HomeMy WebLinkAbout1979- 9 To Contract a Special and Limited Obligation on Behalf of the Town of Vail By Issuing Its Short Term Notes for the Purpose of Defraying Current Expenses and Meeting Current Contractual Obligations of the Town:~ ~~-~ # •
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AIv U12I):iN11iVCF; '.I'O GON'!'I2AC`i' A ~.~I'I;~;l~L T~.ivl) LI1~11'i'isl)
OLL:CC~1~7'TC)N C)N E3I~;fII~.Z,}~' OIa' 'I'IJE 't'O~~~3 GI.' Vi'~1L, COLORADO,
l~Y I.:i:it77:IV;:~ T7'S SIi0I2'1'-.`I'L;I4'~'i 1!7~i'1=,S IN `!'IJI; T,C=~GREGA'1'E
PRTIJC7PAL IL^-~C)LT:~vT'I' NO'.I' I;XCI?E1~:tNG $450Y000.00 7N
I:N`.l.':iCIPT:TI0i3 OF TTIE CGL1~:;C'I'IO1V CF S?i.TaF:,S Z'l.X
RL'VI~1~ILrI;S I'O~i TI~I>i'; MCNTIIS Oi~ UICEi'~iI3F%I2, 19 79 ANJ
~7A.NLJ~'+,RY, F'F"I3n.UAn`~' T,1~I) Ifiiil:ClI, 19£30, SI~.ID NO'l.'ES 7'O
I~IA`I't)T2L 17I'I'I:IIJ TF~F.LVI I~iON'.PIIS Gr' T1IF:IJ2 RI':SPEC'.['TVF
DA'I'F;f> Of' 7SSUAI~CI,, rC)It 7'I!E PL112I'OSF OF' ?)I~I?i{HYING
CURF«:~~'!' E?;.FL1~:SIS AI\?n n'tI;E`.['ING CtJit?Z}'~I~:'.1' CON`I'Rl'~CTUAL
GBLIGi~,':i I01`JS OI' TIIE `l'Ov-N; PR;:~SCR7.13IIlG TILT I'ORi4 OF
SI'~ID SIIOR'I'-''ERM NOTI;:~; I:P3D PKOV"iDIJJG FUR TIIE
CGLLE;Ci'ION I~1`?1) T.PI'LICIiTIG,'~T C)I~ Sl.,LJ~;~ '1.'I~X RL?VI,~3UES
OF '1'fll-', 7:'G6~yi~3 O~' VAiIl TO PAY SAID SHGit'I'-7'FI:b1 P3O~1'IS
A1~;1) `I'I?F :)_Ia~'i'iIt£~ST `I'H't)I,I:GN; PkOVa=DING AN 1a,GRE:h;T2ENT
BY 7'HF; TC~1tiI~J Z'0 CON'I'I1~IUE TH1 LF~VY Or' ITS SI~.I~1;:;
TT1~; :1?Gr: iIIE I~:ONTIiS OI', DECEI~I~EI2, 1979 IzND ~7ANUAFZY,
I'EPRi1l~RY Ai'?D i~`r7,RCH, 1.980, TO PPOVIDI I~%VLNLIES
TO PIiY SA Ii) :'IiORT-I'l;':I~i NOTF,S; PI2ESCR7_BIJ~~7G O`!'1-IER
llE'1'i~TLS C0:3.^_.)!~RNINC :~~:ID SIIGI:T---TI:Rhi I~~O`rES, rNC.LiJDING
T~U`I' tIOT LIA1T`I`.tsl; TO COVI~NAI~3TS AND AGRI;?'I~II.I.3TS IN
CGi~'~'ijC7'IOPv TnF`REItiT7'I1, AND RE;Pr~~LING t1LL UI2llINI1NC~;S
'1N :;ON;'LJ=CT IIj~REWITII o
WI-IERLAS, tiZe Torai-1 of Vail (the "Toni" } in the County of Isagle and
State of Colar:acao, is a legally and regularly cr_eat~d and existing
home .ru)_o town «zld muiii~ ipal_ corporation o~°garli::ed undEJ.: the Colorac'c
Const.itlitior? a,ld luwa of the State of Co1_orado and the Home Rule
Charter of tlic: Town of Vaa_1; grid
TY'I31sREAS, i.:he Town has previously adopted its 1979 Budget and
Financial_ Plan for `tile 't'own and has appropri_atcd revenues to meet the
e~pendi_tures set forth therein; and
WHTI~,?~S, the Town Council of the Torn of Vail has cteterm:ined, ~~.nd
does hereby determine, that it is necessary and for. the best interest
cf th.e Town of Vai1_ arld the i.nliabit:ar~ts i_l;~r.eo~, and for the health,
safety and wel..fare of Clio a_nli~zbitants o:E said Town, f_or the Town to
borrow up to $450, 000.00 :Eor a short te.rni pr:i_or to and i.n anticipation
of receipt of sales t~:xx revenues of the 7bt~n1 for sales taxes imposed
during the months of December, 1.9 79 , ar~d Januar~~, I'ebruary and March,
1.9S0, in ord.eJ: to okat.ain fulids with r,~liicli to ;r.~:r~'c and defray ordinary
and neCe ~S~ry C;l1rrC-'nT: IllurilCll?c+l. E':\l~C'_11~3C;S Carld t0 ITiC'et a11d defray CurrGr3`.
rortr~ct-117 J. obl.icx~,~tion~} of tl~e 'I'cwn Pxol::~erly lizcurred i.n accordance
~~Ti.tli J.~"`:; ~.C)~~~ 1'~Uu~C't i.i~C~ )'' :ll~in^]_3.L P)_Flli; ~nCl
~'dltT•:1?1?T.S, tllc To4:n of Vail IiOmc? It~.llc~ ChartiF'z' (tlle "C.:hart.~r."}
ialli:i~ll)i..l Y.t'. ~;I;c.: '~.'C)'v:;l t:i) l~o;.J:f~~'3 Tit011Cy Wa-1_ltl~l.il.: c]1'1 f~l2C:~:3_oli lil al'1t1.C:i'-
pL1t.LOn ~f t"h(~ CC?1.1C'~,t':tC~r~ Cl:r t_~!'Y_~'S U?' Ul.liC:r i:'i'~'t'.1`~Lli"'r: ~li1C~1 t. (7 i.~~cLl~'
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Chort~-to.r.rn not.c~s matu.rincl within one y~~a.r of issuance t-.o evidence the
amount so borro•caed; and a
W}~L1?IsAS, pursuant to Ordinance r3o. 11, Sc~.r.ies of 1973 of the Town
of Vail, there was stxbmit.ted to the qualified, registered electors of
the Town of Vai.I, Colorado, at a special election held on the 25th dcsy
of September, 1973, the questicm of the imposition of a four percent
(4%) sales tax on the sale of tangible personal pr_apcr.ty at retail and
t}ie furnishing of servir.es within the To~~7n of Vail; and
WHIP,EAS, more than a majority of such qua l.i..fied, registered
electors voting on saicl sales tax ques~ion, voted in favor of imposi.ncJ
the said sales t.ax; and
W1iEF:L:AS, the Town Council of the `.town has estimated, determined
acid anticipated and does hereby estimate, determine and anticipate
that tr. principal matzz.r_ng and the interest accruing on the said
$450,000.00 short-term harrowing authorized herein may be met and
fully paid from revenues derived from the sales tax authorized by said
Town of Vail Ordinance No. 11, Series a£ 1973 as such sales tax applies
and is litlpOSG-'d during the months of L'erember, 1.979 and January, Februa,.y
and March, 19fl0; and
WHEREAS, the Town Council of the 'T'own has determined, and does
hereby determine, that it is necessary and for tt-ie best interest of
the Town of. Vail and the inhabitants thereof, and. for the health,
safety and welfare of the inhabitants of said Town, that the subject
snort-term Notes in the aggregate principal amount not exceeding
$450, OUO. 00 be issued in accord~~nce with the provisions of this Ordin~~nce.
NOW, THEREFORE, IIF I'I' ORDI~TNED BY THT: TO6'n~d COUNCIL OF THE "TOWN Oi
VAIL, COLOR~IDO, THA'I':
1. Pursuant to the authorization conferred by the Town of Vail
Charter, and f_or_ the purpose of meetizrg and defraying in *ti~hole or in
part the ordinary and necessary currant expenses and mooting and de-
fraying current c.antract.ual. obligation ~ of the Town, the Town of V~ii.l ,
Colorado, shall. issue from time to tiinc~ on be.hal.f. of said Town at pa.r,
one or rnor.e of i_t.s negUt:iabl.r_ short.-tc~rrn notes i.n t•.lte agc,regatc~ principal
amount riot: exceccl:l.nc7 ~~4ri0, 000.00 (tl~tc~ "Not.e:r„) , to btz d~~tE.d tl7e same
cl~iy ar cl<ays ~_: i~ric~ proc~~c~c3~, of ..ai.d lc;an Ql tC".;n~~ are received by tl~e>
Town, bearing it~t.crc~:-t pit: a r:•~tte i~c~t-. c~xC~~-~e~cl.ir~c; t~c:~r~ pc~roc~nt: (l0U) per:
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arrnllIA, Y~ayab.lc~ in lawful money of the United States of Amc,T_ica. '1'hc
pr. inci pal of <and interest on all of sGi..d Notes shall. be paid within
twa:l_vc~ months of_ their r_cspc~c~-i.ve dates of issuance, with such payment
of principal and interest to be made solely from thc~ revenues and :in
the manner provided herein. The Town shall have the option to prepay
said Notes at any time in whole or irz past without penalty or payment
of any prepayment premium.
2. Tl~~e principal of and the interest on the Notes shall be
payable and collectible sole7.y out of the "Net Sales Tax Receipts" (as
definc~cl in Section 3 hereof) pledged i.r~ thi_s Ordinance ; the holders of
the Notes may not loo)c to any fund or_ source of revenue of the Town
other than the Net Sales Tax Receipts pledged herein for the payment
of the principal of and the inte.r_est on the Notes; th. Notes shall in
no event be payable from the proceeds of general. property taxes payable
to the ':Down of Vail and the full faith and credit of the Town of Vail
is not pledged for the payment:. of the principal of and interest on
said Noes; thc~ Notes shall not be consid.erc'd or held to be general
obligations of the Town and shall constitute special and limited
obligations of the Town.
3. The pri.nci_pal of and the interest an the Notes shall be
payable so)_ely and on7_y out of the Net Sales Tax Receipts of the Town
received by it as a result of the sales tax imposed ar~d collected
pursuant to Ordinance No. 11, Ceries of 1973 of the Town, subject to
the following conditions and limit~ltions:
a) Only those IQet Sales Tax Receipts imposed and collected
on account of sales of tangible personal property at retail and
the furnishing of services occurring during the months of December,
1979, and January, 1?ebruary and M~~rch, 1980,' are available and
pledged pursuant: to this Ordinance for the purposes of the payment
of the principal of and the interest on the subject Notes;
b) ':['he term "Net Sales 'I'a:~ r'.eceipts" as used herein, shall
mean the aznozint remaining f7-om the gros~~ sales tax receipts of
t:he months Gf 1)c,rember, 1979, and Jariu~.~ry, Fchru~~.ry any?. March,
1980, after dc:d~~cting tYacrefrozrz a.17. cc>:~t~==~ and c~.:pensc~s of r.al-
1c,ct:.ion, i. ,~r~iit.t~.znce and admi.nist~r.ation of: said tax an authoa.~i~:od
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C) T}"1L'- Net :~~zl_C`s 'l'~~7C l~('C.(-':1 pt Of t17C'. `S'own for Sales taXer
i_ml~o.;rd dui_~ing t.hc morrt}~~~ Uf L~c~cc:.rnLc'r, :L97c, and January, I'cbru~•zry
a.nd I~Tarch, 1.980, a.vailabl.~ for p~zymc'nt o:C the Notes are subject
to a limitation con~l:ainecl i.n Ordin~~.Iice Na. 1.1, Sc~.ries of 19'I3 of
the Town of Vail, that fifty percent of a.l.l of the revenues
derived from the' subject four. pcrrerlt (4~) gales tax shall he
devoted to and specifir.~~1.1y ear;n~-~rk.ed fo.r. the acquisition of real
estate f_or public purposes of t}'ie `Town of Vail. and also for the
acquisition, construction and equi.p}-~ing of buildings and facilities
for_ the use and benefit of the residents of the `T'own of Vail,
including the amortization of any bonds of the Town of Vail
issued ior_ any of said purposes. Fo.r such purposes, the To~•m has
previously issued certain band.~~, and may issue additional bands,
and in the various, bond autlioi.-i•r.i.ng Ordinances the Town has
pledged and set aside (or. m~-~y in t~l-ie ftlturc. pledge and set aside)
all of the sales tax r_evc:nues of the Town derived from a sales
tax of tcao percent (20) as authorized by said Ordinance No. 11,
Series of 1973, to pay the principal of and the interest on said
bonds. Accor.dirzgly, tl'ze chart-term '~Tot.es authorized herein shall
have a lien on the Net Sales Tax Receipts of the Town whic}'z is
subject to the Town's past-, present anci future right of appli-
cation of 50 ~ of said receipts for the acquisition o.f real estate
for public purk~oses of the Towiz and also far the acquisition,
construction and equipping of buildings and facilities for the
use and benefit of the residents of_ the TO~~JI1 and also for the
purpose of paying the principal of and the interest on the Town's
past and future bonds issued for the purposes of Ordinance No.
11, Series of 1.973 referred to above.
9. Subject to the right of the Town to expend solos tax revenues,
enter into contracts and issue bonds pis referred to in subparagraph
3c) above, the Town shall nat. issue any short-term notes, anticipation
crarrants, bonds or other securities in addition to or other thal, the
subject :hor.t-term Notes, or ot:h;~:x-w:i.,;e c~rzter_ into any contracts payable
in whole o.r_ in part out ofd the Net Sal.c~s '.Cox Rr_r..c~ipts ot~ the. Town
call.ecte~i }.~y rca~•oIi of. ;:~1.c>s taxc,s imk~osed fo.r. t-.ht~ month~_; of Dec~~n~ber,
1.979, and ~Tznua.ry, 1'c~bru~--;z~y rind rit,:zr_•clz, 1~3£IU, ~-~ncl havi.nq ~~ .Lien on said
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Net S«lcs `I',3~c Ftc~reipt_s prior ca x' suNc~r.:ior t.o ar on a parity with the
lien on said Met Sale:. Tax Ttrr..c:iPts crerit~d heroin too aecua:e the
payment of thc~ l~rinci.p~zl of rand the interest on the su}~~ jest ~short~--term
Notes; praviclcad, ho<<~c>~~car, nothing hf~rei.n sha17. be construr~d as li.mi.ting
the right. of. t}ie Town to issue any such obl. i_gat.ions or enter into
contracts which are subordinate to the Not Sales 'iax Rc,ceiF~ts herein
pledged for the payment of the subjer_.t short--term Notes.
5. The Town warrants that its OrdinancE~ No. 11, Series of 1973,
is now in fu11 force and effect and has not been repea]ed ar amended,
except that Ordinance No. 8, Series of 1974, a.mendcd said Ordinance
No. 11 concerning the rate sc}iedule for sales taxes imposed by Or-
dinance TtiTo. 11, Series of 1973. With respect to the months of December,
1979, and January, Fel.~ruary and r4arch, 1980, the To~,~n of Vail shall
not repeal i_ts Ordin~:nce No. 11, Series of 1.973, and the Town sha17.
not arlend said C)rdinanre in a manner which ~ti~ould diminish the sales
tax: revenue security for said Notes.
6. The Town sha.l.l levy, impose, administer, enforce and col7.ect
the sales tai;. authorized by Town of Vail Ordinance No. 11, Series of
1973, t.o the extent of an arnaunt not= to be less than faur percent (~t° )
of gross rccei_pts derived from the sale of tangible persona. 7_ property
and the furnishing of services now o.r hereafter su.bjcct to the Town's
said sales tax during the months of December, 1979, and January,
r,~
February and 2~Zarch, 1980.
7. `l~t~c Town of Vail covenants and agrees that all of the Net
Sales Tax Receipts derived _f-rom said faur percent (~lo) sales tax as
authorized in Town of Vail Ordinance No. 11., Series of 1973, unposed
and collected on all sales of tangible personal property at retail and
the furnishing of services dur.inq the months of December, 1979, and
January, February and March, ].980, shall. be and hereby axe irrevocably
and solely assigned, pledged and set aside to pay t.lie principal of and
the interest on the Notes, as the same become duce ar~d payable, subject
only to the prior and super:i;~r rie7lits t.o and. r~ny plec~ige of fifty
pe.rccnt of skid sales L-.ax receipts as spc~ci.fied in suhpax-r~crraph 3r..)
hex'c~of. Tlxc~ a~:signrr~ent and pledge prc.~vi.dc~d far l~er.ci_n s},al.l. be valid
and binding from anc:} after tl~c d<~i-c of the f:i.x-~t delivery of any of
tlrc Nc~tc~s, rind t-flea uhjc~ct Nt~t SC-aJc::~ '1'a~t }:~cc-ci.~_>tr~, r.1s rccc:~:i.vrd by thr~
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Town and lrer.~b}' as.~i_rrred and pleciyc~d, shall. i_rrrrnediately }.~e subjec:t to
thu lien of: this plc~dyc~ wi.tlrout ar~y physical dolivc~.r.y t.hcreof, any
• filing, or :Curthe~_ act, a.nd the lien of tlli.s p1.ed:I:> and the obli_c~~rt.ion
to perform tyre cor,t.ractual provi:i.ons horek~y made shall have priority
over any or all other oblic~~.r~tions ~~nd ].iahi_lities of the Town (except
as herein othor_wise expressly provided), and the lien of this pledge
shall be valid and binding as against all parties having r..l.aims of any
kind in tort, contract or othcx~~is~~ against the Town (except as herein
otherwise expressly provided), irrespective of whether such parties
have notice thcreo~. The Town of Vai_1 covenants and agrees that the
short-term Iv'otes i~sucd from time to time pursuant to this Ordinance
shall have an equal claim t.o the Net S~~]_es '.fax Receipts p]_edged herein,
so that if the Net_ Sales Tax Receipts ar_e insufficient to ally pay
the principal of and i.nter.est due on a.ll said short-term Notes, then
the Net Sales Tax Receipts shall be appl.iecl on a pro rata basis to
repay ;aid short-term Rotes.
8. Far so long as the Notes s1~a11. be outstanding and unpaid,
except as otherwise provided heroin, the entire Net Sales '.?'ax Receipts
for the months o.f_ Decc~rnber., 1979, and Januaz:}~, February and March,
1980, upon their receipt from time to time by the Town, shall be set
aside and credited-inunediately to a separate special fund hereby
authorized and created, known as the "Town of Vail, December, 1979,
and January, rebruary and ,March, 1980, Sales Tax Receipt Fund" (the
"Sales Tax Fund"). The Net Sales Tax Receipts so collected by the
Town shall be held separate and apart from the other funds or accounts
of the Town and the entire pr_aceeds held i_n said Sales Tax Fund (except
as herein otherwise expressly provided) are hereby pledged to secure
the payment of the principal of and the interest on the subject siror_t-
term Notes. Llpon payment in full of the principal of and the interest
on said Notes, any re:~aining gr_occed:a of said Sales Tax Fund may be
used in any ].awful rnunner determined by the Town.
9. For so lorir :~s the Notes hcrel~y authc~ri.zed shall. remain
oirtst~~nding and unpaid, the Sal.c~s T,ix Fund :,hall bo administered, ~.rnd
the monies an deposit therein shall. be app.li.eci, in the following order.
of 1>ri.arit.y (e::cc~pt: as herein ot:her~oise' e::prc-::sly provided)
n) l~'i..r:~t,. wi_tlr.i.n t~-,,•c.~l.vc~ (l?_) rnont.h:; ~~f_ter thou issuanrc,
the '1'c~wn :>ht~ ]_ 1 p<r}~ the i.nt:c rc ~; L Niue nrr ~:;.1 id I~~o to s .
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b) Sc:cond7.y, wi.tlain t~wclve (1.2) months af:tc:r their issuanc~c,
the '1'cawri :~h~:il 1. p,:iy t:lie px::i ncipal o:f. the Notes .
1.0. The '3'u~,~n cov~nr.uats ~~;.ad w«rxar~tti tP~at except as pro~,ricicd i.n
subparagraph 3c) above:, there are no p1-edges of or 1.i~ its on the Tdet
Sales Tar. Recei_pt.s of tY~e Town to lie imposed and col.1%~cted for the
months of Decen-~ber, 1979, and January, Februaz-y and March, 1980, in
addition to or other than the: pledge and lien thereon creatE:d by this
Ordi_n~~zncc .
11. The sl.zms here.i.nbefore provi ded to pay the principal of and
interest on the Notes, when due., are 1-ier_eby appropriated for that
purpose,, and sa i_d. amounts shall be included in the 1980 annual budget
and appropriation or_di.nance or measures to be adopted and passed by
the To`~m Council of the Town far the year 1980. No provisions o.f: any
Constitution, statut:~, charter, ordinance, resolution, or other order
or measure enacted after the issuance of any of the ?dates herein
authorized sha11_ i.n any manner be construed as limiting or irnpaix:ing
the obligation of the Town to levy, ii<<pa.ae, administer, enforce and
collect the sales tax as provided Herein, for the payment of the
principal of and the interest on said Notes.
It shall be the duty of the Tocm Counr.il, at the time and in
the manner provided by 1.aw fox- levying other Town taxes, if such
action shall be necesszaz_~y to effectuate t:he provisions of this Or-
dinance, t:o ratify and carry out the provisions 1'i<reof with reference
to the levy and collection of the sales taxes herein specified, and
said Council shall require the officers of and for the To~~an to levy,
impose, extend anal collect said sales taxes in the manner provided by
law for the purpose of providing funds for the payment of the principal
of and the interest on the Notes promptly as the same, respectively,
became due. The subject Net Sales Tax Receipi.s, when coll.erted, shall
be kept for and applied only to the payment o.f. the interest on and the
principal of said No Les a.s hereinbefore specified (except as herein
other~aisc expre4,sly provide-d) .
12. Said Notes shall be cxecutccl :in the name and on behalf of
said Town with t:hc manu~:21. siynat:ure cif i.t:.s Mayor, or i.n the abCence or
disabil.:i.t:y oi' t:hc P-Zrcyor, t.hc: 1~1~zyox:- 1'ro '.l'crm, ~;hr,].7. hear an i.m}~.r_ession
of tl~E~ :>c:al of t-.t~e To~~~r,, and :,lcall he ~itt:csted by the xnanur-zl s~ignaturc
of the '1'<~wn C1c,rk of t:hc~ Tawas. S~3ic3 i~er~,t:c~:; .~h,~.11 he :in :~ubsi::antiril-ly
thci fo7.1.o~~xintd fox•m:
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[Fo1"111 c>f Paot.~~l
t111ITED S'1'71TI.S OI'' A2dF'RICIi
S'1'A'I'E OI~ COLO}2All0 COUNTY OF EAGLE
TOWN OF VAIL
SAFES TAX ANTICII'ATIOIV :~}IORT•--'I'I;i~M NOTE
The Town of Va.i1, in the County of Eagle and State of Col.or_ado,
for value received, hereby promises to pay to the order of
solely from the Net Sa]..es Tax Receipts
provided therefor, at the office of the 'T'own, in Vail, Colorado, the
sum of $ with interest on the unpaid balance thereof
at the rate of percent per annum from the date hereof until
paid.
The principal hereof arzd the interest her_con will be paid in
lawful money of the United States of America on or before ~,
solely and only from the Net Sales Tax Receihts of the Town of
Vail, as provided and. limited herein, from the imposition of the
Town's sales tax during the months of December, 1.979, and January,
February and March, 1980, when received, heretofore levied and imposed
on all sales of tangible personal prope:rt.y at retail and the fur_nishi.ng
of services within the Town of Vail, Colorado. This Note may be
partially or who11_y pl-epaid at the option of the Town of Vail at any
time without penalty or payment of any prepayment premium.
Z'his Note is issued in an~lcipation of said Net Sales Tax Receipts
for the months of December, 1979, and January, February and March,
1980, to provide funds to meet and defray the ordinary and necessar1T
current expenses and the contractual obligations of the Town of Vail.
This Note ~3nd the interest hereon do not constitute a gener~~l obligation
of the Town of Vail and the full faith and credit: of the Town of Vail
is not pledged for the payment hereof. 'T'his *7ote is not payable in
whole or i.n part from the proceeds of general property taxes of the
Town of Vai._l. This Nate and the interest payable hei:eon are limited
spacial. obl.ic}ations of the ~1'own of Vail. and are }>ayable ~~nd collectib:Le
solely out cif and ar. secur.ed by an irrc~vc,rabl.e }>lc~dge of the: Not
Sales Tax Receit~ts oi' the Totini of. Vai.1 V,'iiC1"1, as, and i.f r_o;1.lec;ted from
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the levy, impasi..tian, t,xtonsiori and coll_c~cL-ion of t:he `t'own's sales tax
imposed on all. sales of tangi_b].o poa':>orralw p:ro}~~crt.y at retai]_ and the
furnish:i.ng of. services wi.th:in the Tow~z during the months of December,
1979; and Janu~~ry, Fehr-.uary and Maa~c~h, 1980, which Net Sales Tax
Receipts are so pledged, as more specifically provided in Ordinance
No. ~, Series of 1979, adopted ~, 1979 by the Town
Council of the Town of Vail (the "Ordinance") pursuant to which Ordinance
this P1ote is issued; and the holder hereof may not look to any general
or other. fund of the Town fo-r_ the payment of the principal of and
interest on this Note, except the special Tdct Sales Tax Receipts and
the Sales Tax Fund pledged therefor. Nothing herein sl-~all be r_onstrued
as authorizing any assessment or levy of any taxes or assessments for
the payment of the principal of and the interest on this Note, except
for said sales taxE~s for the months of_ December, 197, and January,
February and Marsh, 1980.
Payment of the principal of, and tYie interest on this ^lote shall
be made solely from and as security for such payment, there is ir-
revocably pledged, pursuant to the Ordinance, a special fund thereby
created and identified as the "Town of Vail, December, 1979, and
January, February and *4arch, 1980, Sales Tax Receipt Fund" (the "Sales
Tax Fund") into which fund the Town covenants to pay the Net Sales Tax
Receipts of the Town from the imposition of the Town's four percent
(4~) sales tax during the months of Decembers 1979, and January,
k'ebruary anci March, 1.980, provided that the lien securing this Note on
said Net Sales Tax Receipts and Sales Tax fund is subordinate to any
lien thereon arising out of the right of the Town to devote the Net
Sales Tax Receipts received from a sales tax of two percent (Zb) for
the acquisition of real estate for public purposes of the Town and
also for the acquisition, cons~tr_uctior~ and equipping of bull-dings and
facilities for the use and ber~c~fi-t. of t:he residen-Ls of the Towns
including the ~irnartization of any bonds of tl--e `.l'own :issued f_or. any of
said purposes, a1.1 as is more :pecii~ically s.et forth in the Ordinance.
It is he~re.by r_cei_ted, cF~~rti.fit~d and war.tanted that for the payment
of this Moto and of- t1~r~ i_ntere:,t. hereon, tl~ie 'l'awn of Vail has created
aYld w.] 1 mai_i1tai.n said Sr~.lc.s 't'~~1c Fund ~:irid ~:~:i-11. dc~pori.~t: t.hcrein all Net
Sal.c~s `.(',.i:*; T.r~cc~:i_}>t::s i'o~:~ t}~ie rac»ith~ ofi Dc~cerribc~i~, 1979, and ~7anr~ar.Y-
1. [) -
s
I?cbr.uary and I1~~z-cl~i, 13130, a:- px•c>vi.d~~d irz the Ordinance, and out of
said sl~ocial funds, a~; can :i.z_.r.cvacabl.e c:~harge thereon, the Team of Vai_]_
will pay this Nate and interest thc~reori, in the manner provided by
said Ur.di_nancc~. Thc~ Net Sales Tay> ~?ecei.pts of the Town of Vai]_ from
the imposition of said sales t:.~:%x during the manths of December, 1979,
and January, February and ~}arch., 1980, are (except as otherwise expressly
provided in this 1Yotc and in tl~e Ord:i.n~~nce) as,~i.gned, pledged and set
aside to the payment of this Note and the interest hereon in anti-
cipation of the collection of said sales taxes for said months.
The Town of Vail covenant:_= and agz-ecs with the l~iolder of this
Note and with each ar,d every person tirlio iru~y l~ecomc the holder hereof
that it will. keE-p and will peL: form gill of the covenants of the Or-
dinance a.nd of this Note.
Reference is hereby made to the Ordinance fer a description of
the provisions, terms and c.orxc3itions uY:>on which this Note %s issued
and secured, inr_luding without 1_imi.t~•~tion, the nature and extent of
the security for this ?cote, the collection and dispasition of the
revenues and monies charged with and pledged to the payment of this
Note, a description of the s.p<:cial fund referred to above and the
nature and extent of the security and pledge afforded thereby for the
payment of this Note, as wel_1 as the rights, duties and obligations of
the Town of Vail and its~Tovni Cauncil and also the rights of the
holder of this Note.
It is hereby certified, recited and warranted. that all acts,
conditions and things required by 1_aw to be dare precedent to and in
the issuance hereof have been properly dane; that. all tree requirements
of law have bcc~n fully campli_cd with by the' proper officers of the
Town of Vail in the issuance of this Note; that it is issued pursuant
to and i.n strict consor_mity wi..th the Constitution and laws of the
State of Colorado, the Marne Rule Char_tf,r, ordinances and resolutions
of the `i'o.an of Vai_1 and pursuant to a.z~ O?:dinancc of said Town duly
adopted, publishrcl and made a law of ;;aid 't'own prior to the issuance
of this IQote; t.}~at this Note duc~.~ rzot_ cor~t.ravc~nca any Canst.i.tutional or
st~ztut.ory l.~mitati.ari o.z~ ~=zrzy prc~>visiaz7 of the ilc:,nica Rule Charter, rc~so-
- ]. 7. -.
~• ..
lotions or ordi:ianc:cs o:f t}ic '1'c:~tar, cf Vai.1. ~ and that this Note is
issued under tl~c authority of the Ord i.ric~rice.
I~or tl,e payria~nt: U this I~!ot~c~ ar,.r1 L-l,i_~ ir,cc:~xe~~t },ercon, the Town of
Vail, Colorado pl.edgc~s the exerc_sc~ of ~~11. of its lawful corporate
powers.
IN TIaSTIP~I0IQY Tti'IIET2EOF, the Town Cot:lncil of the Town of Vail,
Colorado, has caused this Note to be executed i.n the name and on
behalf of said ToU~n with the rnanu~a.l signatu?`e of the P~iayo.r or Mayor
Pro Tem of said Town, to be sealed with Zn impr_ession of the seal of
said Town, and to he attested by the n,~,,nual sic3nature of the Clerk
thereof, all as of the day of 1979.
TOG~N OF VA'CL , COLORADO
IIy
(TOWN)
(SEAL)
ATTEST:
Town Clerk
>`2ayor
(land of form of Note)
-a.2...
.' • •
13. S~~i.d TJoi_r~s, when c~xecut~cd a~} 1>z,avidec! l~crein and by law,
shall be do>1.ivercd by any one of. the offi ccar_:; of the Towr~ to the
pur.ch~~ser thereof, upon payment to t.lie To~,:., of the par vallze therccf. '
The proceeds derived from the sal_c~ of the r7otes shall be used ex-
clusively for the purposes Ct.~~ted Herein, provided, however, that any
portion of such proceeds may be temporarily invested pending such use
in securities or obligations w}zicli are 1ac•~fu1 investments for the Town
of Vail, with slzcl-1 temporary investment tc~ be made consistent with the
covenant hereinafter provi_dcd concerning arbitrage bonds. Neither the
purchaser of said Notes nor any ho]_der tller-eof sh<:i11 be in any way
responsible for the appli.c~~.tion of the proceeds of said Notes by the
Tovan or any of its officers.
1.4. The Town covenants with the holder of the Notes that it will
make no use of the proceeds of such Notes at any time during the te.r_m
thereof which, if such use Had ueen reasonably expected on the date
the Notes are issued, would have caused said Notes to be arbitrage
bonds within the meaning of Section 10.3 (c) of the Internal Revenue
Code of 195, as amended, and the regulations proposed thereunder by
the United States Treasury Department, unJ_ess, under any valid pro-
vision of law hereafter enacted, the interest paid on the "Totes (a)
shall be excludable from the gross income of a recipient thereof for
Federal income tax purposes ~~rithout regard to whether or not such
Notes are arbitrage bonds, or ~~) shall be exempt from ail Federal
•income taxation.
15. The Town, acting by and through its Town Council, its
officers, or otllerwise, shall faithfully and punct.lzally perform, or
cause to be performed, a1.1 duties with respect to the imposition,
extension and collection of the sales tax pledged herein which may be
required by the Consti_tuti.on and l~:~ws of the State of Colorado, the
Home Ru]_e Charter and the various r_csolutio~is and ordinances of the
Tovm, including, wi-tl-iout li.~r~itation, the 1?raper segregation of the Net
Sales Tax RF~c~~ipts and tlicir appl i_cation fz'c~Ir. ti.Ine to time to the
Sales `.t'ax Fund provided he rei_n..
1G . At. an_y time and a. t: a7.1 ti_mc~~, thc~ `t'own Chal_1 , Co far as it
mr-iy i.>c~ authc>r_ i_rec~ ley law, 1~~-~~,s, m~ilcc~, do, c.~?:ec;ut:e, arl:noval.c>dge,
dc~l.:ivc~r, and file c:~I- rr:corcl :ill. gild every sucH fur.t.}ier i.n~:.t-.runtcnt:s,
--. 1.3._
• ! t
c7CtS, ciS5lC~nniC'ntS, tl"ctTl:_'rfc'r.~i, Otlze:r (.iOC;ilIll~n'r`;, a17d c`aS.^~Llrcl.nC(?S c33 1'Ik~Y
be nece:s;ary ar de.~irab:l~ for. the be'tt.c.r assu7~a.rzg, granting, as„igning
and confirming ~~11 and :singular the r.i.ghts, Nc~t. Sal..es Tax Receipts,
Sales Tax Fund and oth.c.r fund:; and accounts he=rcby plF~c3ged or assi.gnc,d,
or intended so to be, or which the Town may hereafter become bound to
pledge or to assign, or as may be reasonable and requir_s~d to carry out
the purposes of_ this Ordinance. The 'own, acting by and through its
Town Council, its officers, ar otherwise, shall at all times, to the
extent p<~~rmitted by law, defend, preservo and protect the pledge of
the Net Sales Tax Receipts, the Sales Tax Fund and other funds and.
accounts pledged hereunder and. all the rights of the holder of the
Notes authorized herein against all c].ai_zns and demands of al_1 persons
whomever. .
17. The Town hereby warrants and rovenant.s that upon the date of
issuance of the Notes, all conditions, acts and things i-~quired by the
Constitution or statutes of the united States, the' Constitution or
statutes of the State of Colorado, the Town Charter of the Town of
Vail, Colorado, or this instrument, to exist, to have happens>d and t.o
have been performed precedent to or in the issuance of the subject:
Notes shall exist, shall have happened ar~d shall have been performed,
and the Notes, together with all other obligations of the Town, shal7_
not contravene any,limitati.on prescribed by the Constitution or
statutes of the United States or the Constitution or statutes of the
State of Colorado or the Town Charter, resolutions or ordinances of
the Town of Vail, ~olor_ado.
18. The Town will keep proper_ books of recUrd and account
showing complete and correct entries of all transactions relating to
the Net Sales Tax keceipts and the Sales Tax Fund estab]..ished herein.
Any .holder of the Notes, or any duly authorized agent or agents of
such holder, shall have the right: during normal. business hours to
inspect all rerords,~ accounts and data r_c3lating thereto.
]_9. The Tam, a.ts officers, agents and em1->loyees, and its '1'ovm
Council, shall not. false any action in such ztlannc~r or. to such extent as
might }-arf~judicc t_l-ie~ :-;c~curity for the payment of the principal of and
t.hc. inte:~:c::t: on ths~ Noi~c~ Nc_~ contract shr_+..1.1 Lc:~ cntex~c'd into nor any
ot.lzc~r. ~~ct:i.on t~tlr:~n by v:~ha_ch t:h~, riclht::; o.f ~-zny hc~l.cis~.r c?.f~ t11c~ Ni~tr~s as
.~ ~ ~
proviclcc3 ~~nd :iirnited by this Ordinc~~'~re zni.ght be ~~rcjuctic ially and
mat:er:i.al.ly imp;:~ired or dimi_ni.shed.
20. The Town :;hal.7. prompt]_y pay the pra.nci_pal of and the i.r,-
tr~rest on i_liG Notes issued hereundE~r arzd secured hereby at the places,
on t:he d~~tes, and in the manner spocif-ied herein and in the Notes
according to the true intent and rneani.ng hereof.
21. ~9hen duly executed and deli_ve.rcd for the purpose provided.
for_ in this Ordinance, the I~'otes shall constitute caarrantios by and on
behalf of: the Town for t}~ic benefit of each and every future holder
thereof, that the Notes have been issued for a valut~ble consideration
in full conformity ~~~i.th law.
2?. any holder of the Notes issued. hereunder shall be entitled
to all of thn privileges, rights and remedies provided or. permitted in
this Ordinance and as othez.-wise provided or permitted by law or i.n
equity or by other statutes, N~th:i.ng herein affects or impairs the
right of any holder of the Notes to enforce the payment of the prin-
cipal and interest due in connection therewith at t-_he time and place
expressed herein and in such Notes.
?.3. A1.1 action heretofore taken by the Town of Vail and by the
officers of the Town (not inconsistent herewith) directed toward the
authc.~rization of the subject Notes for the purpose o:f providinq funds
to defray in cahole or in part the ordinary and necessary current
expenses and the contractual ol~i.gations of_ the Town, be and the saute
:is, l'iereby .r_atified, approved and confirmed.
?.4. The officers of the Town are hereby authorized and directed
to enter_ into such agreements and talce all action necessary or ap~
propriate to effectuate the provisions of this Ordinance and to comply
with the requirements of law, izlcluding without 1-uniting the aen-
era]_.ity of the foi~eyoing: (a) the execution. of sucYz certificates as
Wray be reasonably required by the purchaser. of fine Notes relating to
the tenure and identity of. the Town offir.i~ils, the receipt: of the
Notes' puz.~chase price, and, if in ;~ccordanre with tlie. facts, the
absence of litigation, pendincl or threatened, affc~ct:.i.ng tl,c~ validity
of. the Notes; ()J) t:he ms)<:ing of the various: statc~mcnts, recitals,
cerf:ificat:ions. and ~~larrant:i.c,s ~~,z.:ovictc~cl for- iz~ tlzc: fay:m o1: Tlote s~~L
f-o.rth i.n this Ox'c3in~,nct; (c) cst~ibl.i.-;}ii-nc~ t-.llc~ i.ntc~r.cst r:~rt.t~s anci
J `~, --
~' ~ ~ ~
maturities to be set for.tlt i.n thc~ Note; and (d) l~rovi_r].:ing for the sale
and delivery of tkie Notc a:~ provided and ].i.mitcd herein.
2;. L~cept as liei:-ein otherwise exprc~tisly provided, rothinc~
herein express or. implied, is intended or_ steal]. he construed to confer
upon or to give to any person, other than the Town, the Town Council,
and the holders from time to time of the IJotes, any right, remedy or
claim under or by reason hereof or any covenant, condition or stipu-
lation hereof. All the covenants, stipulations, promises and agree-
ments herein contained by and on behalf of the Town shall be for the
sole and ekclusi_ve~benefit of the Town, the Town Council and any
holders of the Notes.
26. No recourse shall be hac] for the payment. of the principal of
and the interest on the Notes or for any
wise upon this Ordina~.ZCe authorizing its
strument pertaining thereto, against any
Council or any officer or other agent of
future, either directly or indirectly, t
Tovm, or. otherwise, vahether_ by virtue of
claim based thereon or other-
issuance or any other in-
individual member of the Town
the Tovm, past, preaent or
h.rough the Town Council or the
any Constitution, statute or
rule of. ].aw, or by the enforcement of any penalty or otherwise, all
such liability, if any, being by the acceptance of the P1ot:es and a.s a
part of the consideration of its issuance spec9..ally waived and released.
27. All ordinances, acts, orders, or resolutions, or parts
thereof, taken by tl~e Town, of Vail and in conflict with Lhis Ordinance
are hereby repealed. This ropea]_er shall not be construed to revive
any ordinances, acts, orders, resolutions, or parts thereof:, hereto-
fore repealed.
28. This Ordinance is, and shall constitute, a legislative
measure of: the Tovm of Vail, and after the Notes hereby authorized are
issued, sold and outstanding, this Ordinance sh~]_1_ consi:.itute a r_on-
tract between the Town and the holders of said Notes, and shall bc~ and
rernai.n irrepea].abl.e until said Notes and the interest accruing thereon
sha]..1 have been fully paid, satisfied and c]ischarged.
29. 'I'krc: proper officers of the Town of Vail., Co:Lorado, ar.~,
k~icrela.yr auth~x-ized and directed to p:(y or cause to be paid the ir~tcr.est
On tl-1C? Nate? ~ hC're]n i3Ut}ZOr~zt>d Cl`.'; t'..l"lr s~~lSl(.'. Sher] ]. cZCCltle, aI'1C] th(~
k.~rinci.pa]. of. ::;<:,~id Not.es at. or ]~c•forc in,.t.ut-i.ty, ~,~i_t:l-rout fuz~Lher war.~.~int:
or cardc~~~,
_-J G-,
:~'~ .~
30.. :i~fi~ any P:,r_<~gr.-apJ~, c:l-ausE~ cai~ provi:~i.c~n of t}r7..s Ord.i.nar~cc is
juc3iciall.y adjudctc,d .i.nva7._id or_ ur7c,ni~orcc~ablc, ~:uc}1 juc3c~ment shall not
aif:ect, imf>a.i_r or i.nval.idatc~ t:he rernai.ni.n<3 par~~c:Irap}~is, cla.us>r_.s or
protiTisions }~~rrGOf:, the inter3t_i.on beincl t}~~at the various paragraphs,
c~_auses or pr_ovi:~ic~n.°°~ 1-rereof are severable.
31. A public hearing on this proposed Ordi.nancc shall be held by
the To~ti~n Coz?s~cil at 7:30 P.M. , on Tuesday, Nardi 6, 1979, at the Town
of Vail T~SuniciFaal I3u:i.l.ding, Vai 1., Colorado, ~~nd it is hereby ordered
that. notice of said meeting be given as requa_red by law.
INTFtODUCL~D, P.EAD ON I'IRST READING, APPROVED AND ORDERED PU33LISFTED
y
GNCE TId I~'ULL TTIIS 2 0th DAY OF FEF3RUA.T:Y , 19 7 9 .
~ TOP7i1 OT? VAIL
gyp;
,~~,' •i/
~~
a
4
sy __
ray
(T01~F~"~d )
(Slv,~y~ ~, P.
A`:l"I`IsST
_ r rl ,
To~~n Clerk ~-
INTRODUCF~D, R%lD ON SECOND READ:LNG, APPROVED, ADOPTED, ETJAC~i'ED
1
A.'~TI~ ORDERt~:D PUBL I SFiI?D ONCE TN FULL THIS (r th DAY OF (1l1f"l h C ~ ~ 19 7 9 .
V
. ~ F~'
` ~!
~~
(TOGdN )
(SEAL)
' t~ a ;~.
TOWN OF VA:fL
By - ~ ,
P-Zay
ATTT,ST
_____~ TO~ti'r'1 C l c' I~ k---