HomeMy WebLinkAbout28. 22-274
REVISED JUNE 28, 2022 22-274 RESOLUTION (CARRIED___7-0_____LOST________LAID OVER________WITHDRAWN________)
PURPOSE: A RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF NOT TO EXCEED $14,960,000 AGGREGATE PRINCIPAL AMOUNT OF SEWER SYSTEM REVENUE BONDS, SERIES 2022E, OF THE CITY OF OSHKOSH, WINNEBAGO COUNTY, WISCONSIN, PROVIDING DETAILS, PRESCRIBING THE FORM OF BOND, AWARDING SAID REVENUE BONDS TO THE BEST BIDDER, AND PROVIDING FOR THE PAYMENT OF SAID REVENUE BONDS AND OTHER DETAILS AND COVENANTS WITH RESPECT THERETO. INITIATED BY: FINANCE DEPARTMENT
WHEREAS, the City of Oshkosh, Winnebago County, Wisconsin (the “City”) now owns
and operates a municipal sewerage system (the “System”); and
WHEREAS, the City previously determined that the City shall construct additions,
improvements, extensions, renewals or replacements to the System (the “Project”); and
WHEREAS, it has been determined previously that the Project is necessary and in the best
interest of the City; and
WHEREAS, pursuant to the Constitution and the laws of the State of Wisconsin, and
particularly Section 66.0621, Wisconsin Statutes, as supplemented and amended, Wisconsin cities
conducting a revenue producing facility or enterprise are permitted to issue revenue bonds to
finance the purchase, acquisition, construction, extension, addition, improvement, conduct,
control, operation and management of such a revenue producing facility or enterprise having a
maturity not in excess of forty (40) years; and
WHEREAS, Section 66.0621(1)(b), Wisconsin Statutes, as supplemented and amended,
provides that a “public utility” means any revenue producing facility or enterprise owned by a
municipality and operated for a public purpose or undertaken by a municipality, as defined in
Section 67.04(1)(b), Wisconsin Statutes, as supplemented and amended; and
WHEREAS, the System is a “public utility” as aforesaid, and has now determined that it is
necessary and desirable to issue its revenue bonds to finance the Project; and
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WHEREAS, in connection with the issuance of the City’s Taxable Sewer System Revenue
Bonds, Series 2010G, dated October 14, 2010 (the “Series 2010-G Bonds”), which bonds are no
longer outstanding, the Common Council of the City (the “Common Council”) duly adopted, on
September 28, 2010, Resolution Number 10-309 (the “2010-G Resolution”), authorizing the
issuance of the Series 2010-G Bonds and providing, pursuant to Sections 12, 13, 14, 15, 16, 17,
20 and 23 thereof (the “Prior Revenue Bonds Provisions”), among other things, for (i) the creation
of the funds and accounts to properly allocate the revenues of the System and secure the payment
of the principal of and interest on the Series 2010-G Bonds, (ii) the application of the revenues of
the System among such accounts and funds, (iii) covenants of the City regarding the operation of
the System for the benefit of the holders of the Series 2010-G Bonds, (iv) the issuance of bonds
on a parity with the Series 2010-G Bonds, (v) the equality of lien of bonds issued payable from
the revenues of the System, (vi) limitations on the modification of the Series 2010-G Resolution,
(vii) the remedies of the holders of the Series 2010-G Bonds, and (viii) authorizing the defeasance
of the Series 2010-G Bonds; and
WHEREAS, the City has heretofore issued and has outstanding its Sewer System Revenue
Bonds, Series 2012E, dated November 16, 2012 (the “Series 2012E Bonds”), Sewer System
Revenue Bonds, Series 2013D, dated December 11, 2013 (the “Series 2013D Bonds”), Sewer
System Revenue Bonds, Series 2014D, dated November 19, 2014 (the “Series 2014D Bonds”),
Sewer System Revenue Bonds, Series 2015D, dated September 15, 2015 (the “Series 2015D
Bonds”), Sewer System Revenue Bonds, Series 2016D, dated July 6, 2016 (the “Series 2016D
Bonds”), Sewer System Revenue Bonds, Series 2017D, dated July 20, 2017 (the “Series 2017D
Bonds”), Sewer System Revenue Bonds, Series 2019E, dated July 16, 2019 (the “Series 2019E
Bonds”), Sewer System Revenue Bonds, Series 2020E, dated July 16, 2020 (the “Series 2020E
Bonds”), and Sewer System Revenue Bonds, Series 2021E, dated July 14, 2021 (the “Series
2021E Bonds” and, together with the Series 2012E Bonds, the Series 2013D Bonds, the Series
2014D Bonds, the Series 2015D Bonds, the Series 2016D Bonds, the Series 2017D Bonds, the
2019E Bonds and the Series 2020E Bonds, the “Prior Revenue Bonds”); and
WHEREAS, the Prior Revenue Bonds (i) were issued pursuant to resolutions duly adopted
by the Common Council on the dates, (ii) were originally issued in the amounts, and (iii) are
currently outstanding in the amounts as follows:
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SERIES RESOLUTION NO. DATE OF ADOPTION
ORIGINAL
AMOUNT
CURRENTLY
OUTSTANDING
AMOUNT
Series 2012E Bonds 12-536(1) October 23, 2012 $ 6,270,000 $ 3,100,000
Series 2013D Bonds 13-477(2) October 22, 2013 4,175,000 2,370,000
Series 2014D Bonds 14-476(3) October 28, 2014 5,980,000 3,630,000
Series 2015D Bonds 15-400(4) August 25, 2015 6,695,000 4,615,000
Series 2016D Bonds 16-287(5) June 14, 2016 10,045,000 7,130,000
Series 2017D Bonds 17-328(6) June 27, 2017 15,075,000 12,315,000
Series 2019E Bonds 19-355(7) June 25, 2019 13,990,000 10,980,000
Series 2020E Bonds 20-268(8) June 23, 2020 13,930,000 12,985,000
Series 2021E Bonds 21-332(9) June 22, 2021 13,940,000 13,550,000
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(1) Such resolution providing for the issuance of the Series 2012E Bonds being referred to herein as the “2012E Resolution”.
(2) Such resolution, as supplemented by Resolution No. 13-512 adopted by the Common Council on November 26, 2013, providing
for the issuance of the Series 2013D Bonds being referred to herein as the “2013D Resolution”.
(3) Such resolution providing for the issuance of the Series 2014D Bonds being referred to herein as the “2014D Resolution”.
(4) Such resolution providing for the issuance of the Series 2015D Bonds being referred to herein as the “2015D Resolution”.
(5) Such resolution providing for the issuance of the Series 2016D Bonds being referred to herein as the “2016D Resolution”.
(6) Such resolution providing for the issuance of the Series 2017D Bonds being referred to herein as the “2017D Resolution”.
(7) Such resolution providing for the issuance of the Series 2019E Bonds being referred to herein as the “2019E Resolution.
(8) Such resolution providing for the issuance of the Series 2020E Bonds being referred to herein as the “2020E Resolution”.
(9) Such resolution providing for the issuance of the Series 2021E Bonds being referred to herein as the “2021E Resolution”
and, together with the 2012E Resolution, the 2013D Resolution, the 2014D Resolution, the 2015D Resolution, the 2016D
Resolution, the 2017D Resolution, the 2019E Resolution and the 2020E Resolution, the “Prior Revenue Bond Resolutions”.
WHEREAS, the Prior Revenue Bond Provisions were incorporated and made a part of each
of the Prior Revenue Bond Resolutions with respect to each series of the Prior Revenue Bonds
issued pursuant thereto; and
WHEREAS, the City has heretofore issued and has outstanding its Sewerage System
Revenue Bonds, Series 2004, dated May 26, 2004 (the “Series 2004 CWLP Bonds”), and
Sewerage System Revenue Bonds, Series 2014, dated May 14, 2014 (the “Series 2014 CWLP
Bonds” and, together with the Series 2004 CWLP Bonds, the “Prior CWLP Revenue Bonds”);
and
WHEREAS, the Series 2004 CWLP Bonds were issued pursuant to Resolution No. 04-148
duly adopted by the Common Council on May 11, 2004 (the “2004 CWLP Resolution”), in the
original principal amount of $3,425,850, of which $418,200 is currently outstanding; and
WHEREAS, the Series 2014 CWLP Bonds were issued pursuant to Resolution No. 14-176
duly adopted by the Common Council on April 22, 2014 (the “2014 CWLP Resolution” and,
together with the 2004 CWLP Resolution, the “Prior CWLP Revenue Bond Resolutions”), in the
original principal amount of $5,706,185, of which $3,888,455 is currently outstanding; and
WHEREAS, the Prior Revenue Bonds and the Prior CWLP Revenue Bonds have been issued
on a parity with respect to the revenues of the System; and
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WHEREAS, the Prior Revenue Bond Provisions authorize the issuance of additional bonds
on parity with the Prior Revenue Bonds upon compliance with certain provisions set forth therein;
and
WHEREAS, the Prior CWLP Revenue Bond Resolutions authorize the issuance of additional
bonds on parity with the Prior CWLP Revenue Bonds upon compliance with certain provisions set
forth therein; and
WHEREAS, other than the Prior Revenue Bonds and the Prior CWLP Revenue Bonds
(together, the “Prior Sewer System Revenue Bonds”), no other bonds or obligations are
outstanding payable on a parity with respect to the revenues of the System with the Prior Sewer
System Revenue Bonds or with a lien senior to the lien of the Prior Sewer System Revenue Bonds
with respect to the revenues of the System; and
WHEREAS, it is now necessary and desirable to finance the costs of the Project through the
issuance of additional bonds on parity with the Prior Sewer System Revenue Bonds; and
WHEREAS, all conditions required by the Prior Revenue Bond Provisions and the Prior
CWLP Revenue Bond Resolutions for the issuance of an additional series of parity bonds have
been complied with, or will have been complied with prior to the issuance of the revenue bonds
herein authorized; and
WHEREAS, for the purpose of financing the costs of the Project and paying the costs of
issuance thereof and a deposit to the Reserve Account (as defined in the 2010-G Resolution), it is
now considered desirable to authorize and sell the Sewer System Revenue Bonds, Series 2022E,
of the City (the “Bonds”), payable solely from revenues to be derived from the operation of the
System, which Bonds are to be authorized and issued pursuant to the provisions of Section 66.0621
of the Wisconsin Statutes, as supplemented and amended, on a parity with the Prior Sewer System
Revenue Bonds; and
WHEREAS, the sale of the Bonds was duly advertised in The Bond Buyer; and
WHEREAS, pursuant to said advertisement aforesaid, sealed bids were received for the
purchase of the Bonds until 10:00 A.M., C.T., on June 28, 2022, and are as follows:
NAME OF BIDDER TRUE INTEREST RATE
The Baker Group 3.811751%
Robert W. Baird & Co., Inc. 3.828775%
Huntington Securities, Inc. 3.972448%
; and
True interest cost after re-sizing is 3.8202%.
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WHEREAS, the bid of The Baker Group (the “Purchaser”) at a price of $14,632,703.43 (the
“Purchase Price”), plus accrued interest to the date of delivery (if any), was the best bid submitted,
which bid is set forth in Exhibit A hereto:
NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Oshkosh,
Winnebago County, Wisconsin, as follows:
Section 1. Definitions. The following terms shall have the following meanings in this
Resolution unless the text expressly or by necessary implication requires otherwise:
“Bond Register” shall mean the books of the City kept by the Registrar to evidence
the registration and transfer of the Bonds;
“Fiscal Year” shall mean the twelve (12) month period beginning on January l of
each year and ending on December 3l of the same year;
“Net Revenues” shall mean gross earnings of the System after the deduction of
Operation and Maintenance Expenses;
“Operation and Maintenance Expenses” shall mean salaries, wages, cost of
material and supplies, including routine repairs and renewals, management fees paid to
third parties, insurance and such other reasonable current expenses as shall be determined
in accordance with generally accepted accounting principles, but excluding the costs of
capital expenditures, replacements, depreciation, debt service, debt service reserves
(including repayments with respect thereto), special assessments or payments of or in lieu
of property taxes;
“Parity Bonds” shall mean bonds payable from the revenues of the System, other
than the Bonds and the Prior Sewer System Revenue Bonds, issued on a parity and equality
with the Bonds and the Prior Sewer System Revenue Bonds, pursuant to the restrictive
provisions of the Prior Revenue Bond Resolutions and the Prior CWLP Revenue Bond
Resolutions;
“Registrar” shall mean the City Treasurer of the City in Oshkosh, Wisconsin, or a
successor designated as Registrar under this Resolution;
“Resolution” shall mean this Resolution as adopted by the Common Council of the
City;
“System” shall mean the entire sewerage system of the City, except as otherwise
herein provided, including all real and personal property of every nature now or hereafter
owned by the City, comprising part of or used or useful in connection with such sewerage
system and designated by the City as being for sewerage purposes, specifically including
the project described in Section 2 hereof and including all property of every nature now or
hereafter owned by the City for the collection, transmission, treatment and disposal of
domestic and industrial sewage and waste, including all improvements thereto and
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extensions thereof, located within or outside of the City, while any of the Bonds remain
outstanding, including all appurtenances, contracts, leases, franchises and other
intangibles.
Section 2. Authorization, Purpose and Terms of Bonds. For the purpose of financing
the Project, there shall be issued the Bonds of the City in the aggregate principal amount of
$14,270,000.
The Bonds shall be designated “Sewer System Revenue Bonds, Series 2022E”; as
originally issued shall be dated the date of issuance thereof, and shall also bear the date of their
authentication by the Registrar; shall be of $5,000 denomination each or any integral multiple
thereof (but no single Bond shall represent installments of principal maturing on more than one
date); and shall be lettered R and numbered consecutively starting with the number one. The
Bonds shall mature on May l of each of the years, and shall bear interest at the rates per annum, as
follows:
YEAR PRINCIPAL AMOUNT INTEREST RATE YEAR PRINCIPAL AMOUNT INTEREST RATE
2023 $285,000 5.000% 2033 $ 735,000 4.000% 2024 475,000 5.000% 2034 765,000 3.250% 2025 495,000 5.000% 2035 790,000 3.375%
2026 520,000 5.000% 2036 820,000 3.500%
2027 550,000 5.000% 2037 850,000 4.000%
2028 575,000 5.000% 2038 885,000 4.000%
2029 605,000 5.000% 2039 920,000 4.000%
2030 640,000 5.000% 2040 955,000 4.000%
2031 670,000 5.000% 2042 2,030,000 4.000%
2032 705,000 5.000%
It is hereby found and declared that the above schedule of maturities of the Bonds is
conducive to the lowest net interest cost to the City and prudent municipal utility management.
Section 3. Interest; Payment Provisions. The Bonds shall bear interest from their date
or from the most recent interest payment date to which interest has been paid or duly provided for,
at the rates set out above, such interest (computed upon the basis of a 360-day year consisting of
twelve 30-day months) being payable on the first days of May and November of each year,
commencing on May 1, 2023. Interest on each Bond shall be paid by check or draft of the Registrar
to the person in whose name such Bond is registered at the close of business on the fifteenth day
of the calendar month immediately preceding the applicable interest payment date. The principal
of each Bond shall be payable in lawful money of the United States of America upon presentation
and surrender of such Bond at the designated office of the Registrar.
Section 4. Execution; Authentication. The Bonds shall be executed on behalf of the City
with the manual or facsimile signature of the City Manager of the City and with the manual or
facsimile signature of the City Clerk of the City, and sealed with the official seal of the City or a
printed facsimile of said seal. In case any officer whose signature shall appear on any Bond shall
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cease to be such officer before the delivery of such Bond, such signature shall nevertheless be
valid and sufficient for all purposes, the same as if such officer had remained in office until
delivery.
All Bonds shall have thereon a certificate of authentication substantially in the form
hereinafter set forth duly executed by the Registrar as authenticating agent of the City and showing
the date of authentication. No Bond shall be valid or obligatory for any purpose or be entitled to
any security or benefit under this Resolution unless and until such certificate of authentication
shall have been duly executed by the Registrar by manual signature, and such certificate of
authentication upon any such Bond shall be conclusive evidence that such Bond has been
authenticated and delivered under this Resolution. The certificate of authentication on any Bond
shall be deemed to have been executed by the Registrar if signed by an authorized officer of the
Registrar, but it shall not be necessary that the same officer sign the certificate of authentication
on all of the Bonds issued under this Resolution.
Section 5. Registration of Bonds; Persons Treated as Owners. (a) The City shall cause
books (the “Bond Register”) for the registration and for the transfer of the Bonds as provided in
this Resolution to be kept at the designated office of the Registrar, which is hereby constituted and
appointed the registrar of the City with respect to the Bonds herein authorized. The City is
authorized to prepare, and the Registrar shall keep custody of, multiple Bond blanks executed by
the City for use in the transfer and exchange of Bonds.
Upon surrender for transfer of any Bond at the principal corporate trust office of the
Registrar, duly endorsed by, or accompanied by a written instrument or instruments of transfer in
form satisfactory to the Registrar and duly executed by, the registered owner or his or her attorney
duly authorized in writing, the City shall execute and the Registrar shall authenticate, date and
deliver in the name of the transferee or transferees a new fully registered Bond or Bonds of the
same maturity of authorized denominations, for a like aggregate principal amount. Any fully
registered Bond or Bonds may be exchanged at said office of the Registrar for a like aggregate
principal amount of Bond or Bonds of the same maturity of other authorized denominations. The
execution by the City of any fully registered Bond shall constitute full and due authorization of
such Bond and the Registrar shall thereby be authorized to authenticate, date and deliver such
Bond, provided, however, the principal amount of outstanding Bonds of each maturity
authenticated by the Registrar shall not exceed the authorized principal amount of Bonds for such
maturity less previous retirements.
The Registrar shall not be required to transfer or exchange any Bond during the period
beginning at the close of business on the 15th day of the month next preceding any interest
payment date on such Bond and ending at the opening of business on such interest payment date,
nor to transfer or exchange any Bond after notice calling such Bond for redemption has been
mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of redemption
of any Bonds.
The person in whose name any Bond shall be registered shall be deemed and regarded as
the absolute owner thereof for all purposes, and payment of the principal of or interest on any Bond
shall be made only to or upon the order of the registered owner thereof or his or her legal
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representative. All such payments shall be valid and effectual to satisfy and discharge the liability
upon such Bond to the extent of the sum or sums so paid.
No service charge shall be made for any transfer or exchange of Bonds, but the City or the
Registrar may require payment of a sum sufficient to cover any tax or other governmental charge
that may be imposed in connection with any transfer or exchange of Bonds except in the case of
the issuance of a Bond or Bonds for the unredeemed portion of a Bond surrendered for redemption.
(b) Global Book-Entry System. The Bonds shall be initially issued in the form of a
separate single fully registered Bond for each of the maturities of the Bonds determined as
described in Section 2 hereof. Unless otherwise requested by any Purchaser, upon initial issuance,
the ownership of each such Bond shall be registered in the Bond Register in the name of Cede &
Co., or any successor thereto (“Cede”), as nominee of The Depository Trust Company, New York,
New York, and its successors and assigns (“DTC”). All of the outstanding Bonds shall be
registered in the Bond Register in the name of Cede, as nominee of DTC, except as hereinafter
provided. The Mayor, the City Manager, the Treasurer, the Director of Finance and any other
business official of the City and the Registrar are each authorized to execute and deliver, on behalf
of the City, such letters to or agreements with DTC as shall be necessary to effectuate such book-
entry system (any such letter or agreement being referred to herein as the “Representation Letter”),
which Representation Letter may provide for the payment of principal of or interest on the Bonds
by wire transfer.
With respect to Bonds registered in the Bond Register in the name of Cede, as nominee of
DTC, the City and the Registrar shall have no responsibility or obligation to any broker-dealer,
bank or other financial institution for which DTC holds Bonds from time to time as securities
depository (each such broker-dealer, bank or other financial institution being referred to herein as
a “DTC Participant”) or to any person on behalf of whom such a DTC Participant holds an interest
in the Bonds. Without limiting the immediately preceding sentence, the City and the Registrar
shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC,
Cede or any DTC Participant with respect to any ownership interest in the Bonds, (ii) the delivery
to any DTC Participant or any other person, other than a registered owner of a Bond as shown in
the Bond Register, of any notice with respect to the Bonds, including any notice of redemption, or
(iii) the payment to any DTC Participant or any other person, other than a registered owner of a
Bond as shown in the Bond Register, of any amount with respect to the principal of or interest on
the Bonds. The City and the Registrar may treat and consider the person in whose name each
Bond is registered in the Bond Register as the holder and absolute owner of such Bond for the
purpose of payment of principal and interest with respect to such Bond, for the purpose of giving
notices of redemption and other matters with respect to such Bond, for the purpose of registering
transfers with respect to such Bond, and for all other purposes whatsoever. The Registrar shall
pay all principal of and interest on the Bonds only to or upon the order of the respective registered
owners of the Bonds, as shown in the Bond Register, or their respective attorneys duly authorized
in writing, and all such payments shall be valid and effective to fully satisfy and discharge the
City’s obligations with respect to payment of the principal of and interest on the Bonds to the
extent of the sum or sums so paid. No person other than a registered owner of a Bond as shown
in the Bond Register, shall receive a Bond evidencing the obligation of the City to make payments
of principal and interest with respect to any Bond. Upon delivery by DTC to the Registrar of
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written notice to the effect that DTC has determined to substitute a new nominee in place of Cede,
and subject to the provisions in Section 3 hereof with respect to the payment of interest to the
registered owners of Bonds at the close of business on the 15th day of the month next preceding
the applicable interest payment date, the name “Cede” in this resolution shall refer to such new
nominee of DTC.
In the event that (i) the City determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter, (ii) the agreement among the
City, the Registrar and DTC evidenced by the Representation Letter shall be terminated for any
reason or (iii) the City determines that it is in the best interests of the beneficial owners of the
Bonds that they be able to obtain certificated Bonds, the City shall notify DTC and DTC
Participants of the availability through DTC of certificated Bonds and the Bonds shall no longer
be restricted to being registered in the Bond Register in the name of Cede, as nominee of DTC. At
that time, the City may determine that the Bonds shall be registered in the name of and deposited
with such other depository operating a universal book-entry system, as may be acceptable to the
City, or such depository’s agent or designee, and if the City does not select such alternate universal
book-entry system, then the Bonds may be registered in whatever name or names registered owners
of Bonds transferring or exchanging Bonds shall designate, in accordance with the provisions of
Section 5(a) hereof.
Notwithstanding any other provisions of this resolution to the contrary, so long as any Bond
is registered in the name of Cede, as nominee of DTC, all payments with respect to principal of
and interest on such Bond and all notices with respect to such Bond shall be made and given,
respectively, in the name provided in the Representation Letter.
Section 6. Prior Redemption. Bonds maturing on and after May 1, 2033, shall be
subject to redemption prior to maturity at the option of the City as a whole, or in part in such order
of maturity as the City may determine (less than all of the Bonds of a single maturity to be selected
by the Registrar as hereinafter provided), on May 1, 2032, and on any date thereafter, at the
redemption price of 100% of the principal amount thereof being redeemed plus accrued interest to
the date fixed for redemption.
The Bonds maturing on May 1, 2042, shall be subject to mandatory sinking fund
redemption, in integral multiples of $5,000 selected by the Registrar, at a redemption price of
100% of the principal amount thereof being redeemed plus accrued interest to the date fixed for
redemption, on May 1 of the following years and in the following amounts:
REDEMPTION DATE
MAY 1
PRINCIPAL AMOUNT
OF REDEMPTION
2041 $ 995,000
2042* 1,035,000
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* Maturity
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The principal amounts of Bonds to be mandatorily redeemed in each year may be reduced
through the earlier optional redemption thereof, with any partial optional redemptions of such
Bonds credited against future mandatory redemption requirements in such order of the mandatory
redemption dates as the City may determine. In addition, on or prior to the 60th day preceding
any mandatory redemption date, the Registrar may, and if directed by the Common Council shall,
purchase Bonds required to be retired on such mandatory redemption date. Any such Bonds so
purchased shall be cancelled and the principal amount thereof shall be credited against the
mandatory redemption required on such next mandatory redemption date.
The Bonds shall be redeemed only in the principal amount of $5,000 and integral multiples
thereof. The City shall, at least forty-five (45) days prior to any optional redemption date (unless
a shorter time period shall be satisfactory to the Registrar) notify the Registrar of such redemption
date and of the principal amount and maturity or maturities of Bonds to be redeemed. For purposes
of any redemption of less than all of the outstanding Bonds of a single series and maturity, the
particular Bonds or portions of Bonds to be redeemed shall be selected by lot by the Registrar from
the Bonds of such series and maturity by such method of lottery as the Registrar shall deem fair
and appropriate; provided that such lottery shall provide for the selection for redemption of Bonds
or portions thereof so that any $5,000 Bond or $5,000 portion of a Bond shall be as likely to be
called for redemption as any other such $5,000 Bond or $5,000 portion. The Registrar shall make
such selection upon the earlier of the irrevocable deposit of funds with an escrow agent sufficient
to pay the redemption price of the Bonds to be redeemed or the time of the giving of official notice
of redemption.
The Registrar shall promptly notify the City in writing of the Bonds or portions of Bonds
selected for redemption and, in the case of any Bond selected for partial redemption, the principal
amount thereof to be redeemed.
Section 7. Redemption Procedure. Unless waived by any holder of Bonds to be
redeemed, notice of the call for any such redemption shall be given by the Registrar on behalf of
the City by mailing the redemption notice by first class mail at least thirty (30) days and not more
than sixty (60) days prior to the date fixed for redemption to the registered owner of the Bond or
Bonds to be redeemed at the address shown on the Bond Register or at such other address as is
furnished in writing by such registered owner to the Registrar.
All notices of redemption shall state:
(1) the date fixed for redemption,
(2) the redemption price,
(3) if less than all outstanding Bonds are to be redeemed, the identification,
including CUSIP numbers (and, in the case of any partial redemption, the respective
principal amounts) of the Bonds to be redeemed,
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(4) that on the date fixed for redemption the redemption price will become due
and payable upon each such Bond or portion thereof called for redemption, and that interest
thereon shall cease to accrue from and after said date, and
(5) the place where such Bonds are to be surrendered for payment of the
redemption price, which place of payment shall be the designated office of the Registrar.
Unless moneys sufficient to pay the redemption price of the Bonds to be redeemed at the
option of the City shall have been received by the Registrar prior to the giving of such notice of
redemption, such notice may, at the option of the City, state that said redemption shall be
conditional upon the receipt of such moneys by the Registrar on or prior to the date fixed for
redemption. If such moneys are not received, such notice shall be of no force and effect, the City
shall not redeem such Bonds, and the Registrar shall give notice, in the same manner in which the
notice of redemption shall have been given, that such moneys were not so received and that such
Bonds will not be redeemed. Otherwise, prior to any redemption date, the City shall deposit with
the Registrar an amount of money sufficient to pay the redemption price of all the Bonds or
portions of Bonds which are to be redeemed on that date.
Subject to the provisions for a conditional redemption described above, notice of
redemption having been given as aforesaid, the Bonds or portions of Bonds so to be redeemed
shall, on the redemption date, become due and payable at the redemption price therein specified,
and from and after such date (unless the City shall default in the payment of the redemption price)
such Bonds or portions of Bonds shall cease to bear interest. Upon surrender of such Bonds for
redemption in accordance with said notice, such Bonds shall be paid by the Registrar at the
redemption price. Installments of interest due on or prior to the redemption date shall be payable
as herein provided for payment of interest. Upon surrender for any partial redemption of any
Bond, there shall be prepared for the registered holder a new Bond or Bonds of the same maturity
in the amount of the unpaid principal.
If any Bond or portion of Bond called for redemption shall not be so paid upon surrender
thereof for redemption, the principal shall, until paid, bear interest from the redemption date at the
rate borne by the Bond or portion of Bond so called for redemption. All Bonds which have been
redeemed shall be cancelled and destroyed by the Registrar and shall not be reissued.
Section 8. Payable Solely from Net Revenues. The Bonds, the Prior Sewer System
Revenue Bonds and any Parity Bonds, together with premium (if any) and interest thereon, shall
be payable only out of the Special Redemption Fund as hereinafter provided, and shall be a valid
claim of the owners thereof only against the Special Redemption Fund and from the revenues
pledged to such fund, and on a parity with the Prior Sewer System Revenue Bonds; and sufficient
revenues are hereby pledged to the Special Redemption Fund, and shall be used for no purpose
other than to pay the principal of, premium (if any) and interest on the Bonds, the Prior Sewer
System Revenue Bonds and any Parity Bonds as the same fall due.
Section 9. Form of Bonds. The Bonds, the certificate of authentication to be endorsed
thereon and the form of assignment to be endorsed thereon are all to be in substantially the
following forms with necessary and appropriate variations, omissions and insertions as permitted
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or required by this Resolution, including any reordering or other modifications required if the
Bonds are printed on a single side:
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(FORM OF BOND)
UNITED STATES OF AMERICA
STATE OF WISCONSIN
COUNTY OF WINNEBAGO
CITY OF OSHKOSH
SEWER SYSTEM REVENUE BOND, SERIES 2022E
NO.______ $____________
RATE OF
INTEREST MATURITY DATE DATED DATE CUSIP NUMBER
_____% May 1, _____ July 21, 2022
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT:
KNOW ALL MEN BY THESE PRESENTS: That the City of Oshkosh, in the County of
Winnebago and the State of Wisconsin (the “City”), hereby acknowledges itself to owe and for
value received promises to pay to the Registered Owner hereinabove identified, or registered
assigns as hereinafter provided, on the Maturity Date hereinabove identified, solely from the
revenues hereinafter specified, the Principal Amount hereinabove identified and from the same
source to pay interest (computed on the basis of a 360-day year consisting of twelve 30-day
months) on such Principal Amount from the date of this Bond or from the most recent interest
payment date to which interest has been paid at the Rate of Interest per annum hereinabove
identified on May 1 and November 1 of each year, commencing on May 1, 2023, until said
Principal Amount is paid, except as the provisions hereinafter set forth with respect to redemption
prior to maturity may be and become applicable to this Bond.
The principal of this Bond is payable in lawful money of the United States of America only
upon presentation and surrender of this Bond at the designated office of the City Treasurer of the
City in Oshkosh, Wisconsin, as registrar and paying agent, or any successor thereto (the
“Registrar”). Payment of each installment of interest shall be made to the Registered Owner
hereof who shall appear on the registration books of the City maintained by the Registrar at the
close of business on the fifteenth day of the calendar month next preceding the applicable interest
payment date, and shall be paid by check or draft of the Registrar mailed to such Registered Owner
at his address as it appears on such registration books or at such other address as may be furnished
in writing by such Registered Owner to the Registrar.
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This Bond is one of an authorized issue of Sewer System Revenue Bonds, Series 2022E,
of like date, aggregating the principal amount of $14,270,000 (the “Bonds”) and issued to pay the
cost of financing additions to, extensions of and improvements to the sewerage system of the City
and to refund certain outstanding municipal obligations of the City, pursuant to Article XI,
Section 3 of the Wisconsin Constitution and Section 66.0621, Wisconsin Statutes, as supplemented
and amended, and a resolution adopted by the Common Council of the City (the “Common
Council”) on June 28, 2022 (the “Bond Resolution”), and is payable, together with the Prior Sewer
System Revenue Bonds (as defined in the Bond Resolution), only from the income and revenues
to be derived from the operation of said sewerage system of the City, which net income and
revenues have been set aside as a special fund for that purpose and identified as the “Sewer Utility
Special Redemption Fund.” This Bond is issued pursuant to the resolution adopted by the
Common Council of the City on October 14, 2010, the Prior Revenue Bond Resolutions and the
Prior CWLP Revenue Bond Resolutions, and does not constitute an indebtedness of the City within
the meaning of any constitutional or statutory limitation or provision. Reference is hereby made
to said resolutions for a more complete statement of the revenues from which and conditions under
which this Bond is payable, a statement of the conditions on which obligations may hereafter be
issued on a parity with this Bond, and the general covenants and provisions pursuant to which this
Bond has been issued.
Bonds of the issue of which this Bond is one maturing on and after May 1, 2033, are subject
to redemption prior to maturity at the option of the City as a whole, or in part in such order of
maturity as the City shall specify (in integral multiples of $5,000, less than all the Bonds of a single
maturity to be selected by the Registrar in such manner as it shall deem fair and appropriate) on
May 1, 2032, and on any date thereafter, at the redemption price of 100% of the principal amount
thereof being redeemed plus accrued interest to the date fixed for redemption.
The Bonds maturing on May 1, 2042 shall be subject to mandatory sinking fund
redemption, in integral multiples of $5,000 selected by the Registrar, at a redemption price of
100% of the principal amount thereof being redeemed plus accrued interest to the date fixed for
redemption, on May 1 of the following years and in the following amounts:
REDEMPTION DATE
MAY 1
PRINCIPAL AMOUNT
OF REDEMPTION
2041 $ 995,000
2042* 1,035,000
______________________________
* Maturity
Notice of any intended redemption shall be sent by first class mail, postage prepaid, not
less than thirty (30) days nor more than sixty (60) days prior to the date fixed for redemption to
the registered owner of each Bond to be redeemed (in whole or in part) at the address shown on
the registration books of the City maintained by the Registrar or at such other address as is
furnished in writing by such registered owner to the Registrar. Such optional notice of redemption
may be conditional as provided in the authorizing resolution. When so called for redemption, this
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Bond, or the portion thereof being so called for redemption, will cease to bear interest on the
specified redemption date, provided funds for redemption are on deposit at the place of payment
at that time, and shall not be deemed to be outstanding.
This Bond is transferable by the Registered Owner hereof in person or by his attorney duly
authorized in writing at the designated office of the Registrar, but only in the manner, subject to
the limitations and upon payment of the charges provided in the authorizing resolution, and upon
surrender and cancellation of this Bond. Upon such transfer, a new Bond or Bonds of authorized
denominations of the same maturity and interest rate and for the same aggregate principal amount
will be issued to the transferee in exchange for this Bond.
The Bonds are issuable in fully registered form in the denomination of $5,000 each or
integral multiples thereof. This Bond may be exchanged at the designated office of the Registrar
for a like aggregate principal amount of Bonds of the same maturity and interest rate of other
authorized denominations, upon the terms set forth in the authorizing resolution.
The City and the Registrar may deem and treat the Registered Owner as the absolute owner
hereof for the purpose of receiving payment of or on account of principal hereof, premium, if any,
hereon and interest due hereon and for all other purposes and neither the City nor the Registrar
shall be affected by any notice to the contrary.
It is hereby certified, recited and declared that all acts, conditions and things required to be
done, exist, happen and be performed precedent to and in the issuance of this Bond have been
done, have existed, have happened and have been performed in due time, form and manner as
required by the Constitution and the laws of the State of Wisconsin, and that sufficient of the net
income and revenues to be received by the City from the operation of the sewerage system owned
and operated by the City has been pledged to and will be set aside into a special fund for the
payment of the principal of and interest on this Bond.
This Bond shall not be valid or become obligatory for any purpose until the certificate of
authentication hereon shall have been signed by the Registrar.
IN WITNESS WHEREOF the City of Oshkosh, Winnebago County, Wisconsin, by its
Common Council, has caused this Bond to be executed with the duly authorized manual or
facsimile signature of its City Manager and with the duly authorized manual or facsimile signature
of its City Clerk and its official seal or a facsimile thereof to be impressed or reproduced hereon,
as of the Dated Date hereinabove identified.
___________________________________ _________________________________
City Clerk City Manager
[SEAL]
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CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds described in the within mentioned Resolution, and is one of
the Sewer System Revenue Bonds, Series 2022E, of the City of Oshkosh, Winnebago County,
Wisconsin.
Date of Authentication: ________________, 2022
By ____________________________________
City Treasurer
* * *
The following abbreviations, when used in the inscription on the face of the within Bond, shall be
construed as though they were written out in full according to applicable laws or regulations:
TEN COM- as tenants in common UNIF GIFT/TRANS MIN ACT-
__________Custodian _________
(Cust) (Minor)
TEN ENT- as tenants by the entirety under Uniform Gifts/Trans to Minors
JT TEN- as joint tenants with right of
survivorship and not as
tenants in common
Act__________________________
(State)
Additional abbreviations may also be used though not listed above.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
______________________________________________________________________________
______________________________________________________________________________
(Name and Address of Assignee)
the within Bond and does hereby irrevocably constitute and appoint _______________________
______________________________________________________________________________
its successor as Registrar to transfer the said Bond on the books kept for registration thereof with
full power of substitution in the premises.
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Dated: _________________________
_________________________
NOTICE: The signature to this assignment must correspond with the name of the registered
owner as it appears upon the face of the within Bond in every particular, without
alteration or enlargement or any change whatever.
Signature Guaranteed: _________________________
NOTICE: Signature(s) must be guaranteed by an “eligible guarantor institution” meeting the
requirements of the Registrar, which requirements include membership or
participation in STAMP or such other “signature guaranty program” as may be
determined by the Registrar in addition to or in substitution for STAMP, all in
accordance with the Securities Exchange Act of 1934, as amended.
Section 10. Application of Certain Provisions of the 2010G Resolution. The Bonds shall
be issued in compliance with and under authority of the provisions of the Prior Revenue Bond
Resolutions and the Prior CWLP Revenue Bond Resolutions, so as to be on a parity with the Prior
Sewer System Revenue Bonds. All of the Prior Bond Provisions, specifically Sections 12, 13, 14,
15, 16, 17, 20 and 23 of the 2010-G Resolution shall be applicable to the Bonds as if said provisions
were set out in full in this Resolution, and such provisions shall continue to be so applicable until
all of the Bonds shall have been retired both as to principal and interest.
It is hereby determined that the present and future requirements of all funds and accounts
under the 2010-G Resolution shall be determined from time to time by the Common Council of
the City in accordance with prudent public utility management practices and further provided, that
money in the Sewer Utility Revenue Fund shall be deposited in the Special Redemption Fund in
amounts at all times sufficient to provide for the payment when due of the principal of, premium
(if any) and interest on the Bonds, the Prior Sewer System Revenue Bonds and the Parity Bonds.
It is the express intent and determination of this Common Council that the amount of
money to be deposited in the Special Redemption Fund shall in any event be sufficient to pay the
interest on the Bonds, the Prior Sewer System Revenue Bonds and the Parity Bonds as the same
accrues and to retire the Bonds, the Prior Sewer System Revenue Bonds and the Parity Bonds at
maturity, and to provide the monthly amounts payable into the Reserve Account, notwithstanding
the distribution of revenues herein allotted to such fund in the manner above provided.
Section 11. Prior Lien Bonds; Parity Bonds. The City will issue no bonds or obligations
of any kind or nature payable from or enjoying a lien on the revenues or the property of the System
having a priority over the Bonds, but may issue Parity Bonds on the terms and conditions set out
in the Prior Revenue Bond Resolutions and the Prior CWLP Revenue Bond Resolutions.
Section 12. Sale of Bonds. The sale of the Bonds to the Purchaser for the Purchaser Price
is hereby confirmed, the same being the best bid submitted. The Director of Finance/City
Treasurer of the City is hereby authorized to deliver the Bonds to said purchasers (or their
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designees) upon payment of the purchase price. Upon the sale of the Bonds, the Mayor, City
Clerk, City Manager, City Treasurer and any other officer of the City, as shall be appropriate, shall
be and are hereby authorized and directed to approve or execute, or both, such documents of sale
of the Bonds as may be necessary, including, without limitation, the contract for the sale of the
Bonds between the City and the Purchaser (the “Purchase Contract”), which may be evidenced
by an executed bid form, term sheet or other document requested by a Purchaser.
The use by the Purchaser of any Preliminary Official Statement and any final Official
Statement relating to the Bonds (the “Official Statement”) is hereby ratified, approved and
authorized; the execution and delivery of the Official Statement is hereby authorized; and the
officers of the Board are hereby authorized to take any action as may be required on the part of the
City to consummate the transactions contemplated by the Purchase Contract, this Resolution, said
Preliminary Official Statement, the Official Statement and the Bonds.
Section 13. Disposition of Bond Proceeds; Tax Exemption; No Arbitrage; Bonds to
Remain in Registered Form; Reimbursement. The proceeds from the sale of the Bonds shall be
disbursed as follows and not otherwise:
(a) Accrued interest on the Bonds, if any, shall be deposited in the Interest and
Principal Account of the Special Redemption Fund.
(b) Into the Reserve Account, an amount equal to the amount necessary to cause
the balance on deposit therein to equal the Debt Service Reserve Requirement.
(c) The balance of the proceeds of the Bonds shall be deposited in a special
fund, and used solely for the purpose of financing the costs of the Project and paying the
costs of issuance of the Bonds.
The City Manager, the City Clerk, the Director of Finance/City Treasurer of the City, or
any of them, are hereby authorized to execute on behalf of the City a Tax Exemption Certificate
and Agreement (the “Tax Exemption Certificate”) to assure the purchasers and owners of the
Bonds that the proceeds of the Bonds are not expected to be used in a manner which would or
might result in the Bonds being “reimbursement bonds” issued in contravention of Section 1.103-
18 of the United States Treasury Department Regulations (the “Regulations”) or “arbitrage bonds”
under Section 148 of the Internal Revenue Code of 1986, as amended (the “Code”), or the
Regulations currently in effect or proposed. Such Tax Exemption Certificate shall constitute a
representation, certification and covenant of the City, and shall be incorporated herein by
reference, and no investment of Bond proceeds or of moneys accumulated to pay the Bonds herein
authorized shall be made in violation of the expectations prescribed by said Tax Exemption
Certificate. Such Tax Exemption Certificate shall constitute an agreement of the City to follow
certain covenants which may require the City to take certain actions (including the payment of
certain amounts to the United States of America) or which may prohibit certain actions (including
the establishment of certain funds) under certain conditions as specified in such Tax Exemption
Certificate.
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The City further recognizes that Section 149(a) of the Code requires the Bonds to be issued
and to remain in fully registered form in order that the interest on the Bonds continue to be
excludible from the gross income of the owners thereof for Federal income tax purposes under
laws in force at the time the Bonds are delivered. In this connection, the City agrees that it will
not take any action to permit the Bonds to be issued in, or converted into, bearer or coupon form.
Section 14. Duties of Registrar. If requested by the Registrar, the City Manager of the
City is authorized to execute, and the City Clerk of the City is authorized to attest, and said City
Manager and City Clerk are hereby authorized to deliver, the Registrar’s standard form of
agreement between the City and the Registrar with respect to the obligations and duties of the
Registrar hereunder which shall include the following:
(a) to act as Registrar, authenticating agent, paying agent and transfer agent as
provided herein;
(b) to give notice of redemption of Bonds as provided herein;
(c) to cancel and destroy Bonds which have been paid at maturity or upon
earlier redemption or submitted for exchange or transfer;
(d) to furnish the City at least annually a certificate of destruction with respect
to Bonds cancelled and destroyed; and
(e) to furnish the City at least annually an audit confirmation of Bonds paid,
Bonds outstanding and payments made with respect to interest on the Bonds.
The City Clerk of the City is hereby directed to file a certified copy of this Resolution with
the Registrar.
The City covenants that it shall at all times retain a Registrar with respect to the Bonds,
that it will maintain at the designated office of such Registrar a place or places where Bonds may
be presented for payment or registration of transfer or exchange, and that it shall require that the
Registrar properly maintain the Bond Register and perform the other duties and obligations
imposed upon it by this Resolution in a manner consistent with the standards, customs and
practices of the municipal securities industry.
The Registrar shall signify its acceptance of the duties and obligations imposed upon it by
this Resolution by executing the certificate of authentication on any Bond, and by such execution
the Registrar, shall be deemed to have certified to the City that it has all requisite power to accept
and has accepted such duties and obligations. The Registrar is the agent of the City, and shall not
be liable in connection with the performance of its duties, except for its own negligence or willful
wrongdoing. The Registrar shall, however, be responsible for any representation in its certificate
of authentication on the Bonds.
Any corporation or association into which the Registrar may be converted or merged, or
with which it may be consolidated, or to which it may sell or transfer its corporate trust business
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as a whole or substantially as a whole, or any corporation or association resulting from any such
conversion, merger or consolidation to which it is a party, shall be and become successor Registrar
hereunder, and vested with all the duties, powers, discretions, immunities, privileges and all other
matters as was its predecessor, without the execution or filing of any instrument or any further act,
deed or conveyance on the part of any of the parties hereto, anything herein to the contrary
notwithstanding. Any such successor Registrar shall give notice thereof to the City and the
registered owners of the Bonds.
The Registrar may be removed at any time by the City by an instrument in writing delivered
to the Registrar.
In case the Registrar shall be removed, or shall be dissolved, or shall be in the course of
dissolution or liquidation, or otherwise become incapable of acting hereunder, or in case it shall
be taken under the control of any public officer or officers, or of a receiver appointed by a court, a
successor may be appointed by the City by an instrument in writing, a copy of which shall be
delivered to the retiring Registrar, the successor Registrar and the registered owners of the Bonds.
The City shall mail notice of any such appointment made by it to each registered owner of any
Bond within twenty (20) days after such appointment. Any Registrar appointed under the
provisions of this Section 14 shall be a City officer or a bank or trust company with offices in the
United States of America.
Section 15. Equality of Lien. All of the Bonds, regardless of the installment of which
they are a part and regardless of the dates of their issuance or delivery, together with the Prior
Sewer System Revenue Bonds and any Parity Bonds, shall be secured equally by a pledge of the
Special Redemption Fund and the Net Revenues allocated to the Special Redemption Fund.
Section 16. Resolution a Contract; Remedies of Owners of Bonds. The provisions of this
Resolution shall constitute a contract between the City and the owner or owners of the Bonds and
after the issuance of any of the Bonds, except as provided in Section 17 of the 2010-G Resolution,
providing for modification, no change or alteration of any kind in the provisions of this Resolution
may be made until all of the Bonds shall have been paid in full as to both principal and interest.
The owners of any of the Bonds shall have the right in addition to all other rights, by
mandamus or other suit or action in any court of competent jurisdiction, to enforce his, her or their
rights against the City, the Common Council and any other authorized body to fix and collect rates
and charges fully adequate to carry out all of the provisions and agreements contained in this
Resolution, and for the appointment of a receiver for the System in the event of a default in the
payment of principal or interest.
Section 17. Continuing Disclosure Undertaking. The City Manager or the City
Treasurer/Finance Director of the City is hereby authorized, empowered and directed to execute
and deliver a Continuing Disclosure Undertaking with respect to the Bonds (the “Continuing
Disclosure Undertaking”) in substantially the form as the individual executing the Continuing
Disclosure Undertaking on behalf of the City shall approve, his or her execution to constitute
conclusive evidence of his or her approval of the form of such Continuing Disclosure Undertaking.
When the Continuing Disclosure Undertaking is executed and delivered on behalf of the City as
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herein provided, the Continuing Disclosure Undertaking will be binding on the City and the
officers, employees and agents of the City, and the officers, employees and agents of the City are
hereby authorized, empowered and directed to do all such acts and things and to execute all such
documents as may be necessary to carry out and comply with the provisions of the Continuing
Disclosure Undertaking, as executed. Copies of the Continuing Disclosure Undertaking shall be
placed in the official records of the City, and shall be available for public inspection at the offices
of the City. Notwithstanding any other provision of this Resolution to the contrary, the sole
remedies for failure to comply with the Continuing Disclosure Undertaking shall be the ability of
any beneficial owner of any Bond to seek mandamus or specific performance by court order, to
cause the City to comply with its obligations under the Continuing Disclosure Undertaking.
Section 18. Municipal Bond Insurance. In the event the payment of principal and interest
on the Bonds is insured pursuant to a municipal bond insurance policy (the “Municipal Bond
Insurance Policy”) issued by a bond insurer (the “Bond Insurer”), and as long as such Municipal
Bond Insurance Policy shall be in full force and effect, the City and the Registrar agree to comply
with such usual and reasonable provisions regarding presentment and payment of the Bonds,
subrogation of the rights of the Bondholders to the Bond Insurer upon payment of the Bonds by
the Bond Insurer, amendment hereof, or other terms, as approved by the City Manager and the
Director of Finance or the Mayor on advice of counsel, his or her approval to constitute full and
complete acceptance by the City of such terms and provisions under authority of this Section.
Section 19. Other Documents. The City Manager, the City Clerk and the City
Treasurer/Finance Director of the City and all other officers of the City are hereby authorized to
execute all documents and certificates and to take all such actions as may be necessary in
connection with the authorization issuance, sale and delivery of the Bonds and the performance of
the obligations of the City hereunder and to carry out and comply with the terms of this Resolution,
including without limitation the Official Statement. This Resolution and all such documents shall
be in substantially the same form contemplated by this Resolution, with such changes as shall be
approved by the officers executing this Resolution and said documents, the execution thereof to
constitute conclusive proof of such approval.
Section 20. Record-Keeping Policy and Post-Issuance Compliance Matters. On June 8,
2021, the Board adopted a record-keeping policy (the “Policy”) in order to maintain sufficient
records to demonstrate compliance with its covenants and expectations to ensure the appropriate
federal tax status for the debt obligations of the City, the interest on which is excludable from
“gross income” for federal income tax purposes or which enable the City or the holder to receive
federal tax benefits, including, but not limited to, qualified tax credit bonds and other specified tax
credit bonds. The Common Council and the City hereby reaffirm the Policy:
Section 21. Severability of Invalid Provisions. If any section, paragraph or provision of
this Resolution shall be held to be invalid or unenforceable for any reason, the invalidity or
unenforceability of such section, paragraph or provision shall not affect any of the remaining
sections, paragraphs and provisions of this Resolution.
Section 22. Conflicting Ordinances, Resolutions and Orders Superseded. All
ordinances, resolutions or orders, or parts thereof, heretofore enacted, adopted or entered, in
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conflict with the provisions of this Resolution shall be, and the same are hereby, superseded to the
extent of such conflict, and this Resolution shall be in effect from and after its passage.
Adopted June 28, 2022
Approved June 28, 2022
Recorded June 28, 2022
/s/
Mayor
/s/
City Clerk
EXHIBIT A
WINNING BID