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HomeMy WebLinkAbout34356 / 87-007 1 t ' . , aES. a � The City Council of the City oY Oshkosh, Winnebego County, Wisconsin, � met in regular, open, public session at its regular meeting place on April 27, 1987, at 7:00 . o'cloek P.M., with the Pollowing members present: Killian G, Spanbauet, Dona H. Kutcheta, Kathleen M. Ptopp� Donald W, Piessley� James A. Mather, Thomas J, Binner, Floyd R. Chapin and the 4ollowing members absent: none � r + r (Other Business) The City Clerk stated that one purpose of the meeting was the consideration of proposals received for the purehase of $890,000 aggregate principal amount of Promissory Notes, Series 1987-A, of the City of Oshkosh, pursuant to sealed bids. Thereupon the following resolution was introduced by Mather and read in full, and, pursuant to motion made by Mather and seconded by Snanbauer � was adopted by the following vote: Aye: 5panbauer, Propp� Pressley, Hather, Chapin Nay� Kutchera SUBEiITTED BY _ Absent or Not Voting: Ainner � �x � �rfxovEO � RESOLOTION determining to borrow Y890,000 and to issue Promissory Notes, Series 198T-A, of the City oY Oshkosh, Winnebago County, Wixonsin, in such amount, providing details, prescribing the Yorm ot note, awarding the notes to the highest bidder, and levying tases. WHH&EA3, cities are authorized by the provisions of Section 67.12(12), Wiscomin Statutes, to istue promissory notes Cor projects undertaken for public purposes; and WHEREAB, cities, in the exercise oY their public powen, ordinarily provide for sidewalks, traffic signals, municipal equipment, repair and renovation of public buildings and e9uipment and water system improvements; and WHEREA3, it is considered necessary and desirable by the City Council oC the City ot Oshkosh, Winnebego County, W[sconsin (the "City"), that the City borrow the aggregate principal amount of $890,000 for the public purposes aforesaid and that the City issue its promissory notes to evidence the indebtedness thereby incurred; and WHERHA3, pursuent to advertisement, sealed bids were received Por the purchese oY such promissory notes in said aggregate principal amount until 11:00 A.M., C.D.T„ on April 33, 1987, which bids are as fallows: Name of Bidder Net [nterest Rate First Wisconsin National Bank, $476,710.10 6.8888$ Milwaukee, WI Marine Bank, N. A. , Milwaukee, WI 484,88C.00 7.006S Northern Prust Co. , Chicago, IL 493,657.20 7.1337 Prudential - Bache Capital Funding, 502,772J0 7.2655 Chicago, IG Clayton Brown .P. Associates, Inc. , 505,099.96 7.2991 Chicago, IL ; and N'HEREA3� the bid of First Wicosnin National 3an!< of Milwaukee r Wisconsin � and associates at a price of E879.194.90 plus accrued interest to the date of delivery, was the best bid submitted, which bid is es Yollows: _y_ em rom� � �IDEQg U!' i0H CIiS COUIICIL AP+il 27� 19B] If CIIT OP OSIROSH, 'AISLOIISt11 f � Ye e(fer te pvrcha�e th< $l90�000 GeneeLL OE116��ton Pco�feaory � Ilotes� Serlee 19!]-A, o[ Che Clty o[ O�Lkoah. Mieeo'utn [a be tlued !Ly 1. 39!] �M oftece0 (ot ��le on t�e �po�e E�ce, on [he cerme �n! � eonCltlo�u rt�teG Sp [he OC(SC1�1 IIOC1ce o[ S�le uW t�e Otflclal Stuemmt t6ereter. (op � ppice of d'7Y /9Y, 9J (nat leaa c�an 5879,150), �nd �ttnaA lneermt ta aaee of a.ii..n. xn� Iloees at CRe nrlov� e�tv[Stia� co be�r lneece�[ ac eRe [ollovfn6 +�wl vicea: . '� G.lo S [ar I/otee Eue M�y 1, 19EC � " �y za i far Iloed du� llay 1, 19l9 L.00 i Loe Ilotee tlue ILy 1. 1990 c.�a i for Ilete� du� ILy 1, 1991 �` �� foe �ous ave M�y 1� 1992 � (��i [oe Ilotes Eae M�y 1. 1993 6�S+S for llete� Ave ILy 1, 1990 �. � L,4,£S [or loca Gue ILy 1, 1995 � (i�S for Iloue Gua llay 1, 1996 �•°+ S !oe Aoee� due ll�y 1. 199] Ont eoepucatlop of the taul amo�t o[ lvicermt [rw dace o! beue Lo u�eurity re0ieaented py epe Interesc [a[ea �peei[SeA abover +ntl o[ [he � net Svttreac coec of thia Oid� vIl11� ¢oe � part a[ [RL pfE, �re aet � forN belov. ' � ihla O1A le metle [or prampt �e<epeavice �vE eubJee[ w c�e eondlciom o( ehe Offiei�l Ifo[See of Sale. Ne encloee, �erevith. our eerClfled e6eek or Oeek e�ahier•a or treuurer'e eheekr in [he �no�nt o[ =35�000, . Mieh 1� to Ce helA Oy Ne Ciey ymEiv6 eomplimce H[R Me eentli[SOVa of ces, nsa. � . QaeD�ctfully aub�t[teC� . � FIRST WISCOWSIN NATIONAL BA��K ' � Se�te Maa S r � dohn B. Ege , First Yice President Iveereae Conpptacion � We eomDUee t�e toed amoant of Snterese �icom aace af Ssaue ao ueuii[y, repeaaen[eQ Ey Me Satenae [ates speeSfled Sn [he E1d� m �V Da 1']E.lro. ro for � Rec ¢ate o[ 6.PDPC' ;, { � 1Ta (ore6oln{ ME 1� �ereby �ecepeed by �nd an beTal[ ot the ttty of OshlmsC� Yfseonsln [L1e 27rd tl�y of Ap[11� 19d7. Clty tlsnager Dtmctoe of Pin�nee/ireaeur<r (Attach Bid Here) -3- NON� THERHFOR$ Be It Resolved by the City Council ot the City o4 Oshkoah, Winnebago County, Wisconsin, as follows: � 3eetion 1. Detinitiona For all purposes of this Resolution, except as otherwise expressly provided herein or unless the context otherwise requires, the terms dePined in this Section 1 shell have the meanings set Yorth below, and shall include the plurel es well as the singular. "City" shall mean the Ciry of Oshkoah, Winnebago County, Wisconsin. "Goveming Body" shell mean the City Council oY the City. "Note" or "Notes" shall mean one or more of the Promissary Notes, Series 1987-A, authorixed to be issued by the terms oF this Aesolution. "Note Register" shall mean the books oY the City kept by the Registrar to evidence the regSstration and transfer oY the Notea. "Registrar" shall mean First Wisconain 17ust Company, in Milwaukee, Wisconsin, or a succesaor designated es Registrar hereunder. "Resolutlon" shall mean this resolution as adopted by the Governing Body of the City. 3ectioo 2. AutMrizatlon. The issuance ot 5890,000 aggregate principal emount oP promissory notes is hereby authorized [or the purpose of providing fund9 in the amounts and for the purposes, including Yinancing costs, as Yollows: Amount Purpose S 49,260 Water System Improvements 25,665 Sidewalks 46,200 TraYfic 3ignels 3T6,000 Municipal Equipment 91,400 Building Repair 301,475 Equipment Renovation TRe Notes shall be designated "Promissory Notes� Series 1987-A," shall be deted May 1� 1987, as oHginelly issued, and shall also bear the date oP their authentication by the Aegtstrar. The Notes shall be in Yully registered Yorm, shall be in denominations of 55,000 each and integrfll multiples thereoP @ut no single Note shall represent install- ments oY prineipal maturing on more than one date), shall be numbered consecutively Yrom one upward, shall mature serially on May 1 of each of the years 1988 ta 1997, inclusive, in the amounts, and shall bear interest at the retes per annum, as follows: Principal Interest Principal Interest Year Amount Rate Year Amount Rate 1988 $30�000 6•z % 1993 585�000 6.35 % 1989 10,000 6.2 1994 300,000 6.5 1990 30,000 6.2 1995 200,000 6.65 1991 5,000 6.2 199fi 200,000 6.8 1992 30,000 6.2 1997 200,000 7.0 '}' 3ectlon 3. Interest; Payment Provisiona The Notes shall bear interest Yrom their date or Yrom the most recent interest payment date to which interest has been paid or duly provided Por, at t�e interest rates set out ebove, such interest (computed upon the Daais of a 360-day year at twelve 30-day monttis) being payable on � May 1 and November 1 of each yeer, commencing on May 1, 1988. Interest on each Note � shall be paid by check or dra[t oY the Registrar to the person in whose name such Note is registered at the close of business on the fifteenth day of the calendar month next precedtng the applicable interest payment date. The principal of each Note shall be payable in lnwful money of the United States ot America upon presentation and surrender of such Note at the principal eorporate trust office o[ the Registrar in Milwaukee, Wiseonsin. Sectioe 4. Ezecution; Authentication. The Notes shall be executed on behelf of the City with the facsimile signature oY the City Meneger of the City and with the faceimile signature of the City Clerk of the City, and sealed with the of(icial seal oF the City or a printed Pacsimile thereof.� In case any oPficer whose signature shall appear on eny Note shall ceese to be such ofYicer before the delivery oY such Note, such signature shall nevertheless be valid end sufYicient Por all purposes, the same as if such oYYicer had remained in ofPice until delivery. All Notes shall have thereon a certificate of authentication substantially in the Yorm hereinaYter set Yorth duly executed by the Registrar as authenticating agent oP the City and showing the date of authentication thereof. No Note 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 dWy executed by the Registrar by manual signature, and such certiYicate of authentication upon eny such Note shall be conclusive evidence that such Note has been authenticated and delivered under this Resolution. The certificate of authentication on any Note shall be deemed to have been executed by the Registrar if signed by an authorized ofYicer oP the Registrar, but it shall nat be necessary that the same officer sign the certiYfcate of authentication on all of the Notes issued hereunder. SecHon 5. ReglstraHon of Notw; Persoaa 1Yeated as Owners. The City shall cause books (the "Note Register'� lor the registration and for the transfer of the Notes as provided in this Resolution to be kept at the principal corporate trust ofYice of the Registrar, which is hereby constituted and appointed the registrar ot the City with respect to the Notes herein authorized. Upon surrender for transYer of any Note at the principel corporate trust oCYfce oP the Registrer duly endarsed by, or accompanied by a written instrument or instrumenU oP transYer in Porm satisfactoty to the Registear duly executed by, the registered owner thereof or his attarney 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 Yully registered Note or Notes of the same maturity of authorized denomination or denominations, [or a like aggregate principal amount. Any fully registered Note ar Notes may be exchanged at said office of the Registrar for a tike aggregate principal amount oP Note or Notes oP the same maturity oP other authorized denominations. The execution by the City of any tully registered Note shall constitute full and due authorization of such Note and the Registrar shall thereby be authorized to authenticate, date and deliver such Note; provided, however, that the principal amount oP the outstanding Notes authenticated by the Registrar shall never exceed the authorized principal amount of the Notes, less previous retirements. -5- � The Registrar may, but shall not be required to, transfer or exchange any Note during the period oP fifteen (15) days next preceding any interest payment date on such Note, nor`to transYer or exchange any Note after notice calling such Note Yor prepayment has been mailed nor during the period of fi[teen (15) days next preceding mailing o4 a notice ot prepayment o[ any Notes. The person in whose name any Note shall be registered shell be deemed and regarded as the absolute owner thereoY Yor all purposes, and payment oP the principal oY, premium (if any) or interest on any Note shall be made only to or upon the order of the registered owner thereof or his legal representafive. All such payments shall be valid and effectval to satisfy and discharge the liability upon such Note to the extent oP the sum or sums so paid. The Registrar shall never register any Note to bearer. No service charge shall be made for any transfer or exchange of Nates, but the City or the Registrar may require payment of a sum sufYicient to cover any tax or other governmental cherge that may be imposed in connection with any transYer or exchange ot Notes except in the cese oY the issuance of a Note or Notes for the unpre- paid portion of a Note surrendered for prepayment. 3ection 8. Prepayment Notes maturing on and after May 1, 1995, shall be subjeet to prepayment at the option oP the City as a whole, or in part in inverse order of their maturity (less than all of the Notes of a single maturity to be selected by the Registrar as hereinafter provided), on May 1, 1994, and on any interest payment date thereafter, at a prepayment price of par plus accrued interest to the dflte ftxed 4or prepayment. The Notes shall be prepaid only in the principal amount of 55,000 each and integral multiples thereoY. At least Forty-five (45) days prior to the date fixed for prepayment (unless a shorter notice shell be satisfactory to the Registrar), the City shaLl notify the Reg[strar of such date fixed for prepayment end oY the principal amount oY Notes to be prepaid on sueh date. For purposes of any prepayment of less then all oP the outstanding Notes of a single maturity, the particular Notes or portions of Notes ta be prepaid shall be selected by the Registrar Yrom the outstanding Notes oF the Iongest maturity then outstanding by such method as the Registrar shall deem fair and appropriate, and which mey provide for the selection Yor prepayment oF Notes or portions oY Notes in principal amounts of 55,000 and integral multiples thereaf. The Registrar shall promptly notiYy the City in writing oP the Notes or port3ons oC Notes seleeted for prepayment and, in the case of any Note selected for partial prepayment, the principal amount thereoF to be prepaid. -Section 7. Prepayment Procedure. Unless waived by any registered owner of Notes (or portions thereof) to be prepaid, notice of the call [or any such prepayment shall be givert by the Registrar on behalf oP the City by mailing the prepayment notice 6y registered or certiYied mail, postage prepaid, not less than thirty (90) days prior to the date Yixed Yor prepayment to the registered owner oY the Noie or Notes to be prepaid at the address shown on the Note Register or at such other address es is Yurnished in writing by such registered owner to the Registrar. Failure to give such notice by mailing to any owner oY any Note, or any defect therein, shall not aYfect the validity of any proceedings for the prepayment oF any other Notes. -6- All notices of prepayment shall state: , (1) the date fixed for prepayment, (2) the prepnyment price, (3) iY less than all outstflnding Notes are to be prepaid, the identification (and, in the case o4 partial prepayment, the respective principal amounts) oP the Notes to be prepaid, � (4) that an the date Yixed for prepayment the prepayment price will become due and payable upon each such Nate or portion thereof called Yor prepayment, end that interest thereon shall cease to accrue from and after said date, and (5) the place where such Notes are to be surrendered for payment oP the prepayment price, whieh place oP payment shall be the principal corporate trust office of the Registrar. Prior to any prepayment date, the City shall deposit with the Registrar an amount of money suYYicient to pay the prepayment price oY all the Notes or portions of Notes which are to be prepaid on that date. Notice ot prepayment having been given es aforesaid, the Notes or portions ot Notes so to be prepaid shall, on the date Yixed [or prepayment, become due and payable at the prepayment price therein speciYied, and Yrom and aPter such date (unless the City s�ell default in the payment oY the prepayment price) such Notes ar portions of Notes shall cease to bear interest. Upon surrender oY such Notes Yor prepayment in accordance with said notice, such Notes shall be paid by the Registrar at the prepayment price. Installments of interest due on or prior to the date Yixed for prepayment shall be payable as herein provided for payment of interest. Upon surrender Yor any partial prepayment o[ arty Note, there shall be prepared Yor the registered owner a new Note or Notes of the same maturity in the amount oP the unpaid principal. All Notes which have been prepaid shell be cancelled and destroyed by the Registrar and shall not be reissued. 3cetion 8. Form of Notes. The Notes, the certiYicate oY authentication to be endoned thereon and the form oY assignment to be endorsed thereon are all to be in substentially the Yollowing forms with necessary and appropriate variations, omissions and insertions as permitted or required by this Resolution: 'q' (£orm of Note) United Statrs of Amerlca State of Wisconsin Counry of Winnebego Ctty ot Oahkoe6 Promiasory Note, Series 1987-A See Reverse Side For Additional Provisions No. Rate ot Interest Maturity Date Dated Dete Cusip Number May 1, 19_ May 1, 1987 Registered Owner. Principal Amount: HNOW AI.L mEN BY THESE PRESENT3: That the City oY Oshkosh in the County oY Winnebago, Wisconsin (the "City"), hereby acknowledges itselY to owe and Por velue received promises to pay to the Registered Owner hereinabove identiPied, or regis- tered assigns as hereinafter provided, on the Maturity Date hereinabove identiPied, the Prineipel Amount hereinabove identified and to pay interest (computed on the besis of a 360-day year oY twelve 30-day months) on such Principal Amount Prom the Dated Date hereinabove identified or from the most recent interest payment date to which interest has been paid at the Rate of lnterest per annum hereinabove identified on May 1 and November 1 of each year, commencing on May 1, 1988, until said Principal Amount is paid, eacept es the provisions hereinafter set Porth with respect to prepayment may be and become applicable hereto. The principal of this Note is payable in lawYul money oF the United States of America upan presentatian end surrender oP this Note at the principal corporate trust oPYice oY First Wisconsin 'iSvst Company, in Milwaukee, Wisconsin, as registrer and paying agent (the "Registrer'�. Payment oY each installment oY interest hereon 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 fifteen[h day of the calendar month next preceding the applieable interest payment date and shall be paid by check or draft o[ the Registrar mailed to such registered owner at his address es it appears on such registration books or at such other eddress es may be Yurnished in writing by such registered owner to the Registrar. � RePerence is hereby made to the Yurther provisions oY this Note set Forth on the reverse side hereoY, and such further provisions shall for all purposes have the same eFfect as if set forth on the Yront side hereof. -8 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 issu- ance ot this Note have been done, have existed, have happened and have been perPormed in due time, form snd manner es required by the Constitution and statutes of the State of Wixonsin, that this Note, together with all other indebtedness of the City, does not exceed any limitation prescribed by law, and that the City hes levied a direct annual irrepealable taa sufYtcient to pay the interest hereon when it Yalls due and also to pay end discharge the principal hereof at.maturity. 1Te full Ya3th, credit and resources of the City aze hereby pledged Por the payment of the principal of and interest on this Note and the issue oP which it is a part es the same respectivety become due and for the levy and collection of sufYicient taxes for that purpose. This Note shall not be velid or become obligatory for any purpose until the certiYicate at authentication hereon shall heve been signed by the Registrar. IN WCCNE33 WHEREOF the City oY Oshkosh, Winnebago County, Wisconsin, by its City Council, has caused this Note to be executed with the duly fluthorized fac- simile signature of its City Manager and with the duly authorized facsimile signature of its City Clerk end its aCficial seal or a [acsimile thereoP to be impressed or reproduced hereon, aa ot the Dated Date hereinabove identiYied. (facsimile signature) (Yacsimile signature) City Clerk City Manager [SEAL] CERTIFICATE OF AUTHENTICATION This Note is one o4 t�e Notes described in the within mentioned Resolution, and is one of the Promisaory Notes, Series 1987-A, of the City of Oshkosh, Winnebago County, Wisconsin. Date oY Authentication: FIRST WISCONSIN TRUST COMPANY, . as Note Registrar BY Authorized OfYicer _g_ [Form ot Note - Reverse Side] Thie Note is one of an authorized issue oY Notes aggregating the principal amount oY E890,000 (the "Notes'� issued to pay the cost oY providing publie projects including sidewalks, trafYic signals, municipal equipment, Duilding repair, equipment renovation and water system improvements, pursuant to and in all respects in compliance with Chepter 67, Wisconsin Statutes, and a resolution adopted by the City Council of the City on Aprtl 23, 1987. Notes of the issue oY which this Note is one maturing on and after May 1, 1995, are subject to prepayment at the option oF the City es a whole, or in part in inverse order of their maturity (in integral multiples of E5,000, less than all the Notes oP a single maturity to be selected by the Regiatrar in sueh manner es it shall deem fair and appro- priate) on May 1, 1994, and on any interest payment date thereafter, at a prepayment price of par plus accrued interest to the date Pixed Yor prepayment. Notice of any such prepaymentshall be sent 6y registered or certi4ied mail, postage prepaid, not less than thirty (30) days prior to the date [ixed Yor prepayment to the registered owner of each Note to be prepaid (in whole or in part) at the address shown on the regiatration books of the City maintained Dy the Registrar or at such other address as is Yurnished in writing by such registered owner to the Registrar. When so called for prepayment, this Note, or the portion hereof being so ealled tar prepayment, will eease to bear interest on the specified prepayment date, provided 4unds for prepay- ment ere on deposit at the place oY payment at that time, and shall not be deemed to be outstanding. This Note is transferable by the registered awner hereoY in person or by his attomey dWy authorized in writing at the principal corporate trust office oY the Regis- trar in Milwaukee, Wisconsin, but only in the manner, subject to the limitations and upon payment ol the charges provided in the authorizing resolution, and upon surrender and cancellation of this Note. Upon such transfer a new Note or Nates of the same maturity oY authorized denomination or denominations, for a like aggregate principal amount will be issued to the uansYeree in exchflnge herefor. The Notes are issuable in fully registered form in denominations oY $5,000 each and integral multiples thereoY. This Note may be exchanged at the principal corpo- rate trust office of the Registrar Cor a like aggregate principal amount of Notes of the same matur(ty oY other authorized denominations, upon the terms set forth in the author- izing resolution. The City and the Registrar may deem end treat the registered owner hereof as the abaolute owner hereoY Yor the purpose of receiving payment of or on account of principal hereof and interest due hereon and for all other purposes and neither the City nor the Registrar shall be effected by any notice to the contrery. -10- ASS[CNMENT FOR VALUE RECEIVED, the undersigned sells, assigre and transfers unto (Name and Address of Assignee) the within Note and does hereby irrevocably constitute and appoint , or its successor as Registrar, to _ 4ansYer said Note on the boaks kept Por registration thereoY with Yull power of substi- tution in the premises. Dated: NOT[CE: The signature to this Assignment must correspond with the name oY the registered owner as it appears upon the face of the wi[hin Note in every particutar, without alteration or enlargement ar any change whatever. Signature guazanteed: NOTICE: Signature(s) must be guaranteed by a member firm oY the New York Stock Exchange or a commercial benk or trust company. Section 9. Sale of Notes. 'fhe sale of the Notes to First Wsiconsin National Bank ot Milwaukee and associates, at the price of b879.194.90 plus accrued interest to the date oC delivery� is hereby confirmed. The City Treasurer of the City is hereby authorized to deliver the Notes to said purchasecs upon payment of the purchase price. 3ection 10. Use oP Proceeds; No Arbitrage; Notes to Remain in Registered Form. The principal proceeds of the Notes shall be deposited in a special fund and used solely far the purpose for which the Notes were authorized. The principal proceeds from the sale of the Notes shall be used only ta pay the costs of public projects aforesaid, and the Governing Body hereby covenants and agrees that said principal proceeds shall be devoted to and used with due diligence for such p�rposes. The Governing Body of the City recognizes that the purchasers and owners oP [he Notes will have aecepted [hem on� and paid therefor a price which reflects, the understanding that interest thereon is exempt from Federal income taxation under laws in Yorce at the time the Notes shall have been delivered. In this connection, the City Council agrees that it shall take no action which may render the interest on any of the Nates subject to Fedecal income tazation and that the principal proceeds of the sale of the Notes shall be devoted to and used with due diligence for the purpose Por which the Notes are hereby authorized to be issued. The City 4lanager, the City Clerk, the City Finance Oirector and the City Treesurer of the City, or any of them, are hereby au[horized to execute on behalf of the City a Certificate and Agreement With Respect to Tax Exemption to assure [he purchasers and owners of the Notes [hat [he proceeds of the Notes are not expected to be used in a manner which would or might result in the Notes being "arbitrage bonds" under Section 148 of the Internal Revenue Code of 1986 or the regutations of the Uni[ed -11- , . . �s o States Treasury Department currently in efYect or proposed. Such Certificate and Agreement W[th Respect to Tax Exemption shall constitute a representation, certifi- cation and covenent oY the City and shall De (ncorporated herein by referenee, and no investment of Note proceeds or of moneys accumulated to pay the Notes herein authorized shall be made irt vlolation oY the expectations prescribed by said Certifieate and Agreement With Respect to Tex Exemption. The Governing Body oY the City Yurther recognizes that 3ection 149(a) of the Code requires the Notes to be issued and to remain in Pully registered form in order that interest thereon is exempt from Federal income taxation under laws in Yorce at the time the Notes are delivered. In this connection, the City agrees that it will not take any action to permit the Notes to be issued in, or converted into, bearer or coupon Yorm. Section Il. Wties of Registrar. 1Y requested by the Registraz, the City Manflger of the City is hereby authorized to execute, and the City Clerk oP the City is herehy authorized to attest, and said City Manager and City Clerk are hereby authorized to deliver, the Registrar's standard Yorm of agreement between the City and the Registrar with respect to the obligations and duties of the ftegistrar hereunder, which shall include the following: (a) to act as Registrar, authenticating agent, paying agent and transfer agent as pravided herein; (b) to give notice of prepayment of Notes as provided herein; (e) to cancel and destroy Notes which have been paid at maturity or upan earlier prepayment or submitted for exchange or transfer; (d) to furnish the City at least annually a certificate of destruction with respect to Notes cancelled and destroyed; and (e) to Yurnish the City at least annually an audit confirmation of Notes � paid, Notes outstanding and payments made with respect to interest on the Notes. Section 12. Taa Levy. In order to provide Yor the collection of a direct annual tax sufficient to pay the interest on the Notes and to pay and discharge the prin- cipal thereof at maturity, there is hereby levied upon all the taxable property in the City of Oshkosh a direct annuel tax in amounts sufficient for that purpose, to-wit: Year Amount Yeer Amount 1987 $118,031.25 1992 $L35,098.75 1988 67,137.50 1993 144,150.00 1989 95,897.50 1994 234,250.00 1990 59,812.50 1995 220,800.00 1991 - 63,7z7.5o 1996 207,OOO.00 In each of said years trom 1987 to 199fi, inclusive, the direct annual tax above levied shall be extended upon the tax rolls of the City in the same manner and time as taxes for general City purposes, and when collected the proceeds of said taxes shall be deposited into the account of the debt service fund established in favor oF the Notes, to be used solely for paying the principal of and interest on the Notes as long as any of the Notes remain outstanding. -12- 1 3ection 13. Suffieiency. [nterest or principal maturing at any time during the liYe of the Notes when there shall be insuffictent funds on hand Prom the above tarz levy to pay the same shall be paid promptly when due from the general fund o[ the City, and said tund shall be reimbursed in a like amount out oY the proceeds of taxes hereby levied when the same shall have been collected. 9ection 14. Debt 3ervice Fmd There hes been established in the City Treasury a Yund separaie and distinet trom all other Cunds oY the City to be designated the "Debt Service Fund", which fund shall be used solely for the purpose oY paying the principal oY, premium, if any, and interest on municipel obligations issued pursuant to Chapter 67, Wisconsin Statutes. There is hereby created, and there shall Ce deposited in, an account known as the "Series 1987-A Promissory Note Account", to be held as a part oY the Debt Service Fund, all premium, if any, and accrued interest paid on the Notes at the time the Notes are del3vered to the purchasers thereof; all maney raised by ta�cation pursuant ka 3ection 12 hereaf; and such other sums as may be necessary to pay interest on the Nates when the same shall become due and to retire the Notes at their respective maturity dates. � . 3ection 15. AdvertiaemenL The action oY the Director of Finance of the City with respect to publication of the notice of sale oY the Notes is hereby in all respecU ratified and contirmed. Section 18. 3everability. IY any section, paragraph or pravision of this Rewlution shall be held to be invalid or unenforceable Yor any reason, the inva13d3ty or unenforceability or such section, paragraph or provision shall not affect any of the remaining sections, paragraptv9 and provisions oY this Resolution. 3ection 17. Other pocuments. The City Manager, the City Clerk, the City 'heesurer, the City Finance Director and all other officers oY the City aze hereby authorized to execute all doeuments and certificates necessary in cannection with the authorization and delivery of the Notes, including without limitation an official Statement describing the Notes and the City. 9eetion 18. Con[lIcHng Proceedi�s Superseded. All ordinances, resolutions or orders, or parts thereoP, heretofore enacted, adopted or entered, in conflict with the provisions of this Resolution, shall be and in the same ere hereby superseded to the extent of such conYlict, and this Aesolution shall be in effect from and aYter its pessage. Adopted April 23, 1987. Approved Aprff �7 , 198T. Recorded April ,�3 , 198T. (SEAL) ��J/ Attest: MYyor�� �w�aJ � . �'1�� City Clerk -13- STATE OF WISCONSIN ) ) SS. COUNTY OF WINNEBAGO ) I, Donna C. Serwes, hereby certify that I am the duly qualified and acting Ctty Clerk o[ the City oY Oshkosh, Winnebago County, Wisconsin, and as such officiel I Yurther certify that attached hereto is a copy oY excerpts Yrom the minutes oP the meet3ng of the City Council oY said City held on April 23, 1987; that I have compared said copy with the original minute record oY said meeting in my officiel custody; and that said copy is a true, correet and complete tranxript from said original minute record insoYer as said original record relates to the 8890,000 aggregate principal amount of Promissory Notes, Series 1987-A, of said City, dated May 1, 1987. WITNES3 my ofYicial signature and the seal oY said City this :��'Sn.G day of April, 1987. ; U�ii�/�'� ��. 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