2374ORDINANCE NO. 2374
COUNCIL MEMBER HALL INTRODUCED THE FOLLOWING ORDINANCE:
AN ORDINANCE AUTHORIZING THE ISSUANCE OF PUBLIC SAFETY EQUIPMENT
TAX ANTICIPATION BONDS OF THE CITY OF BLAIR, NEBRASKA, IN THE PRINCIPAL
AMOUNT OF UP TO SIX HUNDRED THOUSAND DOLLARS ($600,000) FOR THE
PURPOSE OF PAYING THE COST OF CERTAIN PUBLIC SAFETY EQUIPMENT AND
MISCELLANEOUS COSTS ASSOCIATED THEREWITH; DIRECTING THE APPLICATION
OF THE PROCEEDS OF THE BONDS; PRESCRIBING THE FORM OF THE BONDS;
PROVIDING FOR THE LEVY AND COLLECTION OF TAXES TO PAY THE SAME;
PROVIDING FOR THE SALE OF THE BONDS; AUTHORIZING OFFICERS OF THE CITY
TO ESTABLISH THE FINAL TERMS OF THE BONDS; AUTHORIZING THE DELIVERY
OF THE BONDS TO THE PURCHASER; AND ORDERING THE ORDINANCE PUBLISHED
IN PAMPHLET FORM.
BE IT ORDAINED BY THE MAYOR AND COUNCIL OF THE CITY OF BLAIR,
NEBRASKA:
Section 1. The Mayor and City Council of the City of Blair, Nebraska (the "City") hereby
find and determine that:
(a) it is necessary for the City to provide funds for the purpose of purchasing
new radios for the police department, fire department, and other departments supporting
public safety within the City and to pay miscellaneous costs associated therewith (the
"Project") for the City's fire department;
(b) in order to pay the cost of the Project it is necessary and advisable for the
City to issue its Public Safety Equipment Tax Anticipation Bonds in the amount of up to
$600,000;
(c) there are outstanding under the provisions of Section 18-1201 R.R.S. Neb.
2012, as amended (the "Act") the following Public Safety Equipment Tax Anticipation
Bonds of the City:
Issue
Principal Amount
Date of Issue Outstanding
Public Safety Equipment Tax
Anticipation Bonds, Series 2008 02/26/08
Public Safety Equipment Tax
Anticipation Bonds, Series 2015 12/21/2015
(collectively, the "Outstanding Bonds");
$280,000
$100,000
Final Maturity
03/01/23
12/15/25
(d) the special tax authorized under the Act is sufficient to provide for payment
of the principal of and interest on the Outstanding Bonds and the bonds herein authorized
(as well as any excess sinking funds required by the Act); and
(e) all conditions, acts and things required to exist or to be done precedent to
the issuance of public safety equipment tax anticipation bonds of the City in the principal
amount of up to Six Hundred Thousand Dollars ($600,000) pursuant to the Act do exist
and have been done as required by law.
Section 2. To provide for the payment of the costs specified in Section 1 hereof, there shall
be and there are hereby ordered issued Public Safety Equipment Tax Anticipation Bonds, Series
2018, of the City, in the principal amount of up to Six Hundred Thousand Dollars ($600,000) (the
"Bonds") with the Bonds bearing interest at the rates per annum (said interest to be computed on
the basis of a 360 -day year consisting of twelve 30 -day months) and maturing as provided the
Designation (as hereinafter defined); provided, that the Bonds shall mature, be subject to
redemption, bear such series designation, shall bear interest at the rate or rates per annum and shall
be issued and sold on such other terms as shall be determined in a written designation (the
"Designation") signed by the Mayor, City Administrator or City Treasurer (each, an "Authorized
Officer") on behalf of the City and which may be agreed to by the Purchaser identified pursuant
to Section 9 below, all within the following limitations:
(a) the aggregate principal amount of the Bonds shall not exceed the maximum
amount set forth in this Section 2;
(b) the true interest cost of the Bonds shall not exceed 4.50%;
(c) the aggregate amount of original issue premium and original issue discount
(if any) may result in an aggregate net original issue discount (if any) provided that the net
proceeds of the Bonds are sufficient to pay the costs of the Project;
(d) the longest maturity of the Bonds may not be later than December 31, 2029;
(e) two or more of the principal maturities may be combined and issued as
"term bonds" and the Authorized Officer may determine the mandatory sinking fund
payments and mandatory redemption amounts (any Bonds issued as "term bonds" shall be
redeemed at a redemption price equal to 100% of the principal amount thereof plus accrued
interest thereon to the date of redemption and may be selected for redemption by any
random method of selection determined appropriate by the Registrar (as hereinafter
designated) or by the Depository (as hereinafter designated)).
The Authorized Officers (or any one of them) are hereby authorized to make such determinations
on behalf of the Board and to evidence the same by execution and delivery of the Designation and
such determinations, when made and agreed to by the Purchaser, shall constitute the action of the
Board without further action of the Board.
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The Bonds shall be issued in fully registered form in the denomination of $5,000 or any
integral multiple thereof. The Bonds shall bear date of original issue of the date of delivery thereof.
Interest on the Bonds, at the respective rates for each maturity, shall be payable semiannually on
such dates and commencing on such date as set out in the Designation (each of said dates an
"Interest Payment Date") and the Bonds shall bear such interest from the date of original issue or
the most recent Interest Payment Date to which interest has been paid or provided for, whichever
is later. The interest due on each Interest Payment Date shall be payable to the registered owners
of record as of the close of business on the fifteenth day immediately preceding the Interest
Payment Date (or such other record date as may be set out in the Designation, the "Record Date"),
subject to the provisions of Section 4 hereof. The Bonds shall be numbered from 1 upwards in the
order of their issuance. No Bond shall be issued originally or upon transfer or partial redemption
having more than one principal maturity. The initial bond numbering and principal amounts for
each of the Bonds issued shall be designated by the City's Treasurer as directed by the Purchaser.
Payments of interest due on the Bonds prior to maturity or date of redemption shall be made by
the Paying Agent and Registrar, as designated pursuant to Section 3 hereof, by mailing a check or
draft in the amount due for such interest on each Interest Payment Date to the registered owner of
each Bond, as of the Record Date for such Interest Payment Date, to such owner's registered
address as shown on the books of registration as required to be maintained in Section 3 hereof.
Payments of principal and accrued interest thereon due at maturity or at any date fixed for
redemption prior to maturity shall be made by said Paying Agent and Registrar to the registered
owners upon presentation and surrender of the Bonds to said Paying Agent and Registrar. The
City and said Paying Agent and Registrar may treat the registered owner of any Bond as the
absolute owner of such Bond for the purpose of making payments thereon and for all other
purposes and neither the City nor the Paying Agent and Registrar shall be affected by any notice
or knowledge to the contrary, whether such Bond or any installment of interest due thereon shall
be overdue or not. All payments on account of interest or principal made to the registered owner
of any Bond in accordance with the terms of this Ordinance shall be valid and effectual and shall
be a discharge of the City and said Paying Agent and Registrar, in respect of the liability upon the
Bonds or claims for interest to the extent of the sum or sums so paid.
Section 3. The City Treasurer is hereby designated as the Paying Agent and Registrar for
the Bonds provided that the City reserves the right to designate a bank or trust company to serve
in such capacity and upon such agreed terms as shall be determined by the Mayor and Council.
The Paying Agent and Registrar shall keep and maintain for the City books for the registration and
transfer of the Bonds at the City offices. The names and registered addresses of the registered
owner or owners of the Bonds shall at all times be recorded in such books. Any Bond may be
transferred pursuant to its provisions at the office of said Paying Agent and Registrar by surrender
of such Bond for cancellation, accompanied by a written instrument of transfer, in form
satisfactory to said Paying Agent and Registrar, duly executed by the registered owner in person
or by such owner's duly authorized agent, and thereupon the Paying Agent and Registrar on behalf
of the City will deliver at its office (or send by registered mail to the transferee owner or owners
thereof at such transferee owner's or owners' risk and expense), registered in the name of such
transferee owner or owners, a new Bond or Bonds of the same interest rate, aggregate principal
amount and maturity. To the extent of the denominations authorized for the Bonds by this
Ordinance, one Bond may be transferred for several such Bonds of the same interest rate and
maturity, and for a like aggregate principal amount, and several such Bonds may be transferred for
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one or several such Bonds, respectively, of the same interest rate and maturity and for a like
aggregate principal amount. In every case of transfer of a Bond, the surrendered Bond shall be
canceled and destroyed. All Bonds issued upon transfer of the Bonds so surrendered shall be valid
obligations of the City evidencing the same obligations as the Bonds surrendered and shall be
entitled to all the benefits and protection of this Ordinance to the same extent as the Bonds upon
transfer of which they were delivered. The City and said Paying Agent and Registrar shall not be
required to transfer any Bond during any period fiom any Record Date until its immediately
following Interest Payment Date or to transfer any Bond called for redemption for a period of thirty
(30) days next preceding the date fixed for redemption.
Section 4. In the event that payments of interest due on the Bonds on an Interest Payment
Date are not timely made, such interest shall cease to be payable to the registered owners as of the
Record Date for such Interest Payment Date and shall be payable to the registered owners of the
Bonds as of a special date of record for payment of such defaulted interest as shall be designated
by the Paying Agent and Registrar whenever monies for the purpose of paying such defaulted
interest become available.
Section 5. If the date for payment of the principal of or interest on the Bonds shall be a
Saturday, Sunday, legal holiday or a day on which banking institutions in the City are authorized
by law or executive order to close, then the date for such payment shall be the next succeeding day
which is not a Saturday, Sunday, legal holiday or a day on which such banking institutions are
authorized to close, and payment on such day shall have the same force and effect as if made on
the nominal date of payment.
Section 6. The Bonds shall be subject to redemption, in whole or in part, prior to maturity
at any time on or after the fifth (5th) anniversary of the date of original issue thereof, at par (or
such other redemption price or prices as may be set out in the Designation) plus accrued interest
on the principal amount redeemed to the date fixed for redemption. Any Bonds issued as term
bonds as provided in the Designation are required to be redeemed in part prior to their stated
maturity in accordance with the applicable mandatory sinking fund schedule(s) provided in the
Designation. Such scheduled mandatory redemptions shall be at a price equal to 100% of the
principal amount redeemed plus interest accrued on the principal amount being redeemed to the
date fixed for redemption. The Paying Agent and Registrar shall select the Tenn Bonds for
mandatory redemption using any random method of selection deemed appropriate by the Paying
Agent and Registrar, subject to the provisions of Section 8 hereof.
The City may select the Bonds to be redeemed in its sole discretion but the Bonds shall be
redeemed only in amounts of $5,000 or integral multiples thereof. Bonds redeemed in part only
shall be surrendered to said Paying Agent and Registrar in exchange for new Bonds evidencing
the unredeemed principal thereof. Notice of redemption of any Bond called for redemption shall
be given at the direction of the City by said Paying Agent and Registrar by mail not less than thirty
(30) days prior to the date fixed for redemption, first class, postage prepaid, sent to the registered
owner of such Bond at said owner's registered address. Such notice shall designate the Bond or
Bonds to be redeemed by maturity or otherwise, the date of original issue and the date fixed for
redemption and shall state that such Bond or Bonds are to be presented for prepayment at the office
of said Paying Agent and Registrar. Notice of redemption of any Term Bonds called for mandatory
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redemption shall be given without further direction by the City. In case of any Bond partially
redeemed, such notice shall specify the portion of the principal amount of such Bond to be
redeemed. No defect in the mailing of notice for any Bond shall affect the sufficiency of the
proceedings of the City designating the Bonds called for redemption or the effectiveness of such
call for Bonds for which notice by mail has been properly given and the City shall have the right
to further direct notice of redemption for any such Bond for which defective notice has been given.
Section 7. The Bonds shall be in substantially the following form:
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UNITED STATES OF AMERICA
STATE OF NEBRASKA
COUNTY OF WASHINGTON
PUBLIC SAFETY EQUIPMENT TAX ANTICIPATION BOND
OF THE CITY OF BLAIR, NEBRASKA
SERIES 2018
No. $
Interest Rate Maturity Date of Original Issue CUSIP No.
Registered Owner:
Principal Amount:
Dollars ($
KNOW ALL PERSONS BY THESE PRESENTS: That the City of Blair, in the County
of Washington, in the State of Nebraska (the "City"), hereby acknowledges itself to owe and for
value received promises to pay to the registered owner specified above, or registered assigns, the
principal amount specified above in lawful money of the United States of America on the date of
maturity specified above with interest thereon to maturity (or earlier redemption) from the date of
original issue or most recent Interest Payment Date to which interest has been paid or provided
for, whichever is later, at the rate per annum specified above, payable semiannually on
and of each year, commencing , 20 (each of said dates
an "Interest Payment Date"). Said interest shall be computed on the basis of a 360 -day year
consisting of twelve 30 -day months. The principal hereof and unpaid accrued interest thereon due
at maturity or upon redemption prior to maturity are payable upon presentation and surrender of
this bond at the office of the City Treasurer, the Paying Agent and Registrar, in Blair, Nebraska.
Interest on this bond due prior to maturity or earlier redemption will be paid on each Interest
Payment Date by a check or draft mailed by the Paying Agent and Registrar to the registered owner
of this bond, as shown on the books of record maintained by the Paying Agent and Registrar, at
the close of business on the fifteenth (15th) day immediately preceding the Interest Payment Date,
to such owner's registered address as shown on such books and records (the "Record Date"). Any
interest not so timely paid shall cease to be payable to the person entitled thereto as of the Record
Date such interest was payable, and shall be payable to the person who is the registered owner of
this bond (or of one or more predecessor bonds hereto) on such special record date for payment of
such defaulted interest as shall be fixed by the Paying Agent and Registrar whenever monies for
such purpose become available.
This bond is one of an issue of fully registered bonds of the total principal amount of
Dollars ($ ), of even date and like tenor except as to date of
maturity, rate of interest and denomination which were issued by the City for the purpose of paying
the cost of public safety equipment and miscellaneous costs associated therewith, all in strict
compliance with Sections 18-1201 and 18-1202 R.R.S. Neb. 2012, as amended. The issuance of
said bonds has been authorized by proceedings duly had and an ordinance legally passed, approved
and published by the Mayor and Council of said City (the "Ordinance").
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Bonds of this issue are subject to redemption at the option of the City, in whole or in part,
at any time on or after the fifth anniversary of the date of original issue thereof, [at par] plus interest
accrued on the principal amount redeemed to the date fixed for redemption.
[Bonds of this issue maturing on , 20_ (the "Term Bonds") are required to
be redeemed prior to their stated maturity, commencing on , 20 , and continuing
on of each year thereafter, in part, which redemptions shall be in the years and for
the principal amounts set forth below:
Year of Redemption Amount Required to be Redeemed
(final maturity)
Such mandatory redemptions shall be at a price equal to 100% of the principal amount redeemed
plus interest accrued on the principal amount being redeemed to the date fixed for redemption.
The Paying Agent and Registrar shall select the Term Bonds for mandatory redemption using any
random method of selection deemed appropriate by the Paying Agent and Registrar.]
Notice of redemption shall be given by mail to the registered owner of any bond to be
redeemed at said registered owner's address in the manner specified in the Ordinance. Individual
bonds may be redeemed in part but only in $5,000 amounts or integral multiples thereof.
This bond is transferable by the registered owner or such owner's attorney duly authorized
in writing at the office of the Paying Agent and Registrar upon surrender and cancellation of this
bond, and thereupon a new bond or bonds of the same aggregate principal amount, interest rate
and maturity will be issued to the transferee as provided in the Ordinance, subject to the limitations
therein prescribed. The City, the Paying Agent and Registrar and any other person may treat the
person in whose name this bond is registered as the absolute owner hereof for the purpose of
receiving payment due hereunder and for all purposes and shall not be affected by any notice to
the contrary, whether this bond be overdue or not.
If the date for payment of the principal of or interest on this bond shall be a Saturday,
Sunday, legal holiday or a day on which banking institutions in the City of Blair, Nebraska are
authorized by law or executive order to close, then the date for such payment shall be the next
succeeding day which is not a Saturday, Sunday, legal holiday or a day on which such banking
institutions are authorized to close, and payment on such day shall have the same force and effect
as if made on the nominal date of payment.
IT IS HEREBY CERTIFIED AND WARRANTED that all conditions, acts and things
required by law to exist or to be done precedent to and in the issuance of this bond did exist, did
happen and were done and performed in regular and due form and time as required by law and that
the indebtedness of said City, including this bond, does not exceed any limitation imposed by law.
The City has agreed to make a special levy of taxes as permitted by Section 18-1201 R.R.S. Neb.,
2012, as amended, of not more than 5¢ per $100 of taxable value on all the taxable property within
the City, which tax shall be sufficient in rate and amount to fully pay the principal and interest of
the Outstanding Bonds (as defined in the Ordinance), this bond and the other bonds of this issue
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as the same become due. The City agrees that said bonds shall be secured by such tax so assessed
and levied and shall be payable only out of the funds derived from such tax.
AS PROVIDED IN THE ORDINANCE REFERRED TO HEREIN, UNTIL THE
TERMINATION OF THE SYSTEM OF BOOK -ENTRY -ONLY TRANSFERS THROUGH THE
DEPOSITORY TRUST COMPANY, NEW YORK, NEW YORK (TOGETHER WITH ANY
SUCCESSOR SECURITIES DEPOSITORY APPOINTED PURSUANT TO THE
ORDINANCE, "DTC"), AND NOTWITHSTANDING ANY OTHER PROVISIONS OF THE
ORDINANCE TO THE CONTRARY, A PORTION OF THE PRINCIPAL AMOUNT OF THIS
BOND MAY BE PAID OR REDEEMED WITHOUT SURRENDER HEREOF TO THE
PAYING AGENT AND REGISTRAR. DTC ORA NOMINEE, TRANSFEREE OR ASSIGNEE
OF DTC OF THIS BOND MAY NOT RELY UPON THE PRINCIPAL AMOUNT INDICATED
HEREON AS THE PRINCIPAL AMOUNT HEREOF OUTSTANDING AND UNPAID. THE
PRINCIPAL AMOUNT HEREOF OUTSTANDING AND UNPAID SHALL FOR ALL
PURPOSES BE THE AMOUNT DETERMINED IN THE MANNER PROVIDED IN THE
ORDINANCE.
UNLESS THIS BOND IS PRESENTED BY AN AUTHORIZED OFFICER OF DTC (A)
TO THE PAYING AGENT AND REGISTRAR FOR REGISTRATION OF TRANSFER OR
EXCHANGE OR (B) TO THE PAYING AGENT AND REGISTRAR FOR PAYMENT OF
PRINCIPAL, AND ANY BOND ISSUED IN REPLACEMENT HEREOF OR SUBSTITUTION
HEREOF IS REGISTERED IN THE NAME OF DTC AND ANY PAYMENT IS MADE TO
DTC OR ITS NOMINEE, ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR
VALUE OR OTHERWISE BY OR TO ANY PERSONS IS WRONGFUL BECAUSE ONLY
THE REGISTERED OWNER HEREOF, DTC OR ITS NOMINEE, HAS AN INTEREST
HEREIN.
This bond shall not be valid and binding on the City until authenticated by the Paying
Agent and Registrar.
IN WITNESS WHEREOF, the Mayor and Council of the City of Blair, Nebraska, have
caused this bond to be executed on behalf of the City with the facsimile signatures of the Mayor
and the City Clerk and by causing the official seal of the City to be imprinted hereon or affixed
hereto, all as of the date of original issue specified above.
ATTEST:
(Do not sign)
City Clerk
(SEAL)
CITY OF BLAIR, NEBRASKA
(Do not sign)
Mayor
CERTIFICATE OF AUTHENTICATION
AND REGISTRATION
This bond is one of the series designated therein and has been registered to the owner
named in said bond and the name of such owner has been recorded in the books of record
maintained by the undersigned as Paying Agent and Registrar for said issue of bonds.
(Do not sign)
City Treasurer, as Paying Agent and
Registrar for the City of Blair, Nebraska
(Form of Assignment)
For value received hereby sells, assigns and transfers unto
(Social Security or Taxpayer I.D. No. ) the within bond and hereby irrevocably
constitutes and appoints , attorney, to transfer the same on the books of
registration in the office of the within mentioned Paying Agent and Registrar with full power of
substitution in the premises.
Dated:
Registered Owner(s)
Signature Guaranteed
By
Authorized Officer(s)
Note: The signature(s) on this assignment MUST CORRESPOND with the name(s) as written on
the face of the within bond in every particular, without alteration, enlargement or any change
whatsoever, and must be guaranteed by a commercial bank or a trust company or by a firm having
membership on the New York, Midwest or other stock exchange.
Section 8. Each of the Bonds shall be executed on behalf of the City with the facsimile
signatures of the Mayor and the City Clerk and shall have imprinted thereon the City's seal. Unless
it is determined otherwise in the Designation, the Bonds shall be issued initially as
"book -entry -only" bonds under the services of The Depository Trust Company (the "Depository"),
with one typewritten bond per maturity being issued to the Depository. In such connection said
officers are authorized to execute and deliver a Letter of Representations (the "Letter of
Representations") in the form required by the Depository (which may be in the form of a blanket
letter, including any such letter previously executed and delivered), for and on behalf of the City,
which shall thereafter govern matters with respect to registration, transfer, payment and
redemption of the Bonds. With respect to the issuance of the Bonds as "book -entry -only" bonds,
the following provisions shall apply:
(a) The City and the Paying Agent and Registrar shall have no responsibility or
obligation to any broker-dealer, bank or other financial institution for which the Depository
holds Bonds as securities depository (each, a "Bond Participant") or to any person who is
an actual purchaser of a Bond from a Bond Participant while the Bonds are in book -entry
form (each, a `Beneficial Owner") with respect to the following:
(i) the accuracy of the records of the Depository, any nominees of the
Depository or any Bond Participant with respect to any ownership interest in the
Bonds;
(ii) the delivery to any Bond Participant, any Beneficial Owner or any other
person, other than the Depository, of any notice with respect to the Bonds, including
any notice of redemption; or
(iii) the payment to any Bond Participant, any Beneficial Owner or any
other person, other than the Depository, of any amount with respect to the Bonds.
The Paying Agent and Registrar shall make payments with respect to the Bonds only to or
upon the order of the Depository or its nominee, and all such payments shall be valid and
effective fully to satisfy and discharge the obligations with respect to such Bonds to the
extent of the sum or sums so paid. No person other than the Depository shall receive an
authenticated Bond, except as provided in (e) below.
(b) Upon receipt by the Paying Agent and Registrar of written notice from the
Depository to the effect that the Depository is unable or unwilling to discharge its
responsibilities, the Paying Agent and Registrar shall issue, transfer and exchange Bonds
requested by the Depository in appropriate amounts. Whenever the Depository requests
the Paying Agent and Registrar to do so, the Paying Agent and Registrar will cooperate
with the Depository in taking appropriate action after reasonable notice (i) to arrange, with
the prior written consent of the City, for a substitute depository willing and able upon
reasonable and customary terms to maintain custody of the Bonds or (ii) to make available
Bonds registered in whatever name or names as the Beneficial Owners transferring or
exchanging such Bonds shall designate.
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(c) If the City determines that it is desirable that certificates representing the
Bonds be delivered to the ultimate beneficial owners of the Bonds and so notifies the
Paying Agent and Registrar in writing, the Paying Agent and Registrar shall so notify the
Depository, whereupon the Depository will notify the Bond Participants of the availability
through the Depository of bond certificates representing the Bonds. In such event, the
Paying Agent and Registrar shall issue, transfer and exchange bond certificates
representing the Bonds as requested by the Depository in appropriate amounts and in
authorized denominations.
(d) Notwithstanding any other provision of this Ordinance to the contrary, so long
as any Bond is registered in the name of the Depository or any nominee thereof, all
payments with respect to such Bond and all notices with respect to such Bond shall be
made and given, respectively, to the Depository as provided in the Letter of
Representations.
(e) Registered ownership of the Bonds may be transferred on the books of
registration maintained by the Paying Agent and Registrar, and the Bonds may be
delivered in physical form to the following:
(i) any successor securities depository or its nominee; or
(ii) any person, upon (A) the resignation of the Depository
from its functions as depository or (B) termination of the use of the
Depository pursuant to this Section.
(f) In the event of any partial redemption of a Bond unless and until such partially
redeemed bond has been replaced in accordance with the provisions of this Ordinance, the
books and records of the Paying Agent and Registrar shall govern and establish the
principal amount of such bond as is then outstanding and all of the Bonds issued to the
Depository or its nominee shall contain a legend to such effect.
If the Bonds are not initially issued as book -entry bonds, or if for any reason the Depository is
terminated or resigns and is not replaced, the City shall immediately provide a supply of printed
bond certificates, duly executed by manual or facsimile signatures of the Mayor and City Clerk
and sealed with the City's seal, for issuance upon the transfers from the Depository and subsequent
transfers or in the event of partial redemption. In the event that such supply of certificates shall be
insufficient to meet the requirements of the Paying Agent and Registrar for issuance of
replacement certificates upon transfer or partial redemption, the City agrees to order printed an
additional supply of such certificates and to direct their execution by manual or facsimile
signatures of its then duly qualified and acting Mayor and City Clerk and by imprinting thereon or
affixing thereto the City's seal. In case any officer whose signature or facsimile thereof shall
appear on any Bond shall cease to be such officer before the delivery of such bond (including such
certificates delivered to the Paying Agent and Registrar for issuance upon transfer or partial
redemption), such signature or such facsimile signature shall nevertheless be valid and sufficient
for all purposes the same as if such officer or officers had remained in office until the delivery of
such bond. The Bonds shall not be valid and binding on the City until authenticated by the Paying
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Agent and Registrar.
Section 9. The Bonds shall be delivered to the Paying Agent and Registrar for
registration and authentication. Upon execution, registration, and authentication of the Bonds,
they shall be delivered to the City Treasurer, who is authorized to deliver them to Ameritas
Investment Corp., as underwriter (or to any other purchaser that may be identified in the
Designation; hereinafter the "Purchaser") as initial purchaser thereof. The Bonds are to be sold to
the Purchaser for a purchase price of not less than 98.5% of the principal amount thereof, plus or
minus original issue discount and/or premium (within the limitations of Section 2), plus accrued
interest thereon, if any, to date of payment for the Bonds. Such Purchaser and its agents,
representatives and counsel (including its bond counsel) are hereby authorized to take such actions
on behalf of the City as are necessary to effectuate the closing of the issuance and sale of the
Bonds, including without limitation, authorizing the release of the Bonds by the Depository at
closing. Said initial Purchaser shall have the right to direct the registration of the Bonds and the
denominations thereof within each maturity, subject to the restrictions of this Ordinance. Any of
the Authorized Officers of the City are hereby authorized to execute and deliver the Bond Purchase
Agreement for and on behalf of the City. The Treasurer of the City shall maintain a record of
information with respect to the Bonds as required under Section 10-140, R.R.S. 2012, and shall
cause the same to be filed in the office of the Auditor of Public Accounts of the State of Nebraska.
The City Clerk shall make and certify a duplicate transcript of the proceedings of the Mayor and
Council with respect to the Bonds which shall be delivered to said Purchaser. The officers of the
City are further authorized to take such actions as such officers may deem necessary or appropriate
in order to carry out the terms of this Ordinance.
Section 10. The proceeds of the Bonds shall be applied to the payment of the costs of the
Project as described in Section 1 hereof upon order of the Mayor and Council. Accrued interest
received from the sale of the Bonds, if any, shall be applied to pay interest falling due on said
Bonds next coming due. Expenses of issuance of the Bonds may be paid from the proceeds of the
Bonds.
Section 11. The City agrees that it shall, pursuant to Section 18-1201 R.R.S. Neb. 2012,
as amended, levy a special tax so long as any of the Outstanding Bonds and the Bonds remain
outstanding of not more than 50 per $100 of taxable value on all the taxable property within the
City. The City further agrees that such tax shall be levied in such amount so that in each calendar
year in which payments of principal and interest fall due on the Outstanding Bonds and the Bonds,
the anticipated amount to be collected from such tax shall be an amount of not less than 112% of
the total amount of principal and interest payable on the Outstanding Bonds and the Bonds in such
calendar year. The Outstanding Bonds and the Bonds shall be secured by such tax and shall be
payable out of the funds derived from such tax. On receipt of such taxes, the City Treasurer shall
hold such tax in a separate fund for the purpose of paying the Bonds and the Outstanding Bonds
or making redemptions as provided in Section 6 of this Ordinance.
Section 12. The City hereby covenants to the purchasers and holders of the Bonds hereby
authorized that it will make no use of the proceeds of said bond issue, including monies held in
any sinking fund for the Bonds, which would cause the Bonds to be arbitrage bonds within the
meaning of Sections 103(b) and 148 of the Internal Revenue Code of 1986, as amended (the
"Code"), and further covenants to comply with said Sections 103(b) and 148 and all applicable
regulations thereunder throughout the tern of said bond issue. The City hereby covenants and
agrees to take all actions necessary under the Code to maintain the tax exempt status (as to
taxpayers generally) of interest payable on the Bonds. The City hereby designates the Bonds as
its "qualified tax-exempt obligations" pursuant to Section 265(b)(3)(B)(i)(III) of the Code and
covenants and warrants that it does not reasonably expect to issue tax-exempt bonds or other tax-
exempt obligations aggregating in principal amount more than $10,000,000 during the calendar
year that the Bonds are issued (taking into consideration the exception for current refunding
issues).
Section 13. The City's obligations under this Ordinance with respect to any or all of the
Bonds herein authorized shall be fully discharged and satisfied as to any or all of such Bonds and
any such Bond shall no longer be deemed to be outstanding hereunder if such Bond has been
purchased by the City and canceled or when the payment of the principal of and interest thereon
to the respective date of maturity or redemption (a) shall have been made or caused to be made in
accordance with the terms thereof or (b) shall have been provided for by depositing with a national
or state bank having trust powers, or trust company, in trust, solely for such payment (i) sufficient
money to make such payment and/or (ii) direct general obligations (including obligations issued
or held in book entry form on the books of the Department of Treasury of the United States of
America) of or obligations the principal and interest of which are unconditionally guaranteed by
the United States of America (herein referred to as "U.S. Government Obligations") in such
amount and bearing interest payable and maturing or redeemable at stated fixed prices at the option
of the holder as to principal, at such time or times, as will ensure the availability of sufficient
money to make such payment; provided, however, that with respect to any Bond to be paid prior
to maturity, the City shall have duly called such bond for redemption and given notice of such
redemption as provided by law or made irrevocable provision for the giving of such notice. Any
money so deposited with such bank or trust company may be invested or reinvested in U.S.
Government Obligations at the direction of the City, and all interest and income from U.S.
Government Obligations in the hands of such bank or trust company in excess of the amount
required to pay principal of and interest on the Bonds for which such monies or U.S. Government
Obligations were deposited shall be paid over to the City as and when collected.
Section 14. Without in any way limiting the power, authority or discretion elsewhere herein
granted or delegated, the Mayor and the City Council hereby authorize and direct all of the officers,
employees and agents of the City to carry out, or cause to be carried out, and to perform such
obligations of the City and such other actions as they, or any one of them, shall consider necessary,
advisable, desirable, or appropriate in connection with this ordinance, and the issuance, sale and
delivery of the Bonds, including, without limitation and whenever appropriate, the execution and
delivery thereof and of all other related documents (including the Bond Purchase Agreement),
instruments, certifications and opinions; and delegates, authorizes and directs the Mayor and the City
Administrator (or either one of them) the right, power and authority to exercise his or her own
independent judgment and discretion in determining and finalizing the terms, provisions, form and
contents of each of the foregoing. The execution and delivery by the Mayor or City Administrator
or by any such other officer, officers, agent or agents of the City of any such documents, instruments,
certifications and opinions, or the doing by him or her of any act in connection with any of the matters
which are the subject of this ordinance, shall constitute conclusive evidence of both the City's and
his or her approval of all changes, modifications, amendments, revisions and alterations made
therein, and shall conclusively establish his or her authority with respect thereto from the City and
the authorization, approval and ratification by the City of the documents, instruments and
certifications so executed and the action so taken.
Section 15. In order to promote compliance with certain federal tax and securities laws
relating to the bonds herein authorized (as well as other outstanding bonds and notes) the policy and
procedures attached hereto as Exhibit "A" (the "Post -Issuance Compliance Policy and Procedures")
are hereby adopted and approved in all respects. To the extent that there is any inconsistency between
the attached Post -Issuance Compliance Policy and Procedures and any similar policy or procedures
previously adopted and approved, the Post -Issuance Compliance Policy and Procedures shall control.
Section 16. Each Authorized Officer is authorized to prepare, approve and deem final on
behalf of the City a preliminary offering circular or official statement, as applicable, for use by the
Purchaser in connection with the offering and sale of the Bonds, and to approve a final offering
circular or official statement, as applicable, in accordance with any applicable governing laws,
rules or regulations.
[NO FURTHER TEXT ON THIS PAGE]
EXHIBIT "A"
POLICY AND PROCEDURES
[SEE ATTACHED]
Policy and Procedures
Federal Tax Law and Disclosure Requirements for
Tax-exempt Bonds and/or Tax Advantaged Bonds
ISSUER NAME: The City of Blair, Nebraska
COMPLIANCE OFFICER (BY TITLE):City Administrator
POLICY
It is the policy of the Issuer identified above (the "Issuer") to comply with all Federal tax
requirements and securities law continuing disclosure obligations for its obligations issued as tax-
exempt bonds (or as tax credit, direct pay subsidy or other tax -advantaged bonds, as applicable) to
ensure, as applicable (a) that interest on its tax-exempt bonds remains exempt from Federal income
tax, (b) that the direct payments or tax credits associated with its bonds issued as tax advantaged
bonds are received in a timely manner and (c) compliance with any continuing disclosure
obligations of the Issuer with respect to its outstanding bonds.
PROCEDURES
Compliance Officer. Review of compliance with Federal tax requirements and securities law
continuing disclosure obligations as generally outlined below shall be conducted by the
Compliance Officer identified above (the "Compliance Officer"). To the extent more than one
person has been delegated specific responsibilities, the Compliance Officer shall be responsible
for ensuring coordination of all compliance review efforts.
Training. The Compliance Officer shall evaluate and review educational resources regarding post -
issuance compliance with Federal tax and securities laws, including periodic review of resources
published for issuers of tax-exempt obligations by the Internal Revenue Service (either on its
website at http://www.irs.gov/taxexemptbond, or elsewhere) and the Municipal Securities
Rulemaking Board (either on its Electronic Municipal Market Access website ["EMMA"] at
http://www.emma.msrb.or , or elsewhere).
Compliance Review. A compliance review shall be conducted at least annually by or at the
direction of the Compliance Officer. The review shall occur at the time the Issuer's annual audit
takes place, unless the Compliance Officer otherwise specifically determines a different time
period or frequency of review would be more appropriate.
Scope of Review.
Document Review. At the compliance review, the following documents (the "Bond Documents")
shall be reviewed for general compliance with covenants and agreements and applicable
regulations with respect to each outstanding bond issue:
(a) the resolution(s) and/or ordinance(s), as applicable, adopted by the governing body of the
Issuer authorizing the issuance of its outstanding bonds, together with any documents setting
the final rates and terms of such bonds (the "Authorizing Proceedings"),
(b) the tax documentation associated with each bond issue, which may include some or all of the
following (the "Tax Documents"):
(i) covenants, certifications and expectations regarding Federal tax requirements which are
described in the Authorizing Proceedings;
(ii) Form 8038 series filed with the Internal Revenue Service;
(iii)tax certificates, tax compliance agreements, tax regulatory agreement or similar
documents;
(iv)covenants, agreements, instructions or memoranda with respect to rebate or private use;
(v) any reports from rebate analysts received as a result of prior compliance review or
evaluation efforts; and
(vi)any and all other agreements, certificates and documents contained in the transcript
associated with the Authorizing Proceedings relating to federal tax matters.
(c) the Issuer's continuing disclosure obligations, if any, contained in the Authorizing Proceedings
or in a separate agreement (the "Continuing Disclosure Obligations"), and
(d) any communications or other materials received by the Issuer or its counsel, from bond
counsel, the underwriter or placement agent or its counsel, the IRS, or any other material
correspondence relating to the tax-exempt status of the Issuer's bonds or relating to the Issuer's
Continuing Disclosure Obligations.
Use and Timely Expenditure of Bond Proceeds. Expenditure of bond proceeds shall be reviewed
by the Compliance Officer to ensure (a) such proceeds are spent for the purpose stated in the
Authorizing Proceedings and as described in the Tax Documents and (b) that the proceeds, together
with investment earnings on such proceeds, are spent within the timeframes described in the Tax
Documents, and (c) that any mandatory redemptions from excess bond proceeds are timely made
if required under the Authorizing Proceedings and Tax Documents.
Arbitrage Yield Restrictions and Rebate Matters. The Tax Documents shall be reviewed by the
Compliance Officer to ensure compliance with any applicable yield restriction requirements under
Section 148(a) of the Internal Revenue Code (the "Code") and timely calculation and payment of
any rebate and the filing of any associated returns pursuant to Section 148(f) of the Code. A
qualified rebate analyst shall be engaged as appropriate or as may be required under the Tax
Documents.
Use of Bond Financed Property. Expectations and covenants contained in the Bond Documents
regarding private use shall be reviewed by the Compliance Officer to ensure compliance. Bond -
financed properties shall be clearly identified (by mapping or other reasonable means). Prior to
execution, the Compliance Officer (and bond counsel, if deemed appropriate by the Compliance
Officer) shall review (a) all proposed leases, contracts related to operation or management of bond -
financed property, sponsored research agreements, take -or -pay contracts or. other agreements or
arrangements or proposed uses which have the potential to give any entity any special legal
entitlement to the bond -financed property, (b) all proposed agreements which would result in
disposal of any bond -financed property, and (c) all proposed uses of bond -financed property which
were not anticipated at the time the bonds were issued. Such actions could be prohibited by the
Authorizing Proceedings, the Tax Documents or Federal tax law.
Continuing Disclosure. Compliance with the Continuing Disclosure Obligations with respect to
each bond issue shall be evaluated (a) to ensure timely compliance with any annual disclosure
requirement, and (b) to ensure that any material events have been properly disclosed as required
by the Continuing Disclosure Obligation.
Record Keeping. If not otherwise specified in the Bond Documents, all records related to each
bond issue shall be kept for the life of the indebtedness associated with such bond issue (including
all tax-exempt refundings) plus six (6) years.
Incorporation of Tax Documents. The requirements, agreements and procedures set forth in the
Tax Documents, now or hereafter in existence, are hereby incorporated into these procedures by
this reference and are adopted as procedures of the Issuer with respect to the series of bonds to
which such Tax Documents relate.
Consultation RegardingQuestions or Concerns. Any questions or concerns which arise as a result
of any review by the Compliance Officer shall be raised by the Compliance Officer with the
Issuer's counsel or with bond counsel to determine whether non-compliance exists and what
measures should be taken with respect to any non-compliance.
VCAP and Remedial Actions. The Issuer is aware of (a) the Voluntary Closing Agreement
Program (known as "VCAP") operated by the Internal Revenue Service which allows issuers under
certain circumstances to voluntarily enter into a closing agreement in the event of certain non-
compliance with Federal tax requirements and (b) the remedial actions available to issuers of
certain bonds under Section 1.141-12 of the Income Tax Regulations for private use of bond
financed property which was not expected at the time the bonds were issued.
Section 17. This Ordinance shall be in force and take effect from and after its passage and
publication in pamphlet form as provided by law.
PASSED AND APPROVED this 28TH day of August, 2018.
JAM,1S REALPH, MAYOR
ATTEST:
BRENDA WHEELER, CITY CLERK
(SEAL)
STATE OF NEBRASKA )
) ss
WASHINGTON COUNTY )
BRENDA WHEELER, hereby certifies that she is the duly appointed, qualified and acting City
Clerk of the City of Blair Nebraska, and that the above and foregoing Ordinance was passed and
approved at a regular meeting of the Mayor and City Council of said City held on the 10th day of
April, 2018.
zu'r'� (/lJ
AJC, -,-
BRENDA WHEELER, CITY CLERK