HomeMy WebLinkAboutord1988-087r
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INTRODUCED BY: Consent
PROPOSED BY: Exec.
DATE INTRODUCED: 10 -20 -88
11 ORDINANCE NO. #88 -87`
AN ORDINANCE OF WHATCOM COUNTY, WASHINGTON,
PROVIDING FOR THE ISSUANCE OF LIMITED TAX
GENERAL OBLIGATIONS BONDS IN THE AGGREGATE
PRINCIPAL AMOUNT OF NOT TO EXCEED $4,500,000
TO OBTAIN PART OF THE FUNDS NECESSARY TO PAY
THE COST OF PLANNING, SITING, ACQUIRING,
CONSTRUCTING AND INSTALLING A SOLID WASTE
LANDFILL FOR THE COUNTY; PROVIDING FOR THE
ISSUANCE AND SALE OF BOND ANTICIPATION NOTES
OF THE COUNTY IN THE AGGREGATE PRINCIPAL
AMOUNT OF $4,500,000; FIXING THE DATE,
INTEREST RATE, MATURITY, FORM, TERMS AND
COVENANTS OF SAID NOTES; AND CONFIRMING THE
SALE OF SAID NOTES.
WHEREAS, Whatcom County, Washington (the "County ") , now owns,
maintains and operates a solid waste landfill which is in need of
replacement; and
WHEREAS, the County has determined to close the existing
landfill and locate a site for solid waste disposal and acquire
and construct a solid waste disposal facility thereon, sufficient
to meet the County's foreseeable future needs (the "Project ") , and
has determined that, to pay for a portion of the cost of the
Project and to pay costs incidental thereto, there should be
issued limited tax general obligation bonds of the County in the
aggregate principal amount of $4,500,000; and
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WHEREAS, pending the issuance of the County's limited tax
general obligations bonds, the County proposes to borrow money
and issue its bond anticipation notes; and
WHEREAS, Chapter 39.50 RCW authorizes the issuance of short -
term obligations by counties in anticipation of the issuance of
general obligation bonds; and
WHEREAS, Harper, McLean & Company, Seattle, Washington, has
offered to purchase such bond anticipation notes of the County in
the aggregate principal amount of $4,500,000 on the terms herein-
after set forth; and
WHEREAS, in the judgment of the County Council it is in the
best interests of the County that said notes be sold pursuant to
such offer;
NOW, THEREFORE, BE IT ORDAINED by the Whatcom County Council:
SECTION 1. Definitions. As used in this ordinance, the
following words shall have the following meanings:
"Bonds" means the limited tax general obligations bonds in
the principal amount of $4,500,000, authorized pursuant to Section
3 of this ordinance.
"Council" means the County Council of Whatcom County as the
same shall be duly and regularly constituted from time to time.
"County" means Whatcom County, a political subdivision duly
organized and existing under the laws of the State of Washington.
"Notes" means the interest bearing bond anticipation notes
in the aggregate principal amount of not to exceed $4,500,000 to
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CMWB.058
be issued pursuant to this ordinance to provide interim financing
for the purposes set forth herein.
"Note Fund" means the special fund of the County designated
as the Bond Anticipation Note Fund, 1988, created by Section 7
hereof.
"Note Register" means the books or records maintained by the
Note Registrar for the purpose of registration of the Notes.
"Note Registrar" means collectively the fiscal agency of the
State of Washington in either Seattle, Washington or New York, New
York, for the purposes of registering and authenticating the
Notes, maintaining the Note Register, effecting transfer of
ownership of the Notes, and paying the principal of and interest
on the Notes.
"Project" means the planning, siting, acquisition, construc-
tion and equipping of a new solid waste landfill for the County
and closing of the County's existing landfill, as authorized by
Section 2 of this ordinance, to be financed by the Bonds and Notes
authorized herein.
"Solid Waste Fund" means the "Solid Waste Management Fund"
created heretofore by authorization of the Council.
. "Treasurer" means the Whatcom County Treasurer or any
successor to his /her function as treasurer of the County.
"Underwriter" means Harper, McLean & Company, Seattle,
Washington.
SECTION 2. Project. The County Council hereby authorizes
and approves the planning for, evaluation, selection and siting
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CMWB.058
of a new solid waste disposal site sufficient to meet the County's
reasonably foreseeable future needs, and the purchase and con-
struction thereof and the closing of the County's existing
landfill (the "Project "), such Project to be undertaken as
provided by the County's Comprehensive Solid Waste Plan, as
amended and approved pursuant to RCW ch. 70.95.
SECTION 3. Cost of the Project and Authorization of Bonds.
The estimated cost of acquiring, constructing and installing the
Project is hereby declared to be, as near as may be, the sum of
$4,500,000. The financing of such cost shall be provided from
the proceeds of sale of bonds of the County in the principal
amount of $4,500,000 or so much thereof as is determined to be
necessary by the Council.
For the purpose of providing funds with which to pay a
portion of the cost of the Project authorized by Section 2 of this
ordinance and a portion of the necessary expenses in connection
therewith, there shall be issued and sold bonds of the County in
the aggregate principal amount of $4,500,000 to be designated
"Whatcom County, Washington Limited Tax General Obligation Bonds,
19_," (the "Bonds ").
The Bonds shall be in such denomination(s) and form; shall
be dated, and bear interest at such rate or rates; shall be
payable at such place or places; and shall have such option of
payment prior to maturity as provided hereafter by ordinance of
the Council.
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SECTION 4. Authorization of Notes. In order to provide
interim financing for the Project authorized in Section 2 hereof
and in anticipation of the issuance of the Bonds, the County shall
issue its short term obligations in the form of bond anticipation
notes in the aggregate principal amount of $4,500,000. Said short
term obligations shall be designated "Whatcom County, Washington
Limited Tax General Obligation Bond Anticipation Notes, 1988,"
shall be dated as of the date of issuance thereof to the Under-
writer, shall be in fully registered form, shall be in denom-
inations of $5,000 each, or any integral multiple thereof at the
option of the registered owner, shall be numbered from 1 upward
and shall mature on November 15, 1991. The Notes shall bear
interest on unpaid principal from their date at the rate of 6.3%
per annum, payable on May 15, 1989 and semiannually thereafter on
each May 15 and November 15. Interest shall be calculated on the
basis of a 360 -day year with 30 -day months.
The fiscal agencies of the State of Washington in the cities
of Seattle, Washington and New York, New York, shall act as
registrar for the Notes (collectively, the "Note Registrar ") . Both
principal of and interest on the Notes shall be payable in lawful
money of the United States of America. Interest on the Notes
shall be paid by check drawn on the Note Registrar and mailed (on
the date due) to the registered owners of the Notes as shown on
the books of the Note Registrar. Principal of the Notes shall be
paid upon presentation and surrender of the Notes by the
registered owners at the principal offices of the Note Registrar
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in the cities of Seattle, Washington or New York, New York.
SECTION 5. Right of Prior Redemption. The Notes are subject
to prepayment prior to their scheduled maturity in whole or in
part on November 15, 1990 or on the 15th day of each month
thereafter, at a price of par plus accrued interest to the date
of redemption.
Notice of any call for redemption shall be given not more
than forty -five (45) nor less than thirty (30) days prior to the
date fixed for redemption by first class mail, postage prepaid,
to the registered owner of any Note to be redeemed at the address
appearing on the Note Register. The requirements of this Section
shall be deemed to have been complied with when notice is mailed
as herein provided, regardless of whether or not it is actually
received by the owner of any Note. In addition, such redemption
notice shall also be mailed within the same time period, postage
prepaid, to Harper, McLean & Company, Seattle, Washington, or to
its successor in business, if any, at the main place of business
of such firm, and to each depository or other institution then
required by regulation to receive notices of redemption of
municipal bonds but none of such mailings shall be a condition
precedent to the call of any Notes for redemption.
Interest on any Note so called for redemption shall cease on
such redemption date unless the same shall not be redeemed upon
presentation made pursuant to such call.
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Portions of any Note, in installments of $5,000 principal
amount, may be redeemed. If less than all of the principal amount
of any Note is redeemed, upon surrender of such Note at the
principal office of the Note Registrar, there shall be issued to
the registered owner, without charge therefor, for the then
unredeemed balance of the principal amount thereof, a new Note or
Notes in any of the denominations authorized by this ordinance.
SECTION 6. Solid Waste Fund. There has heretofore been
created a special fund of the County known as the "Whatcom County
Solid Waste Management Fund" (the "Solid Waste Fund ") to be main-
tained in the office of the Treasurer for the'purpose of holding
and disbursing moneys to pay the costs of the Project. All
moneys, including grants, if any, received for the Project shall
be paid into the Solid Waste Fund and used to pay the costs of
undertaking the Project. The proceeds of the Notes shall be paid
into the Solid Waste Fund and shall be utilized to pay the costs
of the acquisition, construction and installation of the Project,
and costs incidental thereto, and all costs incurred in connection
with the issuance of the Notes.
Note proceeds on hand in the Solid Waste Fund not immediately
needed to pay the costs of the Project and the costs of the
issuance and sale of the Notes shall be deposited in or with such
institutions or shall be invested by the County Treasurer, in
consultation with the Public Works Fiscal Manager, in such
obligations as may now or hereafter be permitted to counties of
the State of Washington by law and which will mature prior to the
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CMWB.058
date on which the money so invested is anticipated to be needed.
All interest earned and income or profits derived by virtue of
such investments shall remain in the Solid Waste Fund and be used
for the purposes for which the Notes are being issued, except that
such money may be transferred to the Note Fund to pay the interest
or principal of the Note as the same comes due. Notes proceeds,
or income therefrom, not expended upon completion of the Project,
may be used, first, to make additions and improvements to solid
waste handling and disposal facilities as deemed necessary by the
Council; and second, to pay the principal of and interest on the
Notes. Upon completion of the Project and payment of all costs
related thereto, Note proceeds, if any, in the Solid Waste Fund
shall be disbursed as hereinabove provided.
SECTION 7. Note Fund. The Treasurer is hereby authorized
and directed to create a special fund of the County to be known
as the "Bond Anticipation Note Fund, 1988," (the "Note Fund ")
which Note Fund shall be drawn upon for the sole purpose of paying
the principal of and interest on the Notes. Money on deposit in
the Note Fund not immediately needed to pay such interest or
principal may be temporarily deposited in such institutions or
invested in any obligations which are legal investments for County
funds. Any interest or profit from the investment of such money
shall be deposited into the Note Fund. The County hereby
covenants that it will deposit money from the Solid Waste Fund or
from any other legally available funds in amounts and at times
sufficient to pay the interest on the Notes as the same becomes
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due and payable. The County hereby further covenants that it will
issue the Bonds, additional bond anticipation notes or a combina-
tion thereof, which will provide proceeds sufficient, together
with other moneys of the County legally available and specifically
set aside for such purpose, to pay the principal of and interest
on the Notes as the same become due and payable.
The County further covenants that simultaneously with the
receipt of the proceeds of sale of the Bonds it will pay into the
Note Fund moneys sufficient to pay the principal of and interest
on the Notes then outstanding to the date of their maturity or
prior redemption.
SECTION 8. Covenants. The County hereby covenants with the
owners of the Notes as follows:
A. Punctual Payment of Notes. The County covenants that
amounts on deposit in the Note Fund shall be drawn upon solely
for the purpose of paying the principal of and interest on the
Notes. The County further covenants that it will duly and punctu-
ally pay or cause to be paid the principal of and interest on
every Note at the place or places, on the date or dates and in
the manner provided in the Notes, and herein.
The Notes shall constitute general obligations of the County,
for the payment of which the County's full faith and credit are
pledged. Both principal of and interest on the Notes are payable
out of annual levies of ad valorem taxes to be made upon all of
the taxable property within the County within and as a part of the
tax levy permitted to counties without a vote of the electors.
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B. Notes to Remain Tax Exempt; Nonarbitrage. The County
covenants that it will not take or permit to be taken on its
behalf any action that would adversely affect the exemption from
federal income taxation of the interest on the Notes and will take
or require to be taken such acts as may reasonably be within its
ability and as may from time to time be required under applicable
law to continue the exemption from federal income taxation of the
interest on the Notes. Without limiting the generality of the
foregoing, the County covenants that it will not take any action
or fail to take any action with respect to the investment of the
proceeds of any Notes or other funds that would result in con-
stituting the Notes "arbitrage bonds" within the meaning of such
term as used in Section 1.48 of the Internal Revenue Code of 1986,
as amended (the "Code ").
The County represents that it has not been notified of any
listing or proposed listing by the Internal Revenue Service to
the effect that it is an issuer whose arbitrage certifications
may not be relied upon.
C. Designation and Use of Proceeds. The County further
covenants that it will not take any action or permit any action
to be taken that would cause the Notes to constitute "private
activity bonds" under Section 141 of the Code. The County hereby
designates the Notes as "qualified tax - exempt obligations" under
Section 265(b) of the Code. The County does not expect to issue
tax - exempt obligations in an aggregate principal amount in excess
of $10,000,000 during the calendar year 1988.
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D. Use of Note Proceeds; Restrictions on Amendments. The
County covenants that none of the proceeds of the Notes will be
used for any purpose other than as provided in this ordinance and
that the County shall not suffer any amendment or supplement to
this ordinance, or any departure from the due performance of the
obligations of the County hereunder, that might materially
adversely affect the rights of the owners from time to time of
the Notes.
SECTION 9. Disposition of Note Proceeds. The proceeds of
sale of the Notes shall be disbursed as follows:
A. There shall be paid into the Note Fund all accrued
interest, if any, received at the time of delivery of the Notes
to the initial purchaser; and
B. The balance of the proceeds of sale of the Notes shall
be paid into the Solid Waste Fund and shall be used for the sole
purpose of paying the cost of acquiring, constructing and instal-
ling the Project specified in Section 2 of this ordinance (inclu-
ding reimbursement of any moneys advanced from any other fund of
the County for such purposes) and all costs incidental thereto and
to the issuance of the Notes, including the payment of interest
on and principal of the Notes, either prior to or upon completion
of the Project.
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SECTION 10. Form of Notes.
tially the following form:
The Notes shall be in substan-
UNITED STATES OF AMERICA
STATE OF WASHINGTON
WHATCOM COUNTY, WASHINGTON
LIMITED TAX GENERAL OBLIGATION
BOND ANTICIPATION NOTE, 1988
SEE REVERSE SIDE FOR MATURITY DATE:
CERTAIN ABBREVIATIONS CUSIP NUMBER:
Registered Owner:
Principal Amount:
No.
November 15, 1991
DOLLARS
Whatcom County, Washington, a political subdivision of the
State of Washington (hereinafter called the "County ") , hereby
acknowledges itself to owe and for value received promises to pay
to the Registered Owner identified above, or registered assigns,
on the Maturity Date the Principal Amount specified above and to
pay interest thereon from the date hereof, or the most recent date
to which interest has been paid or duly provided for until payment
of this note, at the rate of 6.3% per annum, payable on the
Maturity Date. Both principal of and interest on this note are
payable in lawful money of the United States of America. Interest
shall be calculated on the basis of a year of 360 days and twelve
30 -day months and shall be paid on May 15, 1989 and semiannually
thereafter on each May 15 and November 15. The Principal Amount
hereof shall be paid on the Maturity Date upon presentation and
surrender of this note at the office of the fiscal agency of the
State of Washington in either Seattle, Washington or New York, New
York (the "Note Registrar ").
This note is one of an authorized issue of notes of like date
and tenor, except as to number and amount, in - the aggregate
principal amount of $ The notes of this issue are
issued under and in accordance with the provisions of the Consti-
tution and applicable statutes of the State of Washington, the
Charter of the County and Ordinance No. (herein called the
"Note Ordinance ") of the County for the purpose of providing
interim financing for the siting, planning and construction of a
new solid waste disposal site for the County. The Notes are
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issued in anticipation of the issuance of limited tax general
obligations bonds authorized by the County to be issued.
This note is a limited tax general obligation of the County,
to which the County's full faith and credit are pledged. The
County has pledged that it will levy taxes within and as a part
of the tax levy permitted to it without a vote of the electors in
amounts to pay the principal of and interest on the notes of this
issue. The County has further covenanted to issue the bonds or
additional short -term obligations in. amounts sufficient to pay
when due the principal of and interest on any and all outstanding
notes. This note is subject to redemption prior to its scheduled
maturity on November 15, 1990 and on the 15th day of each month
thereafter at a price of par.
The County hereby irrevocably covenants and agrees with the
registered owner of this note that it will keep and perform all
the covenants of this note and of the Note Ordinance to be by it
kept and performed. Reference is hereby made to the Note
Ordinance for a complete statement of such covenants and for the
definition of capitalized terms used herein.
Notes are interchangeable for notes of any authorized denomi-
nation of equal aggregate principal amount upon presentation and
surrender to the Note Registrar.
This note shall not be valid or become obligatory for any
purpose or be entitled to any security or benefit under the Note
Ordinance until the Certificate of Authentication hereon shall
have been manually signed by the Note Registrar.
It is hereby certified that all acts, conditions and things
required by the Constitution and statutes of the State of
Washington to exist, to have happened, been done and performed
precedent to and in the issuance of this note have happened, been
done and performed and that the issuance of this note and the
notes of this series does not violate any constitutional, statu-
tory or other limitation upon the amount of bonded indebtedness
that the County may incur.
IN WITNESS WHEREOF, Whatcom County, Washington, has caused
this note to be signed with the manual or facsimile signature of
the County Executive and attested by the manual or facsimile
signature of the Clerk of its County Council, and the seal of the
County to be impressed or a facsimile thereof to be imprinted
hereon, as of this 15th day of November, 1988.
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WHATCOM COUNTY, WASHINGTON
By
County Executive
CMWB.058
1
ATTEST:
2
3
4 Clerk of the County Council
5 CERTIFICATE OF AUTHENTICATION
6
This note is one of the notes described in the within-
7 mentioned Note Ordinance and is one of the Limited Tax General
8 Obligation Bond Anticipation Notes, 1988 of Whatcom County,
Washington, dated as of November , 1988.
9 WASHINGTON STATE FISCAL AGENCY
10 Note Registrar
11
12 By
Authorized Officer
13
14 The following abbreviations, when used in the inscription on
the face of the within note, shall be construed as though they
15 were written out in full according to applicable laws or regula-
tions.
16 TEN COM - as tenants in common
17 TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with
18 right of survivorship and
not as tenants in common
19 UNIF GIFT (TRANSFERS) MIN ACT - Custodian
(Cust) (Minor)
20 under Uniform Gifts (Transfers) to Minors
Act
21 (State)
22 Additional abbreviations may also be used though not in list
above.
23
24 ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and
25 transfers unto
26 PLEASE INSERT SOCIAL SECURITY OR TAXPAYER IDENTIFICATION NUMBER
OF TRANSFEREE
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(Please print or typewrite name and address, including zip code,
of Transferee)
the within note and does hereby irrevocably constitute and appoint
attorney in fact to
transfer said note on the books kept for registration thereof with
full power of substitution in the premises.
DATED:
SIGNATURE GUARANTEED:
NOTE: The signature on this Assignment
must correspond with the name of the
registered owner as it appears upon
the face of the within note in every
particular, without alteration or
enlargement or any change whatever.
SECTION 11. Execution and Delivery of Notes. The Notes
shall be executed on behalf of the County by the manual or
facsimile signature of the County Executive and attested by the
manual or facsimile signature of the Clerk of the County Council.
The official seal of the County shall be impressed or a facsimile
thereof imprinted on each Note. In case any officer whose
signature shall appear on any Note shall cease to be an officer
before the delivery of such Note, such signature shall neverthe-
less be valid and sufficient for all purposes, and such Note may
be authenticated and delivered the same as if such officer had
remained in office until such delivery.
Only such Notes as shall bear thereon a Certificate of
Authentication in the form hereinbefore recited, manually executed
by the Note Registrar, shall be valid or obligatory for any
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purpose or entitled to the benefits of this ordinance. Such
Certificate of Authentication shall be conclusive evidence that
the Notes so authenticated have been duly executed, authenticated
and delivered hereunder and are entitled to the benefits of this
ordinance.
SECTION 12. Note Registrar. The County hereby specifies and
adopts the system of registration for the Notes approved by the
Washington State Finance Committee. The Note Registrar shall
keep, or cause to be kept, at its principal corporate trust office
sufficient books for the registration and transfer of the Notes
which shall at all times be open to inspection by the County. The
Note Registrar is authorized, on behalf of the County, to
authenticate and deliver the Notes transferred or exchanged in
accordance with the provisions of such Notes and this ordinance
and to carry out all of the Note Registrar's powers and duties
under this ordinance.
The Note Registrar shall be responsible for its representa-
tions contained in the Certificate of Authentication on the Notes.
The Note Registrar may become the owner of Notes with the same
rights it would have if it were not the Note Registrar, and to the
extent permitted by law, may act as depositary for and permit any
of its officers or directors to act as a member of, or in any
other capacity with respect to, any committee formed to protect
the rights of Note owners.
Upon the passage of this ordinance the proper officials of
the County shall do all things necessary for the prompt execution
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and delivery of the Notes to the Underwriter, hereinafter
appointed.
SECTION 13. Agreements Severable. If any one or more of the
covenants or agreements provided in this ordinance to be performed
on the part of the County shall be declared by any court of compe-
tent jurisdiction to be contrary to law, then such covenant or
covenants, agreement or agreements, shall be null and void and
shall be deemed severable from the remaining covenants and agree-
ments in this ordinance and shall in no way affect the validity
of the other provisions of this ordinance or of the Notes.
SECTION 14. Additional or Supplemental Ordinances.
A. The County Council from time to time and at any time may
adopt an ordinance or ordinances additional hereto, which
ordinance or ordinances thereafter shall become a part of this
ordinance, for any one or more or all of the following purposes:
1. To add to the covenants and agreements of the
County in this ordinance other covenants and agreements thereafter
to be observed, which shall not adversely affect the interests of
the owners of any Notes, or to surrender any right or power herein
reserved to or conferred upon the County.
2. To make such provisions for the purpose of curing
any ambiguities or of curing, correcting, or supplementing any
defective provision contained in this ordinance or any supplemen-
tal ordinance in regard to matters or questions arising under such
ordinances as the Council may deem necessary or desirable and not
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inconsistent with such ordinances and which shall not adversely
affect the interest of the owners of any Notes.
Any such additional ordinances of the County may be adopted
without the consent of the owners of any of the Notes at any time
outstanding, notwithstanding any of the provisions of subsection
B of this section.
B. With the consent of the owners of not less than sixty-
five percent (65 %) in aggregate principal amount of the Notes at
the time outstanding, the Council may adopt amendatory ordinances
for the purpose of adding any provisions to or changing in any
manner or eliminating any of the provisions of this ordinance or
of any supplemental ordinance; provided, however, that no such
amendatory ordinance shall:
1. Extend the fixed maturity of any of the Notes, or
reduce the rate of interest thereon, or extend the time of pay-
ments of interest from their due date, or reduce the amount of the
principal thereof, without the consent of the owner of each Note
so affected; or
2. Reduce the aforesaid percentage of Noteowners
required to approve any such supplemental ordinance, without the
consent of the owners of all of the Notes then outstanding.
It shall not be necessary for the consent of Noteowners under
this subsection B to approve the particular form of any such
proposed amendatory ordinance, but it shall be sufficient if such
consent shall approve the substance thereof.
Ordinance - 18
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CMWB.058
SECTION 15. Sale of the Notes. The sale of the Notes to
Harper, McLean & Company, Seattle, Washington (the "Underwriter "),
in the principal amount specified in their proposal dated
November 3, 1988 and upon the terms, conditions, covenants and
price as set forth in said proposal and in this ordinance, is
hereby approved, ratified and confirmed. The offer is attached
hereto and incorporated herein by reference.
The County officials, their agents and representatives are
hereby authorized and directed to do everything necessary for the
acquisition, construction and installation of the Project provided
for herein, and for the proper issuance, execution and delivery
of the Notes to the purchaser thereof, and for the proper use and
application of the funds derived from such sale.
SECTION 16. Defeasance. In the event that money and /or
"Government Obligations," as such term is now or may hereafter be
defined in Ch. 39.53 RCW, maturing at such time or times and
bearing interest to be earned thereon in amounts sufficient to
redeem and retire the Notes in accordance with their terms are set
aside in a special account to effect such redemption or retirement
and such money and the principal of and interest on such obliga-
tions are irrevocably set aside and pledged for such purpose, then
no further payments need be made into the Note Fund for the
payment of the principal of and interest on the Notes so provided
for and such Notes shall cease to be entitled to any lien, benefit
or security of this ordinance except the right to receive the
Ordinance - 19
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CMWB.058
funds so set aside and pledged, and such Notes shall be deemed not
to be outstanding hereunder.
SECTION 17. Authorization of Temporary Note. Until the
definitive Notes are prepared, the County may, if deemed necessary
by the County Council, utilize a temporary Note which shall be
typewritten, and which shall be delivered to the Underwriter of
the Notes in lieu of definitive Notes, but subject to the same
provisions, limitations and conditions as the definitive Notes.
The temporary Note shall be dated as of the date of issuance
thereof, shall be in the denomination of the original principal
amount of Notes to be delivered to the Underwriter pursuant to
Section 15 hereof, shall be substantially of the tenor of such
definitive Notes, but with such omissions, insertions and
variations as may be appropriate to temporary Notes, and shall be
signed by the Chairperson and Clerk of the County Council.
Upon surrender to the County of the temporary Note, the
County, without charge to the holder, shall.execute and deliver
to the holder of the temporary Note, in exchange therefor,
definitive Notes of the same maturities, interest rates, redemp-
tion provisions and aggregate principal amount as the temporary
Note, if any, surrendered. Until so exchanged, the temporary Note
shall be in all respects entitled to the same benefit and security
as definitive Notes executed and issued pursuant to this or-
dinance.
Ordinance - 20
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CMWB.058
APPROVED this 3rd day of November, 1988.
WHATCOM COUNTY COUNCIL
WHATCOM COUNTY, WASHINGTON
ATTEST:
Ramona Reeves
Clerk of the Council
APPROVED AS TO FORM:
Deputy Prosecuting Attorney
Ordinance - 21
Chairman
(�) Approved ( ) Vetoed
S U. Y
Shirley Van anten
County Executive
Date
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CMWB.058
CLERK'S CERTIFICATE
I, the undersigned, duly chosen, qualified and acting Clerk
of the County Council of Whatcom County, Washington, and keeper
of the records of the County Council (hereinafter called the
"Council "), DO HEREBY CERTIFY:
1. That the attached ordinance numbered (herein
called the "Ordinance ") is a true and correct copy of an ordinance
of the County, as finally passed at a meeting of the Council held
on the 3rd day of November, 1988, and duly recorded in my office.
2. That said meeting was duly convened and held in all
respects in accordance with law, and to the extent required by
law, due and proper notice of such meeting was given; that a legal
quorum was present throughout the meeting and a legally sufficient
number of members of the Council voted in the proper manner for
the passage of the Ordinance; that all other requirements and
proceedings incident to the proper passage of the Ordinance have
been duly fulfilled, carried out and otherwise observed, and that
I am authorized to execute this certificate.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed
the official seal of the County this day of November, 1988.
[SEAL]
Clerk of the County Council, Whatcom
County, Washington
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TABLE OF CONTENTS
SECTION 1. Definitions . . . . . . . . . . . . . . . . . .
SECTION 2. Project . . . . . . . . . . . . . . . . . . . .
SECTION 3. Cost of the Project and Authorization of Bonds
SECTION 4. Authorization of Notes . . . . . . . . . . . .
SECTION 5. Right of Prior Redemption . . . . . . . . . . .
SECTION 6. Solid Waste Fund . . . . . . . . . . . . . . .
SECTION 7. Note Fund . . . . . . . . . . . . . . . . . . .
SECTION 8. Covenants . . . . . . . . . . . . . . . . . . .
SECTION 9. Disposition of Note Proceeds . . . . . . . . .
SECTION 10. Form of Notes . . . . . . . . . . . . . . . . .
SECTION 11. Execution and Delivery of Notes . . . . . . . .
SECTION12. Note Registrar . . . . . . . . . . . . . . . .
SECTION 13. Agreements Severable . . . . . . . . . . . . .
SECTION 14. Additional or Supplemental Ordinances . . . . .
SECTION 15. Sale of the Notes . . . . . . . . . . . . . . .
SECTION 16. Defeasance . . . . . . . . . . . . . . . . . .
SECTION 17. Authorization of Temporary Note . . . . . . . .
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FOUNDED 1892
Hiner,. Lean & _om an Y M c
INVESTMENT SECURITIES
LOGAN BUILDING. SUITE 730
500 UNION STREET
P O. BOX 21945
SEATTLE. WASHINGTON 98111
PHONE 12061 628.3951
November 3, 1988
County Council
Whatcom County
311 Grand
Bellingham, Washington 98225
Re: Purchase Offer for $4,500,000 Whatcom County, Washington
Limited Tax General Obligation
Bond Anticipation Notes, 1988
Members of the County Council:
Harper, McLean & Company is pleased to present this offer to
purchase the above Notes at a price of $99.05 per $100.00 of par
value. The Notes are to be dated as of issuance and are to be
due November 15, 1991. The Notes are to bear interest at the
rate of 6.30% payable at maturity (on the basis of 30 day
month /360 day year).
The Notes are special, limited tax obligations of Whatcom
County (the "County ") issued in anticipation of, and payable from
the Solid Waste Fund, the regular property tax levy of the County
and from proceeds of bond anticipation notes or bonds expected to
be issued by the County prior to maturity of the Notes. The
Notes are subject to optional redemption on the 15th day of each
month commencing November 15, 1990.
This offer is expressly subject to the following:
1. That printed Notes, acceptable to Harper, McLean &
Company will be available at settlement.
2. That the County agrees to pay the cost of Note
printing, Note registration, Bond Counsel fees and its
own costs related to the delivery.
3. That settlement shall occur on or about November 15,
1988.
4. That the Notes shall be accompanied by the tax - exempt
approving legal opinion of Preston, Thorgrimson, Ellis
and Holman, Bond Counsel of Seattle, Washington.
Whatcom Coun,�y
Page 2
5. That a non - arbitrage opinion and non - litigation
certificate, signed by the appropriate County Official,
shall be available at settlement.
6. That no material or adverse change in the financial
condition of the County or other sources of revenue
pledged as- security for the Notes shall have occurred
from the date of this offer to the date of settlement.
This offer to purchase is subject to immediate acceptance or
rejection by the County on this 3rd day of November, 1988.
Sincerely,
HARPER, C & COMP NY
Steve Gaidos
Vice President
ACCEPTED:
WHATCOM COUNTY, WASHINGTON
By:
Date:
ATTEST:
By