HomeMy WebLinkAbout1974-21 Authorizing the Issuance of General Obligation Refunding Bonds, Series 1974• ~ ~ ~, •
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ORIGINAL
C E R T I F I E D R E C O R D
o F
proceedings re'_ating to
THE TOGJ~`I OF VAIL
EAGLE COUNTY, COLORADO
and to
GE~`1EP.AL OBLIGATION REFiJNDILiG BONDS , SERIES 1974
IN THE PP~INCIPAL AM0U'1T OF $2 , 640 , 000
DATED NOVEMBER 15 , 1974
• ~ • . •
STATE OF COLORADO )
COUNTY OF EAGLE ) ss.
TOWN OF VAIL )
The Tocm Council of the Town of Vail, Colorado, met in
regular session, in full conformity with law and the ordinances
and rules of the Tocm, at the Municipal Building, being the
regular meeting place of the Council, on Tuesday, the 5th
day of November, 1974, at 7:30 o'clock P.M. There were
present and answering at roll call:
Mayor: John Dobson
Councilmen: John F. Donovan
Kathleen Klug
Joseph Langmaid
Josef Staufer
Tom Steinberg
Albert White
Also present:
Town Clerk: Rosalie Jeffrey
Town Manager: Terrell Minger
Town Attorney: Gene A. Smith
Absent: Kathleen Klug; Albert White
Thereupon there was read and considered the following
Ordinance:
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• ORDINANCE NO . 21
Series of 1974
AN ORDINANCE AUTHORIZING THE ISSUAPdCE OF GENERAL
OBLIGATION REFUNDI~iG BONDS, SERIES 1974, IN THE
PRINCIPAL AMOUNT OF $2,640,000 OF THE TOWi`i OF
VAIL, COLORADO, FOP, THE PURPOSE OF REFUNDING
$3,000,000 GENERAL OBLIGATION BONDS, SERIES
NOVEr1BEP, 1, 1973, DATED NOVEMBER 1, 1973; PRO-
VIDING FOR THE ESTABLISHMENT OF AN ESCROW ACCOUNT
FOR THE PAYNIE~dT AND REDEMPTION OF THE OUTSTANDING
BONDS TO BE REFUNDED; PP~ESCRIBING THE FORhI OF THE
1974 REFUNDING BONDS; PROVIDING FOR THE LEVY OF
TAXES AND FOR THE APPLICATION OF CERTAIN SALES TAX
REVENUES TO PAY SAID REFUNDING BONDS AND THE
INTEREST THEREON; AND PRESCRIBING OTHER DETAILS IN
CONPiECTI0r1 THEREG7ITH.
WHEREAS, the Town of Vail, in the County of Eagle and
State of Colorado, is a political subdivision of the State,
a body corporate and politic, and a home-rule Town pursuant
to Article XX of the State Constitution as amended, and
Chapter 139, Art. 90, C.R.S. 1903, 1971 Supp.; and
WHEREAS, the Town of Vail, Colorado, by Ordinance
heretofore adopted and approved by the Town Council, has
authorized the issuance of its General Obligation Bonds,
Series November 1, 1973, dated November 1, 1973, in the
amount of $3,000,000 (herein the "1973 Issue"), of which
there remain outstanding the full amount thereof, being
bonds numbered 1 to 600, inclusive, bearing interest payable
semiannually on June 1 and December 1 each year, and matur-
ing on December 1 as follows:
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Bond Numbers Amounts Interest Rate- Years
(All I nclusive) Maturing (Per Annum) riaturin~
1 - 2 $ 10,000 7.00% 1975
3 - 5 15,000 7.00% 1976
6 - 8 15,000 7.00% 1977
9 - 12 20,000 7.00°/A 1978
13 - 35 115,000 7.00% 1979
36 - 58 115,000 7.00% 1980
59 - 84 130,000 7.00°/a 1981
85 - 110 130,000 7.00% 1982
111 - 139 145,000 7.OO;o 1983
140 - 169 150,000 7.00% 1984
170 - 201 160,000 5.50'/0 1985
202 - 234 165,000 5.50% 1986
235 - 270 180,000 5.50% 1987
271 - 308 190,000 5.50% 1988
309 - 349 205,000 5.50% 1989
350 - 392 215,000 5.50% 1990
393 - 437 225,000 5.50% 1991
438 - 486 245,000 5.50% 1992
487 - 540 270,000 5.50% 1993
541 - 600 300,000 5.50% 1994
'~' Coupons attached to bonds numbered 201 to 600, in-
clusive, maturing in the years 1985 to 1994, inclu-
sive, designated "A".
and
WHEREAS, in addition to the interest rates set forth
above, bonds numbered 201 to 600, inclusive, maturing in the
years 1985 to 1994, inclusive, bear additional interest at
the rate of 2.75% per annum, evidenced by supplemental inter-
est coupons designated "B", for the period from December 1,
1973 to December 1, 1977, payable December 1, 1974 and semi-
annually thereafter on June 1 and December 1 each year; and
WHEREAS, bonds of this issue maturing in the years 1984
to 1990, inclusive, are redeemable at the option of the Town
Council on August 15, 1984, and on interest payment dates
thereafter, in inverse numerical order, upon payment of par,
accrued interest and a premium of 1/2% of principal. Bonds
of this issue maturing in the years 1991 and thereafter are
redeemable at the option of the Town Council on August 15,
1984, and on interest payment dates thereafter, in inverse
numerical order, upon payment of par and accrued interest
only; and
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WHEREAS, the Town Council has determined that it is ne-
cessary and in the best interests of the Town. that the out-
standing General Obligation Bonds described above, in the
aggregate principal amount of $3,000,000 remaining outstand-
ing, be refunded in order to reduce rates and interest costs
and to effect other economies, thereby providing the Town
with a decrease in total debt requirements, all to the
benefit of the Town and its inhabitants, in accordance with
the Charter;
BE IT ORDAINED BY THE TOWN COUNCT_L OF THE TOWN OF VAIL,
COLORADO:
Section 1. That for the purpose of providing funds
with which to refund and pay $3,000,000 of its 1973 Issue,
above described, including the prior redemption premium, the
Town of Vail, Colorado shall issue its General Obligation
Refunding Bonds, Series 1974, in the principal amount of
$2,640,000. Said Refunding Bonds shall be dated November 15,
1974; shall consist of 528 bonds in the denomination of
$5,000 each, numbered 1 t~_~ 528, inclusive; cai11 bear inter-
est at the rate of 7.25% per annum, payable on June 1, 1975
and semiannually thereafter on the 1st day of June and the
1st day of December each year, and shall mature serially
on June 1, as follows:
Amount Maturity
$ 10,000 1975
20,000 1976 and 1977
15,000 1978
65,000 1979 and 1980
75,000 1981 and 1982
85,000 1983
100,000 1984
145,000 1985
155,000 1986
170,000 1987
185,000 1988
205,000 1989
220,000 1990
230,000 1991
250,000 1992
270,000 1993
280,000 1994
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The 1974 Refunding Bonds maturing in the years 1975
to 1985, inclusive, shall not be redeemable prior to their
respective maturity dates. Bonds maturing in the years 198b
to 1994, inclusive, shall be redeemable at the option of the
Town on June 1, 1985 and on any interest payment date there-
after in inverse numerical order, upon payment of par, ac-
crued interest and a premium of 2°; of principal for those
bonds maturing in the years 1986 to 1990, inclusive, and upon
payment of par and accrued interest for those bonds maturing
in the years 1991 to 1994, inclusive.
IQotice of prior redemption of the 1974 Refunding Bonds
shall be given by publication once in legal newspapers pub-
lished in Vail, Colorado, and in Denver, Colorado, not less
than thirty (30) days prior to the redemption date, and by
mailing copies of the Notice of Redemption by first class
United States mail, postage prepaid, to the original purchas-
er or to its successor, and to the paying agent of said Re-
funding Bonds. The Notice shall specify the place and date
of redemption, the amount and numbers of the bonds called,
and that from and after such date interest on all bonds
called for redemption shall cease.
The 1974 Refunding Bonds and the interest coupons at-
tacked thereto shall be payable in lawful money of the United
States of America, at The Central Bank and Trust Company,
Denver, Colorado.
The 1974 Refunding Bonds shall be signed with the fac-
simile signature of the Mayor of the Council, with a facsi-
mile of the seal of the Town affixed thereto, attested by
the manual signature of the Town Clerk. The interest cou-
pons attached to said bonds shall bear the facsimile signa-
ture of the Mayor of the Town, and when issued as aforesaid
as part of said bonds, shall be the binding obligations of
the Town according to their import. Should any officer
whose manual or facsimile signature appears on said bonds
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or the interest coupons attached thereto cease to be such
officer before delivery of the bonds to the purchaser, such
manual or facsimile signature shall nevertheless be valid
and sufficient for all purposes.
Section 2. That the P.efunding Bonds and the interest cou-
pons attached thereto shall b~e in substantially the following
form:
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(Form of Bond)
STATE OF COLOP,ADO
UNITED STATES OF AMERICA
COUNTY OF EAGLE
TOWN OF VAIL
GENERAL OBLIGATIOid REFUNDING BOND, SERIES 1974
No. $5,000
The Town. of Vail, in the County of Eagle and State of
Colorado (herein the "Town"), hereby acknowledges itself in-
debted and promises to pay to the bearer hereof the sum of
FIVE THOUSAND DOLIu'~RS
on the 1st day of June, 19 with interest thereon at the
rate of seven and twenty-five hundredths per centum (7.25%)
per annum, payable on June 1, 1975 and semiannually thereafter
on the 1st day of June and the 1st day of December each year,
at The Central Bank and Trust Company, Denver, Colorado, upon
presentation and surrender of said coupons and this bond as
they severally become due.
Bonds of this issue rmaturing in the years 1986 to 1994,
inclusive, are redeemable at the option of the Town on June 1,
1985 and on any interest payment date thereafter, in inverse
numerical order, upon payment of par, accrued interest and a
premium of 2~/0 of principal for those bonds maturing in the
years 1986 to 1990, inclusive, and upon payment of par and
accrued interest for those bonds maturing in the years 1991
to 1994, inclusive.
This bond is issued by the ToTan Council of the Town of
Vail, Colorado, for the purpose of providing funds with which
to refund General Obligation Bonds, Series November 1, 1973,
of the Town, under
the authority of and in full con~ormity with the Constitution
of the State of Colorado and the Charter o:E said To~,m, and
pursuant to an ordizianc? du 7.y adopted, published and made a
law of said To~,m prior to the issuance of this bond.
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It is hereby certified and recited that all the require-
menu of lava have been duly complied with by the proper offi-
cers of the Town in the issuance of this bond; that the total
debt of the Town, including that of this bond, does not ex-
ceed any limit of indebtedness prescribed by the Constitution
or laws of the State of Colorado or the Charter of the Town;
and that provision has been made nor the levy and collection
of annu<~1 taxes on all of the taxable property in the Town and
the application of certain sales tax revenues of the Town suf-
ficient to pay the interest on and the principal of this bond
when the same become due.
The full faith and credit of the Town of Vail, Colorado
are hereby pledged for the punctual payment of the principal of
and interest on this bond.
IN TESTIMONY LJHEREOF, the To:~-n Council of the Town of Vail,
Colorado has caused this bond to be signed with the facsimile
signature of the Mayor, sealed with a facsimile of the seal of
the Town, attested by the manual signature of the Town Clerk,
and the interest coupons attached hereto to be signed with the
facsimile signature of the Mayor, as of the 15th day of
November, 1974.
(FACSIMILE SEAL)
ATTEST:
(Do Not Sign)
City Clerk
S
(Facsimile Signature)
Mayor
~:
(Form of Interest Coupon)
No.
June
On the 1st day of December, 19 unless the bond to
which this coupon is attached, if redeemable, has been call~3
for prior redemption, the Town of Vail, in the County of
Eagle, State of Colorado, will pay to the bearer the amount
shown hereon in lawful money of the United States of America,
at The Central Bank and Trust Company, Denver, Colorado, be-
ing interst then due on its General Obligation Refunding
Bond, Series 1974, dated November 15, 1974, bearing
No.
(Facsimile Signature)
Mayor
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Section 3. Said bonds, when executed as provided by
lava, shall be delivered to the purchaser thereof, Boettcher
and Company, of Denver, Colorado, upon payment to the Town in
accordance with the contract of aurchase for the bonds be-
tween the Tocan and Boettcher and Company. The proceeds of the
Refunding Bonds shall be used only for the purpose stated
therein and for paying the costs and expenses incurred inci-
dental to the issuance of said bonds and for no other purpose
whatever. Neither the purchaser of said bonds nor the subse-
quent holder of any of them shall be responsible for the appli-
cation or disposal by the Town or any of its officers of any of
the funds derived from the sale thereof.
Section 4. The interest and principal to become due on
said Refunding Bonds in 1975 shall be advanced from any reve-
nues or funds of the Town lawfully available therefor. For the
purpose of reimbursing any such advance and also for the pur-
pose of paying the interest on and principal of said Refunding
Bonds as the same become due and payable respectively, the
Town Council of the Town of Vail shall annually fix and certify
a rate of levy for ad. valorem taxes to the Board of County
Commissioners of Eagle County, Colorado, which taxes, in addi-
tion to all other taxes, when levied on all o_f the taxable
property in the Town, in each of the years 1975 to 1993, inclu-
sive, will raise ad valorem tax revenues sufficient to make
such reimbursement and to meet and pay such bond principal and
interest payments promptly as the same become due.
Said taxes when collected shall be applied solely for
the payment of the interest and principal of said Refunding
Bonds, respectively, until the bonds, both. principal and in-
terest, shall be fully paid, satisfied and discharged; provid-
ed, however, that nothing herein contained shall be so con-
strued as to prevent the Tocm from committing and applyinb any
other funds or revenues that may now or hereafter be in the
treasury of the Toti~m and legally available for t'ne purpose of
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payrnent of the interest on or principal of said bonds, and
upon the application of any other such funds or revenues as
aforesaid, the levy or levies for ad valorem taxes herein pro-
vided may thereupon be diminished to the extent the require-
ments for such bond and interest payments for the particular
year are thereby diminished.
Section 5. Notwithstanding the foregoing provisions for
ad valorem tax levies, the To~~m hereby further covenants and
agrees that so long as the General Obligation Refunding Bonds,
Series 1974, provided for herein, remain outstanding and un-
paid, it will levy, administer, enforce and collect the sales
tax authorized by Town. of Vail Ordinance No. 11 (Series of
1973) to the extent of an amount not to be less than 2% of
gross receipts derived from the sale of tangible personal
property and the furnishing of services now or hereafter sub-
ject to said sales tax, and that all the sales tax -revenue de-
rived from said 2% of said gross receipts shall be and hereby
is irrevocably and solely pledged and set aside to pay the in-
terest on and the principal o:E the subject General Obligation
Refunding Bonds, Series 1974, herein authorized, as the same
become due and payable from year to year; provided:
A. The said pledged salts tax revenues may also be
pledged and used for the payment of the debt service on any
other or additional general obligation bonds of the Town. of
Vail which may be issued from time to time, provided such
other or additional general obligation bonds shall be on a
parity with or subordinate to {but not prior or superior to)
the General Obligation Refunding Bonds, Series 1974, with re-
spect to the sales tax .revenues herein pledged; and
B. To the extent that the debt service on all of the Town
of_ Vai1 general obligation bonds wl~ich may be issued from time
to time (incl_uding but not limited to the F<efunding Bonds au-
thorized herein) and which are payable in whole or i,n part from
the subject pledged sales tax reveLl>>as, is fully provided for
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in any fiscal year by tax revenues and other moneys legally
available therefor, then the Tow-r~ is authorized to use any
' revenues remaining from the subject pledged sales tax revenues
for other purposes (but only after all of the debt service on
said general obligation bonds, which are so payable from said
pledged sales tax revenues has been fully provided for in said
fiscal year), including, but not limited to, payment of spe-
cial non-general obligation bonds, j~hich special non-general
obligation bonds, in a_iy event, however, shall not be on a
parity with and shall be subordinate and inferior to the Gener-
al Obligation Refunding Bonds, Series 1974, with respect to
the sales tax revenues herein pledged.
So long as the General Obligation Refunding Bonds, Series
1974, remain outstanding and unpaid, the To~,m of Vail shall not
repeal its Ordinance No. 11 (Series of 1973) and the Town
shall not amend said Ordinance in a manner which, taking into
account other revenue of the Town which is legally dedicated
and available to pay the principal and interest payments on
said bonds, would diminish the revenue security for said bonds.
Nothing in this Ordinance s'na11 be construed in such man-
ner as to prevent the issuance by the Town of Vail of addition-
al bonds of any nature, provided said additional bonds are is-
sued in a manner consistent with the provisions and limitations
stated herein with respect to the sales tax revenues herein
pledged.
Section 6. The sums hereinbefore provided to meet the in-
terest on said Refunding Bonds and to discharge the principal
thereof, when due, are hereby applied for that purpose, and
said amounts for each year shall be included in the annual
budget and the appropriation ordinance or measures to be adopt-
ed and passed by the Town Council of the To~+m in each year, re-
spectively, while any of the Refunding Bonds herein authorized,
either as to principal or interest, are outstanding and unpaid.
No provisions of any coast=itution, statute, charter, ordinan.c~,
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resolution, or other order or measure enacted after the issu-
ance of the Refunding Bonds herein authorized shall in any
manner be construed as limiting or irnpai-ring the obligation
o_f the Town to levy ad valorem taxes, without limitation of
rate or amount, or as limitirra or impairing the obligation of
the Town to levy, administer, enforce and collect the sales
tax as provided herein, for the payment of the principal of
and interest on the Refunding Bonds herein authorized.
It shall be the duty of t'ne Tom Council annually, at
the time and in the manner provided by law for levying other
taxes, if such action shall be necessary to effectuate the pro-
visions of this Ordinance, to ratify and carry out the provi-
sions hereof with reference to the levy and collection of the
ad valorem and sales taxes herein specified, and that said
Council shall require the officers of and for the said Totim
to levy, extend and collect said taxes in the manner provided
by law for the purpose of providing for the payment of the
principal of the Refunding Bonds aut'orized herein and the in-
terest accruing thereon promptly as the same, respectively,
become due. Said taxes, when collected, shall be kept for and
applied only to the payment of the interest and principal of
said bonds as hereinbefore specified.
Section 7. The proceeds derived from the sale of the Re-
funding Bonds authorized herein, in arr amount not less than
$2,640,000, together with
the accrued interest on the bonds being refunded, shall be de-
posited with The Central Banl: and Trust Company, Denver, Colo-
rado (hereinafter the "Bank"), in a separate fund and escrow
account hereby created and known ~~s "Town of Vail General Ob]_i-
gation Bonds, Series November 1., 1973 Escrow Account", herein
des:~.gnated as the "Refunding Escrow Account" or °'Escrow Ac-
count", which account sha]_1 b~~ at all times sufficient, to-
gethe-r with. any interest to be de-ri.ved from the investment and
any temporary rei.nvestr:,L-1t of the. deposits, or any part thereof,
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~in direct obligations of or obligations buarante~d by the United
States of America, to pay the pri_~c~.pal of, interest on and
prior redemption premium on the outstanding issl1e to be ret:i.red,
at the respective maturities thereof, as follo~cs:
Al1_ bonds of the 1973 Issue, being bonds n.urnbered 1 to 600,
inclusive,. shall be paid and retired at their respective ma-
turity dates, at the First National Bank in Boulder, Boulder,
Colorado, according to their original terms.
• ~ •
Section 8. The Bank sha11 invest the funds on deposit in
the Refunding Escrow Account in direct obligations o f or obli-
gations guara nteed by the United Mates of America, and sha11
fu11y secure any cash balance in said a ccount in the manner re:
quired by law for oth er trust funds.
Section 9. If for any reason, at any time, the funds on
:and in such Refunding Escrow Account shall be insufficient to
meet the payments required as the sa~-ne sha11 be about to become
due and payable, the Town Council of the Town shall forthwith
deposit in such Refunding ESCrOw Account such additional funds
as may be required fully to meet the amount ~o about to become
due and payable.
Section 10. The Bank shall from time to time redeem all
or a portion of the obligations in said Refunding Escrow Ac-
count, in sufficient amounts so that the proceeds therefrom and
the interest thereon as the same accrues will be sufficient to
meet the interest requirements on the outstanding Issue as such
interest accrues, and to pay said bonds at their respective
maturities, as hereinabove set forth.
Section 11. The Town officers shall, and they are hereby
authorized and directed to take all necessary or appropriate
action tocaard the execution of a proper Escrow Agreement with
the Bank concerning the deposits in, investments of and dis-
bursements from said Refunding Escrow Account, and such other
agreements as may be necessary or desirable to effectuate the
provisions of this Ordinance and comply with the requirements
of law.
Section 12. The Totim covenants and agrees that it will
make no use of the proceeds of the bands authorized herein which
might cause such obligations to be arbitrage bonds within the
meaning of Section 103(d) of the Internal Revenue Code of 1954,
as amended, and the Regulations proposed and in effect thereunder.
Section 13. 'T'hat if any one or more sectic-,ns or parts of
this Ordinance shal_1 be ad,jud~ed unenforceable or invalid, such
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judgment shall not ar.fect, i~upair or invalidate the remaining
provisions of this Ordinance, it being the intention that the
various provisions hereof are severable.
Section 14. Ail ordinances or parts thereof ir._ conflict
with this Ordinance are hereby repealed.
Section 15. After said Kefunding Bonds are issued, this
Ordinance shall be and remain irrepealable until said bonds
and the interest thereon shall have been fully paid, satisfied
and discharged.
Section 16. This Ordinance, after its final passage, shall
be recorded in a book kept for that purpose, shall be authenti-
cated by the signatures of the Mayor and the To~~m Clerk, shall be
published as provided in the Charter of the Town, and shall take
effect five (S) days after publication following final passage.
Section 17. A public hearing on this Ordinance will be held
at the rlunicipal Building in Vail Colorado o ridgy, the 15th
~~~~'<';
day of November, 1974, at the hour of y ~~~ o clock -~1. , and no-
tice of such hearing is authorized to be given by publication once
in the edition of The Vail Trail dated November 8, 1974.
INTRODUCED AND READ This 5th day of November, 7.9 4.
( S E A L )
AT'.~'%S 1:
Town Clerk
(To appear. in final publication only:)
FTNALLY ADOPTED AND APPROVED "This 15th day of ~lovember, 1974.
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( S E A L ) NJ~;r r ~''~ ''
ATTES'?'
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Toc,Tn ~ierk. ~--'
Pep Y
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It was thereupon moved by Councilman Staufer
and seconded by Councilman Donovan
that the fore-
going Ordinance, read in f~.~.]_1 at this meeting as aforesaid, be
passed on first reading and be published in full in The Vail
Trail in the issue dated November 8, 1974, and that said Or-
dinance be considered on final reading at a special meeting
of the Town Council to be held in the I~iunicipal Building,
Vail, Co},~;rado, or_i , the 15th day of November, 197!+, at
~~ ..-,
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the hour of ~ o c ock -~
The question being upon the adoption of said motion, the
roll was called with the following result:
Those voting AYE:
Mayor:
John Dobson
Councilmen: John V. Donovan
~~~~~~~X~$~~
Joseph Langmaid
Josef Staufer
Those voting NAY:
Tom Steinberg
None
Five (5) members of the Town. Council having voted in
.favor of said motion, the presiding officer thereupon declared
the motion carried.
Thereupon, the Mayor instructed the Town Clerk to call a
special meeting of the Council on Friday, November 15, 1974,
at the Municipal Funding in Vail, Colorado, and give notice
thereof in accordance with Section 4.2 of the Charter of the
Town. The Mayor stated that this instruction shall be con-
sidered a written request +_-.o the To~,~-n Clerk to call said
special meeting in accordance with Section 4.2 of the Char-
ter.
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Thereupon, after consideration of other matters, the
rneeting was adjourned.
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( S E A L ) ~1
ATTEST:
Town. C1.er~: D/~/
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STATE OF COLORADO )
COUNTY OF EAGLE ) ss.
TO?,lN OF VAIL ))
I, Rosalie Jeffrey, Town Clerk of Vail, Colorado, do
hereby certify that the foregoing pages numbered 1 to 19, in-
elusive, contain a true and correct copy of the proceedings
taken by the Town Council of the To~Jn at a regular meeting
thereof held on Tuesday, the 5th day of November, 1974, so
far as said proceedings relate to an Ordinance authorizing
the issuance of General Obligation Refunding Bonds of the
Town in the principal amount of $2,640,000, which was intro-
duced and passed on first reading, a true and correct copy of
which is set forth in full in the proceedings of the Council;
that the original Ordinance has been duly authenticated by
the signatures of the Mayor and myself, as Town Clerk of said
Town, sealed with the seal of the Town and recorded in the
book kept for that purpose in my office, which record has been
duly signed by the said officers and sealed with the seal of
the Town.
IN WITNESS WHEREOF, I have hereunto set my hand and af-
fixed the seal of the Town, this 5th day of November, 1974.
~ 5 E A L )
To~~m Clerk
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(Insert Affidavit of First Publication of Ordinance PIo. 21 ,)
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ORIGINAL
NOTICE OF SPECIAL P~IEETING
TO MEMBERS OF THE TOti•1N COUNCIL Or TrIE TO~;IN OF VAIL,
COUNTY OF F.AGLE, STATE OF COLORADO:
NOTICE IS HEREBY GIVEN that a special meeting of the
Town Council of the Town of Vail, Colorado will be held at
the Municipal Building in the Town of Vail at 8:00 o'clock
A.M. on Friday, the 15th day of November, 1974, for the
purpose of holding a public hearing on, and considering on
final reading an ordinance authorizing the issuance of
General Obligation Refunding Bonds, Series 1974, of the Town
of Vail, and for the transaction of such other business
incidental to the foregoirg as may come before said meeting.
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M T
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To:an Clerk De uty
ACKNOIJLEDGMENT OF NOTICE AND COi1Si~NT TO S?'ECIAL MEETIrdG
We, the undersigned members of the Town Council of the
Town of Vail, do hereby aclcnoti,~ledge receipt of the foregoing
notice of a special meeting, and we hereby waive any and all
irregularities, if any, in such notice and in the manner of
service thereof upon us, and consent and agree to the hold-
ing of such special meeting at the time and p1_ace spc,cified
in said notice, and to the transaction of any and all busi-
ness which may come before such meeting.
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~a~zFe~ y~.,~y-
Town. Council
'~Cown of Vail, Eagle County, Colorado
23
• . • . •
STATE OF COLOILADO )
COUNTX OF EAGLE ) ss.
TOWN OF VAIL )
The Town Council of the To~,m of Vail, Colorado, met in
special session, in full conformity with Ia:a and the ordi-
nances and rules of the Town, at the Municipal Building,
being the regular meeting place of the Council, on Friday,
the 15th day of November, 1974, at 8:00 o'clock A.T~z. There
were present and answering at roll call:
Mayor:
Councilmen:
Also present:
John Dobson
John F. Donovan
Kathleen Klug
Joseph Lanomaid
Josef Staufer
Tom Steinberg
Albert White
Town Clerk: Fosalie Jeffrey
~Q
__o) Deputy Town Clerk
Town Manager: Gene A.
Terrell Smith
Minger
Town Attorney: Gene A. Smith
Absent: John F. Donovan; Albert White; Rosalie Jeffrey
Thereupon the Clerk announced that Ordinance No. 21 ,
authorizing the issuance of General Obligation Refundirit,
Bonds, Series 1974, of the ToTsn of Vail in the principal
amount of $2,640,000, dated November 15, 1974, and providin
for the payment of said bonds and interest thereon, intro-
duced and read for th? first time in _fu11 at the regular
meeting of the Col.ineil held on the 5th clay of November,
197~F, had, as or.ciered by the Council, been published in full
i.n The Vail Trai_1, a ne;~~spaper of general circulation pub-
lished in the Totim o_F Vail, in ics issue of Tlovc~mber 8,
1974, and that publichcr.'s affidavit of said publication of
said Ordinance is no,.,~ on file :in the office of t~?-~e Tom
24
• • • . •
C1.erk. The Clerk also announced that a public hearing was
held on said Ordinance, a.f_ter_ published not=ice thereof, and
that all interested persons present were heard.
Thereupon, it was moved by Councilman fita„fPr
and seconded by Councilman ~tain~~o~ _ that the same
be now placed on its final passage, and that all rules of
the Council which might prevent, unless suspended, the final
passage and adoption of said Ordinance at this meeting be
and the same are hereby suspended.
The question being upon the adoption of such motion and
the suspension of the rules, the roll was called with the.
following result:
Those voting AYF:
Mayor: John Dobson
Councilmen: ~~ .~~X~~X~kXk~~~X
'`~~ Kathleen K1ug
Joseph Langmaid
Josef Staufer
Tom Steinberg
~~~~~~
Those voting; NAY: None
Five (5)members of the Town Council having voted in
favor of said motion, the presiding officer thereupon de-
dared the manor. carried, and the said Ordinance No. 21
duly passed avid adopted.
On motion duly adopted, iC ~;~as ordered that said Ordi-
nance No. 21 be finally published in The Vail Trail,
the off-icial newspaper of the To:~rn, in its issue dated No-
vernber 22, 1974, and be recorded according to la7a.
25
~ ` ~ ~ ~
After talon, up other business to come before the
Counci_1, the m~.ting was thereupon adjourned .
~_ /.
i
e' ~ ~ 's,; lit
( S E A L ) ~ or_
ATTEST
---`
To~~rn clerk ~ De uty
2 C~
~5
• ~ • ~ t
STr'~TE OF COLOR.~DO
COUNTY OF EAGLE ) ss.
TOti,TN OF VEIL )
~~' Crane A . Smith eputy
I , ~~,~~.~~~~~~~~.~~ :,m Clerk of Vail , Colorado , do
hereby certify that the fore goi.n~; pages numbered 24 to 26,
inclusive, contaixi a true and correct copy of the proceed-
ings taken by the Town Council of the Toran at a special
meeting thereof held on Friday, the 15th day of_ November,
1974, so far as said proceedings relate to the final passage
and adoption of Ordinance No. 21 that said original
Ordinance has been duly authenticated by the signatures of
the :Mayor and myself, as Town Clerk of said Town, sealed
•
with the seal of the To~,m and recorded in the book kept for
that purpose in my office, which record has been duly signed
by the said officers and sealed ~•~ith the seal of the Tocm;
a.nd that said Ordinance P1o. 21 tivas, on the 15th day of.
November, 1974, finally published in fu11. in rhhe Vail Trail,
a newspaper of general circulation published irn sa.icl To~.~n,
the same being the official newspaper of said Town.
II ~~IITNESS WHEREOI', I hive hereunto set my hand and the
official seal of said Town of Vail, Colorado this 15th day
of November 1974. i
C-~
( S E A L ) To:an Clerk , De uty ~'
27
• , • ~ ~
(Att~~c~~ Af:Eida~Tit of Find. Pt~blicat~,iori of Orcli._~:irice l~;o.
21 .)
2~
• ~ • . •
STATE OF COLORADO )
COUN1:'Y OF EAGLE ) ss . GEJ;ERAL AND NO-LITIt=ATION
TOWC1 OF VAIL ) CERTIFICATE
The undersigned, each for himself and not one for
another, being first duly sworn on oath, depose and say:
1. That they are, respectively, the duly elected or
Deputy
appointed, qualified and acting 2~iayor an Drown Clerk of the
Town o.f Vai1, Colorado.
2. That the Town of Vail is organized and is operating
under the provisions of the Constit~ition of the State of
Colorado and a Town Charter, said Charter having been adopt-
ed on September 1`L, 1972, and that the validity of such
Charter or the incorporation of Vail as a Tom has never
been contested.
3. That for the period from the 5th day of November,
1974, to and including the date of this affidavit, the fol-
lowing have been and now are the duly elected or appointed
and acting members of the Tom Council and officers of said
Town:
Mayor:
Councilmen:
John Dobson
John F. Donovan
Kathleen Klug
Joseph Langmaid
Josef Staufer
Tom Steinberg
Albert tJhite
Town Clerh: Rosalie Jeffrey
Deputy Town Clerk Gene A. Smith
To~~m Manager : Terrell P~Zinger
~~ Town Attorney Gene A. Smith
f
d
That there is no litigation ar as
ing, an so
pen
is knocm to the undersigned, no t'nreatc~ned liti.~;ation with
reference to the incor.poraLion of th.e Town, the rights of
the officers to hold thoi.r_ respective positions, or to the
issuancE~ ~?r General Obligation Refunding Bond: Series 1974,
29
~3
• . • ~ •
of. thc~ Town, in the principal amount of $2,640,000; and that
nothing exists to hinder or prevent the issuance of said
bonds in said amount.
5. That the assessed valuation of_ the taxable property
w.ith_n thE~ Town of Vail, Colorado, bein; the assessed vale--
anon i:or the year 1.9 i ~~, is $_~ ~4q R70 _ ~~ _
6. That the manual sign:~tuYe oL Joltn Dobson, Mayor of
Vail, Colorado, together with an impression of the official
seal of the Town, have heretofore been filed in the office
of the Secretary of State, State of Colorado, pursuant to
and in accordance with 125-6-1, C.R.S. 1963, as amended.
IN WITNESS ~JHEREOF, We have hereunto set our hands and
the official seal of the Town of Vail, Colorado, this 15th
day Of -~~~~PmhPr 1974.
( S E A L
r
Z- o r
1'o.an l~ rk Dep ty V
Subscribed and separately sworn to before me this _
day of November 1974.
Poly commission es~pires
(~OT.~I?y SEAL)
27t1i day of June, 1978
N ~aG~l c
Y
~3 ~
a
Vail
SIGNATURE CER'.rIFICE"ATE
• • • ~
Tile t.ndersigned, Stanley F. Bernstein
of
Colorado, hereby certifies that
he is personally acquainted with John Dobson, Mayor, and
T?.osalie Jeffrey, To~,rn C1erl-:., both of the Town of Vail,
Colorado; that he knows the above-mentioned officers were
the Mayor and Town C~1crk, respectively, of said Town. on tTxe
date of the execution and delivery of that certain series of
bonds issued by the Town in the aggregate amoxznt of
$2,640,000, designated "General Obligation Refunding Bonds,
Series 1974", bearing date the 15th day o:E 2dovember, 1974,
consisting of 52.8 bonds in the denomination of $5,000 each,
numbered 1 to 528, inclusive; that he is acquainted with the
signatures of said officers and knows that the manual and
facsimile signatures appearing upon said bonds and interest
coupons are the manual and facsimile signatures of such
officers, respective7_y; and that said officers have to this
Certificate subscri_'r~e~ their manual signatures as folloc~s
~~
~~ ~_
~~.~~
To:,m~C erk Dep ty ~-~
SIGNED ADTD CERTIFIED This day of 1974.
Vail Colorado
31
"''
~ ~ r . •
)
DF?L,I`,'I?RY CI?'TIFTt.;ATI:
T1ie un.ler,;i~~ned, To~,r~ t`{an~t~r of the To,;n of Vail,
Colo~_~a~~~.o, h~'r~-''~y ce--- _.T.fic~' tY?'+.-- C:E~n:?~"'a-1 Oblz.gatlc~n KeE~-znlli..:2h
Bonds, Series 1974, of the To;,r. of jJail, dated November 15,
1974, in the principal amount of $2,640,000, in the denomi-
nation of $5,000 each, numbered 1 to 528, inclusive, were
deliver°ed to the purchaser thereof, receiving therefor the
agreed purchase price, as follows:
Pr1_ncipal Ar~iount-------------------- $2 , 640, 000.00
Accrued Interest from 1`Tovember 15,
197j~--------------------------------
Premium-----------------------------
Total_ Keceived------------------ $
I1`I WITNL'SS WHF.KEOr , I have hereunto set my hand and the
r n : i ~ r. ~ : 1 T ~r.-rn i-- }-. i o rl -> J~ n -F
~sEaL)
174
~~
,, .,
.~
i
STATE OF COLORADO )
COUNTY OF EAGLE ) ss
TOWN OF VAIL )
•
CE~;TI?ICATE AS TO ARBITP,AGE
I, Terrell Minger, Town Manager of the Tolan of Vail,
Eagle County, Colorado (the "To;~r.") , HEREI~Y CERTIFY with
respect to the Tom's $2,b40,000 General Obligation Refund-
ing Bonds, Series 1974, dated November 15, 1974 (the "Bonds")
being issued this day, that on the basis of the facts, esti-
mates and circumstances in existence on the date hereof, I
do not expect that the proceeds of the Bonds ~~~ill be used in
a manner that would cause such Bonds to be "arbitrage bands"
within the meaning of Section 103(d) of the Internal Revenue
Code o:E 1954 (the "Code"), as amended, Temporary Treasury
Regulations Section 13.4 and Proposed Treasury Regulations
Sections 1.103-13 and 1.103-14.
Such facts, estimates and circumstances are as follows:
1. Except as stated in paragraph 4 herein beloc,7, all
of the net proceeds of sale of the Bonds wi11 be used to
purchase a portfolio of obligations (the "Acquired Obli-
gations").
2. The yield on the Acquired Obligations will not ex-
ceed the yield on the Bonds, as shown in the schedules at-
tacked hereto.
3. The Town has covenanted in i_ts Bond Ordinance,
finally adopted and approved November 15, 1974 (the "Ordi-
nance"), not to use the proceeds of the Bonds so as to cause
them to be arbitrage bonds ti,~ithin the meaning of Section
103(d) of the Code and the Regulations in effect and pro-
posed thereunder.
4. The amount of the Bond proceeds used to acquire
obligations which will produce ayield materially higher
than the yield on the Bonds is less than a major portion
33
~ '~ •
•
of the proceeds ae cie:Ci_ned in Proposed T~~easury P.egulation
Section 1.103-13 (b) (1_) (ii_) , as shown in the sches~_ile at-
Cached hereto.
5. The ToT~m has provided in the Agreement ~~~ith the
Refunding Agent, The Central Bank and Trust Company, Denver,
Colorado, that the proceeds shall be reinvested after the
maturity date of the obligations purchased 4•Tith said pro-
ceeds only if such reinvestment will not cause the Bonds to
be arbitrage bonds within the rmeanin of Section 103 (d) of
the Code and the Regulations in effect and proposed there-
under.
6. The proceeds invested as provided in paragraphs 4
and 5 herei_nabove wi11 not be invested at a yield in excess
of the yield which could be obtained for such obliati.ons if
purchased on the open market, as shown in the letter from
Boettcher and Company to Gli_11iam A. Madison of Mudge Rose
Guthrie & Alexander, dated
hereto.
197+, attached
7 . The premium r_ ecei_ved by the To,,m on the P~efunding
Bonds will be deposited into the Refunding Bond and Interest
Fund.
8. The Town has not received notice that its Certifi-
cate may not be relied upon with respect to its own issues,
nor has it been advised that any such adverse action by the
Commissioner of Internal Revenue is contemplated.
9. The terms used herein wi11 have the same meaning
given to such terms in ti.e Ordinance.
To the best of m;r knoi,~ledge and belief, there axe no
other facts, estimates and circumstances which would ma-
terially change the expectations herein expressed.
IN WITNESS WHEREOF, I have heraunto set my hand this
day of 1974.
34
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r.~~::,, _. n~~~^ ,,,. Ch~•:aao
N,evrTurk
October 31, 1974
Honorable Mayor
Town of Vail
Vail, Colorado
Gentlemen:
and City Council
As of November 20, 1974, the Town of Vail will have outstanding
$3,000,000 par value of general obligation bonds, the composition of
which is described in greater detail on Schedule No. 1 of the accompany-
ing "Proposals for Refunding", which can be refunded at this time.
The Town of Vail, as a charter city, is empowered to refund these bonds
even though they are not presently eligible for prior redemption. Such
a refunding is accomplished through the purchase of securities permitted
by the statutes of Colorado governing investment of public funds as pro-
vided in your city charter. Such investments include direct obligations
of the United States Government and also obligations of the various
agencies of the United States Government- e.g., Federal National Mortgage
Association, Government National Mortgage Association, Export-Import Bank,
Farmers Home Administration, Federal Land Bank Bonds, Federal Home Loan
Bank Notes, etc. These federal securities, which are non-callable are
purchased from the proceeds of'the refunding bond issue and from other
available funds according to a pre-determined schedule in sufficient
amounts to pay the principal, interest, and call premium on the bonds
being refunded.
As a result of Treasury Department regulations, the gross income from
refunding bonds is not included in gross income subject to Federal Income
Taxes if certain tests are met as to the yield on the refunding bonds
versus the yield on the federal securities acquired to pay the refunded
bonds.
We have made a detailed study of your outstanding debt, and we believe
that the General Obligation Bonds, dated November 1, 1973, can be refunded
at the present time effecting a substantial savings and other benefits to
your City. Therefore, we offer the following proposal for your consider-
ation and acceptance:
1. For $,.1lS~~UG~~ par value Town of Vail, Colorado, General
Obligation Refunding Bonds, dated November 15, 1974, we will
pay you the full par value thereof, plus accrued interest from
November 15, 1974, to the date of delivery to us. The refunding
• • ~ • •
Boettcher and Company
- 2 -
bonds will mature, bear interest, and will be eligible for
prior redemption at the option of the City as set forth on
Schedule No. ~ of the accompanyi.n "Proposals for Refunding",
which by reference is made an iuCe„rat part hereof, the re-
funding bonds will be in $5,000 denominations and the first
interest coupon will be due June 1, 1975, and each six months
thereafter.
2. At our expense, we will:
A. Engage a firm of nationally recognized riunicipal Bond
Attorneys to draft and direct all proceedings incident
to the issuance of the refunding bonds, including the Escrow
Agreement, and the City agrees to adopt said proceedings
prepared by said attorneys in order to legally effect the
refunding in an expeditious manner; it being understood and
agreed that all provisions of the bond resolution will be
mutually agreeable.
B. Furnish printed bonds with steel engraved borders ready
for signature.
C. Establish in a commercial bank which is a member of the
F.D.I.C. and which has full trust powers an escrow account
necessary to pay principal and interest on the bonds being re-
funded.
D. Engage a Certified Public Accountant to verify all proposed
transactions of the escrow.
3. In order (1) to establish a Refunding Escrow Account of cash and
Federal Securities which, upon payment of principal and interest
on such Federal Securities when due, will provide for the full and
timely payment of the principal, interest and call premium on the
bonds being refunded, we will provide to the City such Federal
Securities and beginning cash balance necessary to establish such
a Refunding Escrow Account for an amount equal to the par proceeds
of the refunding bonds ($,~-5/[,t',~ ~.~ ), plus accrued interest on the
bonds being refunded from their last interest payment date (June 1,
1974) to the date of closing. Assuming a closing on November 20,
1974, the City will pay to Boettcher & Company for the Federal
Securities and beginning cash balance the following amount:
Par Proceeds of the Refunding Bond Issue $ ->G~G""<X~~-txt
Interest Accruing from their Last Interest Pay-
ment to the Date of Closing on the Bonds being
Refunded (Assuming a November 20, 1974 Closing) 240,371.70
Total Funds Paid by City fox the Federal
Securities and Beginning Cash Balance (Assuming
a November 20, 1974 Closing) $ ~,~~U3J/. 70
• . ~ . •
Boettcher and company
-3 -
The total estimated cost to Boettcher & Company of the (1) Federal
Securities; (2) a beginning cash balance; and (3) the expenses
incident to the refunding; of approximately ene-half of 1% of the par
value of the refundin; bonds ($ ,JG;s/C1~;~,) ), assuming the
closing on November 20 , 1974, is $ ~~l /, ~~ ~,~ J. (The dif ference
between $~~Yc.>s.7/.7c'I and $ ,])ll~~ ~~~ is potential profit to
Boettcher & Company from the purchase-sale transaction of the Federal
Securities from the escrow account).
Based upon the present estimated composition of the Federal Securities
which will be placed in the Refunding Escrow Account, we compute that
the above price will provide a yield to the Town on the Federal Secur-
ities subject to the arbitrage limiations, computed to the date of
the required disbursement, to be approximately ,~,yf~ %. We compute
the yield on the refunding bonds to be approximately 7,~ y, %.
It is expressly understood by the Town that the above-estimated costs
and expenses to Boettcher & Company are for information purposes only
and that the required Federal Securities and expenses incident to
the refunding may cost us more or less than the above-stated amount
and such differences will be absorbed by Boettcher & Company. It is
also understood by the Town that Boettcher & Company anticipates
making a profit on the sale of the refunding bonds and that Boettcher
& Company is acting as principal (not agent) on the purchase of the
refunding bonds and the sale of the Federal Securitic~.
4. In order to provide for the timely reinvestment of available
monies or the exchange of investments in the Refunding Escrow
account and to restrict the reinvestment yield .on such exchanges
or reinvestments to the allowable amounts (the yield on the refunding
bonds), the Escrow Bank will be instructed by the Town to acquire any
such investments or reinvestments from Boettcher & Company and to co-
operate caith Boettcher & Company on any such exchanges or reinvestments.
Any such exchanges or reinvestments will provide little, if any, return
to the Town since the yield on the Federal Securities has been com-
puted to the date of the required disbursement rather than to the
maturity date of the applicable Federal Securities. Accordingly,
most of the reinvestment yield allowable to the Town has already been
provided to the Town in its original purchase price of the Federal
Securities as provided in paragraph 3 above.
5. This proposal is subject to:
A. The unqualified legal opinion of a firm of nationally
recognized Municipal Bond Attorneys, of our choosing, as re-
lates to the legality of the reF~snding bonds and their exemption
from Federal Income Taxes.
B. Our confimlation within l5 business days after acdeptance
by the Town.
Boettcher anc~ company
-4-
P,esPectfully subr:itted,
BOETTCHER & COMPANY
~, 1~~~'
This proposal is hereby accepted for and on behalf of the Tow of Vail,
Colorado, pursuant to authorization by its governing body th's ~t h day
of November, 1974.
ATTI'sST: Mayor
_~~~~~~~
Town Cl~r ~ 0
~ ~ i ~ •
.. ..
ORIGINAL
E S C R O W A G R E E M E N T
between
THE TOWN OF VAIL
EAGLE COUNTY, COLORADO
and
THE CENTRAL BANK AND TRUST COMPANY
DENVER COLORADO
relating to
THE TO~~I'1 OF VAIL
EAGLE COUNTY, COLORADO
GENERAL OBLIGATION BONDS, SERIES NOVEP~IBER 1, 1973
DATED NOVEMBER 1, 1973
refunded by
GENERAL OBLIGATION REFUNDING BONDS, SERIES 1974
DATED NOVEMBER 15, 1974
• • • . •
E S C R O W A C R E E Ni E N T
DATED as of the 15th day of November, 1974, but actual-
ly executed on the day of 1974, made by
and between the Town of Vail, in Eagle County, State of
Colorado (herein the "Town"), and The Central Bank and Trust
Company, Denver, Colorado, a state bank duly organized and
existing under the laws of the State of Colorado, being a
member of the Federal Deposit Insurance Corporation, having
full and complete trust powers, and having an office and
place of business in the City and County of Denver, State of
Colorado (hereinafter the "Bank").
WITNESSETH:
WHEREAS, the Town of Vail, Colorado, by Ordinance here-
tofore adopted and approved by the Town Council, has author-
ized the issuance of its General Obligation Bonds, Series
November 1, x,973, dated November 1, 1973, in the amount of
$3,000,000 (herein the "1973 Issue"), of which there remain
outstanding the full amount thereof, being bonds numbered 1
to 600, inclusive, bearing. interest payable semiannually on
June 1 and December 1 each year, and maturing on December 1
as follows:
~ ~
• r i
• ~
Bond Numbers Amounts Interest Rate%'~ Years
(A11 I nclusive) Maturing (Per Annum) Maturing
1 - 2 $ 10;000 7.00% 1975
3 - 5 15,000 7.00% 1976
6 - 8 15,000 7.00% 1977
9 - 12 20,000 7.00% 1978
13 - 35 115,000 7.00% 1979
36 - 58 115,000 7.OG% 1980
59 - 84 130,000 7.00% 1981
85 - 110 130,000 7.00% 1982
111 - 139 145,000 7.00% 1983
140 - 169 150,000 7.00% 1984
170 - 201 160,000 5.50% 1985
202 - 234 165,000 5.50% 1986
235 - 270 180,000 5.50% 1987
271 - 308 190,000 5.50% 1988
309 - 349 205,000 5.50% 1989
350 - 392 215,000 5.50% 1990
393 - 437 225,000 5.50% 1991
438 - 486 245,000 5.50% 1992
487 - 540 270,000 5.50% 1993
541 - 600 300,000 5.50% 1994
%~ Coupons attached to bonds numbered 201 to 600, in-
clusive, maturing in the years 1985 to 1994, inclu-
sive, designated "A".
and
WHEREAS, in addition to the interest rates set forth
above, Bonds numbered 201 to 600, inclusive, maturing in the
years 1985 to 1994, inclusive, bear additional interest at
the rate of 2.75% per annum, evidenced by supplemental in-
terest coupons designated "B", for the period from Decem-
ber 1, 1973 to December 1, 1977, payable December 1, 1974
and semiannually thereafter on June 1 and December 1 each
year; and
WHEREAS, bonds of this issue maturing in the years 1984
to 1990, inclusive, are redeemable at the option of the Town
Council on August 15, 1984, and on interest payment dates
thereafter, in inverse numerical order, upon payment of par,
accrued interest and a premium of 1/2% of principal. Bonds
of this issue maturing in the years 1991 and thereafter are
redeemable at the option of the To~~m Council on P_ugust 15,
1984, and on interest payment dates thereafter, in inverse
numerical order, upon payment of par and accrued interest
only; and
• • ~ ~ •
WHEREAS, by an Ordinance finally adopted and approved
by the ToGm Council of the To~~m on the 15th day of November,
1974, said Town has authorized General Obligation Refunding
Bonds, Series 1974, in a total principal amount of $2,640,000,
the proceeds derived from the issuance thereof to be depos-
ited by the Town in a special trust account therein created
and authorized, to be used to refund and pay the outstanding
1973 Issue of the Town, described above; and
WHEREAS, said Ordinance also provides that with the
proceeds of the General Obligation Refunding Bonds, Series
1974, therein authorized, and any interest derived from the
investment and any temporary reinvestment of such proceeds
in direct obligations of or obligations guaranteed by the
United States of America, the Town shall call in and pay in
full the principal o.f_ and interest nn the outstanding bonds
of the 1973 Issue to be refunded, hereinabove referred to,
in the manner hereinafter set forth;
NOW, THEREFORE, IT IS AGREED: That in consideration of
the mutual covenants herein contained, and in order to se-
cure the payment of the principal of and interest on the
outstanding bonds of the 1973 Issue of the Town, according
to the schedule set forth herein, the parties hereto mutu-
ally undertake, promise and agree for themselves, their re-
spective representatives, successors and assigns, as fol-
lows:
Section 1. The Town shall deposit with the Bank in a
special fund and separate trust account, designated as the
"Town of Vail General Obligation Bonds, Series November 1,
1973 Escrow Account" (herein the "Pefunding Escrow Account"
or "Escroca Account''), an amount not less than $2.,640,000,
being the proceeds derived from the issuance of $2,640,000
• , •
of General Obligation Refunding Bonds, Series 1974, and any
interest on bonds of said outstanding issue being refunded
which has accrued from the 1_ast interest payment date there-
on to the execution date of this Agreement, $
of such proceeds being used to purchase the securities
listed in Schedule I attached hereto and made a part hereof,
which will be placed in an account within the Escrow Account
designated as the "Portfolio A Account", and $
of such proceeds being used to purchase the securities
listed in Schedule II attached hereto and made a part here-
of, which will be placed in an account within the Escrow
Account designated as the "Portfolio B Account". Such
Portfolio A Account and Portfolio B Account together are
referred to herein as the Refunding Escrow Account, as
designated above. The Escrow Account will be at all times at
least sufficient to pay the interest and principal on the
outstanding Issue to be refunded and paid, under and in
accordance with the following schedule:
All bonds of the 1973 Issue, being bonds numbered 1 to
600, inclusive, shall be paid and retired at their respec-
five maturity dates, at the First National Bank in Boulder,
Boulder, Colorado, according to their original terms.
The Town shall deposit $
in the Refunding
Escrow Account, which sum is the accrued interest on said
outstanding bonds of the Issue being refunded, from the last
interest payment date to the date of the actual execution of
this Agreement.
At the time of actual execution of this Agreement, the
Bank will immediately invest the funds on deposit in the
Refunding Escrow Account in the direct obligations of or
obligations guaranteed by the United States of America,
listed in Exhibit "A" attached hereto and made a part here-
of, and shall fully secure any cash balance in said account
in the manner set forth in Sections 3 and 7 of this Agree-
ment.
. •
The Bank shall receive $
connection with this Agreement.
~ ~
for its services in
Section 2. If for any reason, at any time, the funds
on hand in such P.efunding Escro;a Account shall be insuffi-
cient to meet such payments as the same shall be about to
become due and payable, the Town shall forthwith deposit in
such Refunding Escrow Account such additional funds as may
be required fully to meet the amount so about to become due
and payable. Notice of such insufficiency shall be given as
hereinafter provided, but the Bank shall in no manner be
responsible for the Town's failure to make such deposit.
Section 3. The Bank shall hold said special deposit,
together with the obligations herein authorized to be pur-
chased, at all times in a special fund and separate trust
account, wholly segregated from other funds and securities
on deposit with it; shall never com_~ningle such deposit or
securities with other funds or securities of the Bank; shall
never at any time use, loan or borrow the same in any way
unless said funds are fully secured. in the manner required
by late for. other trust funds; and shall invest and reinvest
said deposit to the fullest extent possible from time to
time in direct obligations of or obligations guaranteed by
the United States of America, in such manner that sufficient
funds will be available to pay the interest and principal
requirements of the outstanding bonds as the same accrue and
become due and payable from time to time according to the
schedule herei.nabove set forth; however, the Bank agrees
that any reinvestment of funds shall be made in such a
manner that will not cause the Refundin Bonds to be arbi-
trage bonds within the meanintr of Section 103(d) of the
Internal Revenue Code of 1954, as amended, and the Regula-
tions proposed and in effect thereunder. rIothing herein
contained shall be construed as requiring the Bank to keep
the identical moneys, or any part thereof, received for
5
• • •
CJ
•
the Town's account, on hand, but moneys of an equal amount,
except to the extent such are rearesented by said direct
obligations of or obligations guaranteed by the United
States, must always be maintained on hand as funds held by
the Bank as trustee, belonging to the Town, and a special
account thereof evidencing such fact shall at all times be
maintained on the books of the Bank, together with such
securities so purchased.
Section 4. The Bank shall _frora time to time redeem all
or a portion of the direct obligations of or obligations
guaranteed by the United States, in said Refunding Escrow
Account, in sufficient amounts so that the proceeds there-
from and the interest thereon, as the same accrues, will be
sufficient to meet the interest requirements on the out-
standing Issue as such interest accrues, and to pay said
bonds at their respective maturities, according to the
schedule hereinabove set forth.
Section 5. In order to provide for the timely rein-
vestment of available moneys or the exchange of investments
in the Refunding Escrow Account, and to restrict the rein-
vestment yield on such exchanges or reinvest~?ents to al-
lowable amounts (the yield on the refunding Bonds), the Bank
agrees to acquire any such investments or reinvestments from
Boettcher and Company, and to cooperate with Boettcher and
Company on any such exchanges or reinvestments.
Section 6. The Ban's. shall maintain said Refunding Es-
crow Account until the date upon which said bonds are fully
redeemed and paid as to both principal and interest, or un-
til the lst day of January, 1995, whichever is the earlier
date, whereupon the Banlc shall redeem any of such obliga-
tions remaining in said Refundir~~ Escrow Account and shall
remit to the Town all moneys, if a_ny, then remaining in said
Refunding Escrow Account; provided that before such
• . • •
remittance is made to the Town, sufficient funds must have
been deposited with the Paying Agent to pay the principal of
and accrued interest on all of the outstanding bonds of the
Issue being refunded, if any, which remain outstanding on
such date.
Section 7. The Banlc shall continuously secure the
moneys in such Refunding Escrow Account not so invested, if
any, by direct obligations of or obligations guaranteed by
the United States of America, in an amount at all times at
least equal to the total unexpended amount of said moneys.
Section 8. The Banlc shall not be liable or responsible
for any loss resulting from any investment made pursuant to
this Escrow Agreement and in full compliance with the pro-
visions hereof.
Section 9. In the event of the Bank's failure to ac-
count for any funds or securities received by it for the
Town's account, the said funds and obligations shall be and
remain the property of the Town, and if f_or any reason such
funds or securities cannot be identified, all other assets
of the Bank shall be impressed with a trust for the amount
thereof, and the Town shall be entitled to the preferred
claim upon such assets enjoyed by a trust beneficiary. The
funds received by the Bank shall not be considered as a
banking deposit by the Town., and the Bank shall have no
right or_ title with respect thereto. The funds so received
by the Bank as escrow agent shall not be subject to checks
drawn by the Town.
Section 10. The Bank shall forward to the ?~irst Na-
tional Bank in Boulder, Boulder, Colorado, Paying Agent for
the 1973 Issue, sums which shall be sufficient to pay the
interest and principal becoming due on each principal and
interest payment date for_ the outstanding bonds of said
Issue to be paid and refunded.
~J
• • • •
The amounts so forwarded shall be in sufficient time to
permit such payments on each principal and interest payment
date without default. Such forwarding shall be the duty of
the Bank, such payment being the duty of the Paying Agent
for the 1973 Issue. It shall not be necessary for the Town
to take any affirmative action whatsoever as a condition
precedent to the duty of the Bank to forward such funds at
the necessary times.
Section Il. The Bank shall immediately notify the Town
by registered, first-class mail, postage prepaid, whenever
for any reason the funds on hand in such Pefunding Escrow
Account plus the securities therein and interest on said
securities as the same accrues, will be insufficient to pay
the interest and principal of the 1973 Issue, designated
above, as the same become due and payable.
Section 12. The Bank, during the month of January of
each calendar year, commencing in the year 1975, so long as
said Refunding Escrow Account is maintained, shall forward
by letter to the Town Manager of the Town. a statement in
detail of the income, investments, redemptions and ~vith-
drawals of moneys from said Refunding %scrow Account for the
immediately preceding fiscal year, which fo-r the purpose of
this Agreement corrunences the 1st day of January of each
calendar year and ends on the last day of December of the
same year, including in said letter a statement as of the
end of the immediately preceding, fiscal year regarding the
manner in which it has carried out the requirements of this
Agreement . Irl addition, the Tocm shall have the right at
any time to examine all the Bank's records .regarding the
status of said Refunding Escrow Account, and the details of
said income, investments, redemptions or withdrawals.
Section 13. The Bank shall be under no obligation to
inquire into or be in any way responsible for the
•
• , i
performance or non-performance by the Town of any of the
Town's obligations, or to protect any of the To~~m's rights
under any bond ordinance or any of said Town's other con-
tracts with o-r franchises or privileges from any state,
county, municipality or other governmental agency or with
any corporation or individual; and the Bank shall not be
liable for any act done or step taken or omitted by it or
any mistake of fact or law or for anything which it may do
or refrain from doing, except for its negligence or its
default in the performance of any obligation imposed upon it
hereunder. The Bank shall not be responsible in any manner
whatsoever for the recitals or statements contained herein,
or in the outstanding or proposed bonds or any proceedings
taken in connection therewith, brit they are made solely by
the Town.
Section 14. Time shall be of the essence in the per-
formance of obligations from time to time imposed upon the
Bank by this Agreement.
IN WITNESS WHEREOF, the Town of Vail, Eagle County,
Colorado has caused this Agreement to be signed in its cor-
porate nam by the Mayor, sealed with its corporate seal and
~~D put y Tpwn ~~
attested b its~C~erk and count rsigned by the Town Manager;
and The Central Bank and Trust Company, Denver, Colorado has
caused this Agreement to be signed in its corporate name by
its President or one of its Vice Presidents, sealed toith its
corporate seal, and attested by its Trust Officer or
~ 9
• . •
•
Cashier, or one of its Assistant Trust Officers or Cashiers,
all as of the day and year First above written.
~s
( S E A L )
ATTEST:
B y ~` - -~
epu y Town Cl rk ~'
COUNTERSIGNED:
By _ ~~
Town n ger ~
(CORPORATE SEAL)
ATTEST:
By
Title
TO?J~1 OF VAIL
EAGLE COUNTY, COLORADO
By ,.~~ x
Mayor
THE CENTRAL BANK AND TRUST COMPANY
DENVER, COLORADO
By
Title
10
• , • , •
STATE OF COLORADO )
COUNTY OF EAGLE ) ss.
TOWN OF VAIL )
On this 15th day of NnvPmrPr l~> before me ap-
~~ Gene A. Smith "~G~-
peared John Dobsorf,/~~~X and Terrell Minger, to
me personally known, who b g by me duly sworn did say that
Deputy
they are the Mayor, Town Clerl~ and Town Manager, respective-
1y of the Town of Vail, County of Eagle and State of Colo-
rado, a Charter Town duly organized and existing under the
Constitution of the State of Colorado, and that the fore-
going instrument was signed and sealed in behalf of said
Town by authority of s Town Council; and the said John
Gene A. Smith
Dobson,/I€i~[~X~~~' and Terrell Minger acknowledged said
instrument to be the free act and deed of said Town.
My commission expires
NOTARY PUB? IC)
~3
27th day of June, 1978
i~Iotary Publ ~ c
11
• • •
• • ,
STATE OF COLORADO )
) SS.
CITY AND COUNTY OF DENVER )
The foregoing instrument was acknowledged before me
this day of 1974, by
and as
and respectively, of The Central
Banlc and Trust Company, Denver, Colorado; and being first
duly sworn by me, they severally acknowledged that they
signed the foregoing document in the respective capacities
therein set forth, and declared that the statements therein
contained are true and correct to the best of their knowl-
edge, information and belief.
WITNESS my hand and official seal the day and year
above written.
(NOTARY SEAL)
My commission expires
Notary Public
12
L~~
~ • s
~ •
EfHIBIT "A"
(Insert list of Refunding Esc*_-ow Account investments.}
~ ~
~ ~
~ • ..
..~..
(Insert schedule of exact dollar amounts to be forwarded to
the Paying Agent, and dates of forwardint.)
~f
1_l+
e
Portfolios
15