City of Omaha Public Notices
City of Omaha Public Notices 
CITY PUBLIC NOTICES 11/1/17  11/01/17 8:47:56 AM

Notice is hereby given that the City Council of the City of Omaha met on October 24, 2017 and passed and approved the ordinances entitled:

ORDINANCE NO. 41284

 

An Ordinance Supplemental to Ordinance No. 35840, as supplemented by Ordinance No. 38029 and as supplemented by Ordinance 39227, authorizing and providing for an issue of special obligation refunding bonds in the aggregate principal amount of not to exceed Five Million Five Hundred Thousand Dollars ($5,500,000) to be termed for identification purposes “Special Obligation Refunding Bonds (Riverfront Redevelopment Project), Series 2017D” of the City of Omaha, Nebraska (the “City”) for the purpose of paying all or part of the cost of refunding certain bonded indebtedness of the City; prescribing the form and detail of said refunding bonds; ratifying and confirming the creation of a community development agency; providing for the annual certification of the amount of City funds encumbered for use in the same calendar year in connection with a sewer separation project; tax allocation revenues, sewer revenues, land revenues and sales tax revenues to the payment of the principal of, premium, if any, and interest on said refunding bonds as the same fall due and to carry out all other covenants of this Supplemental Ordinance; limiting the obligation to pay said refunding bonds solely to said pledged revenues; authorizing the sale of said refunding bonds by negotiation; designating for defeasance and redemption certain bonded indebtedness of the City; directing the preparation of a transcript of proceedings authorizing the issuance, sale and delivery of said refunding bonds; appointing an Escrow Agent and a Paying Agent and Registrar; approving the selection of an underwriter and an escrow verification agent; directing that said refunding bonds shall initially be issued and registered in book?entry form; providing for continuing disclosure; delegating authority to the Finance Director to determine the final prices, interest rates, principal amounts and redemption provisions for said refunding bonds; and providing for the effective date thereof.

 

BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF OMAHA:

 

ARTICLE I
FINDINGS AND DETERMINATIONS

 

The Mayor and Council of the City of Omaha hereby find and determine:

(a)               The City, pursuant to Ordinance No. 35840, passed on February 5, 2002 (the “Original Ordinance”), and Resolution No. 315, adopted on February 12, 2002, issued its $52,000,000 Special Obligation Bonds (Riverfront Redevelopment Project), Series 2002A (the “Series 2002A Bonds”) for the purposes and as otherwise as set out and provided by the Original Ordinance.

(b)               The City, pursuant to Ordinance No. 39227, passed on February 7, 2012 (the “2012 Ordinance”), issued a series of Refunding Bonds, namely the $40,405,000 original aggregate principal amount City of Omaha, Nebraska Special Obligation Refunding Bonds (Riverfront Redevelopment Project), Series 2012 (the “Series 2012 Bonds”) on March 1, 2012 for the purpose of refunding the Series 2002A Bonds, which have been redeemed and no longer are outstanding under the Original Ordinance.

(c)               The 2012 Ordinance provides that the City may, by means of a supplemental ordinance, issue Refunding Bonds for the purpose of refunding any Series 2012 Bonds and paying the expenses of issuing the Refunding Bonds and of effecting the refunding, provided that the new aggregate debt service shall not be greater in any Bond Year than had the Refunding Bonds not been issued.

(d)               The City has determined that its issuance of refunding bonds to pay the costs of advance refunding and redeeming certain of the Series 2012 Bonds will result in interest cost savings and savings of related expenses, and that such refunding bonds are “Refunding Bonds” under the Series 2012 Ordinance.

(e)               The City, by authority of Section 18?2101.01, Reissue Revised Statutes of Nebraska, as amended, previously has created a community development agency consisting of the City’s Planning Department for the purpose of exercising all of the power and authority granted to a community development authority in Sections 18?2101 to 18?2154, inclusive, Reissue Revised Statues of Nebraska, as amended (the “Community Development Law”), and, having created an agency, the City is an authority under the Community Development Law, and has the power to issue bonds for any of its corporate purposes under the Community Development Law, including, in particular, Sections 18?2124 and 18?2147 thereof, and to secure the payment of such bonds by the pledge of its revenue and income.

(f)               In order to further the City’s interests by achieving interest cost and related savings through the advance refunding and redemption of the Refunded Bonds, it is necessary, expedient and in the best interest of the City that the City, in such capacity and in its capacity as an authority under the Community Development Law, issue the Series 2017D Bonds for the corporate purposes of the City, and of the City acting in its capacity as an authority, and to secure the payment of such Series 2017D Bonds by the pledge of its revenue and income, including income, proceeds and revenue of the Redevelopment Project, from the sources and subject to the conditions and limitations as hereinafter provided.

ARTICLE II
DEFINITIONS

Unless the context shall clearly indicate some other meaning or may otherwise require, the terms defined in this Article shall, for all purposes of this Supplemental Ordinance and of any ordinance or other instrument amendatory hereof or supplemental hereto and of any certificate, opinion, instrument or other document herein or therein mentioned, have the meanings herein specified, with the following definitions to be equally applicable to both the singular and plural forms of any terms herein defined and vice versa.  Reference is made to Article II of the Original Ordinance for the meanings of capitalized terms not otherwise defined in this Supplemental Ordinance.

 

Act” means, collectively, the Home Rule Charter, the Community Development Law, the Nebraska Revenue Act and the Convention Center Act.

 

Bond” or “Bonds” means any Bond, some of the Bonds or all of the Bonds of the City issued under and pursuant to the authority of the Original Ordinance and any supplemental ordinance thereto and that are Outstanding.

 

Bondholder” or “holder of a Bond” means any person who shall be the registered owner, or his duly authorized attorney?in?fact, representative or assign, of any Bond.

 

Bond Year” means the period from and including February 1 in one year to and including January 31 in the next succeeding year, provided that the first Bond Year means the period from and including the date the Bonds are issued to and including the next succeeding January 31.

 

Books of Registry” means the books of registry maintained by the Registrar pursuant to Section 3.9 herein.

 

Charter” or “Home Rule Charter” means the Home Rule Charter of the City of Omaha, 1956, as amended.

 

City” means the City of Omaha, Nebraska.

 

Closing Date” means the date of initial issuance and delivery of the Series 2017D Bonds.

 

Code” means the Internal Revenue Code of 1986, as amended, including the United States Treasury Regulations proposed or in effect with respect thereto and applicable to the Bonds or the use of the proceeds thereof.

 

Community Development Law” means Sections 18?2101 to 18?2154, inclusive, Reissue Revised Statutes of Nebraska, as amended from time to time.

 

Convention Center Act” means the Convention Center Facility Financing Assistance Act, Sections 13?2601 to 13?2612, inclusive, Reissue Revised Statutes of Nebraska, as amended from time to time.

 

Costs of Issuance” means the costs associated with issuing the Series 2017D Bonds.

 

Costs of Issuance Fund” means the fund created by that name in Article V of this Supplemental Ordinance.

 

Council” means the City Council of the City.

 

Debt Service” means, as of any particular date of computation, with respect to any Bonds and with respect to any period, the aggregate of the amounts to be paid or set aside as of such date or in such period for the payment of the principal of, premium, if any, and interest (to the extent not capitalized) on such Bonds.

 

Escrow Agent” means First National Bank of Omaha, or any successor paying agent appointed pursuant to Article VIII herein.

 

Escrow Agreement” means the Escrow and Agency Agreement dated the Closing Date between the City and the Escrow Agent attached hereto as Exhibit A

 

Escrow Fund” means the fund created by that name in Article V of this Supplemental Ordinance.

 

Finance Director” means the Finance Director of the City.

 

Fiscal Year” means the 12?month period established by the City or provided by law from time to time as its fiscal year and, as of the date of passage of this Supplemental Ordinance, is the 12?month period commencing on January 1 of each year and ending on December 31 of such year.

 

Governmental Obligations” means direct obligations of, or obligations the principal of and the interest on which are unconditionally guaranteed by, the United States of America.

 

Land Revenues” means funds received from time to time by the City from the sale of real property located within the Gallup Redevelopment Plan Area, which amounts shall be allocated to and paid into the special fund of the City created by Section 5.1 hereof pursuant to Section 5.31 of the Home Rule Charter, as more particularly set forth hereafter in this Supplemental Ordinance. 

 

Nebraska Revenue Act” means the Nebraska Revenue Act of 1967, Section 77?2701 et seq., Reissue Revised Statutes of Nebraska, as amended from time to time.

 

Ordinance” means the Original Ordinance, as supplemented by Ordinance No. 38029, Ordinance No. 39227 and by this Supplemental Ordinance, as from time to time amended or supplemented.

 

Outstanding,” when used with reference to the Bonds, means, as of any date, Bonds theretofore or thereupon issued pursuant to the Ordinance or any supplemental ordinance thereto except: (a) any Bonds cancelled by the Registrar or paid on or prior to such date; (b) Bonds in lieu of or in substitution for which other Bonds shall have been or are thereupon being delivered; and (c) Bonds deemed to be no longer Outstanding hereunder as provided in Article IX hereof. 

 

Parity Bonds” means the Outstanding Series 2008 Bonds and the Outstanding Series 2012 Bonds secured under and pursuant to the Ordinance.

 

Paying Agent” means First National Bank of Omaha, or any successor paying agent appointed pursuant to Article VIII herein.

 

Refunded Bonds” means specifically those Series 2012 Bonds maturing as term bonds on February 1, 2026 in the aggregate principal amount of $4,695,000.

 

Refunded Bonds Redemption Date” means February 1, 2022.

 

Refunding Bonds” means Bonds issued pursuant to Section 3.13 of the Ordinance.

 

Registrar” means First National Bank of Omaha, or any successor registrar appointed pursuant to Article VIII herein.

 

Revenues” means, collectively, the Tax Allocation Revenues, the Sewer Revenues, the Land Revenues and the Sales Tax Revenues.

 

Sales Tax Revenues” means the revenues of the sales tax imposed by the City, collected on behalf of and distributed to the City by the State pursuant to the Nebraska Revenue Act, which shall be allocated to and paid into the special funds of the City created by Section 5.1 hereof pursuant to the Community Development Law and the Convention Center Act, as more particularly set forth hereafter in this Supplemental Ordinance.

 

Series” or “Series of Bonds” or “Bonds of a Series” means all Bonds designated as being of the same series issued and delivered on original issuance in a simultaneous transaction, and any Bonds thereafter delivered in lieu thereof or in substitution therefor pursuant to the Ordinance.

 

Series 2008 Bonds” means the $38,535,000 original aggregate principal amount, City of Omaha, Nebraska Special Obligation Refunding Bonds (Riverfront Redevelopment Project), Taxable Series 2008, issued pursuant to Section 3.1 of Ordinance No. 38029.

 

Series 2012 Bonds” means the $40,405,000 original aggregate principal amount, City of Omaha, Nebraska Special Obligation Refunding Bonds (Riverfront Redevelopment Project), Series 2012, issued pursuant to Section 3.1 of Ordinance No. 39227, excluding the Refunded Bonds, and which will be outstanding in the aggregate principal amount of $29,005,000 after the defeasance of the Refunded Bonds on the Closing Date.

 

Series 2017D Bonds” means the refunding bonds issued as Refunding Bonds pursuant to Section 3.13 of the Original Ordinance and Section 3.13 of the 2012 Ordinance and Section 3.1 of this Supplemental Ordinance.

 

Series 2017D Bond Fund” means the fund created by that name in Article V of this Supplemental Ordinance.

 

Series 2017 Pro Rata Share” means that portion of Revenues and any other available moneys to be deposited in the Series 2017D Bond Fund in any Bond Year determined by multiplying the amount of Revenues and other moneys available in such Bond Year for Debt Service by the fraction derived by dividing the Debt Service due in such Bond Year on the Series 2017D Bonds by the aggregate Debt Service due in such Bond Year on all Outstanding Bonds, subject to such adjustment as shall be required so that the portion of the Revenues arising from a particular source is used only for purposes permitted to such source.

 

Sewer Revenues” means all income, revenue and moneys derived by the City from the ownership, possession, operation, management or control of its sanitary sewerage system and, without limiting the generality of the foregoing, shall include all moneys and receipts derived by the System from rates and charges maintained and collected for the use and services of the System; and earnings on the investment of moneys held under this Supplemental Ordinance and the proceeds of the sale of any such investments, to the extent such earnings and proceeds are deposited in the Sewer Revenue Fund created by Ordinance No. 19238 or an account therein other than a construction account or a capitalized interest account; provided, however, that the term “Sewer Revenues” shall not include moneys received as proceeds from the sale of any Bonds issued under and pursuant to the Ordinance or as grants or gifts the use of which is limited by the grantor or donor to the construction of capital improvements, except to the extent any such moneys shall be received as payments for the use and services of the System, which Sewer Revenues up to a maximum of $1,500,000 shall be allocated to and paid into the special funds of the City created by Section 5.1 of the Original Ordinance, Section 5.1 of Ordinance No. 38029, Section 5.1 of Ordinance No. 39227 and Section 5.1 hereof pursuant to this Supplemental Ordinance and Section 5.31 of the Home Rule Charter, as more particularly set forth hereafter in this Supplemental Ordinance.

 

Sewer Revenue Fund” means the Sewer Revenue Fund created by Ordinance No. 19238 and continued by Section 6.13 of the Original Ordinance, Section 6.13 of Ordinance No. 38029, Ordinance No. Ordinance No. 39227 and Section 6.13 herein.

 

System” means the City’s sanitary sewerage system.

 

State” means the State of Nebraska.

 

Supplemental Ordinance” means this Supplemental Ordinance, which is supplemental to the Original Ordinance and the 2012 Ordinance, as from time to time amended or supplemented.

 

Tax Allocation Revenues” means (i) all taxes levied by the City upon taxable property representing the assessed valuation incremental to the Gallup Redevelopment Project Valuation within the Project One Area, as defined in the Gallup Redevelopment Agreement, and remitted to the City by the Treasurer on or after the date on which Resolution No. 46 of the City adopting the Gallup Redevelopment Plan became effective, which are allocated to and paid into the special funds of the City created by Section 5.1 of the Original Ordinance, Section 5.1 of Ordinance No. 38029, Section 5.1 of Ordinance No. 39227 and Section 5.1 hereof pursuant to Sections 18?2147 to 18?2150 of the Community Development Law, as more particularly set forth hereafter in this Supplemental Ordinance, plus (ii) all taxes that may be levied by the City upon taxable property in accordance with redevelopment plans that may be adopted in the future with regard to other property within the Gallup Redevelopment Plan Area, representing the assessed valuation incremental to the related project valuation, and remitted to the City by the Treasurer on or after the date on which the resolution adopting such redevelopment plans become effective; provided that the City may allocate and cause up to fifty percent of such future taxes levied to be applied to other unrelated projects in accordance with redevelopment agreements into which the City may enter in the future.

 

Treasurer” means the Treasurer of the City.

 

Unless the context shall clearly indicate otherwise or may otherwise require, in this Supplemental Ordinance words importing persons include firms, partnerships, associations, corporations (public and private), public bodies and natural persons, and also include executors, administrators, trustees, receivers or other representatives.

 

Unless the context shall clearly indicate otherwise or may otherwise require, in this Supplemental Ordinance (not including in such term wherever used in this paragraph any ordinance supplemental thereto): (i)  references to Articles, Sections and other subdivisions, whether by number or letter or otherwise, are to the respective or corresponding Articles, Sections and subdivisions of this Supplemental Ordinance as such Articles, Sections and subdivisions may be amended from time to time; (ii) the terms “herein,” “hereunder,” “hereby,” “hereto,” “hereof” and any similar terms refer to this Supplemental Ordinance and to this Supplemental Ordinance as a whole and not to any particular section or subdivision hereof; and (iii) the term “heretofore” means before the time of effectiveness of this Supplemental Ordinance, the word “now” means at the time of effectiveness of this Supplemental Ordinance, and the word “hereafter” means after the time of effectiveness of this Supplemental Ordinance.

 

ARTICLE III
AUTHORIZATION AND ISSUANCE OF BONDS;
GENERAL TERMS AND PROVISIONS

Section 3.1.  Authorization and Purpose of Bonds.  Under the authority of, and in full compliance with, the Constitution and laws of the State of Nebraska, including the Act, there be and there is hereby ordered issued, for the corporate purposes of the City, and of the City as an authority under the Community Development Law, in the financing and refinancing of the Redevelopment Project and for other purposes related thereto as hereinafter provided, a single issue of Refunding Bonds of the City to be known as “City of Omaha, Nebraska Special Obligation Refunding Bonds (Riverfront Redevelopment Project), Series 2017D,” in the aggregate principal amount, not to exceed $5,500,000, to be fixed by the Finance Director or by resolution of the Council at the time of the sale of the Series 2017D Bonds.  The Finance Director of the City is hereby directed to (i) file a notice of defeasance in connection with the Refunded Bonds within 10 business days after the Closing Date, in accordance with the City’s continuing disclosure undertaking for the Refunded Bonds and (ii) designate for redemption the Refunded Bonds, at the redemption price equal to 100% of the outstanding principal amount of the Refunded Bonds, plus interest to the Refunded Bonds Redemption Date, all in accordance with the provisions of the Ordinance.

 

The Series 2017D Bonds shall be in fully registered form without coupons, shall be dated as of December 15, 2017, or such other date as shall be fixed by the Finance Director at the time of the sale of the Series 2017D Bonds, shall be of the denomination of $5,000 each or any integral multiple thereof, shall be numbered from 1 upwards in order of maturity or shall be numbered in any other manner as the Finance Director of the City shall determine, shall bear interest from their date and shall be payable January 15, 2018 and semiannually thereafter on July 15 and January 15 of each year until their payment at such rate or rates of interest per annum as shall be fixed by the Finance Director at the time of sale of the Series 2017D Bonds and shall mature, serially or as term bonds with annual mandatory sinking fund installments or both, in numerical order on February 1, 2025 and, thereafter, on February 1 in each of the years and in the principal amounts and sinking fund installments, if any, as shall be fixed by the Finance Director at the time of the sale of the Series 2017D Bonds.

 

Section 3.2.  Nature of Series 2017D Bonds.  The Series 2017D Bonds shall be and are special limited obligations of the City, and of the City in its capacity as an authority under the Community Development Law, and are secured solely by an irrevocable pledge of, and are payable solely as to principal, interest and premium, if any, from, Revenues and/or other funds as hereinafter provided without privilege, priority or distinction as to the lien on the Revenues or otherwise of any of the Series 2017D Bonds over any of the other Bonds.  There are hereby pledged to the punctual payment of the principal of, premium, if any, and interest on the Series 2017D Bonds and to the security thereof in accordance with their terms and the provisions of this Supplemental Ordinance, subject only to the provisions of this Supplemental Ordinance restricting or permitting the application thereof for the purposes and on the terms and conditions set forth in this Supplemental Ordinance, (i) the Revenues and (ii) the moneys and Government Obligations, if any, deposited in the Series 2017D Bond Fund, and any investment income therefrom.

 

The Series 2017D Bonds shall not in any event be a debt of the City (except to the extent of its pledge, as the City and as an authority under the Community Development Law, of the Revenues and other moneys and securities pledged under this Supplemental Ordinance, which shall be and are hereby deemed to be funds or properties of the City, in its capacity as such authority, acquired for the purposes of the Community Development Law), the State, or any of its political subdivisions, and neither the City (except to the extent of the aforesaid pledge), the State nor any of its political subdivisions are liable on them, nor in any event shall the principal of, interest and premium, if any, on the Series 2017D Bonds be payable out of any funds or properties other than those of the City, and of the City acting in its capacity as an authority under the Community Development Law, as in this Supplemental Ordinance set forth.  Neither the full faith and credit nor the taxing power of the City (except to the extent of the aforesaid), the State or any of its political subdivisions is pledged hereby to secure the payment of the Series 2017D Bonds.  The Series 2017D Bonds do not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction.  Neither any officials of the City nor any persons executing the Series 2017D Bonds shall be liable personally on the Series 2017D Bonds by reason of their issuance.

 

The Series 2017D Bonds shall be and are equally and ratably secured by an irrevocable pledge of the Revenues and other funds as provided herein, without priority for number, date of sale, date of execution, date of delivery or otherwise except as expressly provided herein.

 

The validity of the Series 2017D Bonds is not and shall not be dependent upon the performance by any person or persons of their obligations relative to the Redevelopment Project.

 

Nothing in this Supplemental Ordinance shall preclude: (a) the payment of the Series 2017D Bonds from the proceeds of refunding bonds issued pursuant to law or (b) the payment of the Series 2017D Bonds from any legally available funds, including, without limitation, (i) community redevelopment tax revenues as levied and collected from time to time pursuant to Section 18?2107(11) of the Community Development Law; (ii) the proceeds of the sale, if any, of the naming rights of the City’s convention center and arena complex; and (iii) the proceeds of the sale or lease of property within the Redevelopment Project Area.  Nothing in this Supplemental Ordinance shall prevent the City from making advances of its own funds, howsoever derived, to any of the uses and purposes mentioned in this Supplemental Ordinance.

 

Section 3.3.  Payment of Bonds; Book?Entry Only Bonds. 

 

(a) Principal of and premium, if any, on the Bonds shall be payable upon presentation thereof at the principal office of the Paying Agent in Omaha, Nebraska, or its successor.  Payment of interest on the Bonds shall be made by the Paying Agent to the registered owner thereof by check or draft mailed to the registered owner at his address as it appears on the Book of Registry on the record date or at such other address as is furnished to the Paying Agent in writing by such registered owner.  The fifteenth day of the month preceding the month in which occurs an interest payment date shall be the record date for the payment of interest on such interest payment date.  The Bonds, the interest thereon and any premiums upon the redemption thereof prior to maturity, if applicable, shall be payable in coin or currency of the United States of America which at the time of such payment is legal tender for public and private debts.

 

(b) The Series 2017D Bonds shall be initially issued in the form of a separate single authenticated fully registered bond for each maturity of each series thereof in the aggregate principal amount of the Series 2017D Bonds and in substantially the form set forth in Section 3.5 hereof, registered in the bond registration books maintained by the Registrar in the name of a nominee of The Depository Trust Company, New York, New York, and its successors and assigns (the “Securities Depository”).  When Series 2017D Bonds are so registered in accordance with this Section 3.3, the following provisions shall apply:

(i) The City and the Registrar shall have no responsibility or obligation to any broker?dealer, bank or other financial institution for which the Securities Depository holds Series 2017D Bonds as securities depository (each, a “Bond Participant”) or to any person who is an actual purchaser of a Series 2017D Bond from a Bond Participant while the Series 2017D Bonds are in book?entry form (each, a “Beneficial Owner”) with respect to the following:

(A) the accuracy of the records of the Securities Depository, any nominees of the Securities Depository or any Bond Participant with respect to any ownership interest in the Series 2017D Bonds;

(B) the delivery to any Bond Participant, any Beneficial Owner or any other person, other than the Securities Depository, of any notice with respect to the Series 2017D Bonds, including any notice of redemption (if applicable); or

(C) the payment to any Bond Participant, any Beneficial Owner or any other person, other than the Securities Depository, of any amount with respect to the Series 2017D Bonds.  The Paying Agent shall make payments with respect to the Series 2017D Bonds only to or upon the order of the Securities Depository or its nominee, and all such payments shall be valid and effective fully to satisfy and discharge the obligations with respect to such Series 2017D Bonds to the extent of the sum or sums so paid.  No person other than the Securities Depository shall receive an authenticated Bond.

(ii) Upon receipt by the Registrar of written notice from the Securities Depository to the effect that the Securities Depository is unable or unwilling to discharge its responsibilities, the Registrar shall issue, transfer and exchange Series 2017D Bonds requested by the Securities Depository in appropriate amounts.  Whenever the Securities Depository requests the Registrar to do so, the Registrar will cooperate with the Securities Depository in taking appropriate action after reasonable notice (a) to arrange, with the prior written consent of the City, for a substitute securities depository willing and able upon reasonable and customary terms to maintain custody of the Series 2017D Bonds or (b) to make available Series 2017D Bonds registered in whatever name or names the Beneficial Owners transferring or exchanging such Series 2017D Bonds shall designate.

(iii) If the City determines that it is desirable that certificates representing the Series 2017D Bonds be delivered to Series 2017D Bondholders and so notifies the Registrar in writing, the Registrar shall so notify the Securities Depository, whereupon the Securities Depository will notify the Bond Participants of the availability through the Securities Depository of bond certificates representing the Series 2017D Bonds.  In such event, the Registrar shall issue, transfer and exchange bond certificates representing the Series 2017D Bonds as requested by the Securities Depository in appropriate amounts and in authorized denominations.

(iv) So long as any Series 2017D Bond is registered in the name of the Securities Depository or any nominee thereof, all payments with respect to such Series 2017D Bond and all notices with respect to such Series 2017D Bond shall be made and given, respectively, to the Securities Depository as provided in the Letter of Representations, as hereinafter defined.

(v) Registered ownership of the Series 2017D Bonds may be transferred on the books of bond registration maintained by the Registrar, and the Series 2017D Bonds may be delivered in physical form to the following:

(A) any successor Securities Depository or its nominee; and

(B) any person, upon (1) the resignation of the Securities Depository from its functions as depositary or (2) termination of the use of the Securities Depository pursuant to this Section.

The City has previously entered into a Blanket Issuer Letter of Representations (the “Letter of Representations”) with the Securities Depository pursuant to Ordinance No. 33714.

 

Section 3.4.  Execution of Bonds.  The Series 2017D Bonds shall be signed by the facsimile signature of the Mayor, countersigned by the facsimile signature of the City Clerk, registered by and with the facsimile signature of the City Comptroller of the City, and shall have imprinted thereon a facsimile of the seal of the City.  If any City official whose facsimile signature appears on the Series 2017D Bonds ceases to be such official before delivery of the Series 2017D Bonds, his signature is as effective as if he had remained in office.

 

Section 3.5.  Form of Bonds.  The Series 2017D Bonds, the Registrar’s Certificate of Authentication and the instrument of assignment shall be in substantially the forms set forth in this Section, with necessary or appropriate variations, omissions and insertions as are incidental to their Series, numbers, denomination, maturities, interest rate or rates, redemption provisions, tax exemption and other details thereof and of their form or as are otherwise permitted or required by law or by this Supplemental Ordinance.

 

(FORM OF SERIES 2017D BOND)

City of Omaha

SPECIAL OBLIGATION REFUNDING BOND

(Riverfront Redevelopment Project)
Series 2017D

REGISTERED

No.

INTEREST RATE MATURITY DATE                                                             CUSIP

February 1

REGISTERED OWNER:

PRINCIPAL SUM:

The City of Omaha, a municipality in the County of Douglas and the State of Nebraska (the “City”), for value received, hereby promises to pay to the Registered Owner (named above) or registered assigns, but solely from the Revenues (as defined in the Ordinance) and other moneys and securities hereinafter mentioned and not otherwise, the Principal Sum (specified above) on the Maturity Date (specified above) upon presentation and surrender of this Bond at the principal office of First National Bank of Omaha, as Paying Agent and Registrar, or the principal office of its successor as Paying Agent, and to pay interest on said Principal Sum, but solely out of said Revenues and other moneys and securities hereinafter mentioned and not otherwise, by check or draft mailed to the person in whose name this Bond is registered as of the fifteenth day of the month preceding the month in which occurs each interest payment date in the bond registration books kept and maintained by the Registrar, from the date hereof until the payment of said Principal Sum in full, at the Interest Rate (specified above), such interest to the maturity hereof being payable on _____________ and semiannually thereafter on the fifteenth days of July and January in each year.  The principal of, premium, if any, and interest on this Bond are payable in coin or currency of the United States of America which at the time of such payment is legal tender for payment of public and private debts.

 

REFERENCE IS MADE TO FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF; SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH AT THIS PLACE.

 

The Bonds issued under the Ordinance are special limited obligations of the City, and of the City as an authority under the Community Development Law (as hereinafter defined), payable as to principal, premium, if any, and interest solely from and are equally and ratably secured solely by the Revenues and other moneys and securities pledged under the Ordinance, all on the terms and conditions set forth in the Ordinance.  The Parity Bonds (as defined in the Ordinance) are secured on a parity with the Bonds.

 

The principal of, premium, if any, and interest on the Bonds shall not be payable from the general funds of the City, nor shall the Bonds constitute a legal or equitable pledge, charge, lien, security interest or encumbrance upon any of the property or upon any of the income, receipts or revenues of the City, except the Revenues and other moneys and securities pledged under the Ordinance.  Neither this Bond nor the Bonds of the series of which it is one are a debt of the City within the meaning of any constitutional, statutory or charter limitation upon the creation of general obligation indebtedness of the City or impose any general liability upon the City, and the City shall not be liable for the payment thereof or hereof out of any funds of the City other than the Revenues, which Revenues have been and hereby are pledged by the City, and by the City acting in its capacity as an authority under the Community Development Law, to the punctual payment of the principal of and interest on this Bond and the series of which it is one in accordance with the provisions of the Ordinance.  The Bonds and the interest thereon shall not constitute nor give rise to an indebtedness, obligation, or pecuniary liability of the State nor a charge against the general credit, revenue, or taxing power of the State

 

This Bond shall not be valid or obligatory unless the Certificate of Authentication herein shall have been manually signed by an authorized officer of the Registrar.

 

It is hereby certified, recited and declared that all acts, conditions and things required to have happened, to exist and to have been performed precedent to and in the issuance of this Bond and the series of which it is one have happened, do exist and have been performed in regular and due time, form and manner, that this Bond and the series of which it is one do not exceed any constitutional or statutory or charter limitation on indebtedness and that provision has been made for the payment of the principal of and interest on this Bond and the series of which it is one as provided in the Ordinance.

 

IN WITNESS WHEREOF, the City of Omaha, Nebraska, by its City Council, has caused this Bond to be signed by the facsimile signatures of its Mayor and its City Clerk and to be registered in the office of the City Comptroller by and with the facsimile signature of the City Comptroller, and to have a facsimile of its corporate seal to be imprinted hereon, all as of this             day of                   , 2017.

 

(SEAL) CITY OF OMAHA, NEBRASKA

By ______________________________________________________

Mayor of the City of Omaha

Countersigned:

By

City Clerk

Registered in the Office of the City

Comptroller of the City of Omaha,

Nebraska

By

City Comptroller

(FORM OF REVERSE OF BOND)

[Insert mandatory sinking fund redemption provision, if any.]

 

[The Bonds of the series of Bonds of which this Bond is part are not subject to optional redemption prior to their stated maturity.]

 

The Bonds of the series of Bonds of which this Bond is part are issuable as fully registered bonds without coupons in the denomination of $5,000 and any integral multiples thereof.  Subject to the limitations and upon payment of the charges, if any, provided for in the Ordinance, Bonds may be exchanged at the principal office of the Registrar or at the principal office of its successor as Registrar for a like aggregate principal amount of registered Bonds of other authorized principal sums and of the same series, interest rate and maturity.

 

This Bond shall be transferable by the Registered Owner or his agent duly authorized in writing at the principal office of the Registrar upon surrender and cancellation of this Bond, and thereupon a new Bond or Bonds of a like aggregate principal amount and of the same series, interest rate and maturity will be issued to the transferee upon payment of the transfer charge, if any.  The City and the Registrar may treat the person in whose name this Bond is registered as the absolute owner hereof for the purpose of receiving payment hereof and for all other purposes and shall not be affected by any notice to the contrary, whether this Bond be overdue or not.

 

This Bond is one of an authorized issue of Bonds of like designation herewith aggregating                                      Dollars ($             ) in principal amount issued by the City under the authority of and in full compliance with the Constitution and statutes of the State of Nebraska, including particularly Reissue Revised Statutes of Nebraska, as amended, Sections 18?2101 to 18?2154, inclusive and under and pursuant to Ordinance No. 35840 duly passed by the Council of the City on February 5, 2002, as supplemented by Ordinance No. 38029 duly passed by the Council of the City on March 11, 2008, as supplemented by Ordinance No. 39227 duly passed by the Council of the City on February 7, 2012 and as supplemented by Ordinance No. ____ duly passed by the Council of the City on October 24, 2017 (collectively, the “Ordinance”).  The Bonds are of varying denominations, maturities, interest rates and other provisions as provided in the Ordinance, and were issued for the purpose of refunding a portion of the City’s Special Obligation Refunding Bonds (Riverfront Development Project), Series 2012 (the “Series 2012 Bonds”), dated March 1, 2012 and issued in the original aggregate principal amount of $40,405,000.

 

This Bond and the Bonds of the series of which it is one constitute a duly authorized issue of Bonds (herein referred to as the “Bonds”) issued, or to be issued, under and as provided in the Ordinance, for the purpose of financing the cost of refunding and redeeming a portion of the Series 2012 Bonds, including costs and expenses relating thereto.  The Series 2012 Bonds were issued for the purpose of refunding and redeeming the City’s Special Obligation Bonds (Riverfront Redevelopment Project), Series 2002A (the “2002A Special Obligation Bonds”), which were issued for the purpose of financing part of the cost of the acquisition, site preparation, development, redevelopment, construction, improving, equipping and installation of certain public street, utility and other public improvements constituting the Redevelopment Project (as such term is defined in the Ordinance) for which the City is responsible in the area along the Missouri River generally north of Interstate 480 in Omaha, Nebraska, and to carry out the City’s corporate purposes and powers in connection therewith.

 

Reference is hereby made to the Ordinance, copies of which are on file in the office of the Registrar, and to all of the provisions of which any holder of this Bond by his or her acceptance hereof hereby assents, for definitions of terms; the description of and the nature and extent of the security for the Bonds issued under the Ordinance, including this Bond; the Revenues and other moneys and securities pledged to the payment of the principal of and interest on the Bonds issued thereunder; the nature and extent and manner of enforcement of the pledge; the conditions upon which Bonds for the purpose of refunding may hereafter be issued thereunder, payable on a parity from such Revenues and other moneys and securities and equally and ratably secured therewith; the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the holders of the Bonds; the rights, duties and obligations of the City, the Paying Agent and the Registrar thereunder; the terms and provisions upon which the liens, pledges, charges, trusts and covenants made therein may be discharged at or prior to the maturity or redemption of this Bond, and this Bond thereafter no longer be secured by the Ordinance or be deemed to be outstanding thereunder if moneys or certain specified securities shall have been deposited in an amount sufficient and held in trust solely for the payment hereof; and for the other terms and provisions thereof.

(FORM OF CERTIFICATE OF AUTHENTICATION)

CERTIFICATE OF AUTHENTICATION

This Bond is one of the Bonds delivered pursuant to the within?mentioned proceedings.

FIRST NATIONAL BANK OF OMAHA, Registrar

By

Authorized Officer

Dated:

(FORM OF ASSIGNMENT)

For value received, the undersigned,                               , hereby sells, assigns and transfers unto                             (Tax Identification or Social Security No.                   ) the within?mentioned bond and all rights thereunder and hereby irrevocably constitutes and appoints                    attorney?in?fact to transfer the same on the Books of Registry in the office of the within?mentioned Registrar with full power of substitution in the premises.

Dated:

Registered Owner

NOTE:  The signature to this assignment must correspond with the name as written on the face of the within bond in every particular, without alteration or enlargement or any change whatsoever.

Signature Guaranteed:

_____________________________________________

NOTICE:  Signature(s) must be guaranteed by a financial institution that is a member of the Securities Transfer Agent Medallion Program (“STAMP”), the Stock Exchange Medallion Program (“SEMP”), the New York Stock Exchange, Inc. Medallion Signature Program (“MSP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended.

 

Section 3.6.  Certificate of Authentication.  Only such Bonds as shall have endorsed thereon a Certificate of Authentication substantially in the form set forth in Section 3.5 hereto, duly manually executed by an authorized officer of the Registrar, shall be entitled to any right or benefit under this Supplemental Ordinance.  The Finance Director shall direct the Registrar to authenticate the Series 2017D Bonds, and no Series 2017D Bond shall be valid or obligatory for any purpose unless and until such Certificate of Authentication endorsed on each Series 2017D Bond shall have been manually executed by an authorized officer of the Registrar, and such executed Certificate shall be conclusive evidence that such Bond has been authenticated under this Supplemental Ordinance.

 

Section 3.7.  Mutilated, Lost, Stolen or Destroyed Bonds.  In the event any Bond is mutilated, lost, stolen or destroyed, the City, if permitted by law, shall execute, and the Registrar may authenticate and deliver, a new Bond of the same Series and of like date, tenor, maturity and denomination as the Bond mutilated, lost, stolen or destroyed, provided that in all cases there shall first be furnished to the Registrar and the City indemnity and evidence of ownership of such Bond satisfactory to each of them and in the case of any mutilated Bond, such mutilated Bond shall first be surrendered to the Registrar, and in the case of any lost, stolen or destroyed Bond, there shall be first furnished to the Registrar evidence of such loss, theft or destruction satisfactory to it.  In the event any such mutilated, lost, stolen or destroyed Bond shall have matured, or would have matured within 90 days, or has been called for redemption and the redemption date has arrived or will arrive within 90 days (if applicable), instead of issuing a substitute Bond, the Registrar, upon being furnished with indemnity and evidence of mutilation, loss, theft or destruction, as aforesaid, may pay the same without surrender thereof.  The Registrar and the City may charge the holder or owner of such Bond with their reasonable fees and expenses in this connection.  Any Bond issued under the provisions of this Section shall be equally and proportionately entitled in accordance with its terms to the security and benefits of this Supplemental Ordinance with the Bonds then Outstanding.  All mutilated Bonds surrendered pursuant to this Section shall be cancelled and not reissued.

 

Section 3.8.  Temporary Bonds.  Until the definitive Bonds of any Series are prepared, the City may execute and, upon the request of the City, the Registrar shall authenticate and deliver, in lieu of definitive Bonds, but subject to the same provisions, limitations and conditions as the definitive Bonds, one or more temporary Bonds substantially of the tenor of the definitive Bonds in lieu of which such temporary Bond or Bonds are issued in denominations of $5,000 or any integral multiple thereof authorized by the City, and with such omissions, insertions and variations as may be appropriate to temporary Bonds.  The City, at its own expense, shall prepare and execute and, upon the surrender of such temporary Bonds for exchange and the cancellation of such surrendered temporary Bonds, the Registrar shall authenticate and, without charge to the holder thereof, deliver in exchange therefor, definitive Bonds of the same aggregate principal amount and Series and maturity as the temporary Bonds surrendered.  Until so exchanged, the temporary Bonds shall in all respects be entitled to the same benefits and security as definitive Bonds authenticated and issued pursuant to this Supplemental Ordinance.

 

If the City shall authorize the issuance of temporary Bonds, the holder of any temporary Bond or Bonds may, at its option, surrender the same to the Registrar in exchange for another temporary Bond or Bonds of like aggregate principal amount and Series and maturity of any other authorized denomination or denominations, and thereupon the City shall execute and the Registrar shall authenticate and, in exchange for the temporary Bond or Bonds so surrendered and upon payment of the taxes, fees and charges provided for in Section 3.9, shall deliver a temporary Bond or Bonds of like aggregate principal amount, Series and maturity in such other authorized denomination or denominations as shall be requested by such owner.  All temporary Bonds surrendered in exchange either for another temporary Bond or Bonds or for a definitive Bond or Bonds shall be forthwith cancelled by the Registrar.

 

Section 3.9.  Registration and Transfer of Bonds.  At all times while any Bond remains Outstanding and unpaid, the Registrar shall keep or cause to be kept at its principal corporate office Books of Registry for the registration, exchange and transfer of Bonds.  Upon presentation at its principal corporate office for any such purpose, the Registrar, under such reasonable regulations as it may prescribe, shall register, exchange or transfer, or cause to be registered, exchanged or transferred, on the Books of Registry, the Bonds as set forth below.  The Books of Registry shall at all times be open for inspection by the City or its duly authorized agent or representative.  Any Bond may be exchanged at the principal corporate trust office of the Registrar for a like aggregate principal amount of such Bonds in other authorized principal sums of the same Series, interest rate and maturity.  Any Bond may be transferred upon the Books of Registry by the person in whose name it is registered, in person or by his duly authorized agent, upon surrender of such Bond to the Registrar for cancellation, accompanied by a written instrument of transfer duly executed by the holder in person or by his duly authorized agent, in form satisfactory to the Registrar.

 

No transfer or exchange of Bonds shall be required to be made during the 15 days next preceding an interest payment date for such Bonds or during the 45 days next preceding the date fixed for redemption of such Bonds (if applicable).

 

Whenever any Bond shall be surrendered for transfer or exchange at the principal corporate trust office of the Registrar, the Registrar shall authenticate (and send by registered mail to the new holder thereof at his request, risk and expense), in the name of the transferee or transferees, a new duly executed Bond or Bonds of the same Series, interest rate and maturity and for a like aggregate principal sum, dated so that there shall result no gain or loss of interest as a result of such transfer, registered on the Books of Registry in such manner as the holder or transferee, as the case may be, may request.  All transfers pursuant to this Section shall be made without expense to the holder of such Bonds, except that the Registrar shall require the payment by the holder of the Bond requesting such transfer of any tax or other governmental charges required to be paid with respect to such transfer.  All Bonds surrendered pursuant to this Section shall be cancelled.

 

Section 3.10.  CUSIP Identification Numbers.  CUSIP identification numbers may be printed on the Bonds of any Series, but no such number shall constitute a part of any Bond or a part of the contract evidenced thereby, and no liability shall attach to the City or any officer or agent thereof (including the Paying Agent and Registrar) by reason of said CUSIP identification numbers or any use made thereof (including any use thereof by the City, any such officer or any such agent) or by reason of any inaccuracy, error or omission with respect thereto or in such use.

 

Section 3.11.    Negotiated Sale of Bonds; Delegation of Authority to Execute Final Terms Certificate; Transcript; Sale of Bonds.  This Council finds and determines and hereby declares that:

(a)               The marketing of the Series 2017D Bonds entails an educational process of informing securities dealers and investors about the attributes of such Series 2017D Bonds; the Series 2017D Bonds are substantial in amount and are revenue bonds; and it is, therefore, in the best interest of the City that the sale of Series 2017D Bonds be negotiated.

(b)               This Council hereby ratifies the selection of D.A. Davidson & Co. (the “Underwriter") to serve as underwriter of the Series 2017D Bonds; and authorizes and directs the Finance Director to enter into negotiations concerning the sale of such Series 2017D Bonds and to execute and deliver a bond purchase contract with the Underwriter, as representative of itself and the underwriters, the form of which bond purchase contract shall have been approved by the City Attorney or by subsequent resolution of this Council.

(c)               The Finance Director (or the City Comptroller if the Finance Director is unable for any reason to exercise such authority) is authorized and directed to establish and designate on behalf of the City by the execution and delivery of a Final Terms Certificate at the time of the sale of the Series 2017D Bonds, subject to the provisions of the Ordinance, the following terms in connection with the Series 2017D Bonds:  (1) the aggregate principal amount of the Series 2017D Bonds to be issued, not exceeding the aggregate principal amount of $5,500,000, (2) the years in which a principal maturity of the Series 2017D Bonds shall occur and the principal amount of the Series 2017D Bonds to mature on February 1 of each year of such years or such other dates as he or she may determine, (3) the date of final maturity of the Series 2017D Bonds, which shall in no event be later than February 1, 2026, (4) the date or dates upon which the Series 2017D Bonds shall be sold, (5) the rate or rates of interest to be carried by each maturity of the Series 2017D Bonds, such that the true interest cost of the Series 2017D Bonds shall not exceed 4.00%, (6) the method, if any, by which such rate or rates of interest shall be calculated and the first interest payment date for the Series 2017D Bonds, (7) the purchase price for the Series 2017D Bonds, which shall not be less than 96.0% of the principal amount thereof (including an underwriting discount of not greater than 0.70% of par), and (8) the optional and mandatory sinking fund redemption dates and prices of the Series 2017D Bonds and all terms relating thereto, or if the Series 2017D Bonds will not be subject to optional or mandatory sinking fund redemption.

(d)               The Finance Director, the City Attorney, the City Clerk, the Comptroller and all other officials of the City are hereby authorized to take such action and execute such orders, receipts, opinions, certificates and other documents as may be necessary in order to effectuate the issuance, sale and delivery of the Series 2017D Bonds or any portion thereof and the preparation and execution of the Series 2017D Bonds in accordance with this Ordinance and applicable law.  It is also directed that a transcript shall be prepared of all proceedings on which rests the authority of the City to issue and sell the Series 2017D Bonds.

Section 3.12.  Application of Bond Proceeds.  The proceeds derived from the sale of the Series 2017D Bonds, including any premium received upon the sale thereof and the interest, if any, accrued thereon from their dated date to the date of delivery and payment therefor, shall be deposited as follows:

(a) an amount equal to the Costs of Issuance to the Costs of Issuance Fund (as created in Section 5.1 hereof); and

(b) all remaining proceeds of the Series 2017D Bonds to the Escrow Fund (as created in Section 5.1 hereof), such funds to be under the custody of the Escrow Agent as established in the Escrow Agreement to provide sufficient funds (i) on each scheduled interest payment date with respect to the Refunded Bonds, through and including the Refunded Bonds Redemption Date, to make such scheduled interest payments and (ii) to redeem on the Refunded Bonds Redemption Date, the Refunded Bonds, together with accrued interest on such Refunded Bonds to the Refunded Bonds Redemption Date.  If any balance remains in the Escrow Fund after the redemption of the Refunded Bonds on the Refunded Bonds Redemption Date, such funds shall be deposited and credited to the Series 2017D Bond Fund (as created in Section 5.1 hereof).

 

Section 3.13.  Refunding Bonds.  The City, by means of a supplemental ordinance and without the consent of the Bondholders, may issue Refunding Bonds as follows:

(a) Refunding Bonds may be issued for the purpose of refunding (including by purchase) within one year prior to maturity any Bond for the payment of which sufficient Revenues are not available.  Any Refunding Bond issued for such purpose shall mature not earlier than the latest stated maturity of any Bond not refunded to be Outstanding after such refunding.

(b) Refunding Bonds may be issued at any time for the purpose of refunding (including by purchase) at any time any Bonds that are subject to optional redemption prior to their stated maturity, including amounts to pay principal, redemption premium and interest to the date of maturity or redemption (or purchase) and the expenses of issuing the Refunding Bonds and of effecting such refunding, provided that the Debt Service on all Bonds to be Outstanding after the issuance of the Refunding Bonds shall not be greater in any Bond Year in which Bonds not refunded shall remain Outstanding than would have been the Debt Service in such Bond Year were such refunding not to occur.

ARTICLE IV
REDEMPTION OF BONDS

Section 4.1.  No Optional Redemption of Series 2017D Bonds.  Unless otherwise determined by the Finance Director of the City at the time of the sale of the Series 2017D Bonds pursuant to the authority granted in Section 3.11 hereof, the Series 2017D Bonds are not subject to optional redemption prior to their stated maturities.

 

Section 4.2.  No Special Optional Redemption of Series 2017D Bonds.  The Series 2017D Bonds shall not be subject to special optional redemption under Article IV of the Original Ordinance.

 

Section 4.3.  [Reserved].

 

Section 4.4.  [Reserved].

 

Section 4.5.  [Reserved].

 

ARTICLE V
CREATION OF FUNDS AND ACCOUNTS; PAYMENTS
THEREFROM; PLEDGES; INVESTMENT OF MONEYS

Section 5.1.  Creation of Funds.  There are hereby created and established three special trust funds in addition to the funds created by the Original Ordinance, Ordinance No. 38029 and Ordinance No. 39227, called the “Escrow Fund” (hereinafter called the “Escrow Fund”), the “Special Obligation Series 2017D Bond Fund” (hereinafter called the “Series 2017D Bond Fund”), and the Costs of Issuance Fund (hereinafter called the “Costs of Issuance Fund”), such funds and accounts to be held separately and apart from all other funds and moneys of the City.  The funds and moneys deposited into the Escrow Fund shall be held and maintained by the Escrow Agent pursuant to the Escrow Agreement as more fully set forth in Section 3.12 hereof.  The funds and moneys derived from the collection of the Series 2017 Pro Rata Share and other funds as provided herein shall be deposited in the Series 2017D Bond Fund.  The funds and moneys deposited into the Costs of Issuance Fund shall be applied to pay the Costs of Issuance as set forth in Section 3.12 hereof.

 

There are hereby created and established in the Series 2017D Bond Fund the following special trust accounts: (i) the Bond Interest Account and (ii) the Bond Principal Account. 

 

So long as any of the Bonds herein authorized, or any interest thereon, remain unpaid, the moneys in the foregoing funds and accounts shall be used for no purpose other than those required or permitted by this Supplemental Ordinance, any supplemental ordinance providing for the issuance of Refunding Bonds and the Act.

 

Section 5.2.  Escrow Fund and Costs of Issuance Fund.  The proceeds from the sale of the Series 2017D Bonds shall be placed in the Escrow Fund and Costs of Issuance Fund as set forth in Section 3.12 hereof. 

 

The principal of, premium, if any, and the accrued interest on the Refunded Bonds shall be paid on the Refunded Bonds Redemption Date (or such other date as the Finance Director of the City shall determine), as shall be identified in the notice of redemption (when such notice is issued in accordance with in accordance with Sections 4.1 and 4.4 and Article IX of the Original Ordinance and Ordinance No. 39227 authorizing the Refunded Bonds) for such Refunded Bonds, from the moneys for such purpose as set forth in the Escrow Agreement.  The principal of and the accrued interest on the Refunded Bonds shall be paid on the Refunded Bonds Redemption Date.

 

Section 5.3.  [Reserved].

 

Section 5.4.  Sewer Revenues.  The City establishes and collects rates or charges for the use and services of the System, from which rates or charges the Sewer Revenues derive.  Such Sewer Revenues are hereby pledged to the payment of the principal of, premium, if any, and interest on the Series 2017D Bonds as provided in this Supplemental Ordinance, and, subject to Section 6.13 of the Original Ordinance, Section 6.13 of Ordinance No. 38029, Section 6.13 of Ordinance No. Ordinance No. 39227 and Section 6.13 herein until all of the Bonds and all interest thereon have been paid (or until moneys for that purpose have been irrevocably set aside), the Sewer Revenues, as collected, shall be allocated to and deposited in the Series 2017D Bond Fund and the bond funds related to the Parity Bonds and shall be applied to the payment of the Series 2017D Bonds and the Parity Bonds and the interest thereon as in the Ordinance provided.  Such allocation and pledge are for the exclusive benefit of the holders of the Bonds authorized by the Ordinance and shall be irrevocable.  The foregoing pledge of the Sewer Revenues and the allocation thereof to the Series 2017D Bond Fund and the related bond funds for the Parity Bonds, respectively, are limited furthermore to a maximum aggregate amount not to exceed such amount as shall be certified by the Finance Director as being the amount required to pay the principal of and interest on the respective portions of the Series 2017D Bonds and the Parity Bonds.

 

Section 5.5.  Tax Allocation Revenues.  As provided in the Gallup Redevelopment Plan, pursuant to Section 18?2147 of the Community Development Law and Article 8, Section 12 of the Constitution of the State of Nebraska, any ad valorem tax levied upon real property in the Gallup Redevelopment Plan Area for the benefit of the State of Nebraska, any municipality, county, township, board, commission, authority or district or any other political subdivision or public body of the State of Nebraska (hereinafter sometimes called “public bodies”) for a period defined in the Community Development Law shall be apportioned as follows:

(a) that portion of the ad valorem tax which is produced by the levy at the rate fixed each year by or for each such public body upon the Gallup Redevelopment Project Valuation shall be paid into the funds of each such public body in the same proportion as are all other taxes collected by or for the body;

(b)(i) that portion of the ad valorem tax on real property in the Gallup Redevelopment Plan Area in excess of the aggregate amount paid to each public body as set forth in subsection (a) hereinabove, if any, constituting the Tax Allocation Revenues shall be allocated to and, when collected, shall be paid, first, into the Series 2017D Bond Fund and the bond funds related to the Parity Bonds to pay on a pro rata basis the principal, interest and premium, if any, due in connection with the Bonds; and

(ii) second, if and to the extent such Tax Allocation Revenues collected in the next preceding fiscal year and the current fiscal year exceed the aggregate amount necessary to pay such principal, interest and premium, if any, due during the current and the next succeeding Bond Year, that portion of the ad valorem tax on real property in the Gallup Redevelopment Plan Area in excess of the amounts paid or allocated as set forth in subsections (a) and (b)(i) herein above, if any, shall be allocated to and, when collected, shall be paid into the Surplus Fund of the City pending application in accordance with Section 5.9 herein.

The Tax Allocation Revenues are hereby allocated and pledged to the payment of the principal of, premium, if any, and interest on the Series 2017D Bonds as in this Supplemental Ordinance provided, and until all of the Bonds and all interest thereon have been paid (or until moneys for that purpose have been irrevocably set aside), the Tax Allocation Revenues, except for those Tax Allocation Revenues on deposit in the Surplus Fund as provided in Section 5.9 herein, shall be deposited in the Series 2017D Bond Fund and the bond funds related to the Parity Bonds and shall be applied to the payment of the Series 2017D Bonds and the Parity Bonds and the interest thereon as in the Ordinance provided.  Such allocation and pledge are for the exclusive benefit of the holders of the Bonds authorized under the Ordinance and shall be irrevocable.

 

Section 5.6.  Sales Tax Revenues.  As provided in the Nebraska Revenue Act, the City imposes a one and one?half percent sales tax, which tax is collected on behalf of and distributed to the City by the State.  The Community Development Law authorizes the City, acting in its capacity as an authority thereunder, to pledge its revenue and income to secure the payment of its redevelopment bonds.  The Convention Center Act authorizes the City by ordinance to pledge revenues and income of the City, including sales taxes, as security for revenue bonds issued by the City to finance and refinance the acquisition, construction, improving and equipping of eligible facilities and of appurtenant public facilities that are part of the same projects.

 

The Sales Tax Revenues are hereby pledged to the payment of the principal of, premium, if any, and interest on the Series 2017D Bonds as provided in this Supplemental Ordinance.  Until all of the Bonds and all interest thereon have been paid (or until moneys for that purpose have been irrevocably set aside), the Sales Tax Revenues shall be deposited in the Series 2017D Bond Fund and the bond funds related to the Parity Bonds and shall be applied to the payment of the Series 2017D Bonds and the Parity Bonds and the interest thereon as in the Ordinance provided.  Such allocation and pledge are for the exclusive benefit of the holders of the Bonds authorized under the Ordinance and shall be irrevocable.

 

Section 5.7.  Series 2017D Bond Fund.  The Series 2017 Pro Rata Share shall be deposited in the Series 2017D Bond Fund in the following order of priority: first, from Tax Allocation Revenues; second, from Sewer Revenues; third, from Land Revenues; and fourth, from Sales Tax Revenues.  The Revenues accumulated in the Series 2017D Bond Fund shall be used in the following priority; provided, however, that, to the extent credits have been made in any of the accounts referred to below from the proceeds of the sale of the Series 2017D Bonds or otherwise, the credits below need not be made:

(a) Bond Interest Account.  Credits shall be made into the Bond Interest Account so that the balance in said account on or before the date of the payment of any installment of interest on the Series 2017D Bonds shall be equal to the amount due at such installment.  Moneys in the Bond Interest Account shall be used for the payment of interest on the Series 2017D Bonds as the same become due, and, after such payment, the account shall be restored by further deposits to the required balance.  Any amounts representing accrued interest received on the sale of Series 2017D Bonds shall be deposited in the Series 2017D Bond Fund for credit to the Bond Interest Account.

(b) Bond Principal Account.  After the credits have been made pursuant to subparagraph (a) above, credits shall next be made into the Bond Principal Account so that the balance in said Account shall equal the next principal payment or payments, as the case may be, on or before the date of payment thereof on the then Outstanding Series 2017D Bonds.  Moneys in the Bond Principal Account shall be used for the payment of the principal of the Series 2017D Bonds, as the same become due, and, after such payment, the account shall be restored by further credits to the required balance.

(c) After the credits required by subparagraphs (a) and (b) above have been made and the amount on deposit in the Series 2017D Bond Fund exceeds the aggregate amount necessary to pay principal, interest and premium, if any, due during the current and the next succeeding Bond Year, credits in the amount of such excess shall be made into the Surplus Fund to be applied in the manner set forth in Section 5.9 herein.

Section 5.8.  Investment of Moneys in Funds and Accounts; Moneys Held in Trust.  Money in the the Bond Interest Account and the Bond Principal Account in the Series 2017D Bond Fund shall, to the fullest extent practicable and reasonable, be invested and reinvested by the City, to the extent allowed by law solely in, and obligations deposited in such funds and accounts shall be, Government Obligations which shall mature or be subject to redemption at the option of the holder thereof on or before the respective dates when the moneys in such funds and accounts will be required for the purposes intended.  Moneys in the Surplus Fund not required for immediate disbursement for the purposes for which said accounts and funds are created shall, to the fullest extent practicable and reasonable, be invested and reinvested by the City, to the extent allowed by law solely in, and obligations deposited in said Surplus Fund shall be, Government Obligations which shall mature or be subject to redemption at the option of the holder not later than 10 years from the date of such investment.

 

Government Obligations purchased as an investment of moneys in any of the funds or accounts shall be deemed at all times to be a part of such fund or account, and the interest accruing thereon and any gain realized from such investment shall be credited to such fund or account, and any loss resulting from any such authorized investment shall be charged to such fund or account without liability to the City or the officials thereof; provided, however, that any investment earnings on moneys or Government Obligations held in any of the accounts in the Series 2017D Bond Fund shall be used to make up any deficiency in another account in such Series 2017D Bond Fund.

 

The City shall sell at the best price obtainable or present for redemption any obligation so purchased whenever it shall be necessary to do so in order to provide moneys to meet any payment or transfer from a fund or account as required by this Supplemental Ordinance.

 

Until used and applied in accordance with this Supplemental Ordinance, all moneys held in the Series 2017D Bond Fund, and the securities in which such moneys may from time to time be invested, shall be held in trust for the equal and ratable benefit and security of the holders of the Series 2017D Bonds then Outstanding.  All moneys held by any paying agent for the payment of principal, interest and premium, if any, of said Bonds shall be held by such agent in trust for the equal and ratable benefit and security of the Bonds for which moneys have been so set aside.

 

Section 5.9.  Surplus Fund.  Amounts credited to the Surplus Fund shall be used for any legally permissible costs or expenses of the City relating to the Gallup Redevelopment Plan Area not financed from the proceeds of the Bonds.  If the Revenues are insufficient to make the deposits required by Sections 5.7 of the Original Ordinance, Section 5.7 of Ordinance No. 38029, Section 5.7 of Ordinance No. 39227 and Section 5.7 herein, to the extent that moneys then are on deposit in the Surplus Fund, the City shall transfer such moneys from the Surplus Fund to the credit of each such Bond Fund to the extent of such deficiencies in such Bond Fund.  If the Tax Allocation Revenues to be received for the next Bond Year by the City, based upon the most recent assessed valuation of taxable property in the Gallup Redevelopment Plan Area furnished by the appropriate officer of the County, are at least equal to the deposits required to be made to the Bond Funds in such Bond Year, then any moneys in the Surplus Fund may be used and applied by the City for the purchase and/or redemption of Bonds in accordance with the Original Ordinance.

 

ARTICLE VI
COVENANTS OF THE CITY

As long as Bonds are Outstanding and unpaid, the City will (through its proper officers, agents or employees) faithfully perform and abide by all the covenants, undertakings and provisions contained in this Supplemental Ordinance or in any Bond issued hereunder, including the following covenants and agreements for the benefit of the Bondholders which are necessary, convenient and desirable to secure the Bonds and will improve their marketability; provided, however, that said covenants do not require the City to expend any funds other than the Revenues or violate the provisions of State law with respect to tax revenue sharing.

 

Section 6.1.  Complete Redevelopment Project; Management and Operation of Properties.  The City covenants that it has completed the Redevelopment Project in accordance with the Act and the Redevelopment Plan, and that it will cause all properties owned by it and comprising any part of the Redevelopment Project to be managed and operated in a sound and businesslike manner.

 

Section 6.2.  Use of Proceeds.  The City covenants and agrees that the proceeds of the sale of the Series 2017D Bonds will be deposited and used as provided in this Supplemental Ordinance or supplemental ordinances.

 

Section 6.3.  No Priority.  The City covenants and agrees that it will not issue any obligations the principal of or interest on which is payable from the Revenues which have, or purport to have, any lien upon the Revenues, as the case may be, prior or superior to the lien of the Bonds herein and in the Original Ordinance, Ordinance No. 38029 and Ordinance No. 39227 authorized; provided that this Section 6.3 shall not preclude the City from issuing from time to time its general obligation bonds secured by the pledge of the City’s full faith and credit and general taxing power.  Nothing in this Section 6.3 shall prevent the City from issuing additional bonds payable from the Additional Excess Tax Revenues (as defined by the Gallup Redevelopment Agreement), provided that any such additional bonds shall be Additional TIF Bonds within the meaning of the Gallup Redevelopment Agreement.

 

Section 6.4.  Community Development Agency.  The City covenants and agrees that it has created a community development agency by authority of Section 18?2101.01 of the Community Development Law and ratifies and confirms actions heretofore taken to establish, and does hereby designate and establish, the Planning Department of the City to be and to continue as said community development agency of the City.  In its capacity as said community development agency, the Planning Department shall cooperate fully with the City, acting as an authority under the Act, in the fulfillment of the City’s undertakings pursuant to this Supplemental Ordinance.

 

Section 6.5.  [Reserved].

 

Section 6.6.  To Pay Principal of, Premium and Interest on Bonds.  The City will duly and punctually pay or cause to be paid solely from the Revenues, and the other moneys which are pledged herein to the payment thereof, the principal of, premium, if any, and interest on each and every Series 2017D Bond on the dates and at the places in the manner provided in such Series 2017D Bonds, according to the true intent and meaning thereof, and will faithfully do and perform and fully observe and keep any and all covenants, undertakings, stipulations and provisions contained in the Series 2017D Bonds and in this Supplemental Ordinance.

 

Section 6.7.  Books of Account; Financial Statements.  The City covenants and agrees that it will at all times keep, or cause to be kept, proper and current books of account (separate from all other records and accounts) in which complete and accurate entries shall be made of all transactions relating to the Redevelopment Project, Revenues and other funds relating to the Redevelopment Project.  Within 270 days after the close of each Fiscal Year, the City shall cause such books of account to be audited by an independent certified public accountant, which audit may be part of the annual audit of the accounts of the City.  The audit report shall show in reasonable detail the income and expenses for such Fiscal Year relating to the Redevelopment Project, including the transactions relating to the Series 2017D Bond Fund and the Surplus Fund.

 

Section 6.8.  Eminent Domain Proceeds.  The City covenants and agrees that if all or any part of the Redevelopment Project Area should be taken by eminent domain proceedings or other proceedings authorized by law for any public or other use under which the property will be exempt from ad valorem taxation, the net proceeds realized by the City therefrom will be deposited in the bond funds related to the Series 2017D Bonds and the Parity Bonds and used and applied for the purpose of paying principal of and interest on Bonds as in the Ordinance provided.

 

Section 6.9.  Disposition of Property.  The City covenants and agrees that it will not dispose of more than 10% of the land area in the Gallup Redevelopment Plan Area (except property shown in the Gallup Redevelopment Plan in effect on the date this Supplemental Ordinance is adopted as planned for public use, or property to be used for public streets, public offstreet parking, public parks, sewage facilities, parking easements or rights?of?way or public utilities or other similar uses) to public bodies or other persons or entities whose property is exempt from ad valorem taxation, without receipt of a certificate of the Finance Director of the City stating that the estimated Tax Allocation Revenues to be derived from the remaining land area in the Gallup Redevelopment Plan Area, after taking into consideration the use by the City of the proceeds of such proposed disposition of such properties, will be sufficient to enable the City to comply with all covenants and conditions of this Supplemental Ordinance.

 

Section 6.10.  Protection of Security.  The City is duly authorized under all applicable laws to create and issue the Series 2017D Bonds and to adopt this Supplemental Ordinance and to pledge the Revenues and other moneys, securities and funds under this Supplemental Ordinance in the manner and to the extent provided in this Supplemental Ordinance.  The Revenues and other moneys, securities and funds so pledged are and will be free and clear of any pledge, lien, charge, security interest or encumbrance thereon or with respect thereto prior to, or of equal rank with, the pledge created by this Supplemental Ordinance, except as otherwise expressly provided herein, and all corporate action on the part of the City to that end has been duly and validly taken.  The Series 2017D Bonds and the provisions of this Supplemental Ordinance are and will be valid obligations of the City in accordance with their terms and the terms of this Supplemental Ordinance.  The City shall at all times, to the extent permitted by law, defend, preserve and protect the pledge of and security interest granted with respect to the Revenues and other moneys, securities and funds pledged under this Supplemental Ordinance and all the rights of the Bondholders under this Supplemental Ordinance against all claims and demands of all persons whomsoever.

 

Section 6.11.  Extension of Payment of Series 2017D Bonds.  The City will not directly or indirectly extend or assent to the extension of the maturity of any of the Series 2017D Bonds or the time of payment of any interest thereon by the purchase or funding of such Series 2017D Bonds or claims for interest or by any other arrangement, and, in case the maturity of any of the Series 2017D Bonds or the time for payment of any interest thereon or claims for interest shall be extended, such Series 2017D Bonds, interest or claims for interest shall not be entitled in case of any default under this Supplemental Ordinance to the benefit of this Supplemental Ordinance or to any payment or any assets of the City or the funds held by the Treasurer hereunder, except subject to the prior payment of the principal of all Series 2017D Bonds issued and Outstanding the maturity of which has not been extended and of such portion of the accrued interest on the Series 2017D Bonds as shall not be represented by such extended interest or claims for interest.  Nothing herein shall be deemed to limit the right of the City to issue Refunding Bonds as provided in this Supplemental Ordinance, and such issuance shall not be deemed to constitute an extension of maturity of Series 2017D Bonds.

 

Section 6.12.  Continuing Disclosure.  The City (a) authorizes and directs the Mayor, or in the Mayor’s absence, the Finance Director to execute and deliver, on the date of the issuance of the Series 2017D Bonds, a Continuing Disclosure Certificate (the “Disclosure Certificate”) in such form that satisfies the requirements of Rule 15c2-12 of the Securities Exchange Act of 1934 (the “Rule”) and is acceptable to the Underwriter and (b) covenants that it will comply with and carry out all of the provisions of the Disclosure Certificate.  Notwithstanding any other provisions of this Supplemental Ordinance, failure of the City to comply with the Disclosure Certificate will not be considered a default under this Supplemental Ordinance or the Series 2017D Bonds; however, any Bondholder or Beneficial Owner may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this Section and the Disclosure Certificate.

 

Section 6.13.  Sanitary Sewerage System. 

(a) The City has covenanted in the Original Ordinance, in Ordinance No. 38029, Ordinance No. 39227 and does hereby covenant and agree in this Supplemental Ordinance to collect Sewer Revenues in amounts sufficient to pay the costs and expenses of the System.  The Council will annually adopt a budget for the next succeeding fiscal year of the System premised on the City’s collection during such fiscal year of sufficient Sewer Revenues to pay such costs and expenses for such fiscal year.  The Council will annually appropriate in accordance with such budget sufficient funds in such fiscal year up to the maximum amount of $1,500,000 to pay the principal and interest coming due in such fiscal year on the Series 2017D Bonds and the Parity Bonds.  Such appropriation of System revenues will occur second in priority only to the allocation of funds to pay the cost of operation and maintenance of the System.

(b) The City hereby covenants and agrees not to issue any bonds or instruments of indebtedness having a lien or the Sewer Revenues senior to that of the Bonds.  The City expressly reserves to itself the right to issue bonds on a parity with the pledge of the Sewer Revenues to the Bonds for the purpose of extending or completing the sewer separation project.

(c) The City covenants that it will establish, maintain, revise and collect just and equitable rates or charges for the use and services of the System, so that the Sewer Revenues of the System shall at all times be at least sufficient to pay all costs of operation and maintenance of the System; to pay the principal of and interest on all bonds payable from Sewer Revenues and any Refunding Bonds payable from Sewer Revenues; to pay any other indebtedness against the System or against the Sewer Revenues of said System; to provide and maintain a debt service reserve fund for any revenue bonds secured by Sewer Revenues, if any, to provide for all costs of renovations, replacements and renewals necessary or required to be made to the System; and to otherwise carry out the provisions of the Ordinance, including, without limiting the generality of the foregoing, the maintenance of the accounts created hereby.

 

Section 6.14.  Tax Covenants.  The City shall not use the proceeds of the Series 2017D Bonds in a manner that would cause the Series 2017D Bonds to be “arbitrage bonds” under Section 148 of the United States Internal Revenue Code of 1986, as amended (the “Code”).  To that end, the City shall comply throughout the term of the Series 2017D Bonds with the requirements of said Section 148 of the Code and the applicable regulations of the Internal Revenue Service adopted thereunder.  The provisions of this paragraph shall be a covenant with the purchasers from time to time of the Series 2017D Bonds.

In addition, the City covenants to comply throughout the term of the Series 2017D Bonds with the following requirements:

(a)           Gross proceeds of the Series 2017D Bonds will not be used in a manner which will cause the Series 2017D Bonds to be considered “private activity bonds” within the meaning of the Code.

 (b)         Except as provided in subparagraph (c) below, no gross proceeds of the Series 2017D Bonds are reasonably expected to be used (or will be used other than inadvertently), directly or indirectly, to acquire higher yielding investments or to replace funds which were used, directly or indirectly, to acquire higher yielding investments.  (“Higher yielding investments” means any investment property which can reasonably be expected to produce a yield in excess of the yield on the Series 2017D Bonds.)  Records of all investments shall be maintained by the City until six years after the retirement of the last of the Series 2017D Bonds.

(c)         The investment earnings on any bona fide debt service fund for the Series 2017D Bonds will be invested without regard to the yield limitations described in subparagraph (b) above.  No annual rebate of the investment earnings on said fund for the period of time beginning on the anniversary of the issuance date of the Series 2017D Bonds of a given year and ending on the day next preceding such anniversary date in the immediately subsequent year (the “Bond Year”) will be made.

(d)          The Series 2017D Bonds shall not become directly or indirectly federally guaranteed.  The Series 2017D Bonds will be considered to be “federally guaranteed” if the payment of principal or interest with respect to such Series 2017D Bonds is guaranteed (in whole or in part) by the United States (or any agency or instrumentality thereof) or 5% or more of the proceeds of the Series 2017D Bonds are used in making loans, the payment of principal or interest with respect to which is guaranteed or invested (directly or indirectly) in federally insured deposits or accounts.

(e)       All nonrefunding proceeds of the Series 2017D Bonds (other than amounts invested in the Rebate Account (defined below) and any debt service fund for the Series 2017D Bonds) shall be expended within the shorter of three years after the date of issue of the Series 2017D Bonds or the temporary period provided by the Code.

(f)        The City shall establish a trust account (the “Rebate Account”) pursuant to this Supplemental Ordinance for the purpose of accepting deposits of rebate amounts which may occur by operation of the limitations described in subparagraphs (b) and (c) above.  The City shall provide not later than 45 days after the fifth Bond Year and every five years thereafter for payment to the United States of 90% of the amounts deposited to the Rebate Account and 100% of the investment earnings on said deposits.  Not later than 60 days after the final retirement of the Series 2017D Bonds, the City shall pay 100% of the remaining balance of the Rebate Account to the United States.  Each payment shall be filed with the Internal Revenue Service Center, Ogden, Utah 84201.  Each payment shall be accompanied by a copy of Form 8038?T and a statement summarizing the determination of the amounts paid and to be paid to the United States.

ARTICLE VII
AMENDING AND SUPPLEMENTING OF ORDINANCE

Section 7.1.  Amending and Supplementing of Ordinance Without Consent of Holders of Bonds.  The City shall not amend or supplement this Supplemental Ordinance except in accordance with Section 3.13 hereof, or in accordance with the provisions of this Article VII.

 

The City may from time to time and without the consent of any holder of the Bonds: (i) make any amendments or modifications hereto which may be required to permit this Supplemental Ordinance to be qualified under the Trust Indenture Act of 1939, as amended; (ii) make any modification or amendment of this Supplemental Ordinance not inconsistent herewith required for the correction of language or to cure any ambiguity or defective provision, omission, mistake or manifest error herein contained; (iii) make any amendments or supplements hereto to grant to or confer upon the Bondholders’ additional rights, remedies, power and authority, or to grant to or confer upon any Bondholders committee or trustee for the Bondholders any additional rights, remedies, power or authority; (iv) make any modification or amendment of this Supplemental Ordinance as shall be necessary for the provision of a Bond Insurance Policy or Liquidity Facility, as such terms are defined by Appendix A attached to the Original Ordinance, (v) provide for the use of a book?entry system of registration; and (vi) provide for the issuance of coupon bonds.

 

Section 7.2.  Amendment of Ordinance With Consent of Holders of Bonds.  From time to time the holders of 66?2/3% in principal amount of the Bonds of a Series then Outstanding hereunder, by an instrument or instruments in writing signed by such holders and filed with the City, shall have power to assent to and authorize any modification or amendment that shall be proposed by the City of the provisions of this Supplemental Ordinance or of the rights and obligations of the City and of the holders of such Bonds, and any action herein authorized to be taken with the assent and authority given as aforesaid of the holders of 66?2/3% in principal amount of such Bonds at the time Outstanding hereunder shall be binding upon the holders of all of such Bonds Outstanding hereunder and upon the City as fully as though such action were specifically and expressly authorized by the terms of this Supplemental Ordinance, provided always that, without the consent of the holder of each Bond affected thereby, no such modification shall be made which will (a) extend the time of payment of the principal of or the interest on any Bond or reduce the principal amount thereof or the rate of interest thereon or the premium payable upon the redemption thereof, (b) give to any of said Bonds any preference over any other Bond or Bonds secured equally and ratably therewith, (c) authorize the creation of any pledge prior to or on a parity with the pledge afforded by this Supplemental Ordinance, (d) deprive any holder of such Bonds of the security afforded by the pledge of this Supplemental Ordinance or (e) reduce the percentage in principal amount of such Bonds required to assent to or authorize any such modification to this Supplemental Ordinance.  For the purpose of computations required by this paragraph, Bonds directly or indirectly owned or controlled by the City shall be disregarded.

 

Section 7.3.  Effectiveness of Supplemental Ordinance.  Upon the adoption (pursuant to this Article and applicable law) by the City of any supplemental ordinance amending or supplementing the provisions of this Supplemental Ordinance or upon such later date as may be specified in such supplemental ordinance, (i) this Supplemental Ordinance and the affected Bonds shall be modified and amended in accordance with such supplemental ordinance, (ii) the respective rights, limitations of rights, obligations, duties and immunities under this Supplemental Ordinance of the City and the holders of the Bonds shall thereafter be determined, exercised and enforced under this Supplemental Ordinance, subject in all respects to such modifications and amendments and (iii) all of the terms and conditions of any such supplemental ordinance shall be a part of the terms and conditions of the Bonds and of this Supplemental Ordinance for any and all purposes.

 

ARTICLE VIII
THE PAYING AGENT AND REGISTRAR AND ESCROW AGENT

The City hereby appoints First National Bank of Omaha to serve as Paying Agent and Registrar and as Escrow Agent, and approves the Escrow Agreement, setting forth its duties and responsibilities as Paying Agent and Registrar and as Escrow Agent and the compensation therefor, and authorizes and directs the Mayor of the City to execute and deliver such Escrow Agreement with such modifications and additions as the Mayor shall approve.

 

ARTICLE IX
DEFEASANCE; MONEYS HELD FOR
PAYMENT OF DEFEASED BONDS

Section 9.1.  Discharge of Liens and Pledges; Bonds Deemed To Be No Longer Outstanding Hereunder.  If the City shall pay or cause to be paid to the owners of the Series 2017D Bonds the principal and interest to become due thereon at the time and in the manner stipulated therein, and if the City shall keep, perform and observe all and singular the covenants and promises in the Series 2017D Bonds and in this Supplemental Ordinance expressed as to be kept, performed and observed by it or on its part, then these presents and the estate and rights hereby granted shall cease, determine and be void, and thereupon the lien of this Supplemental Ordinance shall be cancelled and discharged without further action by the City and the Finance Director may apply any balances in any fund or account established hereunder, other than moneys held for the redemption or payment of Series 2017D Bonds, to any lawful purpose of the City as the City Council of the City shall determine.

 

It is specifically understood and agreed that the release of the lien of this Supplemental Ordinance shall not affect nor cancel the provisions of prior ordinances relating to Bonds issued or the rights of owners of the Bonds or the City, which provisions shall continue in full force and effect according to their terms.

 

The City may at any time surrender to the Registrar for cancellation by it any Series 2017D Bonds previously authenticated and delivered hereunder which the City may have acquired in any manner whatsoever, and such Series 2017D Bonds, upon surrender and cancellation, shall be deemed to be paid and retired.

 

For the purpose of this Supplemental Ordinance, any Series 2017D Bond issued hereunder shall be deemed to be fully discharged and satisfied and no longer Outstanding when:

(a) a Series 2017D Bond is cancelled whether by reason of payment or redemption prior to maturity;

(b) a Series 2017D Bond is surrendered to the Registrar for cancellation;

(c) a Series 2017D Bond for which the payment of the principal of and all interest accrued and to accrue through the due date of payment (regardless of whether such due date arises by reason of maturity, upon redemption or by declaration as provided herein) has been made; such payment will be deemed to have been made when there have been deposited with the Paying Agent or an appropriate fiduciary institution acting as escrow agent sufficient moneys to make such payment or Government Obligations maturing, as to principal and interest, in such amount and at such times as will insure the availability of sufficient moneys to make any such payment and all necessary and proper fees, compensation and expenses of the Paying Agent or escrow agent pertaining to such Series 2017D Bond with respect to which such deposit is made have either been paid or payment provided for to the satisfaction of the Paying Agent or escrow agent; provided, however, no deposit of cash or Government Obligations shall constitute discharge and satisfaction as to any Series 2017D Bond to be redeemed prior to their maturity unless:

(i) such Series 2017D Bond has been irrevocably called or designated for redemption on the first date thereafter on which such Series 2017D Bond may be redeemed in accordance with the provisions of Article IV of this Supplemental Ordinance; and

(ii) proper notice of the redemption of such Series 2017D Bond has been mailed as required by Article IV hereof, or irrevocable provision shall have been made for the mailing of such notice; and

(d) a Series 2017D Bond is mutilated, destroyed or lost and, subsequently, a new Series 2017D Bond is issued as provided under Section 3.7 of this Supplemental Ordinance.

At such time as a Series 2017D Bond shall no longer be deemed to be Outstanding hereunder, as provided in this Section, such Series 2017D Bond shall no longer be secured by or entitled to the benefits of this Supplemental Ordinance except for the purpose of payment from the cash or Government Obligations deposited with and held by the Paying Agent or escrow agent for such purpose.

 

Moneys deposited with the Paying Agent or escrow agent under this Section and the proceeds of any Government Obligations held under this Section may be invested and reinvested in Government Obligations which mature in the amounts and at the times required to comply with the provisions of this Section.  Any income from such investments in excess of the requirements for principal of and interest on any Series 2017D Bond not being Outstanding under the provisions of this Section shall be paid into the Surplus Fund to be disbursed or held as provided thereby.

 

If cash or Government Obligations shall have been deposited with the Paying Agent or escrow agent in accordance with this Section, in trust for the purpose and sufficient and available to pay the principal of any Series 2017D Bond, together with all interest due thereon to the due date thereof or to the date fixed for the redemption thereof, all liability of the City for such payments shall terminate and be discharged, whether or not such Series 2017D Bond shall be presented for payment on the due date, whether at maturity or upon redemption or by declaration, and the Paying Agent or escrow agent shall hold such moneys or Government Obligations without liability to the owner of such Series 2017D Bond for interest thereon, in trust for the benefit of the owner of such Series 2017D Bond, who thereafter shall be restricted exclusively to such moneys or Government Obligations for any claim for such payment of whatsoever nature on his part, except as is provided in Section 9.2 hereof.

 

Section 9.2.  Unclaimed Moneys.  In the event any Series 2017D Bonds shall not be presented for payment when the principal thereof becomes due, if funds sufficient to pay such Series 2017D Bonds shall have been made available to the Paying Agent or escrow agent for the benefit of the owners thereof, all liability of the City to the Bondholders for the payment of such Series 2017D Bonds and the interest thereon shall forthwith cease, determine and be completely discharged and thereupon it shall be the duty of the Paying Agent or escrow agent to hold such fund or funds, without liability for interest thereon, for a period of six years after all Series 2017D Bonds shall have matured, for the benefit of the owners of such Series 2017D Bonds, who shall thereafter be restricted exclusively to such funds for any claim of whatever nature on their part under this Supplemental Ordinance or with respect to such Series 2017D Bonds.  At the expiration of such period, any unclaimed principal or interest shall be paid to the City and thereafter all claimants shall be restricted exclusively to making claim against the City for such principal or interest.  The City shall have no liability for interest on any such funds paid to it and shall not be required to hold such funds in trust nor to, in any manner, segregate such funds on its books.

 

ARTICLE X
ENFORCEMENT OF ORDINANCE

So long as any of the Series 2017D Bonds are Outstanding, each of the obligations, duties, limitations and restraints imposed upon the City by this Supplemental Ordinance shall be deemed to be a covenant between the City and every holder of said Series 2017D Bonds, and this Supplemental Ordinance and every provision and covenant hereof, the Act and the Charter shall constitute a contract of the City with every holder from time to time of said Series 2017D Bonds.  Any holder of a Series 2017D Bond or Bonds may, by mandamus or other appropriate suit, action or proceeding at law or in equity in any court of competent jurisdiction, enforce and compel performance of this Supplemental Ordinance and every provision and covenant hereof, including, without limiting the generality of the foregoing, the enforcement of the performance of all duties required of the City by this Supplemental Ordinance, by the Charter and by the Act and any other applicable laws of the State of Nebraska.

 

ARTICLE XI
MISCELLANEOUS

Section 11.1.  Benefits of Ordinance Limited to the City and Holders of the Bonds.  With the exception of rights or benefits herein expressly conferred, nothing expressed or mentioned in or to be implied from this Supplemental Ordinance or the Series 2017D Bonds is intended or should be construed to confer upon or give to any person other than the City and the holders of the Series 2017D Bonds any legal or equitable right, remedy or claim under or by reason of or in respect to this Supplemental Ordinance or any covenant, condition, stipulation, promise, agreement or provision herein contained.  This Supplemental Ordinance and all of the covenants, conditions, stipulations, promises, agreements and provisions hereof are intended to be and shall be for, and inure to the sole and exclusive benefit of, the City and the holders from time to time of the Series 2017D Bonds as herein and therein provided.

 

Section 11.2.  No Personal Liability.  No officer or employee of the City shall be individually or personally liable for the payment of the principal of, interest or premium on any Series 2017D Bond.  Nothing herein contained shall, however, relieve any such officer or employee from the performance of any duty provided or required by law.

 

Section 11.3.  Effect of Saturdays, Sundays and Legal Holidays.  Whenever this Supplemental Ordinance requires any action to be taken on a Saturday, Sunday or legal holiday, such action shall be taken on the first business day occurring thereafter.  Whenever in this Supplemental Ordinance the time within which any action is required to be taken or within which any right will lapse or expire shall terminate on a Saturday, Sunday or legal holiday, such time shall continue to run until midnight on the next succeeding business day.

 

Section 11.4.  Partial Invalidity.  If any one or more of the covenants or agreements or portions thereof provided in this Supplemental Ordinance on the part of the City to be performed should be determined by a court of competent jurisdiction to be contrary to law, then such covenant or covenants, or such agreement or agreements, or such portions thereof, shall be deemed severable from the remaining covenants and agreements or portions thereof provided in this Supplemental Ordinance, and the invalidity thereof shall in no way affect the validity of the other provisions of this Supplemental Ordinance or of the Series 2017D Bonds, but the holders of the Series 2017D Bonds shall retain all the rights and benefits accorded to them hereunder and under any applicable provisions of law.

 

If any provisions of this Supplemental Ordinance shall be held or deemed to be or shall, in fact, be inoperative or unenforceable or invalid as applied in any particular case in any jurisdiction or jurisdictions or in all jurisdictions, or in all cases because it conflicts with any constitution or statute or rule of public policy, or for any other reason, such circumstances shall not have the effect of rendering the provision in question inoperative or unenforceable or invalid in any other case or circumstance, or of rendering any other provision or provisions herein contained inoperative or unenforceable or invalid to any extent whatever.

 

Section 11.5.  Law and Place of Enforcement of This Supplemental Ordinance.  This Supplemental Ordinance shall be construed and interpreted in accordance with the laws of the State of Nebraska.  All suits and actions arising out of this Supplemental Ordinance shall be instituted in a court of competent jurisdiction in the State of Nebraska, except to the extent necessary for enforcement, by any trustee or receiver appointed by or pursuant to the provisions of this Supplemental Ordinance, of remedies under this Supplemental Ordinance.

 

Section 11.6.  Effect of Article and Section Headings.  The headings or titles of the several Articles and Sections hereof, shall be solely for convenience of reference and shall not affect the meaning, construction, interpretation or effect of this Supplemental Ordinance.

 

Section 11.7.  Repeal of Inconsistent Ordinance.  Any ordinance of the City, and any part of any ordinance or resolution inconsistent with this Supplemental Ordinance, is hereby repealed to the extent of such inconsistency.  Except as supplemented by Ordinance No. 38029, Ordinance No. 39227 and hereby with respect to the issuance and sale of the Series 2017D Bonds and the refunding and redemption of the Refunded Bonds, the Original Ordinance remains in full force and effect.

 

Section 11.8.  Effectiveness of This Supplemental Ordinance.  All of the Series 2017D Bonds are being issued to advance refund the Refunded Bonds, including costs and expenses relating thereto, to refinance public improvements in connection with the Redevelopment Project pursuant to the Act; this Supplemental Ordinance is therefore declared to be administrative (not legislative) in character; and, under Section 2.12 of the City Charter and Rule VII of the Rules adopted by the City Council of the City of Omaha, this Supplemental Ordinance shall become effective from and after its adoption.

 

First Reading:  October 3, 2017; Second Reading and Public Hearing:  October 17, 2017; and, Third Reading:  October 24, 2017.

 

PASSED AS AMENDED: October 24, 2017, 7-0

APPROVED BY:

JEAN STOTHERT

MAYOR OF THE

CITY OF OMAHA

Elizabeth Butler,

City Clerk

11-1-17

______

 

 

 

Notice is hereby given that the City Council of the City of Omaha met on October 24, 2017 and passed and approved the ordinances entitled:

ORDINANCE NO. 41285

 

An Ordinance authorizing and providing for an issue of special tax revenue redevelopment refunding bonds, an issue of special tax revenue redevelopment crossover refunding bonds, and an issue of taxable special tax revenue redevelopment bonds in the aggregate principal amount of not to exceed Fourteen Million Dollars ($14,000,000) to be termed for identification purposes “Special Tax Revenue Redevelopment Refunding Bonds, Series 2017A,” “Special Tax Revenue Redevelopment Crossover Refunding Bonds, Series 2017B” and “Special Tax Revenue Redevelopment Bonds, Taxable Series 2017C,” respectively; prescribing the form and detail of said bonds; ratifying and confirming the creation of a community development agency; providing for the annual certification of the amount of community redevelopment tax to be levied for each succeeding fiscal year; pledging the special tax revenues to the payment of the principal of and interest on said bonds as the same fall due and to carry out all other covenants of this Ordinance; limiting the payment of said bonds solely to said special tax revenues; authorizing the sale of said bonds by negotiation; designating for defeasance and redemption certain bonded indebtedness of the City of Omaha; directing the preparation of a transcript of proceedings authorizing the issuance, sale and delivery of said bonds; appointing an Escrow Agent, a Paying Agent and Registrar; approving the selection of an underwriter and an escrow verification agent; directing that said bonds shall initially be issued and registered in book?entry form; providing for continuing disclosure; delegating authority to the Finance Director to determine the final prices, interest rates, principal amounts and redemption provisions for said bonds; and providing for the effective date thereof.

 

BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF OMAHA:

 

ARTICLE I
FINDINGS AND DETERMINATIONS

The Mayor and Council of the City of Omaha (the “City”) hereby find and determine:

(a)               The City, pursuant to Ordinance No. 37896, passed on November 6, 2007 (the “2007 Ordinance”), issued its $4,075,000 Special Tax Revenue Redevelopment Bonds, 2007 Series (the “Series 2007 Bonds”) for the purposes and as otherwise as set forth and provided by the 2007 Ordinance.

(b)               The 2007 Ordinance provides that the City may, by means of a supplemental ordinance, issue refunding bonds for the purpose of refunding any Series 2007 Bonds and paying the expenses of issuing the refunding bonds and of effecting the refunding, provided that the new aggregate debt service shall not be greater in any Fiscal Year than had the refunding bonds not been issued.

(c)               The City, pursuant to Ordinance No. 38263, passed on October 21, 2008 (the “2008 Ordinance”), issued its $4,865,000 Special Tax Revenue Redevelopment Bonds, Series 2008 (the “Series 2008 Bonds”) for the purposes and as otherwise as set forth and provided by the 2008 Ordinance.

(d)               The 2008 Ordinance provides that the City may, by means of a supplemental ordinance, issue refunding bonds for the purpose of refunding any Series 2008 Bonds and paying the expenses of issuing the refunding bonds and of effecting the refunding, provided that the new aggregate debt service shall not be greater in any Fiscal Year than had the refunding bonds not been issued.

(e)               The City, pursuant to Ordinance No. 35839, as supplemented by Ordinance No. 38028 and Ordinance No. 39228 (collectively, the “2012 Ordinance), issued its $8,690,000 Special Tax Revenue Refunding Redevelopment Bonds, Series 2012A (the “Series 2012A Bonds”) for the purposes and as otherwise as set forth and provided by the 2012 Ordinance.

(f)               The 2012 Ordinance provides that the City may, by means of a supplemental ordinance, issue refunding bonds for the purpose of refunding any Series 2012A Bonds and paying the expenses of issuing the refunding bonds and of effecting the refunding, provided that the new aggregate debt service shall not be greater in any Fiscal Year than had the refunding bonds not been issued.

(g)               The City, pursuant to Ordinance No. 38540, passed on October 6, 2009 (the “2009 Ordinance”), issued its $5,170,000 Special Tax Revenue Redevelopment Bonds, Taxable Series 2009B (Build America Bonds—Direct Payment) (the “Series 2009B Bonds”) for the purposes and as otherwise as set forth and provided by the 2009 Ordinance.

(h)               The 2009 Ordinance provides that the City may, by means of a supplemental ordinance, issue refunding bonds for the purpose of refunding any Series 2009B Bonds and paying the expenses of issuing the refunding bonds and of effecting the refunding, provided that the new aggregate debt service shall not be greater in any Fiscal Year than had the refunding bonds not been issued.

(i)                The City, pursuant to Resolution No. 3315, adopted on December 17, 1996, approved the Downtown Northeast Redevelopment Plan, as amended (the “Downtown Northeast Redevelopment Plan”).

(j)               The City, pursuant to Resolution No. 75, adopted on February 2, 2016, authorized the demolition of structures, site preparation and subsequent use as a site for implementing the Downtown Northeast Redevelopment Plan, and the City, approved bids and awarded a contract for the demolition of the former Civic Auditorium at 1804 Capital Avenue, within the area described by the Downtown Northeast Redevelopment Plan.

(k)               The City, pursuant to Resolution No. 643, adopted on June 22, 2004 approved the Riverfront Place Redevelopment Plan, as amended (the “Riverfront Place Redevelopment Plan”)

(l)                The City, pursuant to Resolution No. 642, adopted on June 8, 2004, approved the East Omaha Redevelopment Plan, as amended (the “East Omaha Redevelopment Plan”).

(m)              The City, pursuant to Ordinance No. 35353, adopted on October 3, 2000, approved the Wilson Packing Plant Redevelopment Plan, as amended (the “Wilson Packing Plant Redevelopment Plan”).

(n)               The City, pursuant to Resolution No. 1161, adopted on October 16, 2007, approved the Wintergreen Redevelopment Plan, as amended (the “Wintergreen Redevelopment Plan”).

(o)               The City, pursuant to Ordinance No. 35902, adopted on February 5, 2002, and subsequently modified on March 26, 2002, approved the Omaha Performing Arts Society Redevelopment Project Plan as an amendment to the Downtown Northeast Redevelopment Plan (the “Performing Arts Redevelopment Plan”). 

(p)               The City has determined that its issuance of refunding bonds to pay the costs of the refunding and redemption of the Series 2007 Bonds, a portion of the Series 2008 Bonds, a portion of the Series 2009B Bonds and a portion of the Series 2012A Bonds, will result in interest cost savings and savings of related expenses, and that such refunding bonds are “Refunding Bonds” under the Prior Ordinances.

(q)               The City has determined that as required by the ordinances previously adopted by the City in connection with its issuance of the Parity Bonds (as defined herein) as a condition to the issuance and sale of bonds or other obligations which have, or purport to have, any lien upon the Special Tax Revenues (as defined herein) which is on a parity with or is junior to the Parity Bonds, the Special Tax Revenues available for debt service for the fiscal year ending December 31, 2017 are at least 125% of the maximum annual debt service with respect to the Parity Bonds, the proposed Series 2017 Bonds and all other parity indebtedness to be outstanding immediately after the date of issuance of the Bonds.

(r)               The City, by authority of Section 18?2101.01, Reissue Revised Statutes of Nebraska, as amended, previously has created a community development agency consisting of the City’s Planning Department for the purpose of exercising all of the power and authority granted to a community development authority in the Act (as hereinafter defined), and, having created an agency, the City is an authority under the Act, and has the power to issue bonds for its corporate purposes as provided by Section 18?2124 of the Act.

(s)               In order to further the City’s interests by achieving interest cost and related savings through the refunding and redemption of the Aggregate Refunded Bonds (as defined herein) and to fund the Series 2017C Project it is necessary, expedient and in the best interest of the City that the City, in such capacity and in its capacity as an authority under the Act, issue the Series 2017 Bonds for the corporate purposes of the City, and of the City acting in its capacity as an authority, and to secure the payment of such Series 2017 Bonds by the pledge of its Special Tax Revenues and subject to the conditions and limitations as hereinafter provided.

ARTICLE II
DEFINITIONS

Unless the context shall clearly indicate some other meaning or may otherwise require, the terms defined in this Article shall, for all purposes of this Ordinance and of any ordinance or other instrument amendatory hereof or supplemental hereto and of any certificate, opinion, instrument or other document herein or therein mentioned, have the meanings herein specified, with the following definitions to be equally applicable to both the singular and plural forms of any terms herein defined and vice versa. 

 

Act means Sections 18?2101 to 18?2154, inclusive, Reissue Revised Statutes of Nebraska, as amended.

 

Aggregate Refunded Bonds” means the Refunded Bonds and the Crossover Refunded Bonds redeemed, defeased and refunded with the proceeds of the Refunding Bonds as set forth in Section 3.11 hereof, as confirmed or revised by the Final Terms Certificate.

 

Bond” or “Bonds” means the Series 2017 Bonds, the Parity Bonds and any other bond or bonds of the City issued pursuant to the Act secured solely by the Special Tax Revenues.

 

Bondholder” or “holder of a Bond” means any person who shall be the registered owner, or his duly authorized attorney?in?fact, representative or assign, of any Bond.

 

Books of Registry” means the books of registry maintained by the Registrar pursuant to Section 3.9 herein.

 

Charter” means the Home Rule Charter of the City of Omaha, 1956, as amended.

 

City” means the City of Omaha, Nebraska.

 

Code” means the Internal Revenue Code of 1986, as amended, including the United States Treasury Regulations proposed or in effect with respect thereto and applicable to the Bonds or the use of the proceeds thereof.

 

Council” means the City Council of the City.

 

Debt Service” means, as of any particular date of computation, with respect to any Bonds and with respect to any period, the aggregate of the amounts to be paid or set aside as of such date or in such period for the payment of the principal of, premium, if any, and interest (to the extent not capitalized) on such Bonds.

 

Escrow Agent” means First National Bank of Omaha, or any successor escrow agent appointed pursuant to Article VIII herein.

 

Finance Director” means the Finance Director of the City.

 

Fiscal Year” means the 12?month period established by the City or provided by law from time to time as its fiscal year and, as of the date of passage of this Ordinance, is the 12?month period commencing on January 1 of each year and ending on December 31 of such year.

 

Governmental Obligations” means direct obligations of, or obligations the principal of and the interest on which are unconditionally guaranteed by, the United States of America;

 

Outstanding,” when used with reference to the Bonds, means, as of any date, Bonds theretofore or thereupon issued pursuant to this Ordinance except: (a) any Bonds cancelled by the Registrar or paid on or prior to such date; (b) Bonds in lieu of or in substitution for which other Bonds shall have been or are thereupon being delivered; and (c) Bonds deemed to be no longer Outstanding hereunder as provided in Article IX hereof.

 

Parity Bonds” means all Bonds secured solely by the City’s pledge of the Special Tax Revenues.

 

Paying Agent” means First National Bank of Omaha, or any successor paying agent appointed pursuant to Article VIII herein.

 

Prior Ordinances” means, collectively, the 2007 Ordinance, the 2008 Ordinance, the 2009 Ordinance, and the 2012 Ordinance, to which this Ordinance shall be a supplemental ordinance in connection with the issuance of the Refunding Bonds.

 

“Redevelopment Plans” means collectively all of the redevelopment plans approved by the City of Omaha and described in Article I hereof.

 

Redevelopment Projects” means, collectively, all of the redevelopment projects financed or refinanced with the proceeds of the Series 2017C Bonds or Aggregate Refunded Bonds. 

 

Refunding Bonds” means the Series 2017A Bonds and the Series 2017B Bonds.

 

Registrar” means First National Bank of Omaha, or any successor registrar appointed pursuant to Article VIII herein.

 

Series” or “Series of Bonds” or “Bonds of a Series” means all Bonds designated as being of the same series issued and delivered on original issuance in a simultaneous transaction, and any Bonds thereafter delivered in lieu thereof or in substitution therefor pursuant to this Ordinance.

 

Series 2017A Bonds” means the City of Omaha, Nebraska Special Tax Revenue Redevelopment Refunding Bonds, Series 2017A, issued pursuant to this Ordinance

 

Series 2017B Bonds” means the City of Omaha, Nebraska Special Tax Revenue Redevelopment Crossover Refunding Bonds, Series 2017B, issued pursuant to this Ordinance.

 

Series 2017C Bonds” means the City of Omaha, Nebraska Special Tax Revenue Redevelopment Bonds, Taxable Series 2017C, issued pursuant to this Ordinance.

 

Series 2017 Bonds” means collectively, the Series 2017A Bonds, the Series 2017B Bonds and the Series 2017C Bonds. 

 

Series 2017C Project” means the demolition and site preparation of the former Civic Auditorium site which is within the geographic boundaries of the Downtown Northeast Redevelopment Plan Area.

 

Special Tax Revenues” means the proceeds of the special tax levied for community redevelopment purposes in the amount, not to exceed 2.6 cents on each $100 upon the actual value of all the taxable property in the City, except intangible property, annually certified to the Council by the City, in its capacity as an authority under the Act, pursuant to Section 18?2107(11) of the Act.

 

State” means the State of Nebraska.

 

Tax-Exempt Bonds” means collectively, the Series 2017A Bonds and the Series 2017B Bonds.

 

Unless the context shall clearly indicate otherwise or may otherwise require, in this Ordinance words importing persons include firms, partnerships, associations, corporations (public and private), public bodies and natural persons, and also include executors, administrators, trustees, receivers or other representatives.

Unless the context shall clearly indicate otherwise or may otherwise require, in this Ordinance (not including in such term wherever used in this paragraph any ordinance supplemental hereto): (i) references to Articles, Sections and other subdivisions, whether by number or letter or otherwise, are to the respective or corresponding Articles, Sections and subdivisions of this Ordinance as such Articles, Sections and subdivisions may be amended from time to time; (ii) the terms “herein,” “hereunder,” “hereby,” “hereto,” “hereof” and any similar terms refer to this Ordinance and to this Ordinance as a whole and not to any particular section or subdivision hereof; and (iii) the term “heretofore” means before the time of effectiveness of this Ordinance, the word “now” means at the time of effectiveness of this Ordinance, and the word “hereafter” means after the time of effectiveness of this Ordinance.

 

ARTICLE III
AUTHORIZATION AND ISSUANCE OF BONDS;
GENERAL TERMS AND PROVISIONS

Section 3.1.  Authorization and Purpose of Bonds.  Under the authority of, and in full compliance with, the Constitution and laws of the State of Nebraska, including the Act, the Charter and the Prior Ordinances, there be and there is hereby ordered issued, for the corporate purposes of the City, and of the City as an authority under the Act, in the financing and refinancing of the Redevelopment Projects and for other purposes related thereto as hereinafter provided, a single issue of Redevelopment Bonds of the City in three separate series to be known as “Special Tax Revenue Redevelopment Refunding Bonds, Series 2017A,” “Special Tax Revenue Redevelopment Crossover Refunding Bonds, Series 2017B” and “Special Tax Revenue Redevelopment Bonds, Taxable Series 2017C,”in the aggregate principal amount, not to exceed $14,000,000, to be fixed by the Finance Director at the time of the sale of the Series 2017 Bonds.

The Series 2017 Bonds shall be in fully registered form without coupons, shall be dated as of December 15, 2017, or such other date as shall be fixed by the Finance Director at the time of sale of the Series 2017 Bonds, shall be of the denomination of $5,000 each or any integral multiple thereof, shall be numbered from 1 upwards in order of maturity within each series or shall be numbered in any other manner as the Finance Director of the City shall determine, shall bear interest from their date and shall be payable January 15, 2018 and semiannually thereafter on July 15 and January 15 of each year, until their payment at such rate or rates of interest per annum as shall be fixed by the Finance Director at the time of sale of the Series 2017 Bonds and shall mature serially or as term bonds with annual mandatory sinking fund installments or both, in each of the years and in the principal amounts and sinking fund installments, if any, as shall be fixed by the Finance Director at the time of sale of the Series 2017 Bonds.

 

Section 3.2.  Nature of Series 2017 Bonds.  The Series 2017 Bonds shall be and are special limited obligations of the City, and of the City in its capacity as an authority under the Act, and are secured solely by an irrevocable pledge of, and are payable solely as to principal, interest and premium, if any, from, Special Tax Revenues and other funds as hereinafter provided without privilege, priority or distinction as to the lien on the Special Tax Revenues or otherwise of any of the Series 2017 Bonds over any of the other Bonds.  There are hereby pledged to the punctual payment of the principal of, premium, if any, and interest on the Series 2017 Bonds and to the security thereof in accordance with their terms and the provisions of this Ordinance, subject only to the provisions of this Ordinance restricting or permitting the application thereof for the purposes and on the terms and conditions set forth in this Ordinance, (i) the Special Tax Revenues (ii) the moneys and Government Obligations, if any, deposited in the Bond Fund, and any investment income therefrom and (iii) as it relates only to the Series 2017B Bonds, the moneys held in the Series 2017B Bond Account of the Escrow Fund, as provided herein.

The Series 2017 Bonds shall not in any event be a debt of the City (except in the City’s capacity as its authority under the Act, of the Special Tax Revenues, and other moneys and securities pledged under this Ordinance), the State, nor any of its political subdivisions and neither the City (except to the extent of the aforesaid pledge), the State nor any of its political subdivisions are liable on them, nor in any event shall the principal of, interest and premium, if any, on the Series 2017 Bonds be payable out of any funds or properties other than those of the City, and of the City acting in its capacity as an authority under the Act, as in this Ordinance set forth.  Neither the full faith and credit nor the taxing power of the City (except to the extent of the aforesaid), the State or any of its political subdivisions is pledged hereby to secure the payment of the Series 2017 Bonds.  The Series 2017 Bonds do not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction.  Neither any officials of the City nor any persons executing the Series 2017 Bonds shall be liable personally on the Series 2017 Bonds by reason of their issuance.

 

The Series 2017 Bonds shall be and are equally and ratably secured by an irrevocable pledge of Special Tax Revenues and other funds as provided herein, without priority for number, date of sale, date of execution, date of delivery or otherwise except as expressly provided herein.  The validity of the Series 2017 Bonds is not and shall not be dependent upon the performance by any person or persons of their obligations relative to the Redevelopment Project.

 

Nothing in this Ordinance shall preclude: (a) the payment of the Series 2017 Bonds from the proceeds of refunding bonds issued pursuant to law or (b) the payment of the Series 2017 Bonds from any legally available funds, including, without limitation, the proceeds of the sale of any property within the any of the relevant redevelopment plan areas.  Nothing in this Ordinance shall prevent the City from making advances of its own funds, howsoever derived, to any of the uses and purposes mentioned in this Ordinance.

 

Section 3.3.  Payment of Bonds; Book?Entry Only Bonds.  (a) Principal of and premium, if any, on the Series 2017 Bonds shall be payable upon presentation thereof at the principal office of the Paying Agent in Omaha, Nebraska, or its successor.  Payment of interest on the Series 2017 Bonds shall be made by the Paying Agent to the registered owner thereof by check or draft mailed to the registered owner at his address as it appears on the Book of Registry on the record date or at such other address as is furnished to the Paying Agent in writing by such registered owner.  The date that is fifteen calendar days prior to each respective interest payment date shall be the record date for the payment of interest on such interest payment date.  The Series 2017 Bonds, the interest thereon and any premiums upon the redemption thereof prior to maturity shall be payable in coin or currency of the United States of America which at the time of such payment is legal tender for public and private debts.

(b) The Series 2017 Bonds shall be initially issued in the form of a separate single authenticated fully registered bond for each maturity of each series thereof in the aggregate principal amount of the Series 2017 Bonds and in substantially the form set forth in Section 3.5 hereof, registered in the bond registration books maintained by the Registrar in the name of a nominee of The Depository Trust Company, New York, New York, and its successors and assigns (the “Securities Depository”).  When Series 2017 Bonds are so registered in accordance with this Section 3.3, the following provisions shall apply:

(i) The City and the Registrar shall have no responsibility or obligation to any broker?dealer, bank or other financial institution for which the Securities Depository holds Series 2017 Bonds as securities depository (each, a “Bond Participant”) or to any person who is an actual purchaser of a Series 2017 Bond from a Bond Participant while the Series 2017 Bonds are in book?entry form (each, a “Beneficial Owner”) with respect to the following:

(A) the accuracy of the records of the Securities Depository, any nominees of the Securities Depository or any Bond Participant with respect to any ownership interest in the Series 2017 Bonds;

(B) the delivery to any Bond Participant, any Beneficial Owner or any other person, other than the Securities Depository, of any notice with respect to the Series 2017 Bonds, including any notice of redemption; or

(C) the payment to any Bond Participant, any Beneficial Owner or any other person, other than the Securities Depository, of any amount with respect to the Series 2017 Bonds.  The Paying Agent shall make payments with respect to the Series 2017 Bonds only to or upon the order of the Securities Depository or its nominee, and all such payments shall be valid and effective fully to satisfy and discharge the obligations with respect to such Series 2017 Bonds to the extent of the sum or sums so paid.  No person other than the Securities Depository shall receive an authenticated Bond.

(ii) Upon receipt by the Registrar of written notice from the Securities Depository to the effect that the Securities Depository is unable or unwilling to discharge its responsibilities, the Registrar shall issue, transfer and exchange Series 2017 Bonds requested by the Securities Depository in appropriate amounts.  Whenever the Securities Depository requests the Registrar to do so, the Registrar will cooperate with the Securities Depository in taking appropriate action after reasonable notice (a) to arrange, with the prior written consent of the City, for a substitute securities depository willing and able upon reasonable and customary terms to maintain custody of the Series 2017 Bonds or (b) to make available Series 2017 Bonds registered in whatever name or names the Beneficial Owners transferring or exchanging such Series 2017 Bonds shall designate. 

(iii) If the City determines that it is desirable that certificates representing the Series 2017 Bonds be delivered to Series 2017 Bondholders and so notifies the Registrar in writing, the Registrar shall so notify the Securities Depository, whereupon the Securities Depository will notify the Bond Participants of the availability through the Securities Depository of bond certificates representing the Series 2017 Bonds.  In such event, the Registrar shall issue, transfer and exchange bond certificates representing the Series 2017 Bonds as requested by the Securities Depository in appropriate amounts and in authorized denominations. 

(iv) So long as any Series 2017 Bond is registered in the name of the Securities Depository or any nominee thereof, all payments with respect to such Series 2017 Bond and all notices with respect to such Series 2017 Bond shall be made and given, respectively, to the Securities Depository as provided in the Letter of Representations, as hereinafter defined.

(v) Registered ownership of the Series 2017 Bonds may be transferred on the books of bond registration maintained by the Registrar, and the Series 2017 Bonds may be delivered in physical form to the following: 

(A) any successor Securities Depository or its nominee; and

(B) any person, upon (1) the resignation of the Securities Depository from its functions as depositary or (2) termination of the use of the Securities Depository pursuant to this Section.

                                        (vi)    In the event of any partial  redemption  of a Series 2017  Bond unless and until  such  partially redeemed

                                        Series 2017 Bond has been replaced in  accordance  with the  provisions of this  Ordinance, the  books and records    

                                        of  the Paying Agent shall govern and establish the principal amount of such Series 2017 Bond as is then Outstanding

                                        and all of the Series 2017 Bonds issued to the Securities Depository or its nominee shall contain a legend to such

                                        effect.

 

The City has previously entered into a Blanket Issuer Letter of Representations (the “Letter of Representations”) with the Securities Depository pursuant to Ordinance No. 33714.

 

Section 3.4.  Execution of Bonds.  The Series 2017 Bonds shall be signed by the facsimile signature of the Mayor, countersigned by the facsimile signature of the City Clerk, registered by and with the facsimile signature of the City Comptroller of the City, and shall have imprinted thereon a facsimile of the seal of the City.  If any City official whose facsimile signature appears on the Series 2017 Bonds ceases to be such official before delivery of the Series 2017 Bonds, his or her signature is as effective as if he or she had remained in office.

Section 3.5.  Form of Bonds.  The Series 2017 Bonds, the Registrar’s Certificate of Authentication and the instrument of assignment shall be in substantially the forms set forth in this Section, with necessary or appropriate variations, omissions and insertions as are incidental to their Series, numbers, denomination, maturities, interest rate or rates, redemption provisions, tax exemption and other details thereof and of their form or as are otherwise permitted or required by law or by this Ordinance.

(FORM OF SERIES 2017 BOND)

United States of America
State of Nebraska
County of Douglas
City of Omaha

SPECIAL TAX REVENUE REDEVELOPMENT [REFUNDING] BOND

[Taxable] Series 2017[A][B][C]

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, REFERRED TO HEREINAFTER AS “DTC” TOGETHER WITH ANY SUCCESSOR SECURITIES DEPOSITORY APPOINTED PURSUANT TO THE ORDINANCE 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.  DTC, OR A NOMINEE, TRANSFEREE, OR ASSIGNEE OF DTC OF THIS BOND MAY NOT RELY UPON THE PRINCIPAL AMOUNT INDICATED HEREON AS THE PRINCIPAL AMOUNT 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 FOR REGISTRATION OF TRANSFER OR EXCHANGE OR (B) TO THE PAYING AGENT 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 PERSON IS WRONGFUL BECAUSE ONLY THE REGISTERED OWNER HEREOF, DTC OR ITS NOMINEE, HAS AN INTEREST HEREIN.

REGISTERED

No.

INTEREST RATE MATURITY DATE                                                             CUSIP

REGISTERED OWNER:

PRINCIPAL SUM:

The City of Omaha, a municipality in the County of Douglas and the State of Nebraska (the “City”), and, insofar as it relates to the Special Tax Revenues, for value received, hereby promises to pay to the Registered Owner (named above) or registered assigns, but solely from the Special Tax Revenues and other moneys and securities hereinafter mentioned and not otherwise, the Principal Sum (specified above) on the Maturity Date (specified above) (subject to the right of prior redemption hereinafter mentioned) upon presentation and surrender of this Bond at the principal office of First National Bank of Omaha, as Paying Agent and Registrar, or the principal office of its successor as Paying Agent, and to pay interest on said Principal Sum, but solely out of said Special Tax Revenues and other moneys and securities hereinafter mentioned and not otherwise, by check or draft mailed to the person in whose name this Bond is registered as of the fifteenth calendar day prior to the each interest payment date in the bond registration books kept and maintained by the Registrar, from the date hereof until the payment of said Principal Sum in full, at the Interest Rate (specified above), such interest to the maturity hereof being payable on _____________ and semiannually thereafter on ________ and ______ in each year.  The principal of, premium, if any, and interest on this Bond are payable in coin or currency of the United States of America which at the time of such payment is legal tender for payment of public and private debts.

 

REFERENCE IS MADE TO FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF; SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH AT THIS PLACE.

 

The Bonds issued under the Ordinance are special limited obligations of the City and, insofar as it relates to the Special Tax Revenues, of the City acting in its capacity as an authority under the Act, payable as to principal, premium, if any, and interest solely from and are equally and ratably secured solely by the Special Tax Revenues and other moneys and securities pledged under the Ordinance, all on the terms and conditions set forth in the Ordinance.  Special Tax Revenues represent the proceeds of the special tax levied for community redevelopment purposes in the amount, not to exceed 2.6 cents on each $100 upon the actual value of all the taxable property in the City, except intangible property, annually certified to the City Council by the City, in its capacity as an authority under the Act, pursuant to Section 18?2107(11) of the Act.  The pledge of the Special Tax Revenues is on a parity with those made by the City with respect to its Parity Bonds as defined in the Ordinance.

 

The principal of, premium, if any, and interest on the Bonds shall not be payable from the general funds of the City, nor shall the Bonds constitute a legal or equitable pledge, charge, lien, security interest or encumbrance upon any of the property or upon any of the income, receipts or revenues of the City, except the Special Tax Revenues and other moneys and securities pledged under the Ordinance.  Neither this Bond nor the Bonds of the series of which it is one are a debt of the City within the meaning of any constitutional, statutory or charter limitation upon the creation of general obligation indebtedness of the City or impose any general liability upon the City, and the City shall not be liable for the payment thereof or hereof out of any funds of the City other than the Special Tax Revenues, which Special Tax Revenues have been and hereby are pledged by the City (acting in its capacity as an authority under the Act in the case of the Special Tax Revenues) to the punctual payment of the principal of and interest on this Bond and the series of which it is one in accordance with the provisions of the Ordinance.

 

This Bond shall not be valid or obligatory unless the Certificate of Authentication herein shall have been manually signed by an authorized officer of the Registrar.

 

It is hereby certified, recited and declared that all acts, conditions and things required to have happened, to exist and to have been performed precedent to and in the issuance of this Bond and the series of which it is one have happened, do exist and have been performed in regular and due time, form and manner, that this Bond and the series of which it is one do not exceed any constitutional or statutory or charter limitation on indebtedness and that provision has been made for the payment of the principal of and interest on this Bond and the series of which it is one as provided in the Ordinance.

 

IN WITNESS WHEREOF, the City of Omaha, Nebraska, by its City Council, has caused this Bond to be signed by the facsimile signatures of its Mayor and its City Clerk and to be registered in the office of the City Comptroller by and with the facsimile signature of the City Comptroller, and to have a facsimile of its corporate seal to be imprinted hereon, all as of this        day of                , 2017.

 

 

(SEAL) CITY OF OMAHA, NEBRASKA

By _______________________________________________
Mayor of the City of Omaha

Countersigned:

By ____________________________________________________
City Clerk

Registered in the Office of the City

Comptroller of the City of Omaha,

Nebraska

By
City Comptroller

 

(FORM OF REVERSE OF BOND)

The Bonds shall be subject to optional and mandatory sinking fund redemption as provided in the Ordinance pursuant to which this Bond is issued.

 

The Bonds of the series of Bonds of which this Bond is part are issuable as fully registered bonds without coupons in the denomination of $5,000 and any integral multiples thereof.  Subject to the limitations and upon payment of the charges, if any, provided for in the Ordinance, Bonds may be exchanged at the principal office of the Registrar or at the principal office of its successor as Registrar for a like aggregate principal amount of registered Bonds of other authorized principal sums and of the same series, interest rate and maturity.

 

This Bond shall be transferable by the Registered Owner or his agent duly authorized in writing at the principal office of the Registrar upon surrender and cancellation of this Bond, and thereupon a new Bond or Bonds of a like aggregate principal amount and of the same series, interest rate and maturity will be issued to the transferee upon payment of the transfer charge, if any.  The City and the Registrar may treat the person in whose name this Bond is registered as the absolute owner hereof for the purpose of receiving payment hereof and for all other purposes and shall not be affected by any notice to the contrary, whether this Bond be overdue or not.

 

This Bond is one of an authorized issue of Bonds of like designation herewith aggregating ______________________________ Dollars ($__________) in principal amount issued by the City, and in its capacity as an authority under the Act, under the authority of and in full compliance with the Constitution and statutes of the State of Nebraska, including particularly Reissue Revised Statutes of Nebraska, Sections 18?2101 to 18?2154, as amended (the “Act”) and, in particular, Section 18?2124 of the Act, and the Home Rule Charter of the City, and under and pursuant to Ordinance No. _____ duly passed by the Council of the City on __________, (the “Ordinance”).  The Bonds are of varying denominations, maturities, interest rates and other provisions as provided in the Ordinance, and were issued for the purpose of [SERIES 2017A BONDS - refunding the City’s Special Tax Revenue Redevelopment Bonds, 2007 Series, dated December 20, 2007 in the aggregate principal amount of $_________; refunding a portion of the City’s Special Tax Revenue Redevelopment Bonds, Series 2008, dated November 13, 2008 in the aggregate principal amount of $__________; and refunding a portion of the City’s Special Tax Revenue Refunding Redevelopment Bonds, Series 2012A, dated March 1, 2012 in the aggregate principal amount of $___________] [SERIES 2017B BONDS - crossover advance refunding the City’s Special Tax Revenue Redevelopment Bonds Taxable Series 2009B (Build America Bonds—Direct Payment) and to secure the Bonds until the crossover refunding date] [SERIES 2017C BOND - funding the demolition and clearance of the former Civic Auditorium site].

 

This Bond and the Bonds of the series of which it is one constitute a duly authorized issue of [Refunding Bonds] [Redevelopment Bonds] (herein referred to as the “Bonds”) issued, or to be issued, under and as provided in the Ordinance.  Reference is hereby made to the Ordinance, copies of which are on file in the office of the Registrar, and to all of the provisions of which any holder of this Bond by his acceptance hereof hereby assents, for definitions of terms; the description of and the nature and extent of the security for the Bonds issued under the Ordinance, including this Bond; the Special Tax Revenues and other moneys and securities pledged to the payment of the principal of and interest on the Bonds issued thereunder; the nature and extent and manner of enforcement of the pledge; the conditions upon which Bonds for the purpose of refunding may hereafter be issued thereunder, payable on a parity from the Special Tax Revenues and other moneys and securities and equally and ratably secured therewith; the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the holders of the Bonds; the rights, duties and obligations of the City, the Paying Agent and the Registrar thereunder; the terms and provisions upon which the liens, pledges, charges, trusts and covenants made therein may be discharged at or prior to the maturity or redemption of this Bond, and this Bond thereafter no longer be secured by the Ordinance or be deemed to be outstanding thereunder if moneys or certain specified securities shall have been deposited in an amount sufficient and held in trust solely for the payment hereof; and for the other terms and provisions thereof.

(FORM OF CERTIFICATE OF AUTHENTICATION)

CERTIFICATE OF AUTHENTICATION

This Bond is one of the Bonds delivered pursuant to the within?mentioned proceedings.

 

FIRST NATIONAL BANK OF OMAHA, Registrar

By _________________________________________________________

Authorized Officer

Dated: ________________________________________________________

(FORM OF ASSIGNMENT)

For value received, the undersigned, _____________________, hereby sells, assigns and transfers unto _______________ (Tax Identification or Social Security No. _______________) the within?mentioned bond and all rights thereunder and hereby irrevocably constitutes and appoints _______________ attorney?in?fact to transfer the same on the Books of Registry in the office of the within?mentioned Registrar with full power of substitution in the premises.

Dated: ____________________________________________________

Registered Owner

NOTE:  The signature to this assignment must correspond with the name as written on the face of the within bond in every particular, without alteration or enlargement or any change whatsoever.

Signature Guaranteed:

_____________________________________________

NOTICE:  Signature(s) must be guaranteed by a financial institution that is a member of the Securities Transfer Agent Medallion Program (“STAMP”), the Stock Exchange Medallion Program (“SEMP”), the New York Stock Exchange, Inc. Medallion Signature Program (“MSP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended.

Section 3.6.  Certificate of Authentication.  Only such Series 2017 Bonds as shall have endorsed thereon a Certificate of Authentication substantially in the form set forth in Section 3.5 hereto, duly manually executed by an authorized officer of the Registrar, shall be entitled to any right or benefit under this Ordinance.  The Finance Director shall direct the Registrar to authenticate the Series 2017 Bonds, and no Series 2017 Bond shall be valid or obligatory for any purpose unless and until such Certificate of Authentication endorsed on each Series 2017 Bond shall have been manually executed by an authorized officer of the Registrar, and such executed Certificate shall be conclusive evidence that such Bond has been authenticated under this Ordinance.

Section 3.7.  Mutilated, Lost, Stolen or Destroyed Bonds.  In the event any Series 2017 Bond is mutilated, lost, stolen or destroyed, the City, if permitted by law, shall execute, and the Registrar may authenticate and deliver, a new Series 2017 Bond of the same Series and of like date, tenor, maturity and denomination as the Bond mutilated, lost, stolen or destroyed, provided that in all cases there shall first be furnished to the Registrar and the City indemnity and evidence of ownership of such Bond satisfactory to each of them and in the case of any mutilated Bond, such mutilated Bond shall first be surrendered to the Registrar, and in the case of any lost, stolen or destroyed Bond, there shall be first furnished to the Registrar evidence of such loss, theft or destruction satisfactory to it.  In the event any such mutilated, lost, stolen or destroyed Bond shall have matured, or would have matured within 90 days, or has been called for redemption and the redemption date has arrived or will arrive within 90 days, instead of issuing a substitute Bond, the Registrar, upon being furnished with indemnity and evidence of mutilation, loss, theft or destruction, as aforesaid, may pay the same without surrender thereof.  The Registrar and the City may charge the holder or owner of such Series 2017 Bond with their reasonable fees and expenses in this connection.  Any Series 2017 Bond issued under the provisions of this Section shall be equally and proportionately entitled in accordance with its terms to the security and benefits of this Ordinance with the Bonds then Outstanding.  All mutilated Bonds surrendered pursuant to this Section shall be cancelled and not reissued.

Section 3.8.  Temporary Bonds.  Until the definitive Bonds of any Series are prepared, the City may execute and, upon the request of the City, the Registrar shall authenticate and deliver, in lieu of definitive Bonds, but subject to the same provisions, limitations and conditions as the definitive Bonds, one or more temporary Bonds substantially of the tenor of the definitive Bonds in lieu of which such temporary Bond or Bonds are issued in denominations of $5,000 or any integral multiple thereof authorized by the City, and with such omissions, insertions and variations as may be appropriate to temporary Bonds.  The City, at its own expense, shall prepare and execute and, upon the surrender of such temporary Bonds for exchange and the cancellation of such surrendered temporary Bonds, the Registrar shall authenticate and, without charge to the holder thereof, deliver in exchange therefor, definitive Bonds of the same aggregate principal amount and Series and maturity as the temporary Bonds surrendered.  Until so exchanged, the temporary Bonds shall in all respects be entitled to the same benefits and security as definitive Bonds authenticated and issued pursuant to this Ordinance.

If the City shall authorize the issuance of temporary Bonds, the holder of any temporary Bond or Bonds may, at its option, surrender the same to the Registrar in exchange for another temporary Bond or Bonds of like aggregate principal amount and Series and maturity of any other authorized denomination or denominations, and thereupon the City shall execute and the Registrar shall authenticate and, in exchange for the temporary Bond or Bonds so surrendered and upon payment of the taxes, fees and charges provided for in Section 3.9, shall deliver a temporary Bond or Bonds of like aggregate principal amount, Series and maturity in such other authorized denomination or denominations as shall be requested by such owner.  All temporary Bonds surrendered in exchange either for another temporary Bond or Bonds or for a definitive Bond or Bonds shall be forthwith cancelled by the Registrar.

 

Section 3.9.  Registration and Transfer of Bonds.  At all times while any Series 2017 Bond remains Outstanding and unpaid, the Registrar shall keep or cause to be kept at its principal corporate office Books of Registry for the registration, exchange and transfer of Series 2017 Bonds.  Upon presentation at its principal corporate office for any such purpose, the Registrar, under such reasonable regulations as it may prescribe, shall register, exchange or transfer, or cause to be registered, exchanged or transferred, on the Books of Registry, the Series 2017 Bonds as set forth below.  The Books of Registry shall at all times be open for inspection by the City or its duly authorized agent or representative.  Any Series 2017 Bond may be exchanged at the principal corporate trust office of the Registrar for a like aggregate principal amount of such Series 2017 Bonds in other authorized principal sums of the same Series, interest rate and maturity.  Any Series 2017 Bond may be transferred upon the Books of Registry by the person in whose name it is registered, in person or by his duly authorized agent, upon surrender of such Series 2017 Bond to the Registrar for cancellation, accompanied by a written instrument of transfer duly executed by the holder in person or by his duly authorized agent, in form satisfactory to the Registrar.

No transfer or exchange of Series 2017 Bonds shall be required to be made during the 15 days next preceding an interest payment date for such bonds or during the 45 days next preceding the date fixed for redemption of such bonds.

 

Whenever any Series 2017 Bond shall be surrendered for transfer or exchange at the principal corporate trust office of the Registrar, the Registrar shall authenticate (and send by registered mail to the new holder thereof at his request, risk and expense), in the name of the transferee or transferees, a new duly executed Bond or Bonds of the same Series, interest rate and maturity and for a like aggregate principal sum, dated so that there shall result no gain or loss of interest as a result of such transfer, registered on the Books of Registry in such manner as the holder or transferee, as the case may be, may request.  All transfers pursuant to this Section shall be made without expense to the holder of such Bonds, except that the Registrar shall require the payment by the holder of the Bond requesting such transfer of any tax or other governmental charges required to be paid with respect to such transfer.  All Series 2017 Bonds surrendered pursuant to this Section shall be cancelled.

 

Section 3.10.  CUSIP Identification Numbers.  CUSIP identification numbers may be printed on the Bonds of any Series, but no such number shall constitute a part of any Bond or a part of the contract evidenced thereby, and no liability shall attach to the City or any officer or agent thereof (including the Paying Agent and Registrar) by reason of said CUSIP identification numbers or any use made thereof (including any use thereof by the City, any such officer or any such agent) or by reason of any inaccuracy, error or omission with respect thereto or in such use.

Section 3.11.  Negotiated Sale of Bonds; Delegation of Authority to Execute Final Terms Certificate; Transcript.  This Council finds and determines and hereby declares that:

(a)               The marketing of the Series 2017 Bonds entails an educational process of informing securities dealers and investors about the attributes of such Series 2017 Bonds; the Series 2017 Bonds are substantial in amount and are revenue bonds; and it is, therefore, in the best interest of the City that the sale of Series 2017 Bonds be negotiated.

(b)               This Council hereby ratifies the selection of D.A. Davidson & Co. (“Davidson”) to serve as managing underwriter of the Series 2017 Bonds; and authorizes and directs the Finance Director to enter into negotiations concerning the sale of such Series 2017 Bonds and to execute and deliver a bond purchase contract with Davidson, as representative of itself and the underwriters, the form of which bond purchase contract shall have been approved by the City Attorney or by subsequent resolution of this Council.

(c)               The Finance Director (or the City Comptroller if the Finance Director is unable for any reason to exercise such authority) is authorized and directed to establish and designate on behalf of the City by the execution and delivery of a Final Terms Certificate (the “Final Terms Certificate”) at the time of the sale of the Series 2017 Bonds, subject to the provisions of this Ordinance, the following terms in connection with the Series 2017 Bonds:  (1) the aggregate principal amount of the Series 2017 Bonds to be issued, not exceeding the aggregate principal amount of $14,000,000 and the principal amount of each series of the Series 2017 Bonds, (2) the years in which a principal maturity of the Series 2017 Bonds shall occur and the principal amount of the Series 2017 Bonds to mature on such dates as he or she may determine, (3) the date of final maturity of the Series 2017 Bonds, which shall in no event be later than October 15, 2029, (4) the date or dates upon which the Series 2017 Bonds shall be sold, (5) the rate or rates of interest to be carried by each maturity of the Series 2017 Bonds, such that the true interest cost of the Series 2017 Bonds shall not exceed 5.00%, (6) the method, if any, by which such rate or rates of interest shall be calculated and the first interest payment date and subsequent interest payment dates for each series of the Series 2017 Bonds, (7) the purchase price for the Series 2017 Bonds, which shall not be less than 96.0% of the principal amount thereof (including an underwriting discount of not greater than 0.70% of par), (8) the optional and mandatory sinking fund redemption dates and prices of the Series 2017 Bonds and all terms relating thereto, or if the Series 2017 Bonds will not be subject to optional or mandatory sinking fund redemption, (9) the portion of the Aggregate Refunded Bonds to be refunded with the proceeds of the Series 2017 Bonds on the redemption dates or maturity dates set by the Finance Director subject to the limitations of subsection(s) (e) through (l) hereof.

(d)               The Finance Director, the City Attorney, the City Clerk, the Comptroller and all other officials of the City are hereby authorized to take such action and execute such orders, receipts, opinions, certificates and other documents as may be necessary in order to effectuate the issuance, sale and delivery of the Series 2017 Bonds or any portion thereof and the preparation and execution of the Series 2017 Bonds in accordance with this Ordinance and applicable law.  It is also directed that a transcript shall be prepared of all proceedings on which rests the authority of the City to issue and sell the Series 2017 Bonds.

(e)                That the Council hereby designates for redemption the following outstanding bonded indebtedness (collectively, the “Refunded Bonds”); provided that the Finance Director may at the time of the sale of the Series 2017A Bonds remove an issue from such designation, and may reduce the amount of an issue designated for call from the amount shown in the following table:

 

Designation of Issue

Refunded Debt
Issue Dates

Maximum Amount Designated
for Call

Redemption Price

 

City of Omaha, Nebraska

 

 

 

Special Tax Revenue Redevelopment Bonds 2007 Series

11/20/07

$ 3,535,000

100%

Special Tax Revenue Redevelopment Bonds, Series 2008

11/13/08

$2,965,000

100%

Special Tax Revenue Refunding Redevelopment Bonds, Series 2012A

2/23/12

$1,000,000

100%

(f)               Such Refunded Bonds shall be redeemed in accordance with the respective proceedings authorizing the issuance thereof.  The designation of the aforesaid Refunded Bonds, as such designation may be modified by subsequent action of the Finance Director, shall be, and is hereby made, irrevocable after the delivery of the Series 2017 Bonds to Davidson

(g)               The Finance Director is authorized and irrevocably directed by this Council at the time of the sale of the Series 2017 Bonds to give separate notices of the defeasance and redemption of such Refunded Bonds to each holder of record of such Refunded Bonds, by submission of such notices to the Municipal Securities Rulemaking Board’s Electronic Municipal Market Access System as shall be required pursuant to the City’s continuing disclosure undertakings in compliance with the Rule (as hereinafter defined).

(h)               The principal of, premium, if any, and the accrued interest on the Refunded Bonds referred to in subsection (e) above shall be paid upon the redemption date identified in the notice of redemption from the proceeds of the Series 2017 Bonds and other moneys, if any, deposited under and in accordance with the provisions of this Ordinance.  Such notices of redemption shall be given in accordance with the terms of the respective Refunded Bonds (but no later than thirty (30) days before the respective redemption dates) and shall recite the redemption date, the redemption premium, if any, the CUSIP numbers and that interest on the subject Refunded Bonds will cease to accrue from and after such redemption date.

(i)                That the Council hereby designates for redemption the following outstanding bonded indebtedness (the “Crossover Refunded Bonds”); provided that the Finance Director may at the time of the sale of the Series 2017B Bonds remove the said bonds from such designation and may reduce the amount of said issue designated for call from the amount shown in the following table:

 

Designation of Issue

Refunded Debt
Issue Dates

Maximum Amount Designated
for Call

Redemption Price

 

City of Omaha, Nebraska

 

 

 

Special Tax Revenue Redevelopment Bonds Taxable Series 2009B (Build America Bonds—Direct Payment)

10/20/09

$3,405,000

100%

(j)               On the date of delivery of the Series 2017B Bonds, the Crossover Refunded Bonds will not be defeased and will remain outstanding.  The deposit of the proceeds of the Series 2017B Bonds, along with investment earnings on such deposit and cash provided by the City, will be held (or invested) pursuant to an escrow agreement by the Escrow Agent for the benefit of the holders of the Series 2017B Bonds through October 15, 2019.  Such proceeds, shall be sufficient to pay the scheduled interest on the Series 2017B Bonds through October 15, 2019, and the principal of and accrued interest on the Crossover Refunded Bonds on October 15, 2019 (the “Crossover Redemption Date”). 

(k)               The principal of, premium, if any, and the accrued interest on the Crossover Refunded Bonds referred to in subsection (i) shall be paid on the Crossover Redemption Date, as shall be identified in the notice of redemption (when such notice is issued in accordance with the ordinance authorizing the Series 2009B Bonds) for such Crossover Refunded Bonds, from the moneys for such purpose as set forth in the escrow agreement attached hereto as Exhibit B.

(l)                Such notice of redemption shall be given in accordance with the terms of the Series 2009B Bonds (but no later than thirty (30) days before the Crossover Redemption Date) and shall recite the redemption date, the redemption premium, if any, the CUSIP numbers and that interest on the subject Crossover Refunded Bonds will cease to accrue from and after such Crossover Redemption Date

Section 3.12.  Application of Bond Proceeds.  The proceeds derived from the sale of the Series 2017 Bonds, including any premium received upon the sale thereof and the interest, if any, accrued thereon from their date to the date of delivery and payment therefor, shall be applied as follows:

(a)               an amount equal to the interest accrued on the Series 2017 Bonds from the date thereof to the date of delivery thereof and payment therefor shall be deposited in the Bond Fund created under Section 5.1 herein and credited to the Bond Interest Account therein;

(b)               an amount needed to accomplish the refunding and redemption of the Refunded Bonds shall be deposited in the Escrow Fund created under Section 5.1 herein, and credited to the Series 2017A Account therein; and

(c)               an amount equal to principal amount of the Series 2017C Bonds, including any premium received upon such sale, shall be deposited in the Acquisition Fund created under Section 5.1 herein.

(d)               the proceeds of the Series 2017B Bonds, shall be deposited in the Escrow Fund created under Section 5.1 herein, and credited to the Series 2017B Account, together with other moneys, if any, made available by the City, for investment and disbursement in accordance with the Escrow Agreement attached hereto as Exhibit B such that the Escrow Agent shall make moneys available for (a) the scheduled interest payments on the Series 2017B Bonds through October 15, 2019 (b) the security and payment of any principal to become due on the Series 2017B Bonds to but not including the Crossover  Redemption Date and (c) the redemption of the Crossover Refunded Bonds (or redemption of such Crossover Refunded Bonds as designated by the Finance Director at the time of the sale of the Series 2017 Bonds), plus accrued interest, to the Crossover Redemption Date.

Section 3.13.  Refunding Bonds.  The City, by means of a supplemental ordinance and without the consent of the Bondholders, may issue Refunding Bonds as follows:

(a)               Refunding Bonds may be issued for the purpose of refunding (including by purchase) within one year prior to maturity any Bond for the payment of which sufficient Special Tax Revenues are not available.  Any Refunding Bond issued for such purpose shall mature not earlier than the latest stated maturity of any Bond not refunded to be Outstanding after such refunding.

(b)               Refunding Bonds may be issued at any time for the purpose of refunding (including by purchase) at any time any Bonds, including amounts to pay principal, redemption premium and interest to the date of maturity or redemption (or purchase) and the expenses of issuing the Refunding Bonds and of effecting such refunding, provided that the Debt Service on all Bonds to be Outstanding after the issuance of the Refunding Bonds shall not be greater in any Fiscal Year in which Bonds not refunded shall remain Outstanding than would have been the Debt Service in such Fiscal Year were such refunding not to occur.

ARTICLE IV
REDEMPTION OF BONDS

Section 4.1.  Optional Redemption of Series 2017 Bonds.  Subject to the Final Terms Certificate of this Section and to Section 4.2 herein, the Series 2017A Bonds and Series 2017C Bonds shall not be subject to redemption prior to their stated maturities.  The Series 2017B Bonds maturing on and after October 15, 2028 shall be subject to redemption prior to their stated maturities at the option of the City, on or after October 15, 2027, in whole or in part at any time, in such order of their maturities as the City may select, and by lot within each maturity from any legally available source of funds.  The Series 2017B Bonds so called for redemption shall be redeemed at the price of par, plus accrued interest to the date fixed for redemption, with no redemption premium.

In conjunction with the negotiation of the sale of the Series 2017 Bonds pursuant to Section 3.11 hereof, the Finance Director is hereby authorized to negotiate, establish, fix and designate terms of the optional redemption of the Series 2017 Bonds different from those hereinabove set out, including, without limitation, terms providing for no optional redemption.  Any such terms may provide for an initial optional redemption date of no later than the tenth anniversary of the date of issuance of the Series 2017 Bonds and may provide for a redemption price of no greater than 102% of the principal amount of the Bonds to be redeemed, plus accrued interest to the date of redemption.

 

Section 4.2.  Mandatory Sinking Fund Redemption of Series 2017 Bonds.  In conjunction with the negotiation of the sale of the Series 2017 Bonds pursuant to Section 3.11 herein, the Finance Director is hereby authorized to negotiate, establish, fix and designate the terms providing for the mandatory sinking fund redemption of the Series 2017 Bonds or a portion thereof.  The terms of such mandatory sinking fund redemption, if any, shall specify the maturity or maturities of the Series 2017 Bonds subject to mandatory sinking fund redemption and the principal amount and date of each mandatory sinking fund redemption.  The mandatory sinking fund redemption price shall be par without premium and the Series 2017 Bonds (or portions thereof) subject to mandatory sinking fund redemption on each mandatory sinking fund redemption date shall be selected by lot (or in such other manner as the City may select).

To the extent the Series 2017 Bonds have been previously called for redemption in part and otherwise than from the sinking fund, if any, each related annual sinking fund payment for the Series 2017 Bonds shall be reduced by the amount obtained by multiplying the principal amount of such Bonds so called for redemption, by the ratio which each annual sinking fund payment for the Series 2017 Bonds bears to the total sinking fund payments of such Bonds subject to mandatory sinking fund redemption, and by rounding each sinking fund payment to the nearest $5,000 multiple.

 

In case a Series 2017 Bond subject to mandatory sinking fund redemption is of a denomination larger than $5,000, a portion of such Bond ($5,000 or any multiple thereof) may be redeemed, but Series 2017 Bonds shall be redeemed only in the principal amount of $5,000 each or any integral multiple thereof.  On or before the 30th day prior to each such mandatory sinking fund payment date, the Paying Agent shall proceed to select for redemption (by lot in such manner as the City shall determine) from all outstanding Series 2017 Bonds subject to mandatory sinking fund redemption a principal amount of such Bonds, equal to the aggregate principal amount of such Bonds redeemable with the required sinking fund payment, and shall call such Bonds or portions thereof ($5,000 or any integral multiple thereof) for redemption from such sinking fund on the next mandatory sinking fund redemption date, and give notice of such call as provided by Section 4.3 herein.

 

Section 4.3.  Notice and Effect of Redemption.  If any Series 2017 Bond (or portion thereof in installments of $5,000 or any integral multiple thereof) is to be redeemed, notice of redemption specifying the series designation, date, numbers and maturities of the Series 2017 Bonds to be redeemed, the date fixed for their redemption and the premium, if any, payable upon such redemption shall be mailed by the City, postage prepaid, not less than 30 days prior to the redemption date, by registered or certified mail, to the holder of any of such Series 2017 Bonds to be redeemed in whole or in part in whose name such Bond is registered as of a record date which shall be 45 days prior to the redemption date, at his last address as it appears on the Books of Registry maintained by the Registrar.  If less than the entire principal sum of any Series 2017 Bond is to be redeemed, then such Series 2017 Bond must be surrendered in exchange for the amount thereof to be redeemed and a new Series 2017 Bond of like series, maturity and interest rate in the denomination equaling in principal amount that portion of the principal sum thereof not redeemed.  When any of the aforesaid Series 2017 Bonds shall have been called for redemption and notice thereof has been given as hereinabove set forth and payment thereof duly made or provided for, interest thereon shall cease from and after the date so specified for their redemption.

Section 4.4.  Cancellation of Redeemed Bonds.  All Series 2017 Bonds surrendered or redeemed pursuant to the provisions of this Article shall be cancelled.

ARTICLE V
CREATION OF FUNDS AND ACCOUNTS; PAYMENTS
THEREFROM; PLEDGES; INVESTMENT OF MONEYS

Section 5.1.  Creation of Funds.  There are hereby created and established three special trust funds to be held by the Treasurer called (1) the “Special Tax Redevelopment Escrow Fund (2017)” (hereinafter called the “Escrow Fund”); (2) the “Special Tax Redevelopment Acquisition Fund (2017)” (hereinafter called the “Acquisition Fund”) and (3) the “Special Tax Redevelopment Bond Fund (2017)” (hereinafter called the “Bond Fund”), which funds shall be held by the Treasurer separately and apart from all other funds and moneys under its control.

There are hereby created and established in the Bond Fund the following special trust accounts: (i) the Bond Interest Account and (ii) the Bond Principal Account.  There are hereby created and established in the Escrow Fund the following special trust accounts: (i) the Series 2017A Account and (ii) the Series 2017B Account.

 

So long as any of the Series 2017 Bonds herein authorized, or any interest thereon, remain unpaid, the moneys in the foregoing funds and accounts shall be used for no purpose other than those required or permitted by the this Ordinance, any supplemental ordinance providing for the issuance of Refunding Bonds and the Act.

 

Section 5.2.  Escrow Fund.  The proceeds from the sale of the Series 2017A Bonds and Series 2017B Bonds shall be placed in the Escrow Fund after making certain deposits into the Series 2017 Bond Fund as provided in Section 3.12 hereof.  The moneys transferred to and placed in the Escrow Fund shall remain therein until used by the City solely for the purpose of refinancing a portion of the cost of the Redevelopment Project(s) and other costs related thereto, including in such costs the costs and expenses incurred for any lawful purpose in connection with the refunding and redemption of the Aggregate Refunded Bonds and the issuance and sale of the Series 2017 Bonds.  Additionally, the City hereby additionally pledges the money in the Series 2017B Account of the Escrow Fund, to the Series 2017B Bonds through October 15, 2019.  The Paying Agent shall immediately transfer all funds in the Series 2017A Account of the Escrow Fund to the Escrow Agent to be administered as provided in the Escrow and Agency Agreement attached hereto as Exhibit A.  The Paying Agent shall immediately transfer all funds in the Series 2017B Account of the Escrow Fund to the Escrow Agent to be administered as provided in the Escrow Agreement attached hereto as Exhibit B.

Section 5.3.  Acquisition Fund.  The proceeds from the sale of the Series 2017C Bonds shall be placed in the Acquisition Fund after making certain deposits into the Bond Fund as provided in Section 3.12 hereof.  The moneys transferred to and placed in the Acquisition Fund shall remain therein until used by the City solely for the purpose of financing a portion of the cost of the Redevelopment Project and other costs related thereto, including in such costs the cost of any lawful purpose in connection with the Redevelopment Project, any costs of construction and installation with respect to the Redevelopment Project incurred by the City prior to the adoption of this Ordinance and the necessary expenses in connection with the issuance and sale of the Series 2017 Bonds.

If any sum remains in the Acquisition Fund after the full accomplishment of the objects and purposes for which the Bonds were issued, the sum remaining shall be transferred to the Bond Fund and applied as are other moneys in such Fund.

 

Section 5.4.  Special Tax Revenues.  As provided in the Redevelopment Plan, pursuant to Section 18?2107(11) of the Act, the City, in its capacity as an authority under the Act, is empowered annually to certify to the Council the amount of special tax to be levied for community redevelopment purposes.  In such capacity, the City shall annually certify to the Council an amount of special taxes equal to the principal of and interest on the Bonds due in the Fiscal Year next succeeding the date of the certification, provided that such amount so certified shall not, in combination with any other such special tax certifications, exceed 2.6 cents on each $100 of taxable valuation. 

The City has covenanted in Section 6.5 of this Ordinance to comply with the requirements of the Act pertaining to the annual certification to the Council of the community redevelopment tax levy amount required to satisfy the debt service requirements of the Bonds.  The Council is required by the Act to levy and collect the taxes so certified at the same time and in the same manner as other city taxes are levied and collected.

 

The Special Tax Revenues are hereby pledged in their entirety to the payment of the principal of and interest on the Bonds as in this Ordinance provided, and until all of the Bonds and all interest thereon have been paid (or until moneys for that purpose have been irrevocably set aside), the Special Tax Revenues, when due and as collected, shall be deposited in the Bond Fund and shall be applied solely to the payment of the Bonds and the interest thereon as in this Ordinance provided.  Such allocation and pledge are for the exclusive benefit of the holders of the Bonds herein authorized and shall be irrevocable.

 

Section 5.5.  Bond Fund.  The Special Tax Revenues accumulated in the Bond Fund shall be used in the following priority; provided, however, that, to the extent credits have been made in any of the accounts referred to below from the proceeds of the sale of the Series 2017 Bonds or otherwise, the credits below need not be made:

(a)               Bond Interest Account.  Credits shall be made into the Bond Interest Account so that the balance in said account on or before the date of the payment of any installment of interest on the Series 2017 Bonds shall be equal to the amount due at such installment.  Moneys in the Bond Interest Account shall be used for the payment of interest on the Series 2017 Bonds as the same become due, and, after such payment, the account shall be restored by further deposits to the required balance.  Any amounts representing accrued interest received on the sale of Series 2017 Bonds shall be deposited in the Bond Fund for credit to the Bond Interest Account.

(b)               Bond Principal Account.  After the credits have been made pursuant to subparagraph (a) above, credits shall next be made into the Bond Principal Account so that the balance in said Account shall equal the next principal payment or payments, as the case may be, on or before the date of payment thereof on the then Outstanding Series 2017 Bonds.  Moneys in the Bond Principal Account shall be used for the payment of the principal of the Series 2017 Bonds, as the same become due, and, after such payment, the account shall be restored by further credits to the required balance.

Section 5.6.  Investment of Moneys in Funds and Accounts; Moneys Held in Trust.  Money in the Bond Interest Account and the Bond Principal Account in the Bond Fund shall, to the fullest extent practicable and reasonable, be invested and reinvested by the City, to the extent allowed by law solely in, and obligations deposited in such funds and accounts shall be, Government Obligations which shall mature or be subject to redemption at the option of the holder thereof on or before the respective dates when the moneys in such funds and accounts will be required for the purposes intended.

Government Obligations purchased as an investment of moneys in any of the funds or accounts shall be deemed at all times to be a part of such fund or account, and the interest accruing thereon and any gain realized from such investment shall be credited to such fund or account, and any loss resulting from any such authorized investment shall be charged to such fund or account without liability to the City or the officials thereof; provided, however, that any investment earnings on moneys or Government Obligations held in any of the accounts in the Bond Fund shall be used to make up any deficiency in another account in the Bond Fund.

 

The City shall sell at the best price obtainable or present for redemption any obligation so purchased whenever it shall be necessary to do so in order to provide moneys to meet any payment or transfer from a fund or account as required by this Ordinance.

 

Until used and applied in accordance with this Ordinance, all moneys held in the Bond Fund and Acquisition Fund, and the securities in which such moneys may from time to time be invested, shall be held in trust for the equal and ratable benefit and security of the holders of the Series 2017 Bonds then Outstanding.  All moneys held by any paying agent for the payment of principal, interest and premium, if any, of said Bonds shall be held by such agent in trust for the equal and ratable benefit and security of the Bonds for which moneys have been so set aside.

 

ARTICLE VI
COVENANTS OF THE CITY

As long as Bonds are Outstanding and unpaid, the City will (through its proper officers, agents or employees) faithfully perform and abide by all the covenants, undertakings and provisions contained in this Ordinance or in any Bond issued hereunder, including the following covenants and agreements for the benefit of the Bondholders which are necessary, convenient and desirable to secure the Bonds and will improve their marketability; provided, however, that said covenants do not require the City to expend any funds other than the Special Tax Revenues or violate the provisions of State law with respect to tax revenue sharing.

 

Section 6.1.  Complete Redevelopment Project; Management and Operation of Properties.  The City covenants that it has completed or will complete the Redevelopment Project(s) in accordance with the Act and the Redevelopment Plans, and that it will cause all properties owned by it and comprising any part of the Redevelopment Project(s) to be managed and operated in a sound and businesslike manner.

Section 6.2.  Use of Proceeds.  The City covenants and agrees that the proceeds of the sale of the Series 2017 Bonds will be deposited and used as provided in this Ordinance or supplemental ordinances.

Section 6.3.  No Priority.  The City previously issued and there remain outstanding, the Parity Bonds, which have a lien on the Special Tax Revenues on a parity with that of the Series 2017 Bonds.  The City covenants and agrees that it will not issue any additional obligations the principal of or interest on which is payable from the Special Tax Revenues which have, or purport to have, any lien upon the Special Tax Revenues prior or superior to the lien of the Bonds herein authorized.  Nothing in this Ordinance shall prevent the City from issuing and selling bonds or other obligations which have, or purport to have, any lien upon the Special Tax Revenues which is on a parity with the Series 2017 Bonds herein authorized, provided that the Special Tax Revenues available for debt service for the fiscal year immediately preceding the date the lien of the Special Tax Revenues attaches with respect to such bonds or other obligations is at least 125% of the maximum annual debt service with respect to the Series 2017 Bonds, such bonds or other obligations and all other parity indebtedness to be outstanding immediately after the date such lien attaches.

Section 6.4.  Community Development Agency.  The City covenants and agrees that it has created a community development agency by authority of Section 18?2101.01 of the Act and ratifies and confirms actions heretofore taken to establish, and does hereby designate and establish, the Planning Department of the City to be and to continue as said community development agency of the City.  In its capacity as said community development agency, the Planning Department shall cooperate fully with the City, acting as an authority under the Act, in the fulfillment of the City’s undertakings pursuant to this Ordinance.

Section 6.5.  Certification of Community Redevelopment Tax Levy.  The City, acting in its capacity as an authority under the Act, covenants and agrees to certify in July of each year to the Council the amount of tax to be levied in the current fiscal year for collection in the next succeeding fiscal year for community redevelopment purposes, including the amount required to defray the expense of the City, as an authority, in respect of the principal of and interest on the Series 2017 Bonds and the Parity Bonds due and payable during such fiscal year, which amount of tax shall not exceed 2.6 cents on each $100 upon the actual value of all taxable property in the City, except intangible property, all as provided by Section 18?2107(11) of the Act.  The actual amounts annually to be so certified in respect of the scheduled payments of principal of and interest on the Series 2017 Bonds shall be set forth in a resolution of the Council to be adopted at the time of the sale of the Series 2017 Bonds.  The City may certify a lesser amount than the amount specified by such resolution for any particular fiscal year, but only if and to the extent (a) the City then has available on deposit in the Bond Fund an amount equal to the amount of the proposed reduction or (b) the amount of the proposed reduction equals the debt service requirement for such fiscal year of Series 2017 Bonds which no longer are Outstanding.  The Finance Director shall notify the Council in writing of the proposed reduction and of the justification for such proposed reduction.

Section 6.6.  To Pay Principal of, Premium and Interest on Bonds.  The City will duly and punctually pay or cause to be paid solely from the Special Tax Revenues and the other moneys which are pledged herein to the payment thereof, the principal of, premium, if any, and interest on each and every Bond on the dates and at the places in the manner provided in such Bonds, according to the true intent and meaning thereof, and will faithfully do and perform and fully observe and keep any and all covenants, undertakings, stipulations and provisions contained in the Bonds and in this Ordinance.

Section 6.7.  Books of Account; Financial Statements.  The City covenants and agrees that it will at all times keep, or cause to be kept, proper and current books of account (separate from all other records and accounts) in which complete and accurate entries shall be made of all transactions relating to the Redevelopment Project(s), Special Tax Revenues and other funds relating to said projects.  Within 270 days after the close of each Fiscal Year, the City shall cause such books of account to be audited by an independent certified public accountant, which audit may be part of the annual audit of the accounts of the City.  The audit report shall show in reasonable detail the income and expenses for such Fiscal Year relating to the Redevelopment Project(s), including the transactions relating to the Bond Fund, the Acquisition Fund and the Escrow Fund. 

Section 6.8.  Eminent Domain Proceeds.  The City covenants and agrees that if all or any part of a Redevelopment Project should be taken by eminent domain proceedings or other proceedings authorized by law for any public or other use under which the property will be exempt from ad valorem taxation, the net proceeds realized by the City therefrom will be deposited in the Bond Fund and used and applied for the purpose of paying principal of and interest on Bonds as in this Ordinance provided.

Section 6.9.  Protection of Security.  The City is duly authorized under all applicable laws to create and issue the Series 2017 Bonds and to adopt this Ordinance and to pledge the Special Tax Revenues and other moneys, securities and funds under this Ordinance in the manner and to the extent provided in this Ordinance.  The Special Tax Revenues and other moneys, securities and funds so pledged are and will be free and clear of any pledge, lien, charge, security interest or encumbrance thereon or with respect thereto prior to, or of equal rank (except the Parity Bonds) with, the pledge created by this Ordinance, except as otherwise expressly provided herein, and all corporate action on the part of the City to that end has been duly and validly taken.  The Series 2017 Bonds and the provisions of this Ordinance are and will be valid obligations of the City in accordance with their terms and the terms of this Ordinance.  The City shall at all times, to the extent permitted by law, defend, preserve and protect the pledge of and security interest granted with respect to the Special Tax Revenues and other moneys, securities and funds pledged under this Ordinance and all the rights of the Bondholders under this Ordinance against all claims and demands of all persons whomsoever.

Section 6.10.  Extension of Payment of Bonds.  The City will not directly or indirectly extend or assent to the extension of the maturity of any of the Series 2017 Bonds or the time of payment of any interest thereon by the purchase or funding of such Series 2017 Bonds or claims for interest or by any other arrangement, and, in case the maturity of any of the Series 2017 Bonds or the time for payment of any interest thereon or claims for interest shall be extended, such Series 2017 Bonds, interest or claims for interest shall not be entitled in case of any default under this Ordinance to the benefit of this Ordinance or to any payment or any assets of the City or the funds held by the Treasurer hereunder, except subject to the prior payment of the principal of all Series 2017 Bonds issued and Outstanding the maturity of which has not been extended and of such portion of the accrued interest on the Series 2017 Bonds as shall not be represented by such extended interest or claims for interest.  Nothing herein shall be deemed to limit the right of the City to issue Refunding Bonds as provided in this Ordinance, and such issuance shall not be deemed to constitute an extension of maturity of Bonds.

Section 6.11.  Continuing Disclosure.  The City (a) authorizes and directs the Mayor, or in the Mayor’s absence, the Finance Director to execute and deliver, on the date of the issuance of the Series 2017 Bonds, a Continuing Disclosure Certificate (the “Disclosure Certificate”) in such form that satisfies the requirements of Rule 15c2-12 of the Securities Exchange Act of 1934 (the “Rule”) and is acceptable to Davidson and (b) covenants that it will comply with and carry out all of the provisions of the Disclosure Certificate.  Notwithstanding any other provisions of this Ordinance, failure of the City to comply with the Disclosure Certificate will not be considered a default under this Ordinance or the Series 2017 Bonds; however, any Bondholder or Beneficial Owner may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this Section and the Disclosure Certificate.

Section 6.12.Tax Covenants.  The City shall not use the proceeds of the Tax-Exempt Bonds in a manner that would cause the Tax-Exempt Bonds to be “arbitrage bonds” under Section 148 of the Code.  To that end, the City shall comply throughout the term of the Tax-Exempt Bonds with the requirements of said Section 148 of the Code and the applicable regulations of the Internal Revenue Service adopted thereunder.  The provisions of this paragraph shall be a covenant with the purchasers from time to time of the Tax-Exempt Bonds.

In addition, the City covenants to comply throughout the term of the Tax-Exempt Bonds with the following requirements:

(a)   Gross proceeds of the Tax-Exempt Bonds will not be used in a manner which will cause the Tax-Exempt Bonds to be considered “private activity bonds” within the meaning of the Code.

(b)   Except as provided in subparagraph (c) below, no gross proceeds of the Tax-Exempt Bonds are reasonably expected to be used (or will be used other than inadvertently), directly or indirectly, to acquire higher yielding investments or to replace funds which were used, directly or indirectly, to acquire higher yielding investments.  (“Higher yielding investments” means any investment property which can reasonably be expected to produce a yield in excess of the yield on the Tax-Exempt Bonds.)  Records of all investments shall be maintained by the City until six years after the retirement of the last of the Tax-Exempt Bonds.

(c)     The investment earnings on any bona fide debt service fund for the Tax-Exempt Bonds will be invested without regard to the yield limitations described in subparagraph (b) above.  No annual rebate of the investment earnings on said fund for the period of time beginning on the anniversary of the issuance date of the Tax-Exempt Bonds of a given year and ending on the day next preceding such anniversary date in the immediately subsequent year will be made.

(d)     The Tax-Exempt Bonds shall not become directly or indirectly federally guaranteed.  The Tax-Exempt Bonds will be considered to be “federally guaranteed” if the payment of principal or interest with respect to such Tax-Exempt Bonds is guaranteed (in whole or in part) by the United States (or any agency or instrumentality thereof) or 5% or more of the proceeds of the Tax-Exempt Bonds are used in making loans, the payment of principal or interest with respect to which is guaranteed or invested (directly or indirectly) in federally insured deposits or accounts.

(e)     All nonrefunding proceeds of the Tax-Exempt Bonds (other than amounts invested in the Rebate Account (defined below) and any debt service fund for the Tax-Exempt Bonds) shall be expended within the shorter of three years after the date of issue of the Tax-Exempt Bonds or the temporary period provided by the Code.

(f)    The City shall establish a trust account (the “Rebate Account”) pursuant to this Ordinance for the purpose of accepting deposits of rebate amounts which may occur by operation of the limitations described in subparagraphs (b) and (c) above.  The City shall provide not later than 45 days after the fifth Bond Year and every five years thereafter for payment to the United States of 90% of the amounts deposited to the Rebate Account and 100% of the investment earnings on said deposits.  Not later than 60 days after the final retirement of the Tax-Exempt Bonds, the City shall pay 100% of the remaining balance of the Rebate Account to the United States.  Each payment shall be filed with the Internal Revenue Service Center, Ogden, Utah 84201.  Each payment shall be accompanied by a copy of Form 8038?T and a statement summarizing the determination of the amounts paid and to be paid to the United States.

ARTICLE VII
AMENDING AND SUPPLEMENTING OF ORDINANCE

Section 7.1.  Amending and Supplementing of Ordinance Without Consent of Holders of Bonds.  The City shall not amend or supplement this Ordinance except in accordance with Section 3.13 or Section 6.11 hereof, or in accordance with the provisions of this Article VII.

The City may from time to time and without the consent of any holder of the Bonds: (i) make any amendments or modifications hereto which may be required to permit this Ordinance to be qualified under the Trust Indenture Act of 1939, as amended; (ii) make any modification or amendment of this Ordinance not inconsistent herewith required for the correction of language or to cure any ambiguity or defective provision, omission, mistake or manifest error herein contained; (iii) make any amendments or supplements hereto to grant to or confer upon the Bondholders’ additional rights, remedies, power and authority, or to grant to or confer upon any Bondholders committee or trustee for the Bondholders any additional rights, remedies, power or authority; (iv) make any modification or amendment of this Ordinance as shall be necessary for the provision of a Bond Insurance Policy or Liquidity Facility, as such terms are defined by Appendix A attached to the Original Ordinance; (v) provide for the use of a book?entry system of registration; and (vi) provide for the issuance of coupon bonds.

 

Section 7.2.  Amendment of Ordinance With Consent of Holders of Bonds.  From time to time the holders of 66?2/3% in principal amount of the Bonds of a Series then Outstanding hereunder, by an instrument or instruments in writing signed by such holders and filed with the City, shall have power to assent to and authorize any modification or amendment that shall be proposed by the City of the provisions of this Ordinance or of the rights and obligations of the City and of the holders of such Bonds, and any action herein authorized to be taken with the assent and authority given as aforesaid of the holders of 66?2/3% in principal amount of such Bonds at the time Outstanding hereunder shall be binding upon the holders of all of such Bonds Outstanding hereunder and upon the City as fully as though such action were specifically and expressly authorized by the terms of this Ordinance, provided always that, without the consent of the holder of each Bond affected thereby, no such modification shall be made which will (a) extend the time of payment of the principal of or the interest on any Bond or reduce the principal amount thereof or the rate of interest thereon or the premium payable upon the redemption thereof, (b) give to any of said Bonds any preference over any other Bond or Bonds secured equally and ratably therewith, (c) authorize the creation of any pledge prior to or on a parity with the pledge afforded by this Ordinance, (d) deprive any holder of such Bonds of the security afforded by the pledge of this Ordinance or (e) reduce the percentage in principal amount of such Bonds required to assent to or authorize any such modification to this Ordinance.  For the purpose of computations required by this paragraph, Bonds directly or indirectly owned or controlled by the City shall be disregarded.

Section 7.3.  Effectiveness of Supplemental Ordinance.  Upon the adoption (pursuant to this Article and applicable law) by the City of any supplemental ordinance amending or supplementing the provisions of this Ordinance or upon such later date as may be specified in such supplemental ordinance, (i) this Ordinance and the affected Bonds shall be modified and amended in accordance with such supplemental ordinance, (ii) the respective rights, limitations of rights, obligations, duties and immunities under this Ordinance of the City and the holders of the Bonds shall thereafter be determined, exercised and enforced under this Ordinance, subject in all respects to such modifications and amendments and (iii) all of the terms and conditions of any such supplemental ordinance shall be a part of the terms and conditions of the Bonds and of this Ordinance for any and all purposes.

ARTICLE VIII
THE PAYING AGENT AND REGISTRAR

The City hereby appoints First National Bank of Omaha to serve as Paying Agent and Registrar and Escrow Agent, and approves an Escrow and Agency Agreement, in substantially the form attached hereto as Exhibit A and an Escrow Agreement in substantially the form attached hereto as  Exhibit B, each with First National Bank of Omaha, setting forth its duties and responsibilities as Paying Agent and Registrar and Escrow Agent and the compensation therefor, and authorizes and directs the Mayor of the City to execute and deliver such Escrow and Agency Agreement(s) with such modifications and additions as the Mayor shall approve.

 

ARTICLE IX
DEFEASANCE; MONEYS HELD FOR PAYMENT OF DEFEASED BONDS

Section 9.1.  Discharge of Liens and Pledges; Bonds Deemed To Be No Longer Outstanding Hereunder.  If the City shall pay or cause to be paid to the owners of the Bonds the principal and interest to become due thereon at the time and in the manner stipulated therein, and if the City shall keep, perform and observe all and singular the covenants and promises in the Bonds and in this Ordinance expressed as to be kept, performed and observed by it or on its part, then these presents and the estate and rights hereby granted shall cease, determine and be void, and thereupon the lien of this Ordinance shall be cancelled and discharged without further action by the City and the Finance Director may apply any balances in any fund or account established hereunder, other than moneys held for the redemption or payment of Bonds, to any lawful purpose of the City as the Council shall determine.

 

It is specifically understood and agreed that the release of the lien of this Ordinance shall not affect nor cancel the provisions of this Ordinance relating to Bonds issued or the rights of owners of the Bonds or the City, which provisions shall continue in full force and effect according to their terms.

 

The City may at any time surrender to the Registrar for cancellation by it any Bonds previously authenticated and delivered hereunder which the City may have acquired in any manner whatsoever, and such Bonds, upon surrender and cancellation, shall be deemed to be paid and retired.

 

For the purpose of this Ordinance, any Bond issued hereunder shall be deemed to be fully discharged and satisfied and no longer Outstanding when:

(a)               a Bond is cancelled whether by reason of payment or redemption prior to maturity;

(b)               a Bond is surrendered to the Registrar for cancellation;

(c)               a Bond for which the payment of the principal of and all interest accrued and to accrue through the due date of payment (regardless of whether such due date arises by reason of maturity, upon redemption or by declaration as provided herein) has been made; such payment will be deemed to have been made when there have been deposited with the Paying Agent or an appropriate fiduciary institution acting as escrow agent sufficient moneys to make such payment or United States Government Obligations maturing, as to principal and interest, in such amount and at such times as will insure the availability of sufficient moneys to make any such payment and all necessary and proper fees, compensation and expenses of the Paying Agent or escrow agent pertaining to such Bond with respect to which such deposit is made have either been paid or payment provided for to the satisfaction of the Paying Agent or escrow agent; provided, however, no deposit of cash or United States Government Obligations shall constitute discharge and satisfaction as to any Bond to be redeemed prior to their maturity unless:

(i)                such Bond has been irrevocably called or designated for redemption on the first date thereafter on which such Bond may be redeemed in accordance with the provisions of Article IV of this Ordinance; and

(ii)               proper notice of the redemption of such Bond has been mailed as required by Article IV hereof, or irrevocable provision shall have been made for the mailing of such notice; and

(d)               a Bond is mutilated, destroyed or lost and, subsequently, a new Bond is issued as provided under Section 3.7 of this Ordinance.

At such time as a Bond shall no longer be deemed to be Outstanding hereunder, as provided in this Section, such Bond shall no longer be secured by or entitled to the benefits of this Ordinance except for the purpose of payment from the cash or United States Government Obligations deposited with and held by the Paying Agent or escrow agent for such purpose.

 

Moneys deposited with the Paying Agent or escrow agent under this Section and the proceeds of any United States Government Obligations held under this Section may be invested and reinvested in United States Government Obligations which mature in the amounts and at the times required to comply with the provisions of this Section.  Any income from such investments in excess of the requirements for principal of and interest on any Bond not being Outstanding under the provisions of this Section shall be paid to the City.

 

If cash or United States Government Obligations shall have been deposited with the Paying Agent or escrow agent in accordance with this Section, in trust for the purpose and sufficient and available to pay the principal of any Bond, together with all interest due thereon to the due date thereof or to the date fixed for the redemption thereof, all liability of the City for such payments shall terminate and be discharged, whether or not such Bond shall be presented for payment on the due date, whether at maturity or upon redemption or by declaration, and the Paying Agent or escrow agent shall hold such moneys or United States Government Obligations without liability to the owner of such Bond for interest thereon, in trust for the benefit of the owner of such Bond, who thereafter shall be restricted exclusively to such moneys or United States Government Obligations for any claim for such payment of whatsoever nature on his part, except as is provided in Section 9.2 hereof.

 

Section 9.2.  Unclaimed Moneys.  In the event any Bonds shall not be presented for payment when the principal thereof becomes due, if funds sufficient to pay such Bonds shall have been made available to the Paying Agent or escrow agent for the benefit of the owners thereof, all liability of the City to the Bondholders for the payment of such Bonds and the interest thereon shall forthwith cease, determine and be completely discharged and thereupon it shall be the duty of the Paying Agent or escrow agent to hold such fund or funds, without liability for interest thereon, for a period of six years after all Bonds shall have matured, for the benefit of the owners of such Bonds, who shall thereafter be restricted exclusively to such funds for any claim of whatever nature on their part under this Ordinance or with respect to such Bonds.  At the expiration of such period, any unclaimed principal or interest shall be paid to the City and thereafter all claimants shall be restricted exclusively to making claim against the City for such principal or interest.  The City shall have no liability for interest on any such funds paid to it and shall not be required to hold such funds in trust nor to, in any manner, segregate such funds on its books.

ARTICLE X
ENFORCEMENT OF ORDINANCE

So long as any of the Bonds are outstanding, each of the obligations, duties, limitations and restraints imposed upon the City by this Ordinance shall be deemed to be a covenant between the City and every holder of said Bonds, and this Ordinance and every provision and covenant hereof, the Act and the Charter shall constitute a contract of the City with every holder from time to time of said Bonds.  Any holder of a Bond or Bonds may, by mandamus or other appropriate suit, action or proceeding at law or in equity in any court of competent jurisdiction, enforce and compel performance of this Ordinance and every provision and covenant hereof, including, without limiting the generality of the foregoing, the enforcement of the performance of all duties required of the City by this Ordinance, by the Charter and by the Act and any other applicable laws of the State of Nebraska.

 

ARTICLE XI
MISCELLANEOUS

Section 11.1.  Benefits of Ordinance Limited to the City and Holders of the Bonds.  With the exception of rights or benefits herein expressly conferred, nothing expressed or mentioned in or to be implied from this Ordinance or the Bonds is intended or should be construed to confer upon or give to any person other than the City and the holders of the Bonds any legal or equitable right, remedy or claim under or by reason of or in respect to this Ordinance or any covenant, condition, stipulation, promise, agreement or provision herein contained.  This Ordinance and all of the covenants, conditions, stipulations, promises, agreements and provisions hereof are intended to be and shall be for, and inure to the sole and exclusive benefit of, the City and the holders from time to time of the Bonds as herein and therein provided.

Section 11.2.  No Personal Liability.  No officer or employee of the City shall be individually or personally liable for the payment of the principal of, interest or premium on any Bond.  Nothing herein contained shall, however, relieve any such officer or employee from the performance of any duty provided or required by law.

Section 11.3.  Effect of Saturdays, Sundays and Legal Holidays.  Whenever this Ordinance requires any action to be taken on a Saturday, Sunday or legal holiday, such action shall be taken on the first business day occurring thereafter.  Whenever in this Ordinance the time within which any action is required to be taken or within which any right will lapse or expire shall terminate on a Saturday, Sunday or legal holiday, such time shall continue to run until midnight on the next succeeding business day.

Section 11.4.  Partial Invalidity.  If any one or more of the covenants or agreements or portions thereof provided in this Ordinance on the part of the City to be performed should be determined by a court of competent jurisdiction to be contrary to law, then such covenant or covenants, or such agreement or agreements, or such portions thereof, shall be deemed severable from the remaining covenants and agreements or portions thereof provided in this Ordinance, and the invalidity thereof shall in no way affect the validity of the other provisions of this Ordinance or of the Bonds, but the holders of the Bonds shall retain all the rights and benefits accorded to them hereunder and under any applicable provisions of law.

If any provisions of this Ordinance shall be held or deemed to be or shall, in fact, be inoperative or unenforceable or invalid as applied in any particular case in any jurisdiction or jurisdictions or in all jurisdictions, or in all cases because it conflicts with any constitution or statute or rule of public policy, or for any other reason, such circumstances shall not have the effect of rendering the provision in question inoperative or unenforceable or invalid in any other case or circumstance, or of rendering any other provision or provisions herein contained inoperative or unenforceable or invalid to any extent whatever.

 

Section 11.5.  Law and Place of Enforcement of This Ordinance.  This Ordinance shall be construed and interpreted in accordance with the laws of the State of Nebraska.  All suits and actions arising out of this Ordinance shall be instituted in a court of competent jurisdiction in the State of Nebraska, except to the extent necessary for enforcement, by any trustee or receiver appointed by or pursuant to the provisions of this Ordinance, of remedies under this Ordinance.

Section 11.6.  Effect of Article and Section Headings and Table of Contents.  The headings or titles of the several Articles and Sections hereof, and any table of contents appended hereto or to copies hereof, shall be solely for convenience of reference and shall not affect the meaning, construction, interpretation or effect of this Ordinance.

Section 11.7.  Repeal of Inconsistent Ordinance.  Any ordinance of the City, and any part of any ordinance or resolution inconsistent with this Ordinance, is hereby repealed to the extent of such inconsistency.  Except as supplemented by Ordinance No. 38028 and hereby with respect to the issuance and sale of the Series 2017 Bonds and the refunding and redemption of the Series 2002A Bonds, the Original Ordinance remains in full force and effect.

 

Section 11.8.  Effectiveness of This Ordinance.  All of the Series 2017 Bonds are being issued to (i) refund the Aggregate Refunded Bonds, including costs and expenses relating thereto, and thereby to refinance public improvements in connection with the Redevelopment Project or (ii) finance public improvements in connection with the Redevelopment Project, each pursuant to the Act; this Ordinance is therefore declared to be administrative (not legislative) in character; and, under Section 2.12 of the City Charter and Rule VII of the Rules adopted by the City Council of the City of Omaha, this Ordinance shall become effective from and after its adoption.

First Reading:  October 3, 2017; Second Reading and Public Hearing:  October 17, 2017; and, Third Reading:  October 24, 2017.

 

PASSED AS AMENDED: October 24, 2017, 7-0

APPROVED BY:

JEAN STOTHERT

MAYOR OF THE

CITY OF OMAHA

Elizabeth Butler,

City Clerk

 

11-1-17

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