
and supplemental thereto, and in conformity with a resolution of the City Council authorizing
and approving the Agreement and providing for the issuance and securing the payment of the
Bonds (the "Resolution"), and reference is hereby made to the Resolution and the 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 Bonds are subject to optional redemption by the City at a price of par plus accrued
interest (i) on any date with the prior written consent of the Iowa Finance Authority, or (ii) in the
event that all or substantially all of the Project is damaged or destroyed. Any optional
redemption of the Bonds by the City may be made from any funds regardless of source, in whole
or from time to time in part, in inverse order of maturity upon not less than thirty(30) days'
notice of redemption by facsimile, e-mail, certified or registered mail to the Iowa Finance
Authority (or any other registered owner of the Bonds). The Bonds are also subject to
mandatory redemption as set forth in Section 5 of the Agreement.
The Bonds are not general obligations of the City but, together with the City's
outstanding Sewer Revenue Bond, SRF Series 2012, dated November 16, 2012; Taxable Sewer
Revenue Bond, SRF Series 2016, dated September 30, 2016; Taxable Sewer Revenue Bond,
SRF Series 2018, dated February 16, 2018; and any additional obligations as may be hereafter
issued and outstanding.from time to time ranking on a parity therewith under the conditions set
forth in the Resolution, are payable solely and only out of the future Net Revenues of the Utility
of the City, a sufficient portion of which has been ordered set aside and pledged for that purpose.
This Bond is not payable in any manner by taxation, and under no circumstances shall the City
be in any manner liable by reason of the failure of the said Net Revenues to be sufficient for the
payment of this Bond and the interest thereon.
This Bond is fully negotiable but shall be fully registered as to both principal and interest
in the name of the owner on the books of the City in the office of the Registrar, after which no
transfer shall be valid unless made on said books and then only upon presentation of this Bond to
the Registrar, together with either a written instrument of transfer satisfactory to the Registrar or
the assignment form hereon completed and duly executed by the registered owner or the duly
authorized attorney for such registered owner.
The City, the Registrar and the Paying 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, the
Registrar and the Paying Agent shall not be affected by any notice to the contrary.
And It Is Hereby Certified, Recited and Declared that all acts, conditions and things
required to exist, happen and be performed precedent to and in the issuance of the Bonds have
existed, have happened and have been performed in due time, form and manner, as required by
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law, and that the issuance of the Bonds does not exceed or violate any constitutional or statutory
limitation or provision.
IN TESTIMONY WHEREOF, the City of Ames, Iowa, has caused this Bond to be
executed by its Mayor and attested by its City Clerk, all as of the Bond Date.
CITY OF AMES, IOWA
By(Do Not Sign)
Mayor
Attest:
(Do Not Sign)
City Clerk
(On the back of each Bond the following certificate shall be executed with the duly
authorized signature of the City Treasurer)
STATE OF IOWA
STORY COUNTY SS: CITY TREASURER'S CERTIFICATE
CITY OF AMES
The original issuance of the Bonds, of which this Bond is a part, was duly and properly
recorded in my office as of the Bond Date.
(Do Not Sign)
City Treasurer
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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 joint 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 undersigned
assigns this Bond to
(Please print or type name and address of Assignee)
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
and does hereby irrevocably appoint , Attorney, to transfer
this Bond on the books kept for registration thereof with full power of substitution.
Dated:
Signature guaranteed:
NOTICE: The signature to this Assignment must
correspond with the name of the registered owner as
it appears on this Bond in every particular, without
alteration or enlargement or any change whatever.
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DORSEY &WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
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Ames/419370-63/2nd j/:Hrg&Iss—Sewer Rev.
Section 5. The Loan Proceeds shall be held by the Lender and disbursed for costs of
the Project, as referred to in the preamble hereof. The City will keep a detailed, segregated
accounting of the expenditure of the Loan Proceeds.
Section 6. So long as any of the Bonds, the Outstanding Bonds or any Parity
Obligations are outstanding, the City shall continue to maintain the Utility in good condition, and
the Utility shall continue to be operated in an efficient manner and at a reasonable cost as a
revenue producing undertaking. The City shall establish, impose, adjust and provide for the
collection of rates to be charged to customers of the Utility, including the City, to produce gross
revenues (hereinafter sometimes referred to as the "Gross Revenues") at least sufficient to pay
the expenses of operation and maintenance of the Utility, which shall include salaries, wages,
cost of maintenance and operation, materials, supplies, insurance and all other items normally
included under recognized accounting practices (but does not include allowances for
depreciation in the valuation of physical property) (which such expenses are hereinafter
sometimes referred to as the "Operating Expenses") and to leave a balance of net revenues
(herein referred to as the "Net Revenues") equal to at least 110% of the principal of and interest
on all of the Bonds, the Outstanding Bonds and any other Parity Obligations due in such fiscal
year, as the same become due.
Section 7. The provisions, covenants, undertakings and stipulations for the operation of
the Utility and for the collection, application and use of the Gross Revenues and income from
such operation, as set forth in the Outstanding Bond Resolutions shall inure and appertain to the
Bonds to the same extent and with like force and effect as if herein set out in full, except only
insofar as the same may be inconsistent with this resolution.
Nothing in this resolution shall be construed to impair the rights vested in the
Outstanding Bonds. The amounts herein required to be paid into the various funds hereafter
named shall be inclusive of said payments required with respect to the Outstanding Bonds. The
provisions of the Outstanding Bond Resolutions and the provisions of this resolution are to be
construed whenever possible so that the same will not be in conflict. In the event such
construction is not possible, the provisions of the resolution first adopted shall prevail until such
time as the obligations authorized by such resolution have been paid or otherwise satisfied as
therein provided, at which time the provisions of this resolution shall again prevail.
Section 8.. From and after the issuance of the Bonds, the Gross Revenues of the
Utility shall continue to be set aside into the City's Sewer Revenue Fund ("Sewer Revenue
Fund") created under the Outstanding Bond Resolutions. The Sewer Revenue Fund shall be
used in maintaining and operating the Utility, and after payment of the Operating Expenses shall,
to the extent provided in this resolution and the Outstanding Bond Resolutions, be used to pay
the principal of and interest on the Bonds, the Outstanding Bonds and any Parity Obligations,
and to create and maintain the several separate funds hereinafter described.
Section 9. The provisions in and by the Outstanding Bond Resolutions, whereby
there has been created and is to be maintained a Sewer Revenue Bond Sinking Fund (herein
referred to as the "Sinking Fund"), and for the payment into said fund from the Net Revenues of
the Utility such portion thereof as will be sufficient to pay the interest on and principal of the
Outstanding Bonds, are all hereby ratified and confirmed, and all such provisions shall inure and
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constitute the security for the payment of the interest on and principal of the Bonds hereby
authorized as may be outstanding from time to time; provided, however that on the first day of
each month of each year, the minimum amount to be set aside, in addition to the amounts
required to be set aside in the Outstanding Bond Resolutions, and paid into the Sinking Fund
shall be not less than as follows:
On November 1, 2018, an amount equal to-the installment of interest coming due
on December 1, 2018, and thereafter, commencing on December 1, 2018, and
continuing to final maturity, an amount equal to 1/6th of the installment of interest
coming due on the next succeeding interest payment date on the then outstanding
Bonds. In addition, commencing on November 1, 2018 and continuing to and
including May 1, 2019, an amount equal to 1/7th of the installment of principal
coming due on the Bonds on June 1, 2019, and, thereafter commencing on June 1,
2019, and continuing to final maturity, an amount equal to 1/12th of the
installment of principal coming due on such Bonds on the next succeeding
principal payment date until the full amount of such installment is on deposit in
the Sinking Fund.
Money in the Sinking Fund shall be used solely for the purpose of paying principal of and
interest on the Bonds, the Outstanding Bonds and any Parity Obligations as the same shall
become due and.payable. Whenever Parity Obligations are issued under the conditions and
restrictions hereinafter set forth, provisions shall be made for additional payments to be made
into the Sinking Fund for the purpose of paying the interest on and principal of such Parity
Obligations.
If at any time there should be a failure to pay into the Sinking Fund the full amount above
stipulated, then an amount equivalent to the deficiency shall be paid into the Sinking Fund from
the Net Revenues of the Utility as soon as available, and the same shall be in addition to the
amount otherwise required to be so set apart and paid into the Sinking Fund.
No further payments need be made into the Sinking Fund when and so long as the
amount therein is sufficient to retire all of the Bonds, the Outstanding Bonds and any Parity
Obligations then outstanding which are payable from the Sinking Fund and to pay all interest to
become due thereon prior to such retirement, or if provision for such payment has been made.
All of such payments required to be made into the Sinking Fund shall be made in equal
monthly installments on the first day of each month, except that when the first day of any month
shall be a Sunday or legal holiday, then such payments shall be made on the next succeeding
secular day.
Section 10. The provisions in and by the Outstanding Bond Resolutions whereby there
has been created and is to be maintained a special fund to be known and designated as the
Surplus Fund into which there shall be set apart and paid all of the Net Revenues remaining after
first making the required payments into the Sinking Fund are all hereby ratified and confirmed.
All money credited to the Surplus Fund shall be transferred and credited to the Sinking Fund
whenever necessary to prevent or remedy a default in the payment of the principal of or interest
on the Bonds, the Outstanding Bonds and any Parity Obligations.
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As long as the Sinking Fund has the full amounts required to be deposited therein by the
Outstanding Bond Resolutions and this resolution, any balance in the Surplus Fund may be
expended by the City in such manner as the Council, or such other duly constituted body as may
then be charged with the operation of the Utility, may from time to time direct.
Section 11. All money held in any fund or account created or to be maintained under
the terms of this resolution shall be deposited in lawful depositories of the City or invested in
accordance with Chapters 12B and 12C of the Code of Iowa and continuously held and secured
as provided by the laws of the State of Iowa relating to the depositing, securing, holding and
investing of public funds. All interest received by the City as a result of investments under this
section shall be considered to constitute Gross Revenues of the Utility and shall be deposited in
or transferred to the Sewer Revenue Fund and used solely and only for the purposes specified
herein for such funds.
Section 12. The City hereby covenants and agrees with the owner or owners of the
Bonds, the Outstanding Bonds and any Parity Obligations, or any of them, that from time to time
may be outstanding, that it will faithfully and punctually perform all duties with reference to the
Utility required and provided by the Constitution and laws of the State of Iowa, that it will
segregate the Gross Revenues of the Utility and make application thereof in accordance with the
provisions of this resolution and that it will not sell, lease or in any manner dispose of the Utility
or any part thereof, including any and all extensions and additions that may be made thereto,
until all of the Bonds, the Outstanding Bonds and any Parity Obligations shall have been paid in
full, both principal and interest, or unless and until provisions shall have been made for the
payment of the Bonds, the Outstanding Bonds and any Parity Obligations and interest thereon in
full; provided, however, that the City may dispose of any property which in the judgment of the
Council, or such duly constituted body as may then be charged with the operation of the Utility,
is no longer useful or profitable in the operation of the Utility nor essential to the continued
operation thereof and when the sale thereof will not operate to reduce the revenues to be derived
from the operation of the Utility.
Section 13. Upon a breach or default of a term of the Bonds,the Outstanding Bonds or
any Parity Obligations, the Outstanding Bond Resolutions and this resolution, a proceeding may
be brought in law or in equity by suit, action or mandamus to enforce and compel performance of
the duties required under the terms of this resolution and Division V of Chapter 384 of the Code
of Iowa or an action may be brought to obtain the appointment of a receiver to take possession of
and operate the Utility and to perform the duties required by this resolution and Division V of
Chapter 384 of the Code of Iowa.
Section 14. The Bonds, the Outstanding Bonds or any Parity Obligations shall not be
entitled to priority or preference one over the other in the application of the Net Revenues of the
Utility regardless of the time or times of the issuance of such Bonds, the Outstanding Bonds or
any Parity Obligations, it being the intention of the City that there shall be no priority among the
Bonds, the Outstanding Bonds or any Parity Obligations, regardless of the fact that they may
have been actually issued and delivered at different times. The City hereby reserves the right
and privilege of issuing additional Parity Obligations.
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Section 15. The City agrees that so long as the Bonds, the Outstanding Bonds or any
Parity Obligations remain outstanding, it will maintain insurance for the benefit of the owners of
the Bonds, the Outstanding Bonds and any Parity Obligations on the insurable portions of the
Utility of a kind and in an amount which usually would be carried by private companies or
municipalities engaged in a similar type of business. The proceeds of any insurance, except
public liability insurance, shall be used to repair or replace the part or parts of the Utility
damaged or destroyed. The City will keep proper books of record and account, separate from all
other records and accounts, showing the complete and correct entries of all transactions relating
to the Utility, and the owners of the Bonds, the Outstanding Bonds or any Parity Obligations
shall have the right at all reasonable times to inspect the Utility and all records, accounts and data
of the City relating thereto.
Section 16. The provisions of this resolution shall constitute a contract between the
City and the owners of the Bonds and Parity Obligations as may from time to time be
outstanding, and after the issuance of the Bonds,no change, variation or alteration of any kind of
the provisions of this resolution shall be made which will adversely affect the owners of the
Bonds or Parity Obligations until all of the Bonds, the Outstanding Bonds and Parity Obligations
and the interest thereon shall have been paid in full, except as hereinafter provided.
The owners of a majority in principal amount of the Bonds and Parity Obligations at any
time outstanding (not including in any case any obligations which may then be held or owned by
or for the account of the City, but including such obligations as may be issued for the purpose of
refunding any of the Bonds, the Outstanding Bonds or Parity Obligations if such obligations
shall not then be owned by the City) shall have the right from time to time to consent to and
approve the adoption by the City of a resolution or resolutions modifying or amending any of the
terms or provisions contained in this resolution; provided, however, that this resolution may not
be so modified or amended in such manner as to:
(a) Make any change in the maturity or redemption terms of the Bonds or
Parity Obligations.
(b) Make any change in the rate of interest borne by any of the Bonds or
Parity Obligations.
(c) Reduce the amount of the principal payable on any Bonds or Parity
Obligations.
(d) Modify the terms of payment of principal of or interest on the Bonds or
Parity Obligations, or any of them, or impose any conditions with respect to such
payment.
(e) Affect the rights of the owners of less than all of the Bonds or Parity
Obligations then outstanding.
(f) Reduce the percentage of the principal amount of the Bonds or Parity
Obligations, the consent of the owners of which shall be required to effect a further
modification.
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Ames/419370-63/2""%:Hrg&Iss—Sewer Rev.
Whenever the City shall propose to amend or modify this resolution under the provisions
of this section, it shall cause notice of the proposed amendment to be (1) filed with the Lender
and (2) mailed by certified mail to each registered owner of any Bond or Parity Obligation as
shown by the records of the Registrar. Such notice shall set forth the nature of the proposed
amendment and shall state that a copy of the proposed amendatory resolution is on file in the
office of the City Clerk.
Whenever at any time within one year from the date of the mailing of said notice, there
shall be filed with the City Clerk an instrument or instruments executed by the owners of at least
a majority in aggregate principal amount of the Bonds and Parity Obligations outstanding at the
time of the adoption of such amendatory resolution specifically consenting to the adoption
thereof as herein provided, no owner of any Bonds or Parity Obligations shall have any right or
interest to object to the adoption of such amendatory resolution or to object to any of the terms or
provisions therein contained or to the operation thereof or to enjoin or restrain the City from
taking any action pursuant to the provisions thereof.
Any consent given by the owners of a Bond or Parity Obligation pursuant to the
provisions of this section shall be irrevocable for a period of six (6) months from the date of such
consent and shall be conclusive and binding upon all future owners of the same Bond or Parity
Obligation during such period. Such consent may be revoked at any time after six (6) months
from the date of such consent by the owner who gave such consent or by a successor in title, but
such revocation shall not be effective if the owners of a majority in aggregate principal amount
of the Bonds and Parity Obligations outstanding as in this section defined shall have, prior to the
attempted revocation, consented to and approved the amendatory resolution referred to in such
revocation.
The fact and date of the execution of any instrument under the provisions of this section
may be proved by the certificate of any officer in any jurisdiction, who by the laws thereof is
authorized to take acknowledgments of deeds within such jurisdiction, that the persons signing
such instrument acknowledged before such officer the execution thereof, or may be proved by an
affidavit of a witness to such execution sworn to before such officer.
Section 17. If any section, paragraph, clause or provision of this resolution shall be
held invalid, the invalidity of such section, paragraph, clause or provision shall not affect any of
the remaining provisions of this resolution.
Section 18. All resolutions and orders or parts thereof in conflict with the provisions
of this resolution are,to the extent of such conflict, hereby repealed.
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Ames/419370-63/2"%z Hrg&Iss—Sewer Rev.
Section 19. This resolution shall be in full force and effect immediately upon its
adoption and approval, as provided by law.
Passed and approved October 9, 2018.
Mayor
Attest:
City Clerk
On motion and vote, the meeting adjourned.
Mayor .
Attest:
City Clerk
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Ames/419370-63/T4%Hrg&Iss—Sewer Rev.
ATTESTATION CERTIFICATE:
STATE OF IOWA
STORY COUNTY SS:
CITY OF AMES
I, the undersigned, City Clerk of the City of Ames, Iowa, do hereby certify that I have in
my possession or have access to the complete corporate records of the City and of its Council
and officers and that I have carefully compared the transcript hereto attached with those
corporate records and that the transcript hereto attached is a true, correct and complete copy of
all the corporate records in relation to the authorization and approval of a certain Sewer Revenue
Loan and Disbursement Agreement (the "Agreement") and the issuance of$5,700,000 Taxable
Sewer Revenue Bonds, Series 2018-2 (the"Bonds") of said City evidencing the City's obligation
under such Agreement and that the transcript hereto attached contains a true, correct and
complete statement of all the measures adopted and proceedings, acts and things had, done and
performed up to the present time with respect thereto.
I further certify that no objections were filed in my office and no objections of any kind
were made to the matter of entering into such Agreement or issuing such Bonds at the time and
place set for hearing thereon, and that no petition of protest or objections of any kind have been
filed or made, nor has any appeal been taken to the District Court from the decision of the City
Council to enter into the Agreement or to issue the Bonds.
WITNESS MY HAND this 9th day of October, 2018.
City Clerk
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
Ames/419370-63/2nd'/2 Hrg&Iss—Sewer Rev.
ESTABLISHMENT CERTIFICATE:
STATE OF IOWA
STORY COUNTY SS:
CITY OF AMES
I, the undersigned, City Clerk of the City of Ames, Iowa, do hereby certify that I have
complete access and control of all of the corporate records of the City and that, based upon
examination of such records, I have determined that the City did heretofore establish a Municipal
Sanitary Sewer System (the "Utility"), that the management and control of the Utility are vested
in the City Council, and that no board of trustees exists which has any part of the control and
management of the Utility.
I further certify that there is not pending or threatened any question or litigation
whatsoever touching the establishment, improvement or operation of the Utility and that there
are no bonds or other obligations of any kind now outstanding which are payable from or
constitute a lien upon the revenues derived from the operation of the Utility, except for the City's
outstanding Sewer Revenue Bond, SRF Series 2012, dated November 16, 2012; Taxable Sewer
Revenue Bond, SRF Series 2016, dated September 30, 2016; Taxable Sewer Revenue Bond,
SRF Series 2018, dated February 16, 2018; and the current issue of$5,700,000 Taxable Sewer
Revenue Bonds, Series 2018-2 of the City.
WITNESS MY HAND this 9th day of October, 2018.
City Clerk
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DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
85 =811
CITY BUDGET AMENDMENT AND CERTIFICATION RESOLUTION-FY 2019-AMENDMENT#1
To the Auditor of STORY County, Iowa:
The City Council of Ames in said County/Counties met on 9/25/2018
,at the place and hour set in the notice,a copy of which accompanies this certificate and is certified as to
publication.Upon taking up the proposed amendment,it was considered and taxpayers were heard for and against
the amendment.
The Council,after hearing all taxpayers wishing to be heard and considering the statements made by them,gave
final consideration to the proposed amendment(s)to the budget and modifications proposed at the hearing,if any.
thereupon,the following resolution was introduced.
RESOLUTION No. 18-554
A RESOLUTION AMENDING THE CURRENT BUDGET FOR THE FISCAL YEAR ENDING JUNE 3 2019
(AS AMENDED LAST ON N/A )
Be it Resolved by the Council of the City of Ames
Section 1. Following notice published 9/14/2018
and the public hearing held, 9/25/2018 the current budget(as previously amended)is amended as set out
herein and in the detail by fund type and activity that supports this resolution which was considered at that hearing:
Total Budget Total Budget
as certified Current after Current
or last amended Amendment Amendment
Revenues&Other Financing Sources
9
Taxes Levied on Property ...........::......>:•;: ..........................
P y 1 9,395,044 :•>:.::;;0 29,395,644
Less:Uncollected Property Taxes-Levy Year 2 0 0 0
Net Current Property Taxes 3 29,395,044 0 29,395,044
Delinquent Property Taxes 4 0 0 0
TIF Revenues 5 773,287 0 773,287
Other City Taxes 6 10,473,149 0 10,473,149
Licenses&Permits 7 1,651,950 0 1,651,950
Use of Money and Property 8 12,025,803 0 12,025,803
Intergovernmental 9 24,804,351 0 24,804,351
Charges for Services 10 291,520,391 2,250,000 293,770,391
Special Assessments 11 490,869 0 490,869
Miscellaneous 12 3,976,376 -2,243,400 1,732,976
Other Financing Sources 13 11,761,750 0 11,761,750
Transfers In 14 16,566,683 0 16,566,683
Total Revenues and Other sources 15 403,439,653 6,600 403,446,253
Expenditures&Other Financing Uses
Public Safety 16 20,067,639 ::.>.:;375,846 20,443,485
Public works 17 6,017,696 167,682 6,185,378
Health and Social Services 18 1,444,724 20,998 1,465,722
Culture and Recreation 19 9,026,188 118,245 9,144,433
Community and Economic Development 20 3,863,925 301,278 4,165,203
General Government 21 2,786,478 318,681 3,105,159
Debt Service 22 11,974,832 0 11,974,832
Capital Projects 23 16,642,866 28,300,474 44,943,340
Total Government Activities Expenditures 24 71,824,348 29,603,204 101,427,552
Business Type/Enterprises 25 294,659,050 41,367,751 336,026,801
Total Gov Activities&Business Expenditures 26 366,483,398 70,970,955 437,454,353
Transfers out 27 16,566,683 0 16,566,683
Total Expenditures/Transfers Out 28 383,050,081 70,970,955 454,021,036
Excess Revenues&Other Sources Over
(Under)Expenditures/Transfers Out Fiscal Year ,57 ••-70,964,355 ••••••-
••50,574,783
Beginning• Fund Balance July 1
y 3,355 0 654,733,355
Ending Fund Balance June 30 31 675,122,927 -70,964,355 604,158,572
Passed this 25 day of Selotembor 201
(Day) .(Mont arJ Ja.Ai'j
Signature�Ul Signature
City Clerk/ r— Mayor