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Ord 90-075 ORDINANCE NO. 90-75 AN ORDINANCE of the City of Federal Way, Washington, providing for the issuance and sale of limited tax general obligation bonds of the City in the principal sum of $1,710,000 for providing funds to finance the renovation and equípping of a city hall and to purchase land for City purposes; providing the date, form, terms and maturities of said bonds; providing for the disposition of the proceeds of sale of such bonds; providing for the annual levy of taxes to pay the principal of and interest on said bonds; and providing for the sale thereof. WHEREAS, the City Council (the "Council") of the city of Federal Way, Washington (the "city"), deems it necessary and in the best interest of the City and its citizens that a new city hall be leased, renovated and equipped and land be purchased for City purposes; and WHEREAS, in order to provide the funds required for the carrying out of such renovation and equipping of the city hall and purchase of such land, the city now desires to authorize the issuance of limited tax levy general obligation bonds in the principal amount of $1,710,000 and to authorize the sale of such bonds by competitive sale; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DO ORDAIN AS FOLLOWS: SECTION 1. Definitions. As used in this ordinance, the following words shall have the following meanings, unless a different meaning clearly appears from the context: COpy "Bond Fund" means the "City of Federal Way Limited Tax General obligation Bond Redemption Fund, 1990" created by Section 6 of this ordinance. "Bond Reaister" means the books or records maintained by the Bond Registrar for the registration and transfer of the Bonds containing the name and mailing address of the owner of each Bond or nominee of such owner and such other information as the Bond Registrar shall determine. "Bond Reaistrar" means the fiscal agency of the State of washington, currently Seattle-First National Bank, Seattle, Washington, and The Bank of New York, New York, New York, and any fiscal agent of the State of Washington that may hereafter be designated as successor to such banks, designated herein as Bond Registrar to register and authenticate the Bonds, maintain the Bond Register, effect transfer of ownership of the Bonds and pay principal of and interest on the Bonds. "Bonds" means the $1,710,000 principal amount of the City of Federal way, Washington, Limited Tax General Obligation Bonds, 1990, issued pursuant to and for the purposes provided in this ordinance. "ci tv" means the city of Federal way, Washington, a municipal corporation duly organized and existing under and by virtue of the Constitution and laws of the State of Washington. "Capital proiects Fund" means the "City of Federal Way Capital Projects Fund" created by Section 13 of this ordinance. -2- NMN342 90/10/04 "Council" means the legislative authority of the City as the same shall be duly and regularly constituted from time to time. SECTION 2. Findinqs and Authorization of Improvements. The City Council hereby finds that the public interest, welfare and benefit of the inhabitants of the City require that the City lease, renovate and equip a new city hall at 33520 First Avenue South in the City and to purchase approximately .8.3 acres of land at 31531 First Avenue South in the City. The estimated cost of paying the cost of renovating and equipping the city hall and other improvements and all costs incidental thereto, to the purchase of land, and the issuance of the Bonds is hereby declared to be as nearly as practicable the sum of $1,710,000, which shall be provided from the proceeds of sale of the Bonds. The city hereby autho- SECTION 3. Authorization of Bonds. rizes the issuance and sale of the Bonds in the aggregate principal amount of $1,710,000 to provide money to finance the cost of the improvements and land acquisition described in section 2 hereof, and all costs incidental thereto and to the issuance of the Bonds. The Bonds shall be general obligations of the City; shall be desig- , nated "City of Federal Way, Washington, Limited Tax General Obligation Bonds, 1990"; shall be dated November 1, 1990; shall be issued in fully registered form in the denomination of $5,000 or any integral multiple thereof, provided that no Bond shall repre- sent more than one maturity; shall be numbered separately and in such manner and with any additional designation as the Bond Registrar deems necessary for purposes of identification and -3- NMN342 90/10/04 control; shall bear interest at the rates to be hereafter approved by the Council from their date, until the Bonds have been paid or their payment duly provided for, payable on June 1, 1991, and semiannually thereafter on the first day of each December and June and shall mature on December 1 of each year as follows: Maturitv Year Principal Amount 1991 1992 '1993 1994 1995 $300,000 320,000 340,000 365,000 385,000 SECTION 4. Reqistration. Payment and Transfer. The City hereby specifies and adopts the system of registration for the Bonds approved by the State Finance Committee, and the fiscal agencies of the State of Washington in the cities of Seattle, Washington, and New York, New York, shall act as authenticating trustee, transfer agent, paying agent and registrar for the Bonds (collectively, the "Bond Registrar"). The Bond Registrar shall keep, or cause to be kept, at its principal corporate trust office, sufficient records for the registration and transfer of the Bonds which shall at all times be open'to inspection by the city. The Bond Registrar is authorized, on behalf of the City, to authenti- cate and deliver Bonds transferred or exchanged in accordance with ,the provisions of such Bonds and this ordinance and to carry out all of the Bond Registrar's powers and duties under this ordinance. -4- NMN342 90/10/04 The Bond Registrar shall be responsible for its representa- tions contained in the certificate of Authentication on the Bonds. The Bond Registrar may become the owner of any Bonds with the same rights it would have if it were not the Bond Registrar, and to the extent permitted by law, may act as depositary for and permit any of its officers or directors to act as a member of, or in any other capacity with respect to, any committee formed to protect the rights of Bondowners. Both principal of and interest on the Bonds shall be payable in lawful money of the United States of America. Interest on the Bonds shall be paid by check or draft of the Bond Registrar mailed (on the date such interest is due) to the registered owners or nominees at the addresses appearing on the Bond Register on the fifteenth day of the month preceding each interest payment date. Principal of the Bonds shall be payable upon presentation and surrender of the Bonds to the Bond Registrar by the registered owners or nominees at the principal offices of the Bond Registrar in the cities of seattle, Washington, or New York, New York. The Bonds may be transferred only on the Bond Register maintained by the Bond Registrar'for that purpose upon the sur- render thereof by the registered owner or nominee or his/her duly authorized agent and only if endorsed in the manner provided thereon, and thereupon a new fully registered Bond of like principal amount, maturity and interest rate shall be issued to the transferee in exchange therefor. Upon surrender thereof to the Bond Registrar, the Bonds are interchangeable for Bonds in any -5- NMN342 90/10/04 authorized denomination of an equal aggregate principal amount and of the same interest rates and maturities. Such transfer or exchange shall be without cost to the registered owner or trans- feree. The City may deem the person in whose name each Bond is registered to be the absolute owner thereof for the purpose of receiving payment of the principal of and interest on such Bonds and for any and all other purposes whatsoever. SECTION 5. Redemption. The City does not reserve the right to redeem the outstanding Bonds prior to their maturity. SECTION 6. creation of Bond Fund and provision for Tax Levv Payments. A special fund of the City known as the "City of Federal Way Limited Tax General Obligation Bond Redemption Fund, 1990" (the "Bond Fund"), is hereby authorized and directed to be created in the office of the Finance Director of the City. The Bond Fund shall be drawn upon for the sole purpose of paying the principal of and interest on the Bonds. The City hereby irrevocably covenants and agrees for as long as any of the Bonds are outstanding and unpaid, that each year it will include in its budget and levy an ad valorem tax, within and as a part of the tax millage levy permitted to cities without a vote of the people, upon all the property within the city subject to taxation in an amount which will be sufficient, together with all other revenues and money of the City which may legally be used and which the city may apply for such purposes, to pay the principal of and interest on the Bonds as the same shall become -6- NMN342 90/10/04 due. All of such taxes and any of such other money so collected shall be paid into the Bond Fund. None of the money in the Bond Fund shall be used for any other purpose than the payment of the principal of and interest on the Bonds. Money in the Bond Fund not needed to pay the interest or principal next coming due may temporarily be deposited in such institutions or invested in such obligations as may be lawful for the investment of city money. Any interests or profit from the investment of such money shall be deposited in the Bond Fund. The city hereby irrevocably pledges that a sufficient portion of each annual levy to be levied and collected by the city prior to the full payment of the principal of and interest on the Bonds will be and is hereby irrevocably set aside, pledged and appropri- ated for the payment of the principal of and interest on the Bonds. The full faith, credit and resources of the city are hereby irrevocably pledged for the annual levy and collection of said taxes and for the prompt payment of the principal of and interest on the Bonds as the same shall become due. SECTION 7. Defeasance. In the event that money and/or "Government obligations," as such Obligations are now or may hereafter be defined in Chapter 39.53 RCW, maturing at such time or times and bearing interest to be earned thereon in amounts sufficient to redeem and retire the Bonds or a portion of the Bonds in accordance with their terms, are set aside in a special account to effect such redemption or retirement and such money and the principal of and interest on such obligations are irrevocably set -7- NMN342 90/10/04 aside and pledged for such purpose, then no further payments need be made into the Bond Fund for the payment of the principal of and interest on the Bonds so provided for and such Bonds shall cease to be entitled to any lien, benefit or security of this ordinance except the right to receive the funds so set aside and pledged, and such Bonds shall be deemed not to be outstanding hereunder. SECTION 8. Arbitraqe Covenant. The City hereby covenants and agrees with the owners of the Bonds for as long as any of the same remain outstanding that it will not make use of the proceeds of sale of the Bonds or any other funds or obligations of the City which may be deemed to be proceeds of the Bonds pursuant to Section 148 of the Internal Revenue Code of 1986, as amended, and the applicable regulations thereunder which, if such use had reasonably been expected on the date of delivery of the Bonds to the initial purchaser thereof, would have caused the Bonds to be "arbitrage bonds" within the meaning of said section and said regulations. The City will comply with the requirements of section 148 of the Internal Revenue Code of 1986, as amended, (or any successor provi- sion thereof applicable to the Bonds) and the applicable regula- tions thereunder throughout the term of the Bonds. SECTION 9. Bonds Are "Oualified Tax-Exempt Obliqations." The city hereby designates the Bonds as "qualified tax-exempt obligations" as defined in section 265(b) of the Internal Revenue Code of 1986. SECTION 10. Lost or Destroved Bonds. In case the Bonds or any of them shall be lost, stolen or destroyed, the Bond Registrar -8- NMN342 90/10/04 may execute and deliver a new Bond or Bonds of like amount, date, and tenor to the registered owner thereof upon the owner's paying the expenses and charges of the City and the Bond Registrar in connection therewith and upon his/her filing with the Finance Director of the city and the Bond Registrar evidence satisfactory to said Finance Director and Bond Registrar that such Bond or Bonds were actually lost, stolen or destroyed and of his/her ownership thereof, and upon furnishing the city and Bond Registrar with indemnity satisfactory to the Finance Director and Bond Registrar. SECTION 11. Form of the Bonds. The Bonds shall be in sub- stantially the following form: UNITED STATES OF AMERICA NO. $ STATE OF WASHINGTON CITY OF FEDERAL WAY LIMITED TAX GENERAL OBLIGATION BOND, 1990 INTEREST RATE: MATURITY DATE: CUSIP NO: SEE REVERSE 'SIDE FOR ADDITIONAL PROVISIONS REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS The City of Federal Way, Washington, a municipal corporation organized and existing under and by virtue of the laws and Consti- tution of the State of Washington (the "City"), hereby acknowledges itself to owe and for value received promises to pay to the Registered Owner identified above, or registered assigns, on the Maturity Date identified above, the Principal Amount specified above, unless redeemed prior thereto as provided herein, together with interest on such Principal Amount from the date hereof or the -9- NMN342 90/10/04 most recent date to which interest has been paid or duly provided for at the Interest Rate set forth above payable June 1, 1991, and semiannually thereafter on each December 1 and June 1 until payment of the principal sum has been made or duly provided for. Both principal of and interest on this bond are payable in lawful money of the United States of America. Interest on this bond is payable by check or draft of the Bond Registrar mailed (on the date such interest is due) to the Registered Owner hereof at the address appearing on the records maintained by the Bond Registrar as of the fifteenth day of the month preceding the interest payment date. Principal shall be paid to the registered owner hereof upon presentation and surrender of this bond at the principal offices of the fiscal agency of the State of Washington in Seattle, Washington or New York, New York (collectively, the "Bond Registrar"). Reference is hereby made to additional provisions of this bond set forth on the reverse side hereof and such additional provisions shall for all purposes have the same ef£ect as if set forth in this space. Reference also is made to the Bond Ordinance (hereinafter defined) as more fully describing the covenants with and the rights of registered owners of the bonds or registered assigns and the meanings of capitalized terms appearing on this bond which are defined in such ordinance. This bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Bond Ordinance (as hereinafter defined) until the Certificate of Authentication hereon shall have been manually signed by the Bond Registrar. The city hereby irrevocably covenants and agrees with the owner of this bond that it will include in its annual budget and levy taxes annually, within and as a part of the tax levy permit- ted to cities without a vote of the electorate, upon all the property subject to taxation in amounts sufficient, together with all other money legally available therefor, to pay the principal of and interest on this bond as the same shall become due. The full faith, credit and resources o£ the City are hereby irrevocably pledged for the annual levy and collection of such taxes and the prompt payment of such principal and interest. It is hereby certified and declared that this bond is issued pursuant to and in strict compliance with the Constitution and laws of the State of Washington and ordinances of the City, that all acts, conditions and things required to be done precedent to and in the issuance of this bond and the bonds of this issue have happened, been done and performed, and that this bond and the bonds of this issue do not exceed any constitutional or statutory limitations. -10- NMN342 90/10104 IN WITNESS WHEREOF, the City of Federal Way, Washington, has caused this bond to be signed on behalf of the City with the manual or facsimile signature of the Mayor, to be attested by the manual or facsimile signature of the Clerk of the city, and the seal of the City to be reproduced or impressed hereon, as of this 1st day of November 1, 1990. CITY OF FEDERAL WAY, WASHINGTON By Mayor ATTEST: Clerk of the City The Certificate of Authentication for the Bonds shall be in substantially the following form and shall appear on the front of each Bond: CERTIFICATE OF AUTHENTICATION Date of Authentication: This bond is one of the bonds described in the within- referenced Ordinance No. of the city of Federal Way, Washington, and is one of the Limited Tax General Obligation Bonds, 1990, dated November 1, 1990, of such city. WASHINGTON STATE FISCAL AGENCY As Bond Registrar By Authorized Officer ADDITIONAL BOND PROVISIONS This bond is one of an issue of limited tax general obliga- tion bonds of the City of like date and tenor, except as to number, interest rate and date of maturity, in the aggregate principal amount of $1,710,000, issued pursuant to Ordinance No. ~ of -11- NMN342 90/10/04 the City, passed October 9,1990 (the "Bond Ordinance"), to provide financing for the renovation and equipping of a city hall and purchasing land. The bonds of this issue are not subject to redemption prior to their maturity. The pledge of tax levies for payment of principal of and interest on the bonds may be discharged prior to maturity of the bonds by making provision for the payment thereof on the terms and conditions set forth in the Bond Ordinance. The Bonds have been designated as "qualified tax-exempt obligations" for banks, thrift institutions and other financial institutions. The bonds of this issue are issued in fully registered form in the denomination of $5,000 each or any integral multiple thereof, provided that 1'10 bond shall represent more than one maturity. Upon surrender to the Bond Registrar, bonds are inter- changeable for bonds in any authorized denomination of an equal aggregate principal amount and of the same interest rate and maturi ty. This bond is transferable only on the records maintained by the Bond Registrar for that purpose upon the surrender of this bond by the registered owner hereof or his/her duly authorized agent and only if endorsed in the manner provided hereon, and thereupon a new fully registered bond of like principal amount, maturity and interest rate shall be issued to the transferee in exchange therefor. Such exchange or transfer shall be without cost to the registered owner or transferee. The City may deem the person in whose name this bond is registered to be the absolute owner hereof for the purpose of receiving payment of the principal of and interest on this bond and for any and all other purposes whatsoever. ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto PLEASE INSERT SOCIAL SECURITY OR TAXPAYER IDENTIFICATION NUMBER OF TRANSFEREE / / (Please print or typewrite name and address, including zip code of Transferee) the within bond and all rights thereunder and does hereby irrevoc- ably constitute and appoint of -12- NMN342 90/10/04 , or its successor, as Agent to transfer said bond on the books kept by the Bond Register for registration thereof, wi th full power of substi tution in the premises. DATED: , . SIGNATURE GUARANTEED: NOTE :-The-sigriãture-ofthi sÃs-┼ál:gn= ment must correspond with the name of the registered owner as it appears upon the face of the within bond in every particular, wi thout alteration or enlargement or any change whatever. SECTION 12. Execution of the Bonds. The Bonds shall be signed on behalf of the City by the manual or facsimile signature of the Mayor, shall be attested by the manual or facsimile signa- ture of the city Clerk, and shall have a facsimile of the official corporate seal of the city impressed or imprinted thereon. Only such Bonds as shall bear thereon a certificate of Authentication in the form hereinbefore recited, manually executed by the Bond Registrar, shall be valid or obligatory for any purpose or entitled to the benefits of this ordinance. Such Certificate of Authentication shall be conclusive evidence that the Bonds so authenticated have been duly executed, authenticated and delivered hereunder and are entitled to the benefits of this ordinance. In case either of the officers of the city who shall have executed the Bonds shall cease to be such officer or officers of -13- NMN342 90/10/04 the city before the Bonds so signed shall have been authenticated or delivered by the Bond Registrar, or issued by the City, such Bonds may nevertheless be authenticated, delivered and issued and upon such authentication, delivery and issuance, shall be as binding upon the City as though those who signed the same had continued to be such officers of the City. Any Bond may also be signed and attested on behalf of the city by such persons as at the actual date of execution of such Bond shall be the proper officers of the city although at the original date of such Bond any such person shall not have been such officer. SECTION 13. Creation of Capital Pro;ects Fund; Application of Proceeds of Bonds. A special fund of the City known as the "City of Federal way Capital Projects Fund" is hereby authorized and directed to be created in the office of the Finance Director of the City. The Capital Projects Fund shall be used to pay the costs of the improvements described in section 2. At the time of delivery of the Bonds, the proceeds of the Bonds shall be deposited as follows: (a) The accrued interest, if any, to the date of delivery shall be deposited to the Bond Fund and used to pay a portion of interest on the Bonds on June 1, 1991. (b) The remaining proceeds shall be deposited into the Capital Projects Fund and used to pay the costs of the improvements described in section 2 hereof and all costs incidental thereto and to the issuance of the Bonds. -14- NMN342 90/10/04 Money remaining in the Capital Projects Fund after all of such costs have been paid or reimbursed may be used to pay costs of other legally authorized expenditures of the city or shall be deposited in the Bond Fund. Money in the Capital Projects Fund may be invested as permitted by law. All interest earned and profits derived from such investments shall be retained in and become a part of the capital projects Fund. SECTION 14. Sale of the Bonds. The Bonds shall be sold at public sale at 11:00 o'clock a.m., Seattle time, on October 23, 1990. The sale shall take place substantially in accordance with the Notice of Bond Sale attached hereto as Exhibit A. The Bonds shall be sold at a price no less than 99% of the principal amount plus accrued interest to the date of delivery and the bids shall be for no less than all of the Bonds. The Clerk of the City is hereby directed to publish the Notice of Bond Sale substantially in the form attached hereto as Exhibit A, or a short form of such notice, prior to such sale once in the Dailv Journal of Commerce. Sealed bids for the purchase of the Bonds shall be received by the Clerk of the City in the Clerk's Office at City Hall in Federal Way, Washington, until such time, whereupon said bids will be publicly opened and read. Said bids will be considered and acted upon by the Council at a regular meeting on such date. Following the sale of the Bonds, the city shall cause definitive Bonds to be prepared, executed and delivered, which Bonds shall be lithographed or printed with engraved or lithographed borders. -15- NMN342 90/10/04 SECTION 15. Assessed Value and Existinq Bonded Debt. The value of the taxable property within the City as estimated by the King County Assessor is $3,000,000,000. The total amount of outstanding general obligation bonded indebtedness of the City, whether voted or nonvoted, including the principal amount of the Bonds will be $2,710,000. SECTION 16. Severabilitv. If anyone or more of the cove- nants or agreements provided in this ordinance to be performed on the part of the City shall be declared by any court of competent jurisdiction to be contrary to law, then such covenant or cove- nants, agreement or agreements, shall be null and void and shall be deemed separable from the remaining covenants and agreements of this ordinance and shall in no way affect the validity of the other provisions of this ordinance or of the Bonds. SECTION 17. Effective Date. This ordinance shall be effective five days after its passage and publication as required by law. PASSED by the City Council of the City of Federal Way, Washington, this 9th day of october, 1990. CITY OF FEDERAL WAY, WASHINGTON !lJ a/~~ flrd Mayor -16- NMN342 90/10104 APPROVED AS TO FORM: ath¡~ /þ.úCQ Spec al orney to the City Preston Thorgrimson Shidler Gates & Ellis FILED WITH THE CITY CLERK: 10/9/90 PASSED BY THE CITY COUNCIL: 10/9/90 PUBLISHED: 10/12/90 EFFECTIVE DATE: 10/17/90 ORDINANCE NO.: 90-75 -17- NMN342 90/09/17 EXHIBIT A NOTICE OF BOND SALE CITY OF FEDERAL WAY, WASHINGTON LIMITED TAX GENERAL OBLIGATION BONDS, 1990 $1,710,000 NOTICE IS HEREBY GIVEN that sealed bids will be received by the city council of Federal Way, at the office of the City Clerk, Federal Way City Hall at 31132 - 28th Avenue South in Federal Way, Washington, on TUESDAY, OCTOBER 23, 1990 until 11:00 o'clock a.m., Seattle time, for the purchase of the Federal Way Limited Tax General Obligation Bonds, 1990 (the "Bonds") in the aggregate principal amount of $1,710,000, at which time bids will be publicly opened, read and considered. BOND DETAILS. The Bonds will be dated November 1, 1990 and will be in the denomination of $5,000 each or any integral multiple thereof. The Bonds will be fully registered as to both principal and interest, and will be numbered in the manner and with such additional designation as the Bond Registrar deems necessary for purposes of identification. The Bonds will bear interest from the date thereof payable June 1, 1991, and semiannually thereafter on each December 1 and June 1 and will mature on December 1 in the years and amounts as follows: A-1 NMN342 90/10/04 Year Amount 1991 1992 1993 1994 1995 $300,000 320,000 340,000 365,000 385,000 BOND REGISTRAR AND PAYING AGENT. The fiscal agency of the State of Washington in Seattle, Washington and New York, New York will act as bond registrar, transfer agent, and authenticating and paying agent with respect to the Bonds (collectively, the "Bond Registrar") . PRIOR REDEMPTION. The Bonds are not subject to redemption prior to maturity. SECURITY. The City has covenanted that each year it will include in its budget and levy an ad valorem tax upon all of the property within the City subject to taxation, within and as a part of the tax levy permitted to cities without a vote of the people, in an amount that will be sufficient, together with other available money, to pay the principal of and interest on the Bonds as the same shall become due. INTEREST RATES AND BIDDING DETAILS. Each bid shall be on the official bid form furnished by the City and enclösed in a sealed envelope marked "Bid for Purchase of Federal Way Limited Tax General Obligation Bonds, 1990." The Bonds shall be purchased at no less than 99% of the principal amount. Each bid submitted shall provide for payment of accrued interest to date of delivery and shall specify the rate of A-2 NMN342 90/10/04. interest at which the bidder will purchase said Bonds. No bid will be accepted for the purchase of less than all of the Bonds. To enable the city to comply with the requirements of the Internal Revenue Code of 1986 with respect to the determination of yield on the Bonds, the winning bidder shall provide the re- offering price for a substantial portion of the Bonds at or prior to closing on the Bonds. DEPOSIT. Each bid shall be sealed and shall be accompanied by a good faith deposit o~ $25,000 in cash or by a certified or bank cashier's check made payable to the order of the Federal Way Director of Finance, which deposit shall be security for the performance of such bid and shall be held for liquidated damages in case the successful bidder fails to take up and pay for the Bonds within 40 days, if tendered for delivery, after the acceptance thereof. Interest will not be allowed to the purchaser on such good faith deposit. The good faith deposit of cash or checks of all bidders except that of the successful bidder will be returned as soon as possible after the bids have been opened and evaluated. AWARD. The Bonds will be awarded to the bidder offering to purchase all of the same at the lowest true interest cost to the City. The true interest cost is defined as the annual rate which, when compounded semiannually, will discount the debt service payments from the payment date to the date of the Bonds and to the price bid, without regard to interest accrued to the date of A-3 NMN342 90/10/04 delivery. The City may reject any or all bids submitted and may waive any irregularities in any bid. DELIVERY. The Bonds will be delivered to the purchaser in the city of Seattle, Washington, at the expense of the City, or elsewhere as may be mutually agreed upon, at the option and expense of the purchaser. Settlement in full shall be made at the time of delivery and shall be in federal funds available upon the date and at the place of delivery. The City will pay the cost of printing the Bonds and will furnish without cost to the purchaser thereof the unqualified approving opinion of Preston Thorgrimson Shidler Gates & Ellis approving the legality of the issuance of the same. The opinion will be reproduced on each Bond. OFFICIAL STATEMENT AND FURTHER INFORMATION. The City agrees to deliver or cause to be delivered within seven business days after the Council accepts the winning bid for the Bonds, sufficient copies of a final official statement. The final official statement shall be in substantially the form of the preliminary official statement referred to below with the addition of the offering prices, interest rates, maturity; principal amounts and related information. Further information regarding these Bonds and copies of the preliminary official statement may be obtained upon request made to the Finance Director, 31132 - 28th Avenue South, Federal Way, Washington 98003, (206) 941-1696. A-4 NMN342 90/10/04 DATED at Federal way, Washington, this 9th day of October, 1990. ~ffl\ ~u Diré9tor of Finance A-5 NMN342 90/10/04 CERTIFICATE I, the undersigned, Clerk of the city of Federal Way, Washington (herein called the "City") and keeper of the records of the City Council of the City (herein called the "Council"), DO HEREBY CERTIFY: 1. That the attached ordinance is a true and correct copy of Ordinance No. 90-75 of the city (herein called the "Ordi- nance"), as finally passed at a special meeting of the City Council of the City held on the 9th of October, 1990, and duly recorded in my office. 2. That said meeting was duly convened and held in all respects in accordance with law, and to the extent required by law, due and proper notice of such meeting was given; that a quorum of the Council was present throughout the meeting and a legally sufficient number of members of the City Council voted in the proper manner for the passage of said Ordinance; that all other requirements and proceedings incident to the proper adoption or passage of said Ordinance have been duly fulfilled, carried out and otherwise observed, and that I - am authorized to execute this certificate. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the [City Seal] NMN342 90/10/04