HomeMy WebLinkAbout05-11-2020 STUDY SESSIONI AGENDACity Council Study Session Community
Wellness Special F ocus Area
May 11, 2020 - 5:30 P M
Virtual
A GE NDA
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I .C A L L TO O R D E R
I I .Virtual Participation L ink
A .Virtual Participation L ink
The A uburn City Council Study Session Meeting scheduled for Monday, May 11, 2020
at 5:30 p.m. will be held virtually and telephonically. To attend the meeting virtually
please click the link or enter the meeting I D into the Zoom app or call into the meeting
at the phone number listed below.
P er the Governor’s Emergency P roclamation 20-28, the City of A uburn is prohibited
from holding an in-person meeting at this time. All meetings will be held virtually and
telephonically.
The link to the Virtual Meeting or phone number to listen to the Council Meeting is:
P lease click the link below to join the webinar:
https://zoom.us/j/98841391835
Or iPhone one-tap :
US : +12532158782,,98841391835#
Or Telephone:
Dial
1 253 215 8782
877 853 5257 (Toll Free)
Webinar I D: 988 4139 1835
B .Roll Call
I I I .NE W B US I NE S S
A .Council Rules of P rocedure
(R E C O MME ND E D A C T I O N: Move to extend the suspension of Council Rules of
P rocedure 3.1(H), 4.1, 10.1, 11.2(B ) and 16.1 that were amended on A pril 6, 2020
during the City Council Meeting through J une 2, 2020 and allow the virtual and
telephonic participation in Council meetings.)
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I V.A NNO UNC E ME NT S , P R O C L A MAT I O NS , A ND P R E S E NTAT I O NS
A .National Police Week & Peace Officers Memorial Day P roclamation
Mayor Backus to proclaim May 10-16, 2020 as National P olice Week and observe May
13, 2020 as National Peace Officers Memorial Day in the City of Auburn
V.A G E ND A I T E MS F O R C O UNC I L D I S C US S I O N
A .Ordinance No. 6774 (T homas)(20 Minutes)
A n Ordinance providing for the issuance of one or more series of Utility S ystem
Revenue and Refunding Bonds
B .I nterlocal A greements for Homelessness A ssistance (Backus)(15 Minutes)
C.P arks, A rts and Recreation Covid Update (Faber)(20 Minutes)
P resentation of past actions and recovery planning as it relates to Parks, Arts and
Recreation and Covid-19 restrictions
V I .C O MMUNI T Y W E L L NE S S D I S C US S I O N I T E MS
A .Overview of the 2021/2022 Human S ervices Grant Funding Application and Review
P rocess (Tate)(10 Minutes)
B .S tatus of Human S ervice Agencies A midst C O V I D Pandemic (Tate)(10 Minutes)
S taff to provide a status report of how Human S ervice agencies are performing and
coping during the C O V I D-19 pandemic
C.Overview of C D B G C V F ederal Funds (Tate)(30 Minutes)
S taff to provide an overview of the process and restrictions related to allocating C D B G
C V funds
V I I .O T HE R D I S C US S I O N I T E MS
V I I I .A D J O UR NME NT
Agendas and minutes are available to the public at the City Clerk's Office, on the City website
(http://www.auburnwa.gov), and via e-mail. Complete agenda packets are available for review
at the City Clerk's Office.
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AGENDA BILL APPROVAL FORM
Agenda Subject:
Ordinance No. 6774 (Thomas)(20 Minutes)
Date:
May 6, 2020
Department:
Finance
Attachments:
Ordinance No. 6774
Budget Impact:
Administrativ e Recommendation:
For discussion only.
Background Summary:
Ordinance No. 6774 seeks City Council authorization to issue new utility system revenue debt
and to refund outstanding revenue debt.
By way of background, the City’s adopted 2020-2025 Capital Facilities Plan provides for an
issuance of revenue bonded debt as a financing vehicle to undertake a number of utility
system capital projects within the current planning horizon. In addition, the City has
outstanding Utility System Revenue Bonds which were issued in 2010. With the current low
interest rate environment, the opportunity exists to recognize future interest cost savings by
refunding these outstanding bonds. Pacifica Law Group has been retained to serve as Bond
Counsel.
Pacifica Law Group has prepared a “Bonds 101” primer/refresher presentation which will
precede discussion of Ordinance No. 6774.
In closing, the issuance and refunding of bonds is necessary to capture presently favorable
market conditions and the City as a matter of practice has routinely engaged in these types of
transactions in the past.
Rev iewed by Council Committees:
Councilmember:Staff:Thomas
Meeting Date:May 11, 2020 Item Number:
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CITY OF AUBURN, WASHINGTON
UTILITY SYSTEM REVENUE AND REFUNDING BONDS, 2020
ORDINANCE NO. 6774
AN ORDINANCE OF THE CITY OF AUBURN,
WASHINGTON, PROVIDING FOR THE ISSUANCE OF ONE
OR MORE SERIES OF UTILITY SYSTEM REVENUE AND
REFUNDING BONDS OF THE CITY IN THE AGGREGATE
PRINCIPAL AMOUNT OF NOT TO EXCEED $28,000,000 TO
FINANCE COSTS ASSOCIATED WITH THE
CONSTRUCTION OF AND IMPROVEMENTS TO THE
CITY’S COMBINED UTILITY SYSTEM AND TO REFUND
CERTAIN OUTSTANDING COMBINED UTILITY SYSTEM
REVENUE BONDS OF THE CITY; APPROVING THE SALE
OF THE BONDS; AND DELEGATING THE AUTHORITY TO
APPROVE THE FINAL TERMS OF THE BONDS.
PASSED: MAY 18, 2020
PREPARED BY:
PACIFICA LAW GROUP LLP
Seattle, Washington
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TABLE OF CONTENTS*
Page
Section 1. Definitions and Interpretation of Terms ..................................................................2
Section 2. Findings; Parity Requirements; Authorization of Bonds and Bond Details ..........10
Section 3. Registration, Exchange and Payments ...................................................................12
Section 4. Redemption Prior to Maturity and Purchase of Bonds ..........................................14
Section 5. Form of Bonds .......................................................................................................16
Section 6. Execution of Bonds ................................................................................................16
Section 7. Application of Bond Proceeds; Plan of Refunding ................................................17
Section 8. Tax Covenants .......................................................................................................18
Section 9. Payments into the Bond Fund ................................................................................19
Section 10. Pledge of Net Revenue and Lien Position .............................................................21
Section 11. Covenants of the City.............................................................................................21
Section 12. Flow of Funds ........................................................................................................24
Section 13. Rate Stabilization Fund ..........................................................................................25
Section 14. Future Parity Bonds ...............................................................................................25
Section 15. Separate Utility Systems ........................................................................................27
Section 16. Contract Resource Obligations ..............................................................................28
Section 17. Defeasance .............................................................................................................28
Section 18. Sale of Bonds .........................................................................................................29
Section 19. Undertaking to Provide Ongoing Disclosure .........................................................30
Section 20. Amendatory and Supplemental Ordinances...........................................................30
Section 21. Events of Default ...................................................................................................33
Section 22. Lost, Stolen or Destroyed Bonds ...........................................................................36
Section 23. Severability; Ratification .......................................................................................36
Section 24. Corrections by Clerk ..............................................................................................36
Section 25. Effective Date ........................................................................................................37
Exhibit A: Form of Bond
* This Table of Contents is provided for convenience only and is not a part of this ordinance.
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CITY OF AUBURN, WASHINGTON
ORDINANCE NO. 6774
AN ORDINANCE OF THE CITY OF AUBURN,
WASHINGTON, PROVIDING FOR THE ISSUANCE OF ONE
OR MORE SERIES OF UTILITY SYSTEM REVENUE AND
REFUNDING BONDS OF THE CITY IN THE AGGREGATE
PRINCIPAL AMOUNT OF NOT TO EXCEED $28,000,000 TO
FINANCE COSTS ASSOCIATED WITH THE
CONSTRUCTION OF AND IMPROVEMENTS TO THE
CITY’S COMBINED UTILITY SYSTEM AND TO REFUND
CERTAIN OUTSTANDING COMBINED UTILITY SYSTEM
REVENUE BONDS OF THE CITY; APPROVING THE SALE
OF THE BONDS; AND DELEGATING THE AUTHORITY TO
APPROVE THE FINAL TERMS OF THE BONDS.
WHEREAS, the City of Auburn, Washington (the “City”), owns, operates and maintains
a water supply and distribution system and a sanitary sewage system, which systems were
combined pursuant to RCW 35.67.320 by Ordinance No 961, passed on March 7, 1950, and
further combined with the storm drainage system by Ordinance No. 4945, passed on
February 18, 1997 (the combined systems, including all additions, betterments and extensions at
any time made, are collectively referred to herein as the “Combined Utility System of the City”
or the “System”); and
WHEREAS, the City has previously issued and has outstanding certain obligations of the
System payable from and secured by Gross Revenue of the System, subject only to the prior
payment of Maintenance and Operation Expense (each as defined herein) (the “Outstanding
Parity Bonds”); and
WHEREAS, the ordinances authorizing the Outstanding Parity Bonds provide that
additional revenue bonds may be issued with a lien on Gross Revenue of the System on a parity
with the lien of the Outstanding Parity Bonds if certain conditions are met; and
WHEREAS, the Council now determines that it is in the best interest of the City to issue
one or more series of utility system revenue and refunding bonds (the “Bonds”) in order to
provide funds (a) to finance and/or reimburse the City for costs associated with the construction
of and improvements to the System, (b) depending on market conditions, to defease and refund
certain Outstanding Parity Bonds, (c) to fund the reserve account, if necessary, and (d) to pay
costs of issuing the Bonds; and
WHEREAS, the Council wishes to delegate authority to the Designated Representatives
specified herein, for a limited time, to approve the interest rates, maturity dates, redemption
terms and principal maturities for the Bonds within the parameters set by this ordinance; and
WHEREAS, the City expects to receive a purchase contract from Piper Sandler & Co.
(the “Underwriter”) to underwrite the Bonds, and now desires to issue and sell the Bonds to the
Underwriter as set forth herein;
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NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, DOES ORDAIN as follows:
Section 1. Definitions and Interpretation of Terms.
(a) Definitions. As used in this ordinance, the following words shall have the
following meanings:
Acquired Obligations means the Government Obligations acquired by the City under the
terms of this ordinance and the Escrow Agreement to effect the defeasance and refunding of the
Refunded Bonds, but only to the extent that the same are acquired at Fair Market Value.
Alternate Security means any bond insurance, reserve insurance, collateral, security,
letter of credit, guaranty, surety bond or similar credit enhancement device providing for or
securing the payment of all or part of the principal of and interest on Parity Bonds, which (i) is
non-cancelable, and (ii) is issued by an institution which has been assigned, at the time of
issuance of the particular issue of Parity Bonds in connection with which the Alternate Security
is acquired, a credit rating equal to or better than the highest two rating categories by both
Moody’s Investors Service, Inc., and S&P Global Ratings (without regard to gradations within
those categories). Alternate Security includes, in lieu of cash and investments, such a security
obtained by the City for the purpose of satisfying part or all of the Reserve Requirement for the
Parity Bonds then outstanding. After the maturity, redemption or defeasance of all of the
Outstanding Parity Bonds, this definition shall read as follows: Alternate Security means any
bond insurance, reserve insurance, collateral, security, letter of credit, guaranty, surety bond or
similar credit enhancement device providing for or securing the payment of all or part of the
principal of and interest on Parity Bonds, which (i) is non-cancelable, and (ii) is issued by an
institution which has been assigned, at the time of issuance of the particular issue of Parity
Bonds in connection with which the Alternate Security is acquired, a credit rating equal to or
better than the highest two rating categories by Moody’s Investors Service, Inc., S&P Global
Ratings or any other rating agency then maintaining a rating on such Parity Bonds (without
regard to gradations within those categories). Alternate Security includes, in lieu of cash and
investments, such a security obtained by the City for the purpose of satisfying part or all of the
Reserve Requirement for the Parity Bonds then outstanding.
Annual Debt Service means for any calendar year for the Parity Bonds (or for any
series thereof, as applicable), all the interest, plus all principal (except principal of Term
Bonds due in any calendar year in which such Term Bonds are scheduled to mature), plus all
mandatory redemption and sinking fund installments for that year, less all bond interest
payable from the proceeds of any such Parity Bonds in that year.
After the maturity, redemption or defeasance of all of the Outstanding Parity Bonds, for
purposes of calculating the Coverage Requirement and satisfying the Parity Conditions,
adjustments shall be made to Annual Debt Service for each calendar year by subtracting any
amount scheduled to be received in that calendar year by the City as a Tax Credit Subsidy
Payment if the City has elected to exclude such Tax Credit Subsidy Payments from Gross
Revenue.
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Assessment Bonds mean the original principal amount of any issue of Parity Bonds equal
to the total principal amount (or, if refunding bonds, the remaining unpaid principal amount) of
ULID Assessments on any final assessment roll or rolls of one or more ULIDs formed in
connection with the improvements being financed by such issue of bonds (or bonds being
refunded). The original principal amount of such issue of bonds in excess of Assessment Bonds
shall be referred to as “bonds (or bonds) that are not Assessment Bonds.” Assessment Bonds
shall be allocated to each $5,000 of bonds in proportion to their percentage of the entire issue of
bonds. When a bond of any issue of bonds containing Assessment Bonds is redeemed or
purchased, and retired, the same percentage of that bond as the percentage of Assessment Bonds
is to the total issue of those bonds shall be treated as Assessment Bonds being redeemed or
purchased and retired.
Average Annual Debt Service means, as of its date of calculation, the sum of the
Annual Debt Service for the remaining calendar years to the last scheduled maturity of the
applicable issue or issues of bonds divided by the number of those calendar years. For purposes
of computing the Reserve Requirement the estimated amount of bonds to be redeemed prior to
maturity may be taken into account if required under federal arbitrage regulations.
Beneficial Owner means any person that has or shares the power, directly or indirectly to
make investment decisions concerning ownership of any Bonds (including persons holding
Bonds through nominees, depositories or other intermediaries).
Bond Counsel means Pacifica Law Group LLP or another firm selected by the City that
is nationally recognized in matters concerning bonds and other securities issued by states and
local governments, including the tax status of interest on such bonds and other securities.
Bond Fund means that special fund of the City known as the Utility System Revenue
Bond Fund created by Ordinance No 4945 for the payment of the principal of and interest on the
Parity Bonds.
Bond Purchase Contract means the contract for the purchase of the Bonds between the
Underwriter and City, executed pursuant to Section 18.
Bond Register means the registration books showing the name, address and tax
identification number of each Registered Owner of the Bonds, maintained for the Bonds in the
manner required pursuant to Section 149(a) of the Code.
Bond Registrar means, initially, the fiscal agent of the State, for the purposes of
registering and authenticating the Bonds, maintaining the Bond Register, effecting transfer of
ownership of the Bonds and paying interest on and principal of the Bonds.
Bonds means the bonds of the City issued pursuant to and for the purposes provided in
this ordinance in one or more series and with such additional series and other designation as a
Designated Representative may deem appropriate.
Call Date means the call date for the Refunded Bonds selected by a Designated
Representative and set forth in the Escrow Agreement.
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City means the City of Auburn, Washington, a municipal corporation duly organized and
existing by virtue of the laws of the State.
City Attorney means the duly appointed and acting City Attorney of the City, including
anyone acting in such capacity for the position, or the successor to the duties of that office.
City Clerk means the duly appointed and acting City Clerk of the City or the successor of
such office.
Closing means the date of delivery of the Bonds to the Underwriter.
Code means the Internal Revenue Code of 1986 as in effect on the date of issuance of the
Bonds or (except as otherwise referenced herein) as it may be amended to apply to obligations
issued on the date of issuance of the Bonds, together with applicable proposed, temporary and
final regulations promulgated, and applicable official public guidance published, under the Code.
Commission means the United States Securities and Exchange Commission.
Continuing Disclosure Certificate means the written undertaking for the benefit of the
holders of the Bonds as required by Section (b)(5) of the Rule.
Contract Resource Obligation means an obligation of the City, designated as a
Contract Resource Obligation and entered into pursuant to this ordinance, to make payments for
water supply, sewer service, water, sewage or stormwater transmission or other commodity or
service to another person or entity (including without limitation a Separate System).
Council or City Council means the City Council as the general legislative authority of the
City, as duly and regularly constituted from time to time.
Coverage Requirement in any calendar year means an amount of Net Revenue at least
equal to 1.25 times the Annual Debt Service in that calendar year on all Parity Bonds that are not
Assessment Bonds. If any Assessment Bonds are outstanding, the Coverage Requirement shall
also mean, in any calendar year, an amount of ULID Assessments at least equal to 1.0 times the
Annual Debt Service in that calendar year on all Parity Bonds that are Assessment Bonds.
Designated Representative means the Mayor and the Finance Director of the City and
any successor to the functions of such offices, and their designees. The signature of one
Designated Representative shall be sufficient to bind the City.
DTC means The Depository Trust Company, New York, New York, a limited purpose
trust company organized under the laws of the State of New York.
Escrow Agent means the trust company or state or national bank having powers of a trust
company selected by the City to serve as escrow agent pursuant to Section 7 of this ordinance.
Escrow Agreement means the Escrow Deposit Agreement between the City and the
Escrow Agent to be dated as of the date of Closing of the Bonds.
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Escrow Fund means the fund or account established by the Escrow Agent under the
Escrow Agreement executed in connection with the defeasance and redemption of the Refunded
Bonds.
Event of Default or Events of Default has the meaning set forth in Section 21 of this
ordinance.
Fair Market Value means the price at which a willing buyer would purchase an
investment from a willing seller in a bona fide, arm’s length transaction, except for specified
investments as described in Treasury Regulation § 1.148-5(d)(6), including United States
Treasury obligations, certificates of deposit, guaranteed investment contracts, and investments
for yield restricted defeasance escrows. Fair Market Value is generally determined on the date on
which a contract to purchase or sell an investment becomes binding, and, to the extent required
by the applicable regulations under the Code, the term “investment” will include a hedge.
Federal Tax Certificate means the certificate executed by a Designated Representative
setting forth the requirements of the Code for maintaining the tax exemption of interest on the
Tax-Exempt Bonds, and attachments thereto.
Finance Director means the City’s Finance Director or the successor to such officer.
Future Parity Bond Authorizing Ordinance means an ordinance of the City authorizing
the issuance and sale and establishing the terms of Future Parity Bonds.
Future Parity Bonds means any and all utility system revenue bonds or obligations of the
City issued after the date of the issuance of the Bonds, the payment of the principal of and interest
on which constitutes a charge or lien on the Net Revenue and ULID Assessments equal in rank
with the charge and lien upon such revenue and assessments required to be paid into the Bond
Fund to pay and secure the payment of the principal of and interest on the Outstanding Parity
Bonds and the Bonds.
Government Obligations mean those obligations now or hereafter defined as such in
chapter 39.53 RCW constituting direct obligations of, or obligations the principal of and interest
on which are unconditionally guaranteed by the United States of America, as such chapter may
be hereafter amended or restated.
Gross Revenue of the System or Gross Revenue means all of the earnings and
revenues received by the City from the maintenance and operation of the System and all earnings
from the investment of money in the Bond Fund which earnings are deposited in the Principal
and Interest Account, and connection and capital improvement charges collected for the purpose
of defraying the costs of capital facilities of the System. Gross Revenue shall not include: ULID
Assessments, government grants, proceeds from the sale of system property, City taxes collected
by or through the System, principal proceeds of bonds or other obligations and earnings or
proceeds from any investments in a trust, defeasance or escrow fund created to defease or refund
System obligations (until commingled with other earnings and revenues of the System) or held in
a special account for the purpose of paying a rebate to the United States Government under the
Code, or earnings of a Separate System that may be created under this ordinance.
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As long as any Outstanding Parity Bonds remain outstanding, Gross Revenue shall
include any Tax Credit Subsidy Payments received by the City in respect of any Parity Bonds.
After the maturity, redemption or defeasance of all of the Outstanding Parity Bonds, Gross
Revenue may exclude any Tax Credit Subsidy Payments received by the City in respect of any
Parity Bonds and as designated by the City at the time such Parity Bonds are issued.
Independent Utility Consultant means either (1) an independent licensed professional
engineer experienced in the design, construction or operation of municipal utilities of
comparable size and character to the System, or (2) an independent certified public accountant or
other professional consultant experienced in the development of rates and charges for municipal
utilities of comparable size and character to the System.
Letter of Representations means the Blanket Issuer Letter of Representations given by
the City to DTC, as amended from time to time.
Maintenance and Operation Expense means all reasonable expenses incurred by the
City in causing the System to be operated and maintained in good repair, working order and
condition, including without limitation payments made to any other municipal corporation or
private entity as Contract Resource Obligations, and payments with respect to any other expenses
of the System that are properly treated as maintenance and operation expenses under generally
accepted accounting principles applicable to municipal corporations. The term Maintenance and
Operation Expense does not include any depreciation or capital additions or capital replacements
to the System.
Maximum Annual Debt Service means at the time of calculation, the maximum
amount of Annual Debt Service that will mature or come due in the current calendar year or
any future calendar year on the outstanding Parity Bonds.
Mayor means the duly elected Mayor of the City or the successor to such officer.
Net Revenue means the Gross Revenue less Maintenance and Operation Expense. For
purposes of calculating the Coverage Requirement, Net Revenue shall be calculated as the Gross
Revenue (a) less (1) Maintenance and Operation Expense and (2) deposits into the Rate
Stabilization Fund, and (b) plus withdrawals from the Rate Stabilization Fund.
Official Statement means the disclosure documents prepared and delivered in connection
with the issuance of the Bonds.
Outstanding Parity Bond Ordinances means, together, the ordinances authorizing the
issuance of the Outstanding Parity Bonds, as described herein.
Outstanding Parity Bonds means the utility system revenue bonds of the City
outstanding as of the date of issuance of the Bonds, the payment of the principal of and interest
on which constitutes a charge or lien on the Net Revenue and ULID Assessments equal in rank
with the charge and lien upon such revenue and assessments required to be paid into the Bond
Fund to pay and secure the payment of the principal of and interest on the Bonds. As of the date
of this ordinance, the Outstanding Parity Bonds include the 2010A Bonds, the 2010B Bonds and
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the 2013B Bonds. As of the date of issuance of the Bonds, the Outstanding Parity Bonds will not
include any Refunded Bonds.
Parity Bond Ordinances means, as applicable to each series of Parity Bonds, the
Outstanding Parity Bond Ordinances, this ordinance, and any Future Parity Bond Authorizing
Ordinance.
Parity Bonds means the Outstanding Parity Bonds, the Bonds and any Future Parity
Bonds.
Parity Conditions means, as conditions to the issuance of Future Parity Bonds, the
requirements set forth in Section 14 of this ordinance.
Principal and Interest Account means the account of that name previously created in the
Bond Fund for the payment of the principal of and interest on all Parity Bonds.
Project has the meaning set forth in Section 2 of this ordinance.
Project Fund has the meaning set forth in Section 7 of this ordinance.
Rate Stabilization Fund means the fund of that name created pursuant to
Ordinance No. 4945.
Record Date means the close of business for the Bond Registrar that is 15 days preceding
any interest and/or principal payment or redemption date.
Refunded Bonds mean the Refunding Candidates selected for refunding by the
Designated Representative under the terms of this ordinance.
Refunding Candidates mean all or a portion of the 2010B Bonds.
Registered Owner means the person named as the registered owner of a Bond in the
Bond Register. For so long as the Bonds are held in book-entry only form, DTC shall be deemed
to be the sole Registered Owner.
Reserve Account means the account of that name originally created in the Bond Fund.
Reserve Requirement means,
(a) As long as any of the Outstanding Parity Bonds remain outstanding, for all Parity
Bonds, the lesser of (i) Maximum Annual Debt Service on those bonds or (ii) 125% of Average
Annual Debt Service on those bonds, but at no time shall the Reserve Requirement exceed 10%
of the proceeds of those bonds. Variable Interest Rate Bonds shall be assumed to bear interest at
a fixed rate equal to the higher of (1) the highest variable rate borne during the preceding 24
months by any outstanding variable rate revenue bonds of the System or, (2) if no such Variable
Interest Rate Bonds are outstanding at the time of calculation, the rate borne by other variable
rate debt the interest rate for which is determined by reference to an index comparable to the
index to be used to determine the interest rate on the Future Parity Bonds proposed to be issued.
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Notwithstanding the above, the deposit to be made in the Reserve Account shall be decreased for
any issue of Parity Bonds when and to the extent that the City provides for an Alternate Security
to be deposited into the Reserve Account to secure the payment of the principal of and interest
on that issue of bonds. The amount payable under any Alternate Security shall be credited
against the amount otherwise required to be made into the Reserve Account to meet the Reserve
Requirement for that issue of bonds. When calculating the Reserve Requirement with reference
to any year in which Tax Credit Subsidy Bonds are outstanding, the City shall exclude the
amount of Tax Credit Subsidy Payment that the City is then eligible to receive from Annual Debt
Service; or
(b) After the maturity, redemption or defeasance of all of the Outstanding Parity
Bonds, the amount set forth in the Parity Bond Ordinance if the related Parity Bonds are
secured by the Reserve Account or another reserve account.
Rule means the Commission’s Rule 15c2-12 under the Securities Exchange Act of 1934,
as the same may be amended from time to time.
Separate System means any water supply, sewage collection or treatment, stormwater or
other utility service or facilities that may be created, acquired or constructed by the City as
provided in Section 15 of this ordinance.
State means the State of Washington.
System or Utility System means the City’s existing combined water supply and
distribution system, sanitary sewage system, storm and surface water utility, together with all
additions thereto and betterments and extensions thereof at any time made or constructed, and
shall include any utility systems hereafter combined with the System. The System shall not
include any additional systems for water supply, sewer service, water, sewage or stormwater
transmission, treatment or other commodity or service that may be created, acquired or
constructed by the City as a Separate System.
System Funds mean, collectively, the Water Fund, Sewer Fund and Storm Drainage
Fund including without limitation any accounts or subaccount created therein.
Tax Credit Subsidy Bond means any bond that is designated by the City as a “build
America bond” or other tax credit bond, pursuant to the Code, and which is further designated as
a “qualified bond” under Section 6431 of the Code, and with respect to which the City is eligible
to receive a Tax Credit Subsidy Payment.
Tax Credit Subsidy Payment means the amounts which the City is entitled to receive as
a tax credit payable by the United States Treasury to the City under Section 6431 of the Code, in
respect of any bonds issued as Tax Credit Subsidy Bonds.
Tax-Exempt Bonds means any series of Bonds issued pursuant to this ordinance a
tax-exempt basis under the Code.
Term Bonds means those Bonds designated as such by a Designated Representative
pursuant to Section 4 of this ordinance.
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ULID means a utility local improvement district of the City.
ULID Assessments means all assessments levied and collected in any ULID of the City
created for the acquisition or construction of additions to and extensions and betterments of the
System if such assessments are pledged to be paid into the Bond Fund (less any prepaid
assessments paid or to be paid into a construction fund or account). ULID Assessments shall
include installments thereof and any interest or penalties that may be due thereon.
Underwriter means Piper Sandler & Co., and its successors.
Variable Interest Rate means a variable interest rate or rates to be borne by a series of
Future Parity Bonds or any one or more maturities within a series of Future Parity Bonds. The
method of computing such a variable interest rate shall be specified in the ordinance authorizing
such Future Parity Bonds or related document, which also shall specify either (i) the particular
period or periods of time or manner of determining such period or periods of time for which each
value of such variable interest rate shall remain in effect or (ii) the time or times upon which any
change in such variable interest rate shall become effective.
Variable Interest Rate Bonds means, for any period of time, Future Parity Bonds which
bear a Variable Interest Rate during that period, except that Future Parity Bonds the interest rate
or rates on which shall have been fixed for the remainder of the term thereof no longer shall be
deemed to be Variable Interest Rate Bonds.
2010 Bond Ordinance means Ordinance No. 6335 passed by the City Council on
November 29, 2010.
2010A Bonds means the outstanding Utility System Revenue Bonds, 2010A, of the
City issued pursuant to the 2010 Bond Ordinance.
2010B Bonds means the outstanding Utility System Revenue Bonds, 2010B
(Taxable Build America Bonds - Direct Payment), of the City issued pursuant to the 2010
Bond Ordinance.
2013 Bond Ordinance means Ordinance No. 6451 passed by the City Council on
February 19, 2013.
2013B Bonds means the outstanding Utility System Revenue Bonds, 2013B, of the
City issued pursuant to the 2013 Bond Ordinance.
(b) Interpretation. In this ordinance, unless the context otherwise requires:
(1) The terms “hereby,” “hereof,” “hereto,” “herein,” “hereunder” and any
similar terms, as used in this ordinance, refer to this ordinance as a whole and not to any
particular article, section, subdivision or clause hereof, and the term “hereafter” shall mean after,
and the term “heretofore” shall mean before, the date of this ordinance;
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(2) Words of the masculine gender shall mean and include correlative words
of any gender and words importing the singular number shall mean and include the plural
number and vice versa;
(3) Words importing persons shall include firms, associations, partnerships
(including limited partnerships), trusts, corporations and other legal entities, including public
bodies, as well as natural persons;
(4) Any headings preceding the text of the several articles and sections of this
ordinance, and any table of contents or marginal notes appended to copies hereof, shall be solely
for convenience of reference and shall not constitute a part of this ordinance, nor shall they affect
its meaning, construction or effect; and
(5) All references herein to “articles,” “sections” and other subdivisions or
clauses are to the corresponding articles, sections, subdivisions or clauses hereof.
Section 2. Findings; Parity Requirements; Authorization of Bonds and Bond Details.
(a) Findings; Parity Requirements.
(1) Pursuant to the terms of the Outstanding Parity Bond Ordinances, the City
has authorized a revenue bond borrowing program, which authorizes the City to issue, from time
to time, series of Parity Bonds to finance and refinance costs of the System. The City has
identified certain improvements to the System as part of its capital facilities planning process that
are needed for overall operations. Financing costs of such capital facilities through the issuance
of debt is consistent with City financial policies and capital planning. The City has also
established a debt management policy which provides that the City may issue refunding bonds
when, among other reasons, such refunding results in a sufficient net present value benefit after
expenses. City Council approval is required prior to the issuance of debt under City policy and
State law. The City Council hereby finds (A) it is in the best interest of the City and ratepayers
of the System that it finance the capital improvements identified herein and refinance, for
aggregate net present value debt service savings, the outstanding System obligations identified
herein; (B) market conditions are changing and in order to accomplish such financing and
refinancing on terms that are in the best interest of the City and its ratepayers it is necessary that
the City Council adopt this ordinance; (C) the bonds authorized herein will be issued without
further Council approval only if the parameters provided for herein are satisfied; and (D) the
adoption of this ordinance and the authorization of the bonds is necessary, routine and consistent
with City policy.
(2) The City Council finds and determines that the Gross Revenue and
benefits to be derived from the operation and maintenance of the System at the rates to be
charged for services from the System will be more than sufficient to meet all Maintenance and
Operation Expense and to permit the setting aside into the Bond Fund out of the Gross Revenue
of amounts sufficient to pay the principal of and interest on the Outstanding Parity Bonds and the
Bonds when due. The City Council declares that in fixing the amounts to be paid into the Bond
Fund under this ordinance it has exercised due regard for Maintenance and Operation Expense
and has not obligated the City to set aside and pay into the Bond Fund a greater amount of Gross
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Revenue of the System than in its judgment will be available over and above such Maintenance
and Operation Expense.
The City Council finds and declares that the amounts required to have been paid into the
Bond Fund for the Outstanding Parity Bonds have been paid and maintained as required therein,
and that all other Parity Conditions for the issuance of the Bonds as Future Parity Bonds will
have been met and satisfied before the Bonds are delivered to the original purchaser thereof.
(b) Additions and Betterments to the System. The Council hereby finds that the
public interest, welfare and convenience require the construction of and improvements to the
System, including improvements to and extensions of street utilities, pump stations, meters,
mains, and service lines, and other capital improvements to the System as identified in the City’s
capital facilities plans, as such plans may be amended from time to time (the “Project”), and that
such improvements are legally required and/or economically sound, and will contribute to the
conduct of the business of the System in an efficient manner.
The City shall provide all equipment, connections and appurtenances together with all
work as may be incidental and necessary to complete the Project. The Project facilities shall be
integrated into the System as required to provide a fully operational facility. The City may make
such changes in or additions to the Project or in the construction or design of other facilities of
the System as may be found necessary or desirable. Implementation or completion of any
specified improvement shall not be required if the City Council determines that, due to
substantially changed circumstances, such construction has become inadvisable or impractical.
If the Project has either been completed, or its completion duly provided for, or its completion
found to be inadvisable or impractical, the City may apply the Bond proceeds or any portion
thereof to other improvements to the System, as the City Council in its discretion shall
determine. In the event that the proceeds of sale of the Bonds, plus any other moneys of the City
legally available, are insufficient to accomplish all of the Project provided by this section, the
City shall use the available funds for paying the cost of those improvements for which the Bonds
were approved, deemed by the City Council most necessary and to the best interest of the City.
The City shall acquire by purchase, lease or condemnation, all property, both real and
personal, or any interest therein, or rights-of-way and easements that may be found necessary to
acquire, construct and install the Project.
(c) Authorization of Bonds. For the purpose of (1) financing and/or reimbursing the
City for costs associated with the Project, (2) depending on market conditions, defeasing and
refunding the Refunded Bonds, (3) funding the Reserve Account, if necessary, and (4) paying
costs of issuance, the City is hereby authorized to issue one or more series of Utility System
Revenue and Refunding Bonds (the “Bonds”) in the aggregate principal amount of not to exceed
$28,000,000.
(d) Description of Bonds. The Bonds shall be designated the “City of Auburn,
Washington, Utility System Revenue and Refunding Bonds, 2020” with such series designation
as set forth in the Bonds and approved by a Designated Representative. The Bonds of each
series shall be dated as of Closing; shall be fully registered as to both principal and interest; shall
be in the denomination of $5,000 each, or any integral multiple thereof, within a series and
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maturity; shall be numbered separately in such manner and with any additional designation as the
Bond Registrar deems necessary for purposes of identification; shall bear interest from their date
payable on the dates and commencing as provided in the Bond Purchase Contract; and shall
mature on the dates and in the principal amounts set forth in the Bond Purchase Contract, as
approved and executed by a Designated Representative pursuant to this ordinance.
Section 3. Registration, Exchange and Payments.
(a) Bond Registrar/Bond Register. The City hereby specifies and adopts the system
of registration approved by the Washington State Finance Committee from time to time through
the appointment of a State fiscal agent. The City shall cause a Bond Register to be maintained
by the Bond Registrar. So long as any Bonds remain outstanding, the Bond Registrar shall make
all necessary provisions to permit the exchange or registration or transfer of Bonds at its
designated office. The Bond Registrar may be removed at any time at the option of the Finance
Director upon prior notice to the Bond Registrar and a successor Bond Registrar appointed by
the Finance Director. No resignation or removal of the Bond Registrar shall be effective until a
successor shall have been appointed and until the successor Bond Registrar shall have accepted
the duties of the Bond Registrar hereunder. The Bond Registrar is authorized, on behalf of the
City, to authenticate and deliver Bonds transferred or exchanged in accordance with the
provisions of such Bonds and this ordinance and to carry out all of the Bond Registrar’s powers
and duties under this ordinance. The Bond Registrar shall be responsible for its representations
contained in the Certificate of Authentication of the Bonds.
(b) Registered Ownership. The City and the Bond Registrar, each in its discretion,
may deem and treat the Registered Owner of each Bond as the absolute owner thereof for all
purposes (except as provided in the Continuing Disclosure Certificate), and neither the City nor
the Bond Registrar shall be affected by any notice to the contrary. Payment of any such Bond
shall be made only as described in Section 3(g), but such Bond may be transferred as herein
provided. All such payments made as described in Section 3(g) shall be valid and shall satisfy
and discharge the liability of the City upon such Bond to the extent of the amount or amounts so
paid.
(c) DTC Acceptance/Letters of Representations. The Bonds initially shall be held by
DTC acting as depository. The City has executed and delivered to DTC a Blanket Issuer Letter
of Representations. Neither the City nor the Bond Registrar shall have any responsibility or
obligation to DTC participants or the persons for whom they act as nominees (or any successor
depository) with respect to the Bonds in respect of the accuracy of any records maintained by
DTC (or any successor depository) or any DTC participant, the payment by DTC (or any
successor depository) or any DTC participant of any amount in respect of the principal of or
interest on Bonds, any notice which is permitted or required to be given to Registered Owners
under this ordinance (except such notices as shall be required to be given by the City to the Bond
Registrar or to DTC (or any successor depository)), or any consent given or other action taken by
DTC (or any successor depository) as the Registered Owner. For so long as any Bonds are held
by a depository, DTC or its successor depository or its nominee shall be deemed to be the
Registered Owner for all purposes hereunder, and all references herein to the Registered Owners
shall mean DTC (or any successor depository) or its nominee and shall not mean the owners of
any beneficial interest in such Bonds.
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(d) Use of Depository.
(1) The Bonds shall be registered initially in the name of “Cede & Co.”, as
nominee of DTC, with one Bond maturing on each of the maturity dates for the Bonds in a
denomination corresponding to the total principal therein designated to mature on such date.
Registered ownership of such Bonds, or any portions thereof, may not thereafter be transferred
except (A) to any successor of DTC or its nominee, provided that any such successor shall be
qualified under any applicable laws to provide the service proposed to be provided by it; (B) to
any substitute depository appointed by the Finance Director pursuant to subsection (2) below or
such substitute depository’s successor; or (C) to any person as provided in subsection (4) below.
(2) Upon the resignation of DTC or its successor (or any substitute depository
or its successor) from its functions as depository or a determination by the Finance Director to
discontinue the system of book-entry transfers through DTC or its successor (or any substitute
depository or its successor), the Finance Director may hereafter appoint a substitute depository.
Any such substitute depository shall be qualified under any applicable laws to provide the
services proposed to be provided by it.
(3) In the case of any transfer pursuant to clause (A) or (B) of subsection (1)
above, the Bond Registrar shall, upon receipt of all outstanding Bonds together with a written
request on behalf of the Finance Director, issue a single new Bond for each maturity then
outstanding, registered in the name of such successor or such substitute depository, or their
nominees, as the case may be, all as specified in such written request of the Finance Director.
(4) In the event that (A) DTC or its successor (or substitute depository or its
successor) resigns from its functions as depository, and no substitute depository can be obtained,
or (B) the Finance Director determines that it is in the best interest of the beneficial owners of the
Bonds that such owners be able to obtain physical Bond certificates, the ownership of such
Bonds may then be transferred to any person or entity as herein provided, and shall no longer be
held by a depository. The Finance Director shall deliver a written request to the Bond Registrar,
together with a supply of physical Bonds, to issue Bonds as herein provided in any authorized
denomination. Upon receipt by the Bond Registrar of all then outstanding Bonds together with a
written request on behalf of the Finance Director to the Bond Registrar, new Bonds of such
series shall be issued in the appropriate denominations and registered in the names of such
persons as are requested in such written request.
(e) Registration of Transfer of Ownership or Exchange; Change in Denominations.
The transfer of any Bond may be registered and Bonds may be exchanged, but no transfer of any
such Bond shall be valid unless it is surrendered to the Bond Registrar with the assignment form
appearing on such Bond duly executed by the Registered Owner or such Registered Owner’s
duly authorized agent in a manner satisfactory to the Bond Registrar. Upon such surrender, the
Bond Registrar shall cancel the surrendered Bond and shall authenticate and deliver, without
charge to the Registered Owner or transferee therefor, a new Bond (or Bonds at the option of the
new Registered Owner) of the same date, maturity, and interest rate and for the same aggregate
principal amount in any authorized denomination, naming as Registered Owner the person or
persons listed as the assignee on the assignment form appearing on the surrendered Bond, in
exchange for such surrendered and cancelled Bond. Any Bond may be surrendered to the Bond
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Registrar and exchanged, without charge, for an equal aggregate principal amount of Bonds of
the same date, maturity, and interest rate, in any authorized denomination. The Bond Registrar
shall not be obligated to register the transfer of or to exchange any Bond during the period from
the Record Date to the redemption or payment date.
(f) Bond Registrar’s Ownership of Bonds. The Bond Registrar may become the
Registered Owner of any Bond with the same rights it would have if it were not the Bond
Registrar and, to the extent permitted by law, may act as depository for and permit any of its
officers or directors to act as a member of, or in any other capacity with respect to, any
committee formed to protect the right of the Registered Owners or beneficial owners of Bonds.
(g) Place and Medium of Payment. Both principal of and interest on the Bonds shall
be payable in lawful money of the United States of America. Interest on the Bonds shall be
calculated on the basis of a year of 360 days and twelve 30-day months. For so long as all Bonds
are held by DTC, payments of principal thereof and interest thereon shall be made as provided in
accordance with the operational arrangements of DTC referred to in the Letter of
Representations. In the event that the Bonds are no longer held by DTC or other depository,
interest on the Bonds shall be paid by check or draft mailed to the Registered Owners at the
addresses for such Registered Owners appearing on the Bond Register on the Record Date, or
upon the written request of a Registered Owner of more than $1,000,000 of Bonds (received by
the Bond Registrar at least by the Record Date), such payment shall be made by the Bond
Registrar by wire transfer to the account within the United States designated by the Registered
Owner. Principal of the Bonds shall be payable upon presentation and surrender of such Bonds
by the Registered Owners at the designated office of the Bond Registrar.
If any Bond is duly presented for payment and funds have not been provided by the City
on the applicable payment date, then interest will continue to accrue thereafter on the unpaid
principal thereof at the rate stated on the Bond until the Bond is paid.
Section 4. Redemption Prior to Maturity and Purchase of Bonds.
(a) Mandatory Redemption of Term Bonds and Optional Redemption, if any. The
Bonds shall be subject to optional redemption on the dates, at the prices and under the terms set
forth in the Bond Purchase Contract approved by a Designated Representative pursuant to
Section 18. The Bonds shall be subject to mandatory redemption to the extent, if any, set forth in
the Bond Purchase Contract and as approved by a Designated Representative pursuant to
Section 18.
(b) Purchase of Bonds. The City further reserves the right and option to purchase any
or all of the Bonds offered to it at any time at any price acceptable to the City plus accrued
interest to the date of purchase.
(c) Selection of Bonds for Redemption. For as long as the Bonds are held in
book-entry only form, the selection of particular Bonds within a series and maturity to be
redeemed shall be made in accordance with the operational arrangements then in effect at DTC.
If the Bonds are no longer held in book-entry form, the selection of such Bonds to be redeemed
and the surrender and reissuance thereof, as applicable, shall be made as provided in the
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following provisions of this subsection (c). If the City redeems at any one time fewer than all of
the Bonds having the same maturity date, the particular Bonds or portions of Bonds of such
maturity to be redeemed shall be selected by lot (or in such manner determined by the Bond
Registrar) in increments of $5,000. In the case of a Bond of a denomination greater than $5,000,
the City and the Bond Registrar shall treat each Bond as representing such number of separate
Bonds each of the denomination of $5,000 as is obtained by dividing the actual principal amount
of such Bond by $5,000. In the event that only a portion of the principal sum of a Bond is
redeemed, upon surrender of such Bond at the designated office of the Bond Registrar there shall
be issued to the Registered Owner, without charge therefor, for the then-unredeemed balance of
the principal sum thereof, at the option of the Registered Owner, a Bond or Bonds of like
maturity and interest rate in any of the denominations herein authorized.
(d) Notice of Redemption.
(1) Official Notice. For so long as the Bonds are held in book-entry form,
notice of redemption (which notice may be conditional) shall be given in accordance with the
operational arrangements of DTC as then in effect, and neither the City nor the Bond Registrar
will provide any notice of redemption to any Beneficial Owners. Thereafter (if the Bonds are no
longer held in book-entry form), notice of redemption shall be given in the manner hereinafter
provided. Unless waived by any owner of Bonds to be redeemed, official notice of any such
redemption (which redemption may be conditioned by the Bond Registrar on the receipt of
sufficient funds for redemption or otherwise) shall be given by the Bond Registrar on behalf of
the City by mailing a copy of an official redemption notice by first class mail at least 20 days and
not more than 60 days prior to the date fixed for redemption to the Registered Owner of the Bond
or Bonds to be redeemed at the address shown on the Register or at such other address as is
furnished in writing by such Registered Owner to the Bond Registrar.
All official notices of redemption shall be dated and shall state: (A) the
redemption date, (B) the redemption price, (C) if fewer than all outstanding Bonds are to be
redeemed, the identification by maturity (and, in the case of partial redemption, the respective
principal amounts) of the Bonds to be redeemed,(D) any conditions to redemption, (E) that
(unless such notice is conditional) on the redemption date the redemption price will become due
and payable upon each such Bond or portion thereof called for redemption, and that interest
thereon shall cease to accrue from and after said date, and (F) the place where such Bonds are to
be surrendered for payment of the redemption price, which place of payment shall be the
designated office of the Bond Registrar.
On or prior to any redemption date, unless any condition to such redemption has
not been satisfied or waived or notice of such redemption has been rescinded, the City shall
deposit with the Bond Registrar an amount of money sufficient to pay the redemption price of all
the Bonds or portions of Bonds which are to be redeemed on that date.
The City retains the right to rescind any redemption notice and the related
optional redemption of Bonds by giving notice of rescission to the affected registered owners at
any time on or prior to the scheduled redemption date. Any notice of optional redemption that is
so rescinded shall be of no effect, and the Bonds for which the notice of optional redemption has
been rescinded shall remain outstanding.
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(2) Effect of Notice; Bonds Due. If an unconditional notice of redemption has
been given and not rescinded, or if the conditions set forth in a conditional notice of redemption
have been satisfied or waived, the Bonds or portions of Bonds to be redeemed shall, on the
redemption date, become due and payable at the redemption price therein specified, and, if the
Bond Registrar then holds sufficient funds to pay such Bonds at the redemption price, then from
and after such date such Bonds or portions of Bonds shall cease to bear interest. Upon surrender
of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the
Bond Registrar at the redemption price. Installments of interest due on or prior to the redemption
date shall be payable as herein provided for payment of interest. All Bonds which have been
redeemed shall be canceled by the Bond Registrar and shall not be reissued.
(3) Additional Notice. In addition to the foregoing notice, further notice shall
be given by the City as set out below, but no defect in said further notice nor any failure to give
all or any portion of such further notice shall in any manner defeat the effectiveness of a call for
redemption if notice thereof is given as above prescribed. Each further notice of redemption
given hereunder shall contain the information required above for an official notice of redemption
plus (A) the CUSIP numbers of all Bonds being redeemed; (B) the date of issue of the Bonds as
originally issued; (C) the rate of interest borne by each Bond being redeemed; (D) the maturity
date of each Bond being redeemed; and (E) any other descriptive information needed to identify
accurately the Bonds being redeemed. Each further notice of redemption may be sent at least
20 days before the redemption date to each party entitled to receive notice pursuant to Section 18
and with such additional information as the City shall deem appropriate, but such mailings shall
not be a condition precedent to the redemption of such Bonds.
(4) Amendment of Notice Provisions. The foregoing notice provisions of this
Section 4, including but not limited to the information to be included in redemption notices and
the persons designated to receive notices, may be amended by additions, deletions and changes
in order to maintain compliance with duly promulgated regulations and recommendations
regarding notices of redemption of municipal securities.
Section 5. Form of Bonds. The Bonds shall be in substantially the form set forth in
Exhibit A, which is incorporated herein by this reference, with such changes thereto as may be
approved by a Designated Representative, consistent with the provisions of Section 18 hereof.
Section 6. Execution of Bonds. The Bonds shall be executed on behalf of the City by
the facsimile or manual signature of the Mayor and shall be attested to by the facsimile or
manual signature of the City Clerk, and shall have the seal of the City impressed or a facsimile
thereof imprinted, or otherwise reproduced thereon.
In the event any officer who shall have signed or whose facsimile signatures appear on
any of the Bonds shall cease to be such officer of the City before said Bonds shall have been
authenticated or delivered by the Bond Registrar or issued by the City, such Bonds may
nevertheless be authenticated, delivered and issued and, upon such authentication, delivery and
issuance, shall be as binding upon the City as though said person had not ceased to be such
officer. Any Bond may be signed and attested on behalf of the City by such persons who, at the
actual date of execution of such Bond shall be the proper officer of the City, although at the
original date of such Bond such persons were not such officers of the City.
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Only such Bonds as shall bear thereon a Certificate of Authentication manually executed
by an authorized representative of the Bond Registrar shall be valid or obligatory for any purpose
or entitled to the benefits of this ordinance. Such Certificate of Authentication shall be
conclusive evidence that the Bonds so authenticated have been duly executed, authenticated and
delivered hereunder and are entitled to the benefits of this ordinance.
Section 7. Application of Bond Proceeds; Plan of Refunding.
(a) Project Fund. The Finance Director is hereby authorized to create a fund or
account (the “Project Fund”), and subaccounts therein as necessary, for the purposes set forth in
this section. A portion of the proceeds of the Bonds, net of any Underwriter’s discount and fees,
shall be deposited in the Project Fund in the amounts specified in the closing memorandum
prepared in connection with the issuance of the Bonds. Such proceeds shall be used to pay
and/or reimburse the City for the costs of the Project and, unless otherwise provided by the City,
to pay costs of issuance of the Bonds.
The Finance Director shall invest money in the Project Fund and the subaccounts
contained therein in such obligations as may now or hereafter be permitted by law to cities of the
State and which will mature prior to the date on which such money shall be needed, but only to
the extent that the same are acquired, valued and disposed of at Fair Market Value. Any
remaining Bond proceeds (including interest earnings thereon) after any reimbursements or
payment of costs of the Project may be used for other capital projects of the System approved by
the City Council or shall be transferred to the Bond Fund for the Bonds.
(b) Refunding Plan. For the purpose of realizing a debt service savings, upon the
issuance of the Bonds, the City proposes to defease and refund the Refunded Bonds as set forth
herein. The Refunded Bonds shall include all or a portion of the Refunding Candidates which
are designated by a Designated Representative for refunding and set forth in the Escrow
Agreement. A portion of the proceeds of the Bonds shall be deposited with the Escrow Agent
pursuant to the Escrow Agreement to be used immediately upon receipt thereof to defease the
Refunded Bonds as authorized by the applicable Outstanding Parity Bond Ordinances and to pay
costs of issuance allocable to that portion of the Bonds.
The proceeds of the Bonds and other available funds of the City, if any, deposited with
the Escrow Agent shall be used to defease the Refunded Bonds and discharge the obligations
thereon by the purchase of Acquired Obligations bearing such interest and maturing as to
principal and interest in such amounts and at such times which, together with any necessary
beginning cash balance, will provide for the payment of interest and/or principal and the
redemption price of the Refunded Bonds on the Call Date.
Such Acquired Obligations shall be purchased at a yield not greater than the yield
permitted by the Code and regulations relating to acquired obligations in connection with
refunding bond issues.
(c) Escrow Agent/Escrow Agreement. The City hereby appoints U.S. Bank National
Association, Seattle, Washington, as the Escrow Agent for the Refunded Bonds. A beginning
cash balance, if any, and the Acquired Obligations shall be deposited irrevocably with the
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Escrow Agent in an amount sufficient to defease the Refunded Bonds. The proceeds of the
Bonds remaining after the required deposit to the Project Fund, acquisition of the Acquired
Obligations and provision for the necessary beginning escrow cash balance shall be utilized to
pay expenses of the acquisition and safekeeping of the Acquired Obligations and costs of
issuance of the Bonds and the administrative costs of the refunding. In order to carry out the
purposes of this Section 7, each Designated Representative is authorized and directed to execute
and deliver to the Escrow Agent, one or more Escrow Agreements.
(d) Call for Redemption of Refunded Bonds. The City hereby sets aside sufficient
funds out of the purchase of Acquired Obligations from proceeds of the Bonds to make the
payments described above. The City calls the Refunded Bonds for redemption on the Call Date
in accordance with the provisions of the Outstanding Parity Bond Ordinance authorizing the
redemption and retirement of the Refunded Bonds prior to their fixed maturities. Said
defeasance and call for redemption of the Refunded Bonds shall be irrevocable after the issuance
of the Bonds and funding of the Escrow Fund.
The Escrow Agent is hereby authorized and directed to provide for the giving of notices
of the redemption of the Refunded Bonds. The costs of publication of such notices shall be an
expense of the City. The Escrow Agent is hereby authorized and directed to pay to the Finance
Director, or, at the direction of the Finance Director, to the paying agent for the Refunded Bonds,
sums sufficient to pay, when due, the payments specified in this Section 7. All such sums shall
be paid from the moneys and Acquired Obligations deposited with the Escrow Agent, and the
income therefrom and proceeds thereof. All such sums so paid to or to the order of the Finance
Director shall be credited to the Escrow Fund (which is hereby authorized to be created) or other
funds created under the Escrow Agreement. All moneys and Acquired Obligations deposited
with the Escrow Agent and any income therefrom shall be held, invested (but only at the
direction of the Finance Director) and applied in accordance with the provisions of this
ordinance, the Escrow Agreement, and with the laws of the State for the benefit of the City and
owners of the Refunded Bonds.
The City will take such actions as are found necessary to see that all necessary and proper
fees, compensation and expenses of the Escrow Agent for the Refunded Bonds shall be paid
when due.
Section 8. Tax Covenants. The City will take all actions necessary to assure the
exclusion of interest on the Tax-Exempt Bonds from the gross income of the owners of the Tax-
Exempt Bonds to the same extent as such interest is permitted to be excluded from gross income
under the Code as in effect on the date of issuance of the Tax-Exempt Bonds, including but not
limited to the following:
(a) Private Activity Bond Limitation. The City will assure that the proceeds of the
Tax-Exempt Bonds are not so used as to cause the Tax-Exempt Bonds to satisfy the private
business tests of Section 141(b) of the Code or the private loan financing test of Section 141(c)
of the Code.
(b) Limitations on Disposition of Project. The City will not sell or otherwise transfer
or dispose of (i) any personal property components of the projects financed or refinanced with
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proceeds of Tax-Exempt Bonds other than in the ordinary course of an established government
program under Treasury Regulation Section 1.141-2(d)(4) or (ii) any real property components
of the projects financed or refinanced with proceeds of Tax-Exempt Bonds, unless it has received
an opinion of nationally recognized bond counsel to the effect that such disposition will not
adversely affect the treatment of interest on the Tax-Exempt Bonds as excludable from gross
income for federal income tax purposes.
(c) Federal Guarantee Prohibition. The City will not take any action or permit to
suffer any action to be taken if the result of such action would be to cause any of the Tax-Exempt
Bonds to be “federally guaranteed” within the meaning of Section 149(b) of the Code.
(d) Rebate Requirement. The City will take any and all actions necessary to assure
compliance with Section 148(f) of the Code, relating to the rebate of excess investment earnings,
if any, to the federal government, to the extent that such section is applicable to the Tax-Exempt
Bonds.
(e) No Arbitrage. The City will not take, or permit or suffer to be taken, any action
with respect to the proceeds of the Tax-Exempt Bonds which, if such action had been reasonably
expected to have been taken, or had been deliberately and intentionally taken, on the date of
issuance of the Tax-Exempt Bonds would have caused the Tax-Exempt Bonds to be “arbitrage
bonds” within the meaning of Section 148 of the Code.
(f) Registration Covenant. The City will maintain a system for recording the
ownership of each Tax-Exempt Bond that complies with the provisions of Section 149 of the
Code until all Tax-Exempt Bonds have been surrendered and canceled.
(g) Record Retention. The City will retain its records of all accounting and
monitoring it carries out with respect to the Tax-Exempt Bonds for at least three years after the
Tax-Exempt Bonds mature or are redeemed (whichever is earlier); however, if the Tax-Exempt
Bonds are redeemed and refunded, the City will retain its records of accounting and monitoring
at least three years after the earlier of the maturity or redemption of the obligations that refunded
the Tax-Exempt Bonds.
(h) Compliance with Federal Tax Certificate. The City will comply with the
provisions of the Federal Tax Certificate with respect to the Tax-Exempt Bonds, which are
incorporated herein as if fully set forth herein. The covenants of this section will survive
payment in full or defeasance of the Tax-Exempt Bonds.
Section 9. Payments into the Bond Fund.
(a) Payments Into the Bond Fund. The Bond Fund has been previously created
and established in the office of the Finance Director as a special fund of the City and is divided
into two accounts: the Principal and Interest Account and the Reserve Account. So long as any
Bonds are outstanding, the City shall set aside and pay into the Bond Fund all ULID
Assessments on their collection and, out of the Net Revenue of the System, certain fixed
amounts without regard to any fixed proportion, namely:
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(1) Into the Principal and Interest Account, on or before each interest and
principal and interest payment date, an amount, together with other money on deposit therein,
sufficient to pay the next ensuing interest or principal and interest payments on the Parity Bonds;
(2) Into the Reserve Account an amount necessary to provide for or maintain
the Reserve Requirement, and after the maturity, redemption or defeasance of all of the
Outstanding Parity Bonds, into any other reserve account created to secure the payment of the
principal of and interest on Parity Bonds, an amount necessary to provide for or maintain the
Reserve Requirement applicable to such Parity Bonds.
The City may create sinking fund subaccounts or other subaccounts in the Bond Fund for
the payment or securing of the Parity Bonds as long as the maintenance of such subaccounts
does not conflict with the rights of the owners of any such Parity Bonds.
If the City fails to set aside and pay into the Bond Fund the amounts set forth above, the
owner of any of the outstanding Parity Bonds may bring action against the City and compel such
setting aside and payment. When the total amount in the Bond Fund equals the total amount of
principal and interest due with respect to all outstanding Parity Bonds to the last maturity thereof,
no further payment need be made into the Bond Fund.
(b) Application and Investment of Funds. The City may provide for the purchase,
redemption or defeasance of Parity Bonds by the use of money on deposit in any account in the
Bond Fund as long as the money remaining in those accounts is sufficient to satisfy the required
deposits in those accounts for the remaining Parity Bonds.
All money in the Bond Fund may be kept in cash or invested in legal investments
maturing not later than the date when the funds are required for the payment of principal of or
interest on the outstanding Parity Bonds (for investments in the Principal and Interest Account)
or having a guaranteed redemption price prior to maturity and, in no event maturing later than
the last maturity of any remaining outstanding Parity Bonds (for investments in the Reserve
Account), but only to the extent that the same are acquired, valued and disposed of at Fair
Market Value. Earnings from investments in the Principal and Interest Account shall be
deposited in that account. Earnings from investments in the Reserve Account shall be deposited
in that account.
(c) The Reserve Account. The Reserve Account has been created in the Bond Fund
as a common debt service reserve account. The Reserve Account may be divided into
subaccounts for each issue of Parity Bonds secured by the Reserve Account. The Bonds shall be
secured by the Reserve Account.
After the maturity, redemption or defeasance of all of the Outstanding Parity Bonds, the
City may create separate reserve funds and/or accounts and establish separate Reserve
Requirements, if any, to secure the payment of the principal of and interest on Future Parity
Bonds. Terms related to any such reserve funds and/or accounts shall be provided for in the
Parity Bond Ordinance authorizing the issuance of such Future Parity Bonds.
Except for withdrawals as authorized below, the amount on deposit in the Reserve
Account (including any subaccounts) shall meet the Reserve Requirement at all times so long as
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any of the Parity Bonds secured by the Reserve Account are outstanding. The amount required
to be deposited in the Reserve Account (or any subaccount) shall be decreased when and to the
extent the City has provided for the Reserve Requirement by means of Alternate Security.
If there is a deficiency in the Principal and Interest Account to meet maturing
installments of either principal or interest, as the case may be, that deficiency shall be made up
ratably from the Reserve Account and its subaccounts based on the amount of the total Reserve
Requirement to be paid into each subaccount (except when Alternative Security requires all cash
and investments in the Reserve Account be withdrawn before draws on the Alternate Security)
by the withdrawal of cash for that purpose. Any deficiency created in the Reserve Account (and
its subaccounts) by reason of any such withdrawal shall then be made up from ULID Assessment
payments and the Net Revenue of the System first available after making necessary provisions
for the required payments into the Principal and Interest Account.
Except for withdrawals described above, the money in the Reserve Account and its
subaccounts otherwise shall be held intact and may be applied against the last outstanding Parity
Bonds secured by the Reserve Account. However, if at any time the Reserve Account or any
subaccount is fully funded, money in excess of the Reserve Requirement shall be withdrawn and
deposited, first, in any other subaccount having a deficiency in its Reserve Requirement, and
second, at the option of the Finance Director, either in the Principal and Interest Account and
spent for the purpose of retiring Parity Bonds secured by the Reserve Account or in any of the
System Funds and spent for other lawful System purposes.
Section 10. Pledge of Net Revenue and Lien Position. All Parity Bonds are special
limited obligations of the City payable from the funds and secured as provided herein. The Net
Revenue and all ULID Assessments are hereby pledged for the payment of the Parity Bonds.
This pledge shall constitute a lien and charge upon the Net Revenue and ULID
Assessments prior and superior to any other liens and charges whatsoever, except that the
amounts so pledged are of equal lien to the charges upon the Net Revenue and ULID
Assessments which have been pledged to pay and secure the payment of the principal of and
interest on the Outstanding Parity Bonds, and which may hereafter be made to pay and secure
the payment of the principal of and interest on any Future Parity Bonds.
All Parity Bonds shall be equally and ratably payable and secured hereunder without
priority by reason of date of adoption of the ordinance providing for their issuance or by reason
of their number or date of sale, issuance, execution or delivery, or by the liens, pledges, charges,
trusts, assignments and covenants made herein, except as otherwise expressly provided or
permitted in this ordinance.
The Bonds shall not in any manner or to any extent constitute general obligations of the
City or of the State, or any political subdivision of the State, or a charge upon any general fund
or upon any money or other property of the City or of the State, or of any political subdivision of
the State, not specifically pledged thereto by this ordinance. The full faith and credit of the City
is not pledged to the repayment of the Bonds.
Section 11. Covenants of the City. The City covenants and agrees with the owner of
each Bond at any time outstanding, as follows:
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(a) ULID Assessments. All ULID Assessments shall be paid into the Bond Fund and
may be used to fund the required reserves in the Reserve Account or any other reserve account
securing Parity Bonds and to pay the principal of and interest on the Parity Bonds, without those
ULID Assessments’ being particularly allocated to the payment of the principal of and interest
on any particular issue of Parity Bonds.
(b) Maintenance and Operation. The City will at all times maintain, preserve and
keep the properties of the System in good repair, working order and condition, will make all
necessary and proper additions, betterments, renewals and repairs thereto, and improvements,
replacements and extensions thereof, and will at all times operate or cause to be operated the
properties of the System and the business in connection therewith in an efficient manner and at a
reasonable cost.
(c) Establishment and Collection of Rates and Charges. The City will establish,
maintain and collect rates and charges for all services and facilities provided by the System
which will be fair and nondiscriminatory. To the extent allowable by law and subject to City
ordinance or policy, those to which service of the System is available will be charged for that
service at the prevailing rate within 30 days of the availability of that service. Furthermore, the
City will adjust those rates and charges from time to time so that:
(1) The Gross Revenue of the System will at all times be sufficient to (A) pay
all Maintenance and Operation Expense on a current basis, (B) pay when due all amounts that
the City is obligated to pay into the Bond Fund and the accounts therein, and (C) pay all taxes,
assessments or other governmental charges lawfully imposed on the System or the revenue
therefrom or payments in lieu thereof and any and all other amounts which the City may now or
hereafter become obligated to pay from the Gross Revenue of the System by law or contract; and
(2) The Net Revenue of the System and ULID Assessments in each calendar
year will be at least equal to the Coverage Requirement.
(d) Sale or Disposition of the System. The City will not sell or otherwise dispose of
the System in its entirety unless, simultaneously with such sale or other disposition, all Parity
Bonds are redeemed and retired, or defeased pursuant to the provisions of this ordinance.
Furthermore, it will not sell, lease, mortgage or in any manner encumber or otherwise dispose of
any part of the System, including all additions and improvements thereto and extensions thereof
at any time made, that is used, useful or material in the operation of the System (each, as used in
this subparagraph, a “transfer”), unless provision is made for the replacement thereof or for
payment into the Bond Fund of the greatest of the following:
(1) An amount which will be in the same proportion to the net amount of
Parity Bonds then outstanding (defined as the total amount of those bonds less the amount of
cash and investments in the Bond Fund and accounts therein) that the Gross Revenue of the
System from the portion of the System sold or disposed of for the preceding year bears to the
total Gross Revenue of the System for that period; or
(2) An amount which will be in the same proportion to the net amount of
Parity Bonds then outstanding (as defined above) that the Net Revenue from the portion of the
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System sold or disposed of for the preceding year bears to the total Net Revenue of the System
for such period; or
(3) An amount which will be in the same proportion to the net amount of
Parity Bonds then outstanding (as defined above) that the cost of the assets sold or disposed of
(less depreciation) bears to the cost of the assets of the entire System (less depreciation)
immediately prior to such sale or disposition; or
(4) An amount which will be in the same proportion to the net amount of
Parity Bonds then outstanding (as defined above) that the number of customers served by the
portion of the System sold or disposed bears to the number of customers served by the entire
System prior to such sale or disposition.
Before any such transfer under this subsection (d) with respect to greater than 5% of the
total assets of the System (measured by cost of the assets less depreciation) the City must obtain
a certificate of an Independent Utility Consultant to the effect that in such consultant’s
professional opinion, upon such transfer of assets, the remaining System will retain its
operational integrity and the Net Revenue of the System will be at least equal to the Coverage
Requirement during the five fiscal years following the fiscal year in which the transfer is to
occur, taking into account (i) the reduction in revenue resulting from the transfer, (ii) the use of
any proceeds of the transfer for the redemption of Parity Bonds, and (iii) the Independent Utility
Consultant’s estimate of revenue from customers anticipated to be served by any additions to and
betterments and extensions of the System financed in part by the proposed portion of the
proceeds of the transfer.
Notwithstanding any other provision of this subsection (d), (i) the City in its discretion
may sell or otherwise dispose of any of the works, plant, properties or facilities of the System or
any real or personal property comprising a part of the same which shall have become
unserviceable, inadequate obsolete or unfit to be used in the operation of the System, or no
longer necessary, material to or useful to the operation of the System without making any deposit
into the Bond Fund, (ii) the City may transfer the System to another municipal corporation so
long as ULID Assessments and Net Revenue with respect to the portion of the System so
transferred are used for payment of debt service on Parity Bonds prior to any other purpose, or
(iii) the City in its discretion may carry out such a transfer if the aggregate cost of the facilities,
property or other assets (less depreciation) being transferred under this subparagraph comprises
no more than 5% of the costs of all of the assets of the System (less depreciation).
(e) Liens Upon the System. The City will not at any time create or permit to accrue
or to exist any lien or other encumbrance or indebtedness upon the Gross Revenue of the System,
or any part thereof, prior or superior to the lien thereon for the payment of Parity Bonds, and will
pay and discharge, or cause to be paid and discharged, any and all lawful claims for labor,
materials or supplies which, if unpaid, might become a lien or charge upon the Gross Revenue of
the System, or any part thereof, prior to or superior to the lien of the Parity Bonds, or which
might impair the security of the Parity Bonds.
(f) Books and Accounts. The City will keep proper books, records and accounts
with respect to the operations, income and expenditures of the System in accordance with proper
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accounting procedures and any applicable rules and regulations prescribed by the State. It will
prepare annual financial and operating statements within 270 days of the close of each fiscal year
showing in reasonable detail the financial condition of the System as of the close of the previous
year, and the income and expenses for such year, including the amounts paid into the Bond Fund
and into any and all special funds or accounts created pursuant to the provisions of this
ordinance, the status of all funds and accounts as of the end of such year, and the amounts
expended for maintenance, renewals, replacements and capital additions to the System. Such
statements shall be sent to the owner of any Parity Bonds upon written request therefor being
made to the City.
(g) No Free Service. Except to aid the poor or infirm, to provide for resource
conservation or to provide for the proper handling of hazardous materials, the City will not
furnish or supply or permit the furnishing or supplying of any service or facility in connection
with the operation of the System free of charge to any person, firm or corporation, public or
private, other than the City, so long as any Parity Bonds are outstanding.
(h) Collection of Delinquent Accounts. On at least an annual basis, the City will
determine all accounts that are delinquent and will take all necessary action to enforce payment
of such accounts against those property owners whose accounts are delinquent.
(i) Fire and Extended Coverage Insurance. The City will carry the types of
insurance on its System properties in the amounts normally carried by private water, sewer and
storm drainage utility companies engaged in the operation of water sewer and storm drainage
systems, and the cost of such insurance shall be considered a part of Maintenance and Operation
Expense, or it will implement and maintain a self-insurance program or an insurance pool
program with reserves adequate, in the reasonable judgment of the City, to protect the owners of
the Parity Bonds against loss.
(j) Condemnation Awards. Any condemnation awards received by the City in excess
of 1% of cost of the assets of the System (less depreciation) shall be applied to one or more of
the following: (1) to the damaged property, (2) to retiring Parity Bonds, and (3) to improvements
of the System.
Section 12. Flow of Funds. The Gross Revenue of the System shall be deposited in the
System Funds and used for the following purposes only in the following order of priority.
(a) To pay Maintenance and Operation Expense;
(b) To pay, together with ULID Assessments, first, the interest on and, second, the
principal of the Parity Bonds when due or as the principal is required to be paid and to make all
payments required to be made into any mandatory redemption or sinking fund account created to
provide for the payment of the principal of Term Bonds;
(c) To make, together with ULID Assessments, all payments required to be made into
the Reserve Account or its subaccounts and, after the maturity, redemption or defeasance of all
of the Outstanding Parity Bonds, into any other reserve account created to secure the payment of
the principal of and interest on Parity Bonds, and to make all payments required to be made
pursuant to a reimbursement agreement in connection with an Alternate Security, except that if
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there is not sufficient money to make all payments under reimbursement agreements, the
payments will be made on a pro rata basis;
(d) To make all payments required to be made into any revenue bond, note, warrant
or other revenue obligation redemption fund, debt service account or reserve account created to
pay or secure the payment of the principal of and interest on any revenue bonds, notes, warrants
or other obligations of the City having a lien upon Net Revenue of the System subordinate to the
lien thereon for the payment of the principal of and interest on any Parity Bonds; and
(e) To make necessary additions, betterments and improvements and repairs to or
extensions and replacements of the System, to retire by redemption or purchase in the open
market any outstanding revenue obligations or other obligations of the System, to make deposits
into the Rate Stabilization Fund, or to provide for any other lawful City purpose.
To meet the required payments to be made into the Bond Fund, the City may transfer any money
from any funds or accounts of the System legally available therefor, except bond redemption
funds, refunding escrow funds, defeasance or other trust funds.
Section 13. Rate Stabilization Fund. The Utility System Rate Stabilization Fund has
been previously established by Ordinance No. 4945. The City may at any time, as determined by
the City and as consistent with this ordinance, deposit in the Rate Stabilization Fund Gross
Revenue and any other money received by the System and available to be so deposited,
excluding principal proceeds of any Future Parity Bonds or other borrowing. No deposit of
Gross Revenue shall be made into the Rate Stabilization Fund to the extent that such deposit
would prevent the City from meeting the Coverage Requirement in the relevant fiscal year.
The City may upon authorization by ordinance, at any time withdraw money from the
Rate Stabilization Fund for inclusion in the Net Revenue for the then-current fiscal year of the
System, except that the total amount withdrawn from the Rate Stabilization Fund in any fiscal
year of the System may not exceed the total debt service of the System in that year. Such
deposits or withdrawals may be made up to and including the date 90 days after the end of the
fiscal year for which the deposit or withdrawal will be included as Net Revenue for that fiscal
year.
Earnings from investments in the Rate Stabilization Fund shall be deposited in that fund
and shall not be included as Net Revenue of the System unless and until withdrawn from that
fund as provided herein. The City may also deposit earnings from investments in the Rate
Stabilization Fund into any System fund as authorized by ordinance, and such deposits shall be
included as Net Revenue in the year of deposit.
Section 14. Future Parity Bonds.
(a) Future Parity Bonds Authorized. The City reserves the right to issue Future
Parity Bonds if the Parity Conditions are met and complied with at the time of the issuance of
those Future Parity Bonds. Notwithstanding the foregoing, nothing in this ordinance shall
prevent the City from issuing Future Parity Bonds to refund maturing Parity Bonds then
outstanding, money for the payment of which is not otherwise available. Furthermore, nothing
contained in this ordinance shall prevent the City from issuing revenue bonds or other
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obligations that are a charge upon the Gross Revenue of the System subordinate to the payments
required to be made into the Bond Fund for the payment of any Parity Bonds, or from pledging
the payment of ULID assessments into a bond redemption fund created for the payment of the
principal of and interest on those subordinate bonds or obligations if such ULID assessments are
levied for improvements constructed from the proceeds of those subordinate bonds.
(b) Parity Conditions. The City may issue Future Parity Bonds on a parity with the
Bonds and the Outstanding Parity Bonds if and only if the following conditions are met and
complied with at the time of issuance of those proposed Future Parity Bonds:
(1) There shall be no deficiency in the Bond Fund.
(2) If the Future Parity Bonds are being issued as Assessment Bonds, the
Future Parity Bond Authorizing Ordinance shall provide that all ULID Assessments and interest
thereon, shall be paid directly into the Bond Fund, except for any prepaid assessments permitted
by law to be paid into a construction fund or account.
(3) The Future Parity Bond Authorizing Ordinance shall provide for the
payment of the principal of and interest on such Future Parity Bonds out of the Bond Fund.
(4) With respect to Future Parity Bonds secured by the Reserve Account or a
separate reserve account, the Future Parity Bond Ordinance shall provide for the deposit into the
Reserve Account or a subaccount therein or separate reserve account of (i) an amount equal to
the Reserve Requirement for those Future Parity Bonds from the Future Parity Bond proceeds or
other money legally available, (ii) an Alternate Security (or an amount of cash plus Alternate
Security) equal to the Reserve Requirement for those Future Parity Bonds, or (iii) to the extent
that the Reserve Requirement is not funded from Future Parity Bond proceeds, other legally
available money or Alternate Security at the time of issuance of those Future Parity Bonds,
within five years from the date of issue of the Future Parity Bonds from ULID Assessments, if
any, levied and first collected for the payment of the principal of and interest on those Future
Parity Bonds and, to the extent that ULID Assessments are insufficient, then from the Net
Revenue of the System in five approximately equal annual payments.
(5) The Future Parity Bond Authorizing Ordinance shall provide for the
payment of mandatory redemption or sinking fund requirements into the Bond Fund for any
Term Bonds to be issued and for regular payments to be made for the payment of the principal of
such Term Bonds on or before their maturity, or, as an alternative, the mandatory redemption of
those Term Bonds prior and up to their maturity date from money in the Principal and Interest
Account.
(6) There shall be on file with the City either·
(i) A certificate from an Independent Utility Consultant showing that
in such consultant’s professional opinion, Net Revenue of the System plus any ULID
Assessment collections (which may or may not be audited) for any 12 consecutive calendar
months out of the immediately preceding 24 calendar months shall be equal to or greater than
1.25 times the Maximum Annual Debt Service due on Parity Bonds that are not Assessment
Bonds and 1.0 times the Annual Debt Service due on Assessment Bonds (including the Future
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Parity bonds proposed to be issued). The certificate, in estimating the Net Revenue of the System
available for debt service, may adjust Net Revenue of the System to reflect: (A) any changes in
rates in effect and being charged or expressly committed by ordinance to be made in the future;
(B) income derived from customers of the System who have become customers during the 12
consecutive month period or thereafter adjusted to reflect one year’s net revenue from those
customers; (C) income from any customers to be connected to the System who have paid the
required connection charges; (D) the Independent Utility Consultant’s estimate of the Net
Revenue of the System to be derived from customers anticipated to connect for whom new
building permits have been issued; (E) the Independent Utility Consultant’s estimate of the Net
Revenue of the System to be derived from customers with existing homes or buildings which
will be required to connect to any additions to and improvements and extensions of the System
constructed and to be paid for out of the proceeds of the sale of the additional Future Parity
Bonds or other additions to and improvements and extensions of the System then under
construction and not fully connected to the facilities of the System when such additions,
improvements and extensions are completed; (F) income received or to be received which is
derived from any person, firm, corporation or municipal corporation under any executed contract
for utility service, which revenue was not included in the historical Net Revenue of the System;
and (G) any increases or decreases in Net Revenue as a result of any actual or reasonably
anticipated changes in Maintenance and Operation Expense subsequent to the 12-month period.
(ii) In lieu of the certificate of an Independent Utility Consultant as
described in paragraph (b)(6)(i), there may be on file from the Finance Director, a certificate
showing that in the Finance Director’s professional opinion, and without the adjustments
described in paragraph (b)(6)(i) above, Net Revenue of the System plus any ULID Assessment
collections (which may or may not be audited) for any 12 consecutive calendar months out of the
immediately preceding 24 calendar months shall be equal to or greater than 1.25 times the
Maximum Annual Debt Service due on Parity Bonds that are not Assessment Bonds and 1.0
times the Annual Debt Service due on Assessment Bonds (including the Future Parity bonds
proposed to be issued).
No certificate provided for in this paragraph (b)(6) shall be required in connection with the
issuance of a bond issue if the amount of bonds proposed to be issued does not exceed the ULID
Assessments levied in support of such bond issue by more than $5,000.00 plus any amount of the
proceeds of such bonds deposited in the Reserve Account as capitalized reserve. Furthermore, if
the Future Parity Bonds proposed to be so issued are for the sole purpose of refunding
outstanding Parity Bonds, no such certification of coverage shall be required if the Annual Debt
Service in each year for the refunding bonds is not increased by $5,000.00 over the amount
required for the bonds to be refunded thereby and the maturities of those refunding bonds are not
extended beyond the maturities of the bonds to be refunded thereby.
Section 15. Separate Utility Systems. The City may create, acquire, construct, finance,
own and operate one or more additional systems for water supply, sewer service, water, sewage
or stormwater transmission, treatment or other commodity or service. The revenue of that
separate utility system (“Separate System”), and any ULID assessments payable solely with
respect to improvements to a Separate System, shall not be included in the Gross Revenue of the
System and may be pledged to the payment of revenue obligations issued to purchase, construct,
condemn or otherwise acquire or expand the Separate System. Neither the Gross Revenue nor
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the Net Revenue of the System shall be pledged by the City to the payment of any obligations of
a Separate System except (a) as a Contract Resource Obligation upon compliance with Section
16 hereof and/or (b), with respect to the Net Revenue, on a basis subordinate to the lien of the
Parity Bonds on that Net Revenue.
Section 16. Contract Resource Obligations.
(a) The City may at any time enter into one or more contracts or other obligations for
the acquisition (from facilities yet to be constructed) of water supply, sewer service, water sewer
or stormwater transmission, treatment or other commodity or service relating to the System. The
City may determine that such contract or other obligation is a Contract Resource Obligation, and
may provide that all payments under that Contract Resource Obligation (including payments
prior to the time that water supply, transmission, treatment or other commodity or service is
being provided, or during a suspension or after termination of supply or service) shall be
Maintenance and Operation Expense if the following requirements are met at the time such
Contract Resource Obligation is entered into:
(1) No Event of Default has occurred and is continuing.
(2) There is on file a certificate of an Independent Utility Consultant stating
that (i) the payments to be made by the City in connection with the Contract Resource Obligation
are reasonable for the supply, transmission, treatment or other service rendered; (ii) the source of
any new supply, and any facilities to be constructed to provide the supply, transmission,
treatment or other service, are sound from a water, sewerage, or other commodity supply or
transmission planning standpoint, are technically and economically feasible in accordance with
prudent utility practice, and are likely to provide supply or transmission or other service no later
than a date set forth in the Independent Utility Consultant’s certification; and (iii) the Net
Revenue (further adjusted by the Independent Utility Consultant’s estimate of the payments to
be made in accordance with the Contract Resource Obligation) for the five fiscal years following
the year in which the Contract Resource Obligation is incurred, as such Net Revenue is estimated
by the Independent Utility Consultant (with such estimate based on such factors as he or she
considers reasonable) will be at least equal to the Coverage Requirement.
(b) Payments required to be made under Contract Resource Obligations shall not be
subject to acceleration.
Nothing in this Section 16 shall be deemed to prevent the City from entering into other
agreements for the acquisition of water supply, sewer service, water, sewage or stormwater
transmission, treatment or other commodity or service from existing facilities and from treating
those payments as Maintenance and Operation Expense. Nothing in this Section 16 shall be
deemed to prevent the City from entering into other agreements for the acquisition of water
supply, transmission, treatment or other commodity or service from facilities to be constructed
and from agreeing to make payments with respect thereto, such payments constituting a lien and
charge on Net Revenue subordinate to that of the Parity Bonds.
Section 17. Defeasance. In the event that the City, to effect the payment, retirement or
redemption of any Bond, sets aside in the Bond Fund or in another special account, cash or
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noncallable Government Obligations, or any combination of cash and/or noncallable
Government Obligations, in amounts and maturities which, together with the known earned
income therefrom, are sufficient to redeem or pay and retire such Bond in accordance with its
terms and to pay when due the interest and redemption premium, if any, thereon, and such cash
and/or noncallable Government Obligations are irrevocably set aside and pledged for such
purpose, then no further payments need be made into the Bond Fund for the payment of the
principal of and interest on such Bond. The owner of a Bond so provided for shall cease to be
entitled to any lien, benefit or security of this ordinance except the right to receive payment of
principal, premium, if any, and interest from the Bond Fund or such special account, and such
Bond shall be deemed to be not outstanding under this ordinance.
The City shall give written notice of defeasance to the owners of all Bonds so provided
for within 20 days of the defeasance and to each party entitled to receive notice in accordance
with Section 19.
If the refunding plan provides that the defeased Bonds or the refunding bonds to be
issued be secured by cash and/or Government Obligations pending the prior redemption of those
Bonds being refunded and if such refunding plan also provides that certain cash and/or
Government Obligations are irrevocably pledged for the prior redemption of the defeased Bonds,
then only the debt service on the Bonds which are not defeased Bonds and the refunding bonds,
the payment of which is not so secured by the refunding plan, shall be included in the
computation of the Coverage Requirement for the issuance of Future Parity Bonds and the
annual computation of coverage for determining compliance with the rate covenants.
Section 18. Sale of Bonds.
(a) Bond Sale. The Bonds shall be sold by negotiated public sale to the Underwriter
pursuant to the terms of a Bond Purchase Contract. The Council has determined that it would be
in the best interest of the City to delegate to each Designated Representative, for a limited time,
the authority to select the Refunded Bonds from the Refunding Candidates, determine the
number of series, designate one or more series of Bonds as Tax-Exempt Bonds, and approve the
final interest rates, maturity dates, redemption terms and principal maturities for each series of
Bonds.
(b) Sale Parameters. Subject to the terms and conditions set forth in this Section 18,
each Designated Representative is hereby authorized to select the Refunded Bonds from the
Refunding Candidates, designate one or more series of Bonds as Tax-Exempt Bonds, and
approve the final interest rates, aggregate principal amount, principal maturities, and redemption
rights for each series of Bonds in the manner provided hereafter so long as:
(1) the aggregate principal amount of all Bonds issued under this ordinance
does not exceed $28,000,000,
(2) the final maturity date for the Bonds is no later than 2045,
(3) the aggregate purchase price for the Bonds shall not be less than 95% or
more than 125% of the aggregate stated principal amount of the Bonds,
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(4) the true interest cost for the Bonds (in the aggregate) does not exceed
4.0%,
(5) any Bonds (or portion thereof) issued for the purpose of refunding the
Refunded Bonds are sold for a price that results in net present value debt service savings over the
Refunded Bonds (in the aggregate) of at least 4.0%, as adjusted for the federal subsidy net of the
sequestration factor in effect at the time of such sale, and
(6) the Bonds conform to all other terms of this ordinance.
Subject to the terms and conditions set forth in this section, each Designated
Representative is hereby authorized to execute the Bond Purchase Contract on behalf of the City.
The signature of one Designated Representative shall be sufficient to bind the City.
Following the execution of the Bond Purchase Contract, a Designated Representative
shall provide a report to the Council describing the final terms of the Bonds approved pursuant to
the authority delegated in this section. The authority granted to each Designated Representative
by this Section 18 shall expire 180 days after the effective date of this ordinance. If a Bond
Purchase Contract for the Bonds has not been executed within 180 days after the effective date of
this ordinance, the authorization for the issuance of the Bonds shall be rescinded, and the Bonds
shall not be issued nor their sale approved unless such Bonds are re-authorized by ordinance of
the Council. The ordinance re-authorizing the issuance and sale of such Bonds may be in the
form of a new ordinance repealing this ordinance in whole or in part or may be in the form of an
amendatory ordinance approving a Bond Purchase Contract or establishing terms and conditions
for the authority delegated under this Section 18.
(c) Delivery of Bonds; Documentation. Upon the passage and approval of this
ordinance, the proper officials of the City, including the Designated Representatives, are
authorized and directed to undertake all action necessary for the prompt execution and delivery
of the Bonds to the Underwriter and further to execute all closing certificates and documents
required to effect the closing and delivery of the Bonds in accordance with the terms of the Bond
Purchase Contract.
(d) Preliminary and Final Official Statements. The Finance Director is hereby
authorized to ratify and to deem final the preliminary Official Statement relating to the Bonds for
the purposes of the Rule. The Finance Director is further authorized to ratify and to approve for
purposes of the Rule, on behalf of the City, the final Official Statement relating to the issuance
and sale of the Bonds and the distribution of the final Official Statement pursuant thereto with
such changes, if any, as may be deemed to be appropriate.
Section 19. Undertaking to Provide Ongoing Disclosure. The City covenants to
execute and deliver at the time of Closing a Continuing Disclosure Certificate. Each Designated
Representative is hereby authorized to execute and deliver a Continuing Disclosure Certificate
upon the issuance, delivery and sale of the Bonds with such terms and provisions as such officer
shall deem appropriate and in the best interest of the City.
Section 20. Amendatory and Supplemental Ordinances. This ordinance shall not be
modified or amended in any respect after the issuance of the Bonds, except as provided in and in
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accordance with and subject to the provisions of this section. For purposes of this provision, the
passage of an ordinance authorizing the issuance of Future Parity Bonds shall not be considered
a supplemental ordinance.
(a) Certain Supplemental or Amendatory Ordinances Permitted Without Bond
Owner Consent. The City, from time to time, and at any time, without the consent of or notice to
the registered owners of the Bonds or the Parity Bonds, may pass supplemental or amendatory
ordinances as set forth in this subsection (a). Before the City shall pass any such supplemental or
amendatory ordinance pursuant to this subsection, there shall have been delivered to the City and
the Bond Registrar an opinion of Bond Counsel, stating that such ordinance is authorized or
permitted by this ordinance and, upon the execution and delivery thereof, will be valid and
binding upon the City in accordance with its terms and will not adversely affect the exclusion
from gross income for federal income tax purposes of interest on any tax-exempt Parity Bonds
then outstanding. The permitted purposes under this subsection (a) are:
(1) To cure any formal defect, omission, inconsistency or ambiguity in this
ordinance in a manner not adverse to the owner of any Parity Bond;
(2) To impose upon the Bond Registrar (with its consent) for the benefit of
the registered owners of the Bonds any additional rights, remedies, powers, authority,
security, liabilities or duties which may lawfully be granted, conferred or imposed and
which are not contrary to or inconsistent with this ordinance as theretofore in effect;
(3) To add to the covenants and agreements of, and limitations and
restrictions upon, the City in this ordinance, other covenants, agreements, limitations and
restrictions to be observed by the City which are not contrary or inconsistent with this ordinance
as theretofore in effect;
(4) To confirm, as further assurance, any pledge under, and the subjection
to any claim, lien or pledge created or to be created by this ordinance of any other money,
securities or funds;
(5) To authorize different denominations of the Bonds and to make
correlative amendments and modifications to this ordinance regarding exchangeability of
Bonds of different authorized denominations, redemptions of portions of Bonds of particular
authorized denominations and similar amendments and modifications of a technical nature;
(6) To modify, alter, amend or supplement this ordinance in any other
respect which is not materially adverse to the registered owners of Parity Bonds and which
does not involve a change described in subsections (b) or (c) of this section;
(7) Because of change in federal law or rulings, to maintain the exclusion
from gross income of the interest on the Tax-Exempt Bonds from federal income taxation;
and
(8) To add to the covenants and agreements of, and limitations and
restrictions upon, the City in this ordinance, other covenants, agreements, limitations and
restrictions to be observed by the City which are requested by a bond insurer (if any) or provider
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of an Alternate Security and which changes are not materially adverse to the registered owners of
Parity Bonds.
(b) Supplemental or Amendatory Ordinances Requiring Consent of All
Registered Owners. Unless approved in writing by the registered owners of all Parity Bonds
then outstanding, nothing contained in this section shall permit, or be construed as
permitting: (1) a change in the times, amounts or currency of payment of the principal of or
interest on any outstanding Parity Bond or a reduction in the principal amount or redemption
price of any outstanding Parity Bond or a change in the redemption price of any outstanding
Parity Bond or a change in the method of determining the rate of interest thereon; (2) a
preference of priority of any Parity Bonds or any other bond or bonds, or (3) a reduction in
the aggregate principal amount of any Parity Bond.
(c) Supplemental or Amendatory Ordinances Requiring Consent of Registered
Owners of 60% of Parity Bonds Outstanding. In addition to any ordinance permitted pursuant to
paragraph (a) and subject to the terms and conditions contained in subsection (d) and not
otherwise, registered owners of not less than 60% in aggregate principal amount of the Parity
Bonds then outstanding shall have the right from time to time to consent to and approve the
adoption by the City of any supplemental or amendatory ordinance deemed necessary or
desirable by the City for the purpose of modifying, altering, amending, supplementing or
rescinding, in any particular, any of the terms or provisions contained in this ordinance, as
follows:
(1) If at any time the City shall propose any supplemental or amendatory
ordinance under this subsection (c), the City shall cause the Bond Register to give notice of the
proposed supplemental or amendatory ordinance by first-class United States mail to all registered
owners of any then outstanding Parity Bonds, to a bond insurer (if any), and to the rating agency
then maintaining a rating on the Bonds at the request of the City. Such notice shall briefly set
forth the nature of the proposed supplemental or amendatory ordinance and shall state that a
copy thereof is on file at the office of the Bond Registrar for inspection by all registered owners
of the outstanding Parity Bonds.
(2) At any time within two years after the date of the mailing of such notice,
the City may pass such supplemental or amendatory ordinance in substantially the form
described in such notice, but only if there shall have first been delivered to the Bond Registrar (i)
the required consents, in writing, of the registered owners of the Parity Bonds, and (ii) an opinion
of Bond Counsel stating that such ordinance is authorized or permitted by this ordinance and,
upon the execution and delivery thereof, will be valid and binding upon the City in accordance
with its terms and will not adversely affect the exclusion from gross income for federal income
tax purposes of interest on any tax-exempt Parity Bonds then outstanding.
(3) If registered owners of not less than the percentage of then outstanding
Parity Bonds required by this subsection (c) shall have consented to and approved the proposed
ordinance, no owner of outstanding Parity Bonds shall have any right (i) to object to the passage
of such ordinance, (ii) to object to any of the terms and provisions contained therein or the
operation thereof, (iii) in any manner to question the propriety of the passage thereof, or (iv) to
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enjoin or restrain the City or the Bond Registrar from adopting the same or taking any action
pursuant thereto.
Upon the adoption of the supplemental or amendatory ordinance pursuant to the
provisions of this section, this ordinance shall be, and shall be deemed to be, supplemented and
amended accordingly. The respective rights, duties and obligations under this ordinance of the
City, the Bond Registrar and all registered owners of Parity Bonds, shall thereafter be
determined, exercised and enforced under this ordinance subject in all respects to such
supplements and amendments.
Section 21. Events of Default.
(a) Events of Default. The following shall constitute “Events of Default” with
respect to the Bonds:
(1) If a default is made in the payment of the principal of or interest on any of
the Bonds when the same shall become due and payable; or
(2) If the City defaults in the observance and performance of any other of the
covenants, conditions and agreements on the part of the City set forth in this ordinance or any
covenants, conditions or agreements on the part of the City contained in any Parity Bond
Ordinance and such default or defaults have continued for a period of six months after they have
received from the Bondowners’ Trustee (as defined below) or from the registered owners of not
less than 25% in principal amount of the Parity Bonds, a written notice specifying and
demanding the cure of such default. However, if the default in the observance and performance
of any other of the covenants, conditions and agreements is one which cannot be completely
remedied within the six months after written notice has been given, it shall not be an Event of
Default with respect to the Bonds as long as the City has taken active steps within 90 days after
written notice has been given to remedy the default and is diligently pursuing such remedy.
(3) If the City files a petition in bankruptcy or is placed in receivership under
any state or federal bankruptcy or insolvency law.
(b) Bondowners’ Trustee. So long as such Event of Default has not been remedied,
a bondowners’ trustee (the “Bondowners’ Trustee”) may be appointed by the registered owners
of 25% in principal amount of the Parity Bonds then outstanding, by an instrument or concurrent
instruments in writing signed and acknowledged by such registered owners of the Parity Bonds
or by their attorneys-in-fact duly authorized and delivered to such Bondowners’ Trustee,
notification thereof being given to the City. That appointment shall become effective
immediately upon acceptance thereof by the Bondowners’ Trustee. Any Bondowners’ Trustee
appointed under the provisions of this Section 21(b) shall be a bank or trust company organized
under the laws of the State or the State of New York or a national banking association. The bank
or trust company acting as Bondowners’ Trustee may be removed at any time, and a successor
Bondowners’ Trustee may be appointed, by the registered owners of a majority in principal
amount of the Parity Bonds, by an instrument or concurrent instruments in writing signed and
acknowledged by such registered owners of the Bonds or by their attorneys- in-fact duly
authorized. The Bondowners’ Trustee may require such security and indemnity as may be
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reasonable against the costs, expenses and liabilities that may be incurred in the performance of
its duties. If any Event of Default is, in the sole judgment of the Bondowners’ Trustee, cured and
the Bondowners’ Trustee furnishes to the City a certificate so stating, that Event of Default shall
be conclusively deemed to be cured and the City, the Bondowners’ Trustee and the registered
owners of the Parity Bonds shall be restored to the same rights and position which they would
have held if no Event of Default had occurred. The Bondowners’ Trustee appointed in the
manner herein provided, and each successor thereto, is declared to be a trustee for the registered
owners of all the Parity Bonds and is empowered to exercise all the rights and powers herein
conferred on the Bondowners’ Trustee.
(c) Suits at Law or in Equity. Upon the happening of an Event of Default and
during the continuance thereof, the Bondowners’ Trustee may (and, upon the written request of
the registered owners of not less than 25% in principal amount of the Parity Bonds outstanding,
must) take such steps and institute such suits, actions or other proceedings, all as it may deem
appropriate for the protection and enforcement of the rights of the registered owners of the Parity
Bonds, to collect any amounts due and owing to or from the City, or to obtain other appropriate
relief, and may enforce the specific performance of any covenant, agreement or condition
contained in this ordinance or in any of the Parity Bonds.
Nothing contained in this Section 21 shall, in any event or under any circumstance, be
deemed to authorize the acceleration of maturity of principal on the Parity Bonds, and the
remedy of acceleration is expressly denied to the registered owners of the Parity Bonds under
any circumstances including, without limitation, upon the occurrence and continuance of an
Event of Default.
Any action, suit or other proceedings instituted by the Bondowners’ Trustee hereunder
shall be brought in its name as trustee for the Bondowners and all such rights of action upon or
under any of the Parity Bonds or the provisions of this ordinance may be enforced by the
Bondowners’ Trustee without the possession of any of those Parity Bonds and without the
production of the same at any trial or proceedings relative thereto except where otherwise
required by law Any such suit, action or proceeding instituted by the Bondowners’ Trustee shall
be brought for the ratable benefit of all of the registered owners of those Parity Bonds, subject to
the provisions of this ordinance. The respective registered owners of the Parity Bonds, by taking
and holding the same, shall be conclusively deemed irrevocably to appoint the Bondowners’
Trustee the true and lawful trustee of the respective registered owners of those Parity Bonds,
with authority to institute any such action, suit or proceeding; to receive as trustee and deposit in
trust any sums becoming distributable on account of those Parity Bonds; to execute any paper or
documents for the receipt of money; and to do all acts with respect thereto that the registered
owner himself or herself might have done in person. Nothing herein shall be deemed to authorize
or empower the Bondowners’ Trustee to consent to accept or adopt, on behalf of any registered
owner of the Parity Bonds, any plan of reorganization or adjustment affecting the Parity Bonds
or any right of any registered owner thereof, or to authorize or empower the Bondowners’
Trustee to vote the claims of the registered owners thereof in any receivership, insolvency,
liquidation, bankruptcy, reorganization or other proceeding to which the City is a party.
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(d) Application of Money Collected by Bondowners’ Trustee. Any money collected
by the Bondowners’ Trustee at any time pursuant to this Section 21 shall be applied in the
following order of priority:
(1) First, to the payment of the charges, expenses, advances and compensation
of the Bondowners’ Trustee and the charges, expenses, counsel fees, disbursements and
compensation of its agents and attorneys.
(2) Second, to the payment to the persons entitled thereto of all installments of
interest then due on the Parity Bonds in the order of maturity of such installments and, if the
amount available shall not be sufficient to pay in full any installment or installments maturing on
the same date, then to the payment thereof ratably, according to the amounts due thereon to the
persons entitled thereto, without any discrimination or preference.
(3) Third, to the payment to the persons entitled thereto of the unpaid
principal amounts of any Parity Bonds which shall have become due (other than Parity Bonds
previously called for redemption for the payment of which money is held pursuant to the
provisions hereto), whether at maturity or by proceedings for redemption or otherwise, in the
order of their due dates and, if the amount available shall not be sufficient to pay in full the
principal amounts due on the same date, then to the payment thereof ratably, according to the
principal amounts due thereon to the persons entitled thereto, without any discrimination or
preference.
(e) Duties and Obligations of Bondowners’ Trustee. The Bondowners’ Trustee
shall not be liable except for the performance of such duties as are specifically set forth herein.
During an Event of Default, the Bondowners’ Trustee shall exercise such of the rights and
powers vested in it hereby, and shall use the same degree of care and skill in its exercise, as a
prudent person would exercise or use under the circumstances in the conduct of such person’s
own affairs. The Bondowners’ Trustee shall have no liability for any act or omission to act
hereunder except for the Bondowners’ Trustee’s own negligent action, its own negligent failure
to act or its own willful misconduct. The duties and obligations of the Bondowners’ Trustee shall
be determined solely by the express provisions of this ordinance, and no implied powers, duties
or obligations of the Bondowners’ Trustee shall be read into this ordinance. The Bondowners’
Trustee shall not be required to expend or risk its own funds or otherwise incur individual
liability in the performance of any of its duties or in the exercise of any of its rights or powers as
the Bondowners’ Trustee, except as may result from its own negligent action, its own negligent
failure to act or its own willful misconduct. The Bondowners’ Trustee shall not be bound to
recognize any person as a registered owner of any Bond until such person’s title thereto, if
disputed, has been established to its reasonable satisfaction. The Bondowners’ Trustee may
consult with counsel and the opinion of such counsel shall be full and complete authorization and
protection in respect of any action taken or suffered by it hereunder in good faith and in
accordance with the opinion of such counsel. The Bondowners’ Trustee shall not be answerable
for any neglect or default of any person, firm or corporation employed and selected by it with
reasonable care.
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(f) Suits by Individual Bondowners Restricted. Neither the registered owner nor
the beneficial owner of any one or more of Parity Bonds shall have any right to institute any
action, suit or proceeding at law or in equity for the enforcement of same unless:
(1) an Event of Default has happened and is continuing; and
(2) a Bondowners’ Trustee has been appointed, and
(3) such owner previously shall have given to the Bondowners’ Trustee
written notice of the Event of Default on account of which such suit, action or proceeding is
to be instituted; and
(4) the registered owners of 25% in principal amount of the then
outstanding Parity Bonds have made, after the occurrence of such Event of Default, written
request of the Bondowners’ Trustee and have afforded the Bondowners’ Trustee a
reasonable opportunity to institute such suit, action or proceeding; and
(5) there have been offered to the Bondowners’ Trustee security and
indemnity satisfactory to it against the costs, expenses and liabilities to be incurred therein
or thereby; and
(6) the Bondowners’ Trustee has refused or neglected to comply with such
request within a reasonable time.
No registered owner or beneficial owner of any Parity Bond shall have any right in any manner
whatever by such owner’s action to affect or impair the obligation of the City to pay from the
Net Revenue the principal of and interest on such Parity Bonds to the respective owners thereof
when due.
Section 22. Lost, Stolen or Destroyed Bonds. In case any Bond or Bonds shall be lost,
stolen or destroyed, the Bond Registrar may execute and deliver a new Bond or Bonds of like
date, number and tenor to the Registered Owner thereof upon the Registered Owner’s paying the
expenses and charges of the City and the Bond Registrar in connection therewith and upon
his/her filing with the City evidence satisfactory to the City that such Bond was actually lost,
stolen or destroyed and of his/her ownership thereof, and upon furnishing the City and/or the
Bond Registrar with indemnity satisfactory to the City and the Bond Registrar.
Section 23. Severability; Ratification. If any one or more of the covenants or
agreements provided in this ordinance to be performed on the part of the City shall be declared
by any court of competent jurisdiction to be contrary to law, then such covenant or covenants,
agreement or agreements, shall be null and void and shall be deemed separable from the
remaining covenants and agreements of this ordinance and shall in no way affect the validity of
the other provisions of this ordinance or of the Bonds. All acts taken pursuant to the authority
granted in this ordinance but prior to its effective date are hereby ratified and confirmed.
Section 24. Corrections by Clerk. Upon approval of the City Attorney and Bond
Counsel, the City Clerk is hereby authorized to make necessary corrections to this ordinance,
including but not limited to the correction of clerical errors; references to other local, state or
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federal laws, codes, rules or regulations; ordinance numbering and section/subsection
numbering; and other similar necessary corrections.
Section 25. Effective Date. This ordinance will become effective five days from and
after its passage, approval and publication.
PASSED by the City Council of the City of Auburn, Washington, at a regular meeting of
the City Council held on May 18, 2020.
FIRST READING: ___________________
SECOND READING: ________________
PASSED: ___________________________
APPROVED: ________________________
CITY OF AUBURN, WASHINGTON
Nancy Backus, Mayor
ATTEST:
Shawn Campbell, City Clerk
APPROVED AS TO FORM:
Pacifica Law Group LLP, Bond Counsel
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EXHIBIT A
FORM OF BOND
[DTC LANGUAGE]
UNITED STATES OF AMERICA
NO. ______ $ __________
STATE OF WASHINGTON
CITY OF AUBURN
UTILITY SYSTEM REVENUE AND REFUNDING BOND, 2020
INTEREST RATE: % MATURITY DATE: CUSIP NO.:
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT:
The City of Auburn, Washington (the “City”), hereby acknowledges itself to owe and for
value received promises to pay to the Registered Owner identified above, or registered assigns,
on the Maturity Date identified above, the Principal Amount indicated above and to pay interest
thereon from ___________, 2020, or the most recent date to which interest has been paid or duly
provided for until payment of this bond at the Interest Rate set forth above, payable on
___________ 1, 2020, and semiannually thereafter on the first days of each succeeding
___________ and ___________. Both principal of and interest on this bond are payable in
lawful money of the United States of America. The fiscal agent of the State of Washington has
been appointed by the City as the authenticating agent, paying agent and registrar for the bonds
of this issue (the “Bond Registrar”). For so long as the bonds of this issue are held in fully
immobilized form, payments of principal and interest thereon shall be made as provided in
accordance with the operational arrangements of The Depository Trust Company (“DTC”)
referred to in the Blanket Issuer Letter of Representations (the “Letter of Representations”) from
the City to DTC.
The bonds of this issue are issued under and in accordance with the provisions of the
Constitution and applicable statutes of the State of Washington and Ordinance No. ____ duly
passed by the City Council on May 18, 2020 (the “Bond Ordinance”). Capitalized terms used in
this bond have the meanings given such terms in the Bond Ordinance.
Proceeds of the bonds of this issue will be to finance and/or reimburse the City for costs
associated with the construction of and improvements to the System, to defease and refund
certain Outstanding Parity Bonds, to fund the reserve account, if necessary, and to pay costs of
issuing the bonds.
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This bond shall not be valid or become obligatory for any purpose or be entitled to any
security or benefit under the Bond Ordinance until the Certificate of Authentication hereon shall
have been manually signed by or on behalf of the Bond Registrar or its duly designated agent.
This bond is one of an authorized issue of bonds of like series, date, tenor, rate of interest
and date of maturity, except as to number and amount in the aggregate principal amount of
$__________.
The bonds of this issue are subject to redemption prior to maturity as provided in the
Bond Ordinance and the Bond Purchase Contract.
As security for the payment of the principal of, premium, if any, and interest on all Parity
Bonds the City has pledged, in accordance with the provisions of the Bond Ordinance, Net
Revenue and all ULID Assessments. This pledge shall constitute a lien and charge upon the
Net Revenue and ULID Assessments prior and superior to any other liens and charges
whatsoever, except that the amounts so pledged are of equal lien to the charges upon the Net
Revenue and ULID Assessments which have been pledged to pay and secure the payment of the
principal of and interest on the Outstanding Parity Bonds, and which may hereafter be made to
pay and secure the payment of the principal of and interest on any Future Parity Bonds.
The City hereby irrevocably covenants and agrees with the registered owner of this bond
that it will keep and perform all the covenants of this bond and of the Bond Ordinance to be by it
kept and performed. Reference is hereby made to the Bond Ordinance for a complete statement
of such covenants.
The bonds of this issue have [not] been designated by the City as “qualified tax-exempt
obligations” for investment by financial institutions under Section 265(b) of the Code.
It is hereby certified that all acts, conditions and things required by the Constitution and
statutes of the State of Washington to exist and to have happened, been done and performed
precedent to and in the issuance of this bond exist and have happened, been done and performed
and that the issuance of this bond and the bonds of this issue does not violate any constitutional,
statutory or other limitation upon the amount of bonded indebtedness that the City may incur.
IN WITNESS WHEREOF, the City of Auburn, Washington, has caused this bond to be
executed by the manual or facsimile signatures of the Mayor and the City Clerk and the seal of
the City imprinted, impressed or otherwise reproduced hereon as of this ____ day of
___________, 2020.
[SEAL]
CITY OF AUBURN, WASHINGTON
By /s/ manual or facsimile
Mayor
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ATTEST:
/s/ manual or facsimile
City Clerk
The Bond Registrar’s Certificate of Authentication on the Bonds shall be in substantially
the following form:
CERTIFICATE OF AUTHENTICATION
This bond is one of the bonds described in the within-mentioned Bond Ordinance and is
one of the Utility System Revenue and Refunding Bonds, 2020, of the City of Auburn,
Washington, dated ____________, 2020.
WASHINGTON STATE FISCAL AGENT,
as Bond Registrar
By
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AGENDA BILL APPROVAL FORM
Agenda Subject:
Interlocal Agreements for Homelessness Assistance (Backus)
(15 Minutes)
Date:
May 5, 2020
Department:
Administration
Attachments:
KC-Partner-Agency_Privacy-and-DSA-2019-2
ITKC-Partner-Agency-Privacy-and-DSA-2019-2
DSHS Interlocal Agreement
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
For discussion only.
Background Summary:
The reason f or the I nterlocal A greement between the C ity of Auburn and King County
Coordinated Entry is to access the Homelessness Management I nformation S ystem. T his
allows f or the City to have access to services and f unding through K ing C ounty and provides
a coordinated effort through data collection to keep accurate numbers of people utilizing
these services in the system.
The reason for the I nterlocal Agreement between the C ity of A uburn and D epartment of
S ocial and Health S ervices is allow f or completion of applications to provide assistance to
clients that are in need of access to food assistance and other social services assistance
provided by the state.
Rev iewed by Council Committees:
Councilmember:Staff:Mayor Backus
Meeting Date:May 11, 2020 Item Number:
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King County HMIS Partner Agency Privacy And Data Sharing Agreement – November 2018
Page 1 of 10
King County Homeless Management and Information System (HMIS)
PARTNER AGENCY PRIVACY AND DATA SHARING AGREEMENT
The Homeless Management Information System (“HMIS”) is a shared database software
application which confidentially collects, uses, and releases client -level information related to
homelessness. Client information is collected in the HMIS and released to nonprofit housing and
services providers, use the information to improve housing and services quality.
On behalf of the Seattle/King County Continuum of Care (“CoC”), HMIS is administered by King
County Department of Community and Human Services (“County”) in a software application
called Clarity Human Services (“Clarity”), a product of Bitfocus, Inc. (“Bitfocus”). The County has
contracted with Bitfocus to serve as the System Administrator for the HMIS.
This Partner Agency Privacy and Data Sharing Agreement (the “Agreement”), dated _________,
(the “Effective Date”), is entered into by and between the County and
_____________________ _________________________ ( “Partner Agency,” or “Agency”)
(collectively “the Parties”), in order to further clarify the rights and responsibilities of the
Parties regarding access to and use of the HMIS data by the Partner Agency.
HMIS has a steering committee (the “All Home System Performance Committee,” or simply the
“System Performance Committee”) to oversee and support the implementation. The group is
composed of various stakeholders including: agencies funded by the U.S. Department of
Housing and Urban Development (“HUD”), homeless services providers, people experiencing
homelessness, local governments, and other funders. The procedures for the qualifications and
meetings of members of the System Performance Committee, and related matters, shall be set
forth in the HMIS Governance Charter of the System Performance Committee, which may be
amended from time to time according to the terms therein.
Agency and County agree as follows:
1. General Understandings:
a. In this Agreement, the following terms will have the following meanings:
1. "Client" refers to a consumer of services;
2. "Partner Agency" refers generally to any Agency participating in HMIS.
3. “Agency staff” refers to both paid employees and volunteers.
4. “HMIS” refers to the Homeless Management Information System administered
King County Department of Community and Human Serv ices.
5. “Enter(ing)” or “entry” refers to the entry of any Client information into HMIS.
City of Auburn
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6. “Shar(e)(ing),” or “Information Shar(e)(ing)” refers to the sharing of information
which has been entered in HMIS with another Partner Agency.
7. “Identified Information” refers to Client data that can be used to identify a
specific Client. Also referred to as “Confidential” data or information.
8. “De-identified Information” refers to data that has specific Client demographic
information removed. Also referred to as “non-identifying” information.
b. Client information is collected in the HMIS, and shared with housing and services
providers (each, a “Partner Agency,” and collectively, the “Partner Agencies”), which
include community based organizations and government agencies. Partner Agencies
use the information in HMIS to: improve housing and services quality; coordinate
referral and placements for housing and services, identify patterns and monitor trends
over time; conduct needs assessments and prioritize services for certain homeless and
low-income subpopulations; enhance inter-agency coordination; and monitor and
report on the delivery, impact, and quality of housing and services.
c. Subject to the direction of the County, in its role as HMIS Lead, Bitfocus will act as the
HMIS System Administrator and Software as a Service (“SaaS”) provider, and will
assume responsibility for overall project administration; hosting of the HMIS technical
infrastructure; and restricting or allowing access to the HMIS to the Partner Agencies
in accordance with the direction of the County.
d. The Agency recognizes the County as the HMIS Lead to be the decision-making and
direction-setting authority regarding the HMIS, including, without limitation, with
regard to process updates, policy and practice guidelines, data analysis, and software
or hardware upgrades.
e. The Agency will designate a staff member to attend HMIS Agency Administrators
meetings regularly, and the Agency understands that Bitfocus, as the agent of the
County, will be responsible for coordinating HMIS Agency Administrator activities
subject to the direction of the County as the HMIS Lead.
2. Confidentiality:
a. Agency will not:
1. enter information into HMIS which it is not authorized to enter; and
2. designate information for sharing which it is not authorized to share, under any
relevant federal, state, or local confidentiality laws, regulations or other
restrictions applicable to Client information.
b. Agency represents that (check applicable items) for the purposes of the
organization's participation in the HMIS:
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it is; is not; a “covered entity” whose disclosures are restricted under
HIPAA (45 CFR 160 and 164); More information about “covered entities” can be
found here:
http://www.hhs.gov/ocr/privacy/hipaa/understanding/coveredentities/index.ht
ml
it is; is not; a program whose disclosures are restricted under Federal Drug
and Alcohol Confidentiality Regulations: 42 CFR Part 2;
If Agency is subject to any laws or requirements which restrict Agency’s ability to
either enter or authorize sharing of information, Agency will ensure that any
entry it makes and all designations for sharing fully comply with all applicable
laws or other restrictions.
c. To the extent that information entered by Agency into HMIS is or becomes subject to
additional restrictions, Agency will immediately inform County in writing of such
restrictions.
d. Agency shall comply with the Violence Against Women and Department of Justice
Reauthorization Act of 2005 (VAWA) and Washington State RCW 43.185C.030. No
Identified Information may be entered into HMIS for Clients in licensed domestic
violence programs (Victim Service Providers) or for clients actively fleeing domestic
violence situations.
e. Agency shall not enter confidential information regarding HIV/AIDS status, in
accordance with RCW 70.02.220. If funding (i.e., HOPWA) requires HMIS use, those
clients’ data shall be entered without Identifying Information.
3. Information Collection, Release and Sharing Consent:
a. Collection of Client Identified information: An agency shall collect client identified
information only when appropriate to the purposes for which the information is
obtained or when required by law. An Agency must collect client information by
lawful and fair means and, where appropriate, with the knowledge or consent of the
individual.
1. The Agency will use the Client Consent to Data Collection and Release of
Information form, describing how client information may be collected, used, and
released by the County and the CoC in the administration of the HMIS. Only the
standard, County-issued Client Consent to Data Collection and Release of
Information form may be used.
2. The Agency must maintain appropriate documentation of informed client
consent, in writing and signed by each client, to participate in the HMIS. All
documentation must be provided to the County within ten (10) days upon
request.
b. Obtaining Client Consent: In obtaining client consent, each adult Client in the
household must sign the approved King County HMIS Client Consent to Data Collection
and Release of Information form to indicate consent to enter Client identified
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information into HMIS. If minors are present in the household, at least one adult in
the household must consent minors by writing their names on the Client Consent to
Data Collection and Release of Information form. If any adult member of a household
does not provide written consent, identifying information may not be entered into
HMIS for anyone in the household. Unaccompanied youth aged 13 or older may
consent to have their personally identifying information entered in HMIS.
a. Revoking Consent: A Client may withdraw or revoke consent for Client identified
information collection by signing the Client Revocation of Consent form. The Agency
will follow King County’s policies for creating de-identified clients and all non-
identifying information for the client shall be entered into the HMIS. If a Client revokes
their consent, Agency is responsible for obtaining a Client Revocation of Consent form
signed by the client and immediately contacting the HMIS System Administrator
(Bitfocus Inc) at: kcsupport@bitfocus.com or 206.444.4001 x2 to have the client record
de-identified according to King County’s policies.
Consent may be revoked verbally for records pertaining to drug/alcohol treatment
and for records where client is actively fleeing domestic violence. If consent is revoked
verbally to the Agency, the Agency will inform Bitfocus of such revocation
immediately.
The Agency is prohibited from removing identified information from HMIS directly but
is responsible for notifying Bitfocus Inc and the CEA program to ensure that Client can
be contacted for a housing referral if applicable.
4. No Conditioning of Services: Agency will not condition any services upon or decline to
provide any services to a Client based upon a Client's refusal to allow entry of identified
information into HMIS.
5. Re-release Prohibited: Agency shall not release any Client identifying information received
from HMIS to any other person or organization without written Client consent, except when
required by law. Any requests for information from or related to HMIS that are for purpose
other than providing services to clients in the routine course of business, should be sent to
Bitfocus and the County. The Agency will also been encouraged to seek its own legal advice
if required by law to provide identifying confidential client information.
6. Client Inspection/Correction: Agency will allow a Client to inspect and obtain a copy of
his/her own personal information. Agency will also allow a Client to correct information
that is inaccurate. Corrections may be made by way of a new entry that is in addition to but
is not a replacement for an older entry.
7. Training/Assistance: Agency will permit access to HMIS only after the authorized user
receives appropriate confidentiality training including that provided by Bitfocus, the County,
and/or WA Department of Commerce. Agency will also conduct ongoing basic
confidentiality training for all persons with access to HMIS and will train all persons who
may receive information produced from HMIS on the confidentiality of such information.
Agency will participate in such training provided from time to time by the HMIS System
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Administrator. The HMIS System Administrator will be reasonably available during defined
weekday business hours for technical assistance (i.e. troubleshooting and report
generation).
8. Retention of paper copies of personally identifying information: Agencies must develop
and adopt policies governing the retention of paper records containing personally
identifying information. The policy must define how long paper records are retained after
they are no longer being actively utilized, and the process that will be used to destroy the
records to prevent the release of personally identifying information. The policy must
require the destruction of the paper records derived from an HMIS no longer than seven
years after the last day the person was served by the Agency.
9. Information Entry Standards:
a. Information entered into HMIS by Agency will be truthful, accurate and complete to
the best of Agency's knowledge.
b. Agency will not solicit from Clients or enter information about Clients into the HMIS
database unless the information is required for a legitimate business purpose such as
to provide services to the Client, to conduct program evaluation, to administer the
program, or to comply with regulatory requirements.
c. Agency will only enter information into HMIS database with respect to individuals that
it serves or intends to serve, including through referral.
d. The Agency will adhere to the King County HMIS Standard Operating Policies (“SOPs”),
HMIS Security Plan, Continuous Data Quality Improvement Process, HMIS Data
Standards Manual, HMIS Data Standards Data Dictionary, and other HMIS regulations
issued by the U.S. Department of Housing and Urban Development (“HUD”).
e. Agency will not alter or over-write information entered by another Agency.
f. Discriminatory comments based on race, ethnicity, ancestry, skin color, r eligion, sex,
gender identity, sexual orientation, national origin, age, familial status, or disability are
not permitted in the HMIS and will subject a user or Agency to immediate suspension.
10. Use of HMIS:
a. Agency shall be responsible for complying with all HMIS policies and procedures, and
for establishing and maintaining the HMIS Security Plan that is designed to ensure the
security and confidentiality of the data from HMIS to which Agency has access. This
includes protection against any anticipated threats or hazards to the security or
integrity of HMIS data, and protection against unauthorized access to or use of HMIS
Data that could result in substantial harm or inconvenience to the County or any client
or HMIS user.
b. The Agency will utilize the HMIS as part of the Coordinated Entry for All (CEA) system
in accordance with the CEA Standard Operating Procedures. Use of HMIS for CEA
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includes, but is not limited to, entering data for the approved CEA tools in order to
place clients into the priority pool for referral to housing programs, and accepting
referrals for clients from the Coordinated Entry for All system.
c. Agency will not access identifying information for any individual for whom services
are neither sought nor provided by the Agency.
d. If the Agency wishes to provide information from HMIS beyond information related
solely to services provided by the Agency, it must first inform and receive approval
from the County as the HMIS lead.
e. Agency will use HMIS database for legitimate business purposes only.
f. Agency will not use HMIS in violation of any federal or state law, including, but not
limited to, copyright, trademark and trade secret laws, and laws prohibiting the
transmission of material, which is threatening, harassing, or obscene.
Agency will not use the HMIS database to defraud federal, state or local governments,
individuals or entities, or conduct any illegal activity.
11. Monitoring and audits: County reserves the right to monitor agency privacy practices and
compliance with the provisions of this agreement through document review and site visits.
Monitoring and audit visits may be performed by County staff or by Bitfocus .
12. Proprietary Rights of the HMIS: The Agency and Bitfocus as the HMIS System Administrator,
understand and recognize that they are custodians of HMIS data and not owners of HMIS
data.
13. Technical Administrator and Security Officer:
a. Each HMIS Partner Agency must also designate a Technical Administrator (the “Partner
Agency Technical Administrator”) and a Security Officer (the “Partner Agency Security
Officer”) to fulfill the responsibilities detailed in the HMIS Partner Agency Technical
Administrator and Security Officer Agreement.
b. The Agency will comply with the HMIS Security Plan which includes completing the
semi-annual Security Compliance Checklist.
c. The Partner Agency must perform a background check on any End User:
1. Designated as a Partner Agency Technical Administrator,
2. Designated as a Partner Agency Security Officer, or
3. Granted administrator-level access in HMIS.
Such background check must be completed and the results approved by the Partner
Agency Executive Director before the End User is (i) granted with a Technical
Administrator or Security Officer title, or both, as applicable, and (ii) granted
administrator- level access in HMIS. The results of the background check must be
retained by the Partner Agency in the End User’s personnel file and must be provided
to the County upon request.
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14. Incidents of unauthorized access: As outlined in the HMIS Security Plan, should confidential
and/or legally protected client data be divulged to unauthorized third parties, Agency shall
be responsible for complying with all applicable federal and state laws and regulations and
shall be solely responsible for the costs associated with any and all activities and actions
required. Agency shall take appropriate action to address any incident of unauthorized
access to HMIS. These actions must include:
a. Immediately working to remedying or mitigating the issue that resulted in such
unauthorized access;
b. Notifying County within 24 hours of any incident of unauthorized access to HMIS data,
or any other breach in the Agency’s security that materially affects County or HMIS;
c. Upon request from County, Agency shall provide a corrective action plan that
addresses the incident and is designed to ensure compliance by its officers, employees,
agents, and subcontractors with the confidentiality provisions in this Agreement; and
d. Agency will be responsible for notifying all impacted clients.
15. Guidelines on Removing Partner Agencies or Users
Voluntary Removal: If a Partner Agency or user no longer wants to access the HMIS, they
simply need to inform Bitfocus of such decision. In the case of user removal, it is the
Partner Agency’s responsibility to contact Bitfocus in a timely manner so the User ID can
be deactivated to prevent unauthorized access to the system. A Partner Agency
requesting removal from the HMIS understands the following:
a. The Partner Agency will receive one copy of the data it has input into the HMIS. Such
copy will be in a format determined by Bitfocus and approved by the System
Performance Committee. The Partner Agency will be given an appropriate
description of the data format.
b. The data the Partner Agency enters into the system will remain in the system for the
purposes of producing aggregate non-identifying reports. Any Partner Agency
information will remain in the system but will be marked as inactive.
c. The Partner Agency understands and accepts any ramifications of not participating in
the HMIS, including impacts on coordinated entry (among other things).
Involuntary Removal: It is vital for the King County and Bitfocus to provide a secure service
for all Users. Any action(s) that threaten the integrity of the system will not be tolerated.
a. Bitfocus reserves the right to modify, limit, or suspend any user account or remove
any Partner Agency at any time if there is a security risk to the system.
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b. Any improper use of the HMIS is subject to immediate suspension of the user’s
account. The penalties imposed on a user for improper system use will vary based on
the level of the offense. Typically the user will receive a warning upon the first
offense. However, if the offense is severe enough, Bitfocus reserves the right to
disable the account immediately and, in extreme cases, to disable all users’ access at
the Partner Agency in question.
c. Bitfocus will contact the Partner Agency within one business day of any such
suspension.
d. If a user’s account is suspended, only the Executive Director (or acting Executive
Director) for a Partner Agency may request account re -activation. Suspended users
may be required to attend additional training before having their access reinstated.
e. In the event that a Partner Agency is removed from the system, it must submit a
written request for reinstatement to the County and Bitfocus. If the Partner Agency is
not reinstated into the system after review of its reinstatement request, the Partner
Agency will be given one copy of its data in a format that will be determined by
Bitfocus and approved by the System Performance Committee. (The Partner Agency
will also be provided with a description of the data format.) Data will not be given to
the Partner Agency until all hardware (firewalls, etc.) belonging to Bitfocus is returned.
Any fees paid for participation in the HMIS will not be returned.
16. Limitation of Liability and In demnification: No party to this Agreement shall assume any
additional liability of any kind due to its execution of this agreement of participation in the
HMIS. It is the intent of the parties that each party shall remain liable, to the extent provided
by law, regarding its own acts and omissions; but that no party shall assume additional
liability on its own behalf or liability for the acts of any other person or entity except for the
acts and omissions of their own employees, volunteers, agents or contr actors through
participation in HMIS. The parties specifically agree that this agreement is for the benefit
of the parties only and this agreement creates no rights in any third party.
17. Standard Terms and Conditions
a. This Agreement is the complete and exclusive statement of agreement between the
parties, and it supersedes all prior agreements, oral or written, relating to the subject
matter of this Agreement.
b. Neither party shall have the right to assign or transfer any rights or obligations under
this Agreement without the prior written consent of the other party.
c. This Agreement shall remain in force until revoked in writing by either party with thirty
(30) days’ advance written notice. Notwithstanding the foregoing, if there is credible
evidence regarding potential or actual breach of this Agreement and the nature of the
breach threatens the integrity of the HMIS, the County as the HMIS Lead will have the
right to immediately suspend or restrict the access rights of the breaching party to the
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HMIS pending investigation and resolution of the matter to the extent reasonably
required to protect the integrity of the system.
d. If this Agreement is terminated, the County and all participating Partner Agencies
maintain their rights to the use of all client informa tion previously entered into the
HMIS, subject to the terms of this Agreement and other applicable rules, regulations,
and agreements.
e. Upon any such termination of this Agreement, the Agency may request and receive
one export copy of all data entered by it into the HMIS from the Effective Date up to
the date of termination. If such a copy is requested, the Partner Agency will be
responsible for reimbursing the County for the costs associated with producing the
report.
f. This Agreement may be amended or modified only by a written agreement signed and
executed by both parties.
g. This Agreement is made for the purpose of defining and setting forth the rights and
responsibilities of the County as the HMIS Lead, Bitfocus as an agent of the County,
and the Agency. It is made solely for the protection of the County, Bitfocus, the Agency,
and their respective heirs, personal representatives, successors, and assigns. No other
individual or entity shall have any rights of any nature under this Agreement or by
reason hereof. Without limiting the generality of the preceding sentence, no End User
of the HMIS in her or his capacity as such and no current, former, or prospective client
of any Partner Agency shall have any rights of any nature under this Agreement or by
reason hereof.
h. Unless otherwise prohibited by law or County policy, the parties agree that an
electronic copy of a signed contract, or an electronically signed contract, has the same
force and legal effect as a contract executed with an original ink signature. The term
“electronic copy of a signed contract” refers to a transmission by facsimile, electronic
mail, or other electronic means of a copy of an original signed contract in a portable
document format. The term “electronically signed contract” means a contract that is
executed by applying an electronic signature using technology approved by the
County.
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KING COUNTY Homeless Management Information System (HMIS)
PARTNER AGENCY PRIVACY AND DATA SHARING AGREEMENT
This Partner Agency Privacy and Data Sharing Agreement (the “Agreement”) is entered into by
and between the County and ______________________________________________________
( “Partner Agency,” or “Agency”) (collectively “the Parties”), in order to clarify the rights and
responsibilities of the Parties regarding access to and use of the HMIS data by the Partner
Agency.
By signing, I agree to fulfill all of the responsibilities enumerated in the HMIS Partner Agency
Privacy and Data Sharing Agreement.
_________________________________________________
Executive Director Printed Name
_________________________________________________ _______________________
Executive Director Signature Date
King County Department of Community and Human Services
_________________________________________________
Designated Department Representative Printed Name
_________________________________________________ _______________________
Designated Department Representative Signature Date
City of Auburn
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King County Homeless Management and Information System (HMIS)
PARTNER AGENCY PRIVACY AND DATA SHARING AGREEMENT
The Homeless Management Information System (“HMIS”) is a shared database software
application which confidentially collects, uses, and releases client -level information related to
homelessness. Client information is collected in the HMIS and released to nonprofit housing and
services providers, use the information to improve housing and services quality.
On behalf of the Seattle/King County Continuum of Care (“CoC”), HMIS is administered by King
County Department of Community and Human Services (“County”) in a software application
called Clarity Human Services (“Clarity”), a product of Bitfocus, Inc. (“Bitfocus”). The County has
contracted with Bitfocus to serve as the System Administrator for the HMIS.
This Partner Agency Privacy and Data Sharing Agreement (the “Agreement”), dated _________,
(the “Effective Date”), is entered into by and between the County and
_____________________ _________________________ ( “Partner Agency,” or “Agency”)
(collectively “the Parties”), in order to further clarify the rights and responsibilities of the
Parties regarding access to and use of the HMIS data by the Partner Agency.
HMIS has a steering committee (the “All Home System Performance Committee,” or simply the
“System Performance Committee”) to oversee and support the implementation. The group is
composed of various stakeholders including: agencies funded by the U.S. Department of
Housing and Urban Development (“HUD”), homeless services providers, people experiencing
homelessness, local governments, and other funders. The procedures for the qualifications and
meetings of members of the System Performance Committee, and related matters, shall be set
forth in the HMIS Governance Charter of the System Performance Committee, which may be
amended from time to time according to the terms therein.
Agency and County agree as follows:
1. General Understandings:
a. In this Agreement, the following terms will have the following meanings:
1. "Client" refers to a consumer of services;
2. "Partner Agency" refers generally to any Agency participating in HMIS.
3. “Agency staff” refers to both paid employees and volunteers.
4. “HMIS” refers to the Homeless Management Information System administered
King County Department of Community and Human Serv ices.
5. “Enter(ing)” or “entry” refers to the entry of any Client information into HMIS.
City of Auburn
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6. “Shar(e)(ing),” or “Information Shar(e)(ing)” refers to the sharing of information
which has been entered in HMIS with another Partner Agency.
7. “Identified Information” refers to Client data that can be used to identify a
specific Client. Also referred to as “Confidential” data or information.
8. “De-identified Information” refers to data that has specific Client demographic
information removed. Also referred to as “non-identifying” information.
b. Client information is collected in the HMIS, and shared with housing and services
providers (each, a “Partner Agency,” and collectively, the “Partner Agencies”), which
include community based organizations and government agencies. Partner Agencies
use the information in HMIS to: improve housing and services quality; coordinate
referral and placements for housing and services, identify patterns and monitor trends
over time; conduct needs assessments and prioritize services for certain homeless and
low-income subpopulations; enhance inter-agency coordination; and monitor and
report on the delivery, impact, and quality of housing and services.
c. Subject to the direction of the County, in its role as HMIS Lead, Bitfocus will act as the
HMIS System Administrator and Software as a Service (“SaaS”) provider, and will
assume responsibility for overall project administration; hosting of the HMIS technical
infrastructure; and restricting or allowing access to the HMIS to the Partner Agencies
in accordance with the direction of the County.
d. The Agency recognizes the County as the HMIS Lead to be the decision-making and
direction-setting authority regarding the HMIS, including, without limitation, with
regard to process updates, policy and practice guidelines, data analysis, and software
or hardware upgrades.
e. The Agency will designate a staff member to attend HMIS Agency Administrators
meetings regularly, and the Agency understands that Bitfocus, as the agent of the
County, will be responsible for coordinating HMIS Agency Administrator activities
subject to the direction of the County as the HMIS Lead.
2. Confidentiality:
a. Agency will not:
1. enter information into HMIS which it is not authorized to enter; and
2. designate information for sharing which it is not authorized to share, under any
relevant federal, state, or local confidentiality laws, regulations or other
restrictions applicable to Client information.
b. Agency represents that (check applicable items) for the purposes of the
organization's participation in the HMIS:
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it is; is not; a “covered entity” whose disclosures are restricted under
HIPAA (45 CFR 160 and 164); More information about “covered entities” can be
found here:
http://www.hhs.gov/ocr/privacy/hipaa/understanding/coveredentities/index.ht
ml
it is; is not; a program whose disclosures are restricted under Federal Drug
and Alcohol Confidentiality Regulations: 42 CFR Part 2;
If Agency is subject to any laws or requirements which restrict Agency’s ability to
either enter or authorize sharing of information, Agency will ensure that any
entry it makes and all designations for sharing fully comply with all applicable
laws or other restrictions.
c. To the extent that information entered by Agency into HMIS is or becomes subject to
additional restrictions, Agency will immediately inform County in writing of such
restrictions.
d. Agency shall comply with the Violence Against Women and Department of Justice
Reauthorization Act of 2005 (VAWA) and Washington State RCW 43.185C.030. No
Identified Information may be entered into HMIS for Clients in licensed domestic
violence programs (Victim Service Providers) or for clients actively fleeing domestic
violence situations.
e. Agency shall not enter confidential information regarding HIV/AIDS status, in
accordance with RCW 70.02.220. If funding (i.e., HOPWA) requires HMIS use, those
clients’ data shall be entered without Identifying Information.
3. Information Collection, Release and Sharing Consent:
a. Collection of Client Identified information: An agency shall collect client identified
information only when appropriate to the purposes for which the information is
obtained or when required by law. An Agency must collect client information by
lawful and fair means and, where appropriate, with the knowledge or consent of the
individual.
1. The Agency will use the Client Consent to Data Collection and Release of
Information form, describing how client information may be collected, used, and
released by the County and the CoC in the administration of the HMIS. Only the
standard, County-issued Client Consent to Data Collection and Release of
Information form may be used.
2. The Agency must maintain appropriate documentation of informed client
consent, in writing and signed by each client, to participate in the HMIS. All
documentation must be provided to the County within ten (10) days upon
request.
b. Obtaining Client Consent: In obtaining client consent, each adult Client in the
household must sign the approved King County HMIS Client Consent to Data Collection
and Release of Information form to indicate consent to enter Client identified
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information into HMIS. If minors are present in the household, at least one adult in
the household must consent minors by writing their names on the Client Consent to
Data Collection and Release of Information form. If any adult member of a household
does not provide written consent, identifying information may not be entered into
HMIS for anyone in the household. Unaccompanied youth aged 13 or older may
consent to have their personally identifying information entered in HMIS.
a. Revoking Consent: A Client may withdraw or revoke consent for Client identified
information collection by signing the Client Revocation of Consent form. The Agency
will follow King County’s policies for creating de-identified clients and all non-
identifying information for the client shall be entered into the HMIS. If a Client revokes
their consent, Agency is responsible for obtaining a Client Revocation of Consent form
signed by the client and immediately contacting the HMIS System Administrator
(Bitfocus Inc) at: kcsupport@bitfocus.com or 206.444.4001 x2 to have the client record
de-identified according to King County’s policies.
Consent may be revoked verbally for records pertaining to drug/alcohol treatment
and for records where client is actively fleeing domestic violence. If consent is revoked
verbally to the Agency, the Agency will inform Bitfocus of such revocation
immediately.
The Agency is prohibited from removing identified information from HMIS directly but
is responsible for notifying Bitfocus Inc and the CEA program to ensure that Client can
be contacted for a housing referral if applicable.
4. No Conditioning of Services: Agency will not condition any services upon or decline to
provide any services to a Client based upon a Client's refusal to allow entry of identified
information into HMIS.
5. Re-release Prohibited: Agency shall not release any Client identifying information received
from HMIS to any other person or organization without written Client consent, except when
required by law. Any requests for information from or related to HMIS that are for purpose
other than providing services to clients in the routine course of business, should be sent to
Bitfocus and the County. The Agency will also been encouraged to seek its own legal advice
if required by law to provide identifying confidential client information.
6. Client Inspection/Correction: Agency will allow a Client to inspect and obtain a copy of
his/her own personal information. Agency will also allow a Client to correct information
that is inaccurate. Corrections may be made by way of a new entry that is in addition to but
is not a replacement for an older entry.
7. Training/Assistance: Agency will permit access to HMIS only after the authorized user
receives appropriate confidentiality training including that provided by Bitfocus, the County,
and/or WA Department of Commerce. Agency will also conduct ongoing basic
confidentiality training for all persons with access to HMIS and will train all persons who
may receive information produced from HMIS on the confidentiality of such information.
Agency will participate in such training provided from time to time by the HMIS System
Page 61 of 114
King County HMIS Partner Agency Privacy And Data Sharing Agreement – November 2018
Page 5 of 10
Administrator. The HMIS System Administrator will be reasonably available during defined
weekday business hours for technical assistance (i.e. troubleshooting and report
generation).
8. Retention of paper copies of personally identifying information: Agencies must develop
and adopt policies governing the retention of paper records containing personally
identifying information. The policy must define how long paper records are retained after
they are no longer being actively utilized, and the process that will be used to destroy the
records to prevent the release of personally identifying information. The policy must
require the destruction of the paper records derived from an HMIS no longer than seven
years after the last day the person was served by the Agency.
9. Information Entry Standards:
a. Information entered into HMIS by Agency will be truthful, accurate and complete to
the best of Agency's knowledge.
b. Agency will not solicit from Clients or enter information about Clients into the HMIS
database unless the information is required for a legitimate business purpose such as
to provide services to the Client, to conduct program evaluation, to administer the
program, or to comply with regulatory requirements.
c. Agency will only enter information into HMIS database with respect to individuals that
it serves or intends to serve, including through referral.
d. The Agency will adhere to the King County HMIS Standard Operating Policies (“SOPs”),
HMIS Security Plan, Continuous Data Quality Improvement Process, HMIS Data
Standards Manual, HMIS Data Standards Data Dictionary, and other HMIS regulations
issued by the U.S. Department of Housing and Urban Development (“HUD”).
e. Agency will not alter or over-write information entered by another Agency.
f. Discriminatory comments based on race, ethnicity, ancestry, skin color, r eligion, sex,
gender identity, sexual orientation, national origin, age, familial status, or disability are
not permitted in the HMIS and will subject a user or Agency to immediate suspension.
10. Use of HMIS:
a. Agency shall be responsible for complying with all HMIS policies and procedures, and
for establishing and maintaining the HMIS Security Plan that is designed to ensure the
security and confidentiality of the data from HMIS to which Agency has access. This
includes protection against any anticipated threats or hazards to the security or
integrity of HMIS data, and protection against unauthorized access to or use of HMIS
Data that could result in substantial harm or inconvenience to the County or any client
or HMIS user.
b. The Agency will utilize the HMIS as part of the Coordinated Entry for All (CEA) system
in accordance with the CEA Standard Operating Procedures. Use of HMIS for CEA
Page 62 of 114
King County HMIS Partner Agency Privacy And Data Sharing Agreement – November 2018
Page 6 of 10
includes, but is not limited to, entering data for the approved CEA tools in order to
place clients into the priority pool for referral to housing programs, and accepting
referrals for clients from the Coordinated Entry for All system.
c. Agency will not access identifying information for any individual for whom services
are neither sought nor provided by the Agency.
d. If the Agency wishes to provide information from HMIS beyond information related
solely to services provided by the Agency, it must first inform and receive approval
from the County as the HMIS lead.
e. Agency will use HMIS database for legitimate business purposes only.
f. Agency will not use HMIS in violation of any federal or state law, including, but not
limited to, copyright, trademark and trade secret laws, and laws prohibiting the
transmission of material, which is threatening, harassing, or obscene.
Agency will not use the HMIS database to defraud federal, state or local governments,
individuals or entities, or conduct any illegal activity.
11. Monitoring and audits: County reserves the right to monitor agency privacy practices and
compliance with the provisions of this agreement through document review and site visits.
Monitoring and audit visits may be performed by County staff or by Bitfocus .
12. Proprietary Rights of the HMIS: The Agency and Bitfocus as the HMIS System Administrator,
understand and recognize that they are custodians of HMIS data and not owners of HMIS
data.
13. Technical Administrator and Security Officer:
a. Each HMIS Partner Agency must also designate a Technical Administrator (the “Partner
Agency Technical Administrator”) and a Security Officer (the “Partner Agency Security
Officer”) to fulfill the responsibilities detailed in the HMIS Partner Agency Technical
Administrator and Security Officer Agreement.
b. The Agency will comply with the HMIS Security Plan which includes completing the
semi-annual Security Compliance Checklist.
c. The Partner Agency must perform a background check on any End User:
1. Designated as a Partner Agency Technical Administrator,
2. Designated as a Partner Agency Security Officer, or
3. Granted administrator-level access in HMIS.
Such background check must be completed and the results approved by the Partner
Agency Executive Director before the End User is (i) granted with a Technical
Administrator or Security Officer title, or both, as applicable, and (ii) granted
administrator- level access in HMIS. The results of the background check must be
retained by the Partner Agency in the End User’s personnel file and must be provided
to the County upon request.
Page 63 of 114
King County HMIS Partner Agency Privacy And Data Sharing Agreement – November 2018
Page 7 of 10
14. Incidents of unauthorized access: As outlined in the HMIS Security Plan, should confidential
and/or legally protected client data be divulged to unauthorized third parties, Agency shall
be responsible for complying with all applicable federal and state laws and regulations and
shall be solely responsible for the costs associated with any and all activities and actions
required. Agency shall take appropriate action to address any incident of unauthorized
access to HMIS. These actions must include:
a. Immediately working to remedying or mitigating the issue that resulted in such
unauthorized access;
b. Notifying County within 24 hours of any incident of unauthorized access to HMIS data,
or any other breach in the Agency’s security that materially affects County or HMIS;
c. Upon request from County, Agency shall provide a corrective action plan that
addresses the incident and is designed to ensure compliance by its officers, employees,
agents, and subcontractors with the confidentiality provisions in this Agreement; and
d. Agency will be responsible for notifying all impacted clients.
15. Guidelines on Removing Partner Agencies or Users
Voluntary Removal: If a Partner Agency or user no longer wants to access the HMIS, they
simply need to inform Bitfocus of such decision. In the case of user removal, it is the
Partner Agency’s responsibility to contact Bitfocus in a timely manner so the User ID can
be deactivated to prevent unauthorized access to the system. A Partner Agency
requesting removal from the HMIS understands the following:
a. The Partner Agency will receive one copy of the data it has input into the HMIS. Such
copy will be in a format determined by Bitfocus and approved by the System
Performance Committee. The Partner Agency will be given an appropriate
description of the data format.
b. The data the Partner Agency enters into the system will remain in the system for the
purposes of producing aggregate non-identifying reports. Any Partner Agency
information will remain in the system but will be marked as inactive.
c. The Partner Agency understands and accepts any ramifications of not participating in
the HMIS, including impacts on coordinated entry (among other things).
Involuntary Removal: It is vital for the King County and Bitfocus to provide a secure service
for all Users. Any action(s) that threaten the integrity of the system will not be tolerated.
a. Bitfocus reserves the right to modify, limit, or suspend any user account or remove
any Partner Agency at any time if there is a security risk to the system.
Page 64 of 114
King County HMIS Partner Agency Privacy And Data Sharing Agreement – November 2018
Page 8 of 10
b. Any improper use of the HMIS is subject to immediate suspension of the user’s
account. The penalties imposed on a user for improper system use will vary based on
the level of the offense. Typically the user will receive a warning upon the first
offense. However, if the offense is severe enough, Bitfocus reserves the right to
disable the account immediately and, in extreme cases, to disable all users’ access at
the Partner Agency in question.
c. Bitfocus will contact the Partner Agency within one business day of any such
suspension.
d. If a user’s account is suspended, only the Executive Director (or acting Executive
Director) for a Partner Agency may request account re -activation. Suspended users
may be required to attend additional training before having their access reinstated.
e. In the event that a Partner Agency is removed from the system, it must submit a
written request for reinstatement to the County and Bitfocus. If the Partner Agency is
not reinstated into the system after review of its reinstatement request, the Partner
Agency will be given one copy of its data in a format that will be determined by
Bitfocus and approved by the System Performance Committee. (The Partner Agency
will also be provided with a description of the data format.) Data will not be given to
the Partner Agency until all hardware (firewalls, etc.) belonging to Bitfocus is returned.
Any fees paid for participation in the HMIS will not be returned.
16. Limitation of Liability and In demnification: No party to this Agreement shall assume any
additional liability of any kind due to its execution of this agreement of participation in the
HMIS. It is the intent of the parties that each party shall remain liable, to the extent provided
by law, regarding its own acts and omissions; but that no party shall assume additional
liability on its own behalf or liability for the acts of any other person or entity except for the
acts and omissions of their own employees, volunteers, agents or contr actors through
participation in HMIS. The parties specifically agree that this agreement is for the benefit
of the parties only and this agreement creates no rights in any third party.
17. Standard Terms and Conditions
a. This Agreement is the complete and exclusive statement of agreement between the
parties, and it supersedes all prior agreements, oral or written, relating to the subject
matter of this Agreement.
b. Neither party shall have the right to assign or transfer any rights or obligations under
this Agreement without the prior written consent of the other party.
c. This Agreement shall remain in force until revoked in writing by either party with thirty
(30) days’ advance written notice. Notwithstanding the foregoing, if there is credible
evidence regarding potential or actual breach of this Agreement and the nature of the
breach threatens the integrity of the HMIS, the County as the HMIS Lead will have the
right to immediately suspend or restrict the access rights of the breaching party to the
Page 65 of 114
King County HMIS Partner Agency Privacy And Data Sharing Agreement – November 2018
Page 9 of 10
HMIS pending investigation and resolution of the matter to the extent reasonably
required to protect the integrity of the system.
d. If this Agreement is terminated, the County and all participating Partner Agencies
maintain their rights to the use of all client informa tion previously entered into the
HMIS, subject to the terms of this Agreement and other applicable rules, regulations,
and agreements.
e. Upon any such termination of this Agreement, the Agency may request and receive
one export copy of all data entered by it into the HMIS from the Effective Date up to
the date of termination. If such a copy is requested, the Partner Agency will be
responsible for reimbursing the County for the costs associated with producing the
report.
f. This Agreement may be amended or modified only by a written agreement signed and
executed by both parties.
g. This Agreement is made for the purpose of defining and setting forth the rights and
responsibilities of the County as the HMIS Lead, Bitfocus as an agent of the County,
and the Agency. It is made solely for the protection of the County, Bitfocus, the Agency,
and their respective heirs, personal representatives, successors, and assigns. No other
individual or entity shall have any rights of any nature under this Agreement or by
reason hereof. Without limiting the generality of the preceding sentence, no End User
of the HMIS in her or his capacity as such and no current, former, or prospective client
of any Partner Agency shall have any rights of any nature under this Agreement or by
reason hereof.
h. Unless otherwise prohibited by law or County policy, the parties agree that an
electronic copy of a signed contract, or an electronically signed contract, has the same
force and legal effect as a contract executed with an original ink signature. The term
“electronic copy of a signed contract” refers to a transmission by facsimile, electronic
mail, or other electronic means of a copy of an original signed contract in a portable
document format. The term “electronically signed contract” means a contract that is
executed by applying an electronic signature using technology approved by the
County.
Page 66 of 114
King County HMIS Partner Agency Privacy And Data Sharing Agreement – November 2018
Page 10 of 10
KING COUNTY Homeless Management Information System (HMIS)
PARTNER AGENCY PRIVACY AND DATA SHARING AGREEMENT
This Partner Agency Privacy and Data Sharing Agreement (the “Agreement”) is entered into by
and between the County and ______________________________________________________
( “Partner Agency,” or “Agency”) (collectively “the Parties”), in order to clarify the rights and
responsibilities of the Parties regarding access to and use of the HMIS data by the Partner
Agency.
By signing, I agree to fulfill all of the responsibilities enumerated in the HMIS Partner Agency
Privacy and Data Sharing Agreement.
_________________________________________________
Executive Director Printed Name
_________________________________________________ _______________________
Executive Director Signature Date
King County Department of Community and Human Services
_________________________________________________
Designated Department Representative Printed Name
_________________________________________________ _______________________
Designated Department Representative Signature Date
City of Auburn
Page 67 of 114
--------------------------------
Resolution No. 5515
May 7, 2020
Page 1 of 2 Rev. 2018
RESOLUTION NO. 5515
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AUBURN, WASHINGTON, AUTHORIZING THE MAYOR TO
EXECUTE AN INTERLOCAL DATASHARE AGREEMENT
WITH THE DEPARTMENT OF SOCIAL AND HEALTH
SERVICES
WHEREAS, individuals within the City of Auburn are experiencing homelessness,
and desire available governmental resources to assist them with their housing challenges
and economic needs;
WHEREAS, the novel coronavirus and its impacts to the local economy are likely
to create greater housing and economic needs;
WHEREAS, the City of Auburn wishes to join the Interlocal Datashare Agreement
with the Department of Social and Health Services (“DSHS”) to allow City staff to assist
individuals with completing an online application to provide more effective access to
available federal, state, and local services through the Washington connection benefit
portal and carry out other activities designed to help them maintain eligibility; and,
WHEREAS, there is no additional cost to the City in joining the Interlocal Datashare
Agreement with DSHS.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, RESOLVES as follows:
Section 1. The Mayor is authorized to execute the Interlocal Datashare with
DSHS, which agreement will be in substantial conformity with the agreement attached as
Exhibit A.
Section 2. The Mayor is authorized to implement those administrative
procedures necessary to carry out the directives of this legislation.
Page 68 of 114
--------------------------------
Resolution No. 5515
May 7, 2020
Page 2 of 2 Rev. 2018
Section 3. This Resolution will take effect and be in full force on passage and
signatures.
Dated and Signed this _____ day of _________________, 2020.
CITY OF AUBURN
____________________________
NANCY BACKUS, MAYOR
ATTEST:
____________________________
Shawn Campbell, MMC, City Clerk
APPROVED AS TO FORM:
____________________________
Kendra Comeau, City Attorney
Page 69 of 114
AGENDA BILL APPROVAL FORM
Agenda Subject:
Parks, Arts and Recreation Covid Update (Faber)(20 Minutes)
Date:
May 5, 2020
Department:
Parks, Arts and Recreation
Attachments:
2020 City Council Par Covid Respons e
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
Review Presentation and Discussion
Background Summary:
Covid-19 has had a significant impact on the Parks, Arts and Recreation System in Auburn.
This presentation will provide a review of actions and next steps in an effort to remain
consistent with the Social Separation guidelines while working to keep the community
engaged in the benefits of Parks, Arts and Recreation during these difficult times.
Rev iewed by Council Committees:
Other: Study Session
Councilmember:Staff:Faber
Meeting Date:May 11, 2020 Item Number:
Page 70 of 114
COVID-19 IMPACTSPage 71 of 114
March 5March 6March 22March 24CLOSEDAuburn Golf Course,Disc Golf Course & Game Farm Wilderness CampgroundCLOSEDSenior Activity CenterCLOSEDAuburn Community& Event Center, REC Teen Center, Auburn Avenue Theater, & WRV MuseumCLOSEDAll active recreation areas within parks COVID CLOSURE TIMELINEPage 72 of 114
PUBLIC MESSAGINGPark SignageEmail BlastsSocial MediaCity WebsitePage 73 of 114
•Monday-Friday Hot Lunch Program for Seniors•Initially transitioned to Pick-Up Only and then transitioned todelivery only (through Hyde Shuttle) for Monday-Friday Delivery•Currently delivering 100 hot meals M-F (as of May 4)•Meals on Wheels•Weekly program previously relied on senior volunteers for delivery. Since they are not available to assist at this time, Hyde Shuttleis now delivery to approximately 30 clients every Friday.•Partnership with Auburn Food Bank•Picking up food and delivering sack of groceries weeklywith hot meals, Meals on Wheels, and frozen fooddistribution (over 1,000 bags delivered so far)•Coordinated with Emergency Management•Frozen Meal delivery to Senior only Apartment Complexesin Auburn –Auburn Court, The Reserve, The Estates atHillside Gardens (750 units)•Using funds from Senior Levy Grant Award•Funding from DonationsImmediate Innovations for vulnerable Senior PopulationPage 74 of 114
Additional Innovations for vulnerable Senior Population•Check-in Phone Calls –made to 700 registered participants•Follow up calls and support services provided as requested•Assistance with delivering of groceries (partnered with Auburn Main Street Market), Prescription delivery etc.•Sent posts cards to over 1,000 Auburn Seniors, letting them know that we are here to help•Over the phone tech support –Zoom instructions, orderingon line instructions, how to set up Face Book account•Additional Outreach: •Weekly Senior Focused Newsletter•Multiple Facebook and email posts weekly•Staff Videos for Seniors featuring messages about: •Self-Care, Mask Making Tips, Stay Home Stay Healthy, & Stay Active•Weekly Zoom meetings with different senior volunteer groups• “We Miss You” Parade - driving by and waving to participants in advertised locationsSocial ConnectionsSafety VideosWeekly NewsletterPage 75 of 114
Event Cancellations – pivot to virtual opportunitiesCancel PetpaloozaPivot to Mutt SturtCancel Spring SpecialOlympicsCancel In-Person Fitness ClassesPivot to Cyber Cycling & Track MeetsPivot to Online ClassesPage 76 of 114
Page 77 of 114
State of Washington Phased Approach to ReopeningPage 78 of 114
Potential Dates for Phased Openings (as provided by King County)BEGINNING MAY 5: •Auburn Golf Course OPENED•Park construction projects can beginEARLIEST DATE TO OPEN: JUNE 15•Outdoor group recreational sports(capped at groups of 50)•Recreational Facilities (operating at <50% capacity)•Indoor Gyms (under 50% capacity)•Theaters (under 50% capacity)•Museums•All gatherings (capped at 50 people)EARLIEST DATE TO OPEN: JULY 6•All recreational activity can resume•Gatherings of more than 50 people can resumeEARLIEST DATE TO OPEN: MAY 25•Outdoor recreation involving fewer than 5 people•Camping (Game Farm Wilderness Campground can OPEN)CURRENT STATUS(as of 5/5/2020)All programming and facility rentals cancelled through May 31;all special events cancelled through July 6FARM TO OPEN SUMMER HOURS ON JUNE 20Page 79 of 114
Q1. What do you most look forward to when Auburn Parks, Arts & Recreation re-opens? Please check all that applyReleased Customer Survey on May 1; Questions to help identify:•What customer were looking forward to when re-open•Summer Camp needs of community•Fitness & Wellness programming needs•Senior specific needs•General recreation needs/wants in the future•Outdoor recreation programming options•Facility Rentals •As of May 6; 350+ responsesBeing able to use active areas in parksExercising at the Community CenterHaving my kids participate in recreation activitiesParticipating in classes and programs for myselfDropping in at the Makers SpaceIn person Senior Center programs and activitiesAttending shows at the Auburn Avenue TheaterVisiting the White River Valley MuseumFacilityRentalsOther552%21%21%32%9%28%39%20%5%Page 80 of 114
SUMMER CAMP TIMELINEJUNE 1JUNE 12JUNE 19JULY 6JUNE 26Make decision on what camps to run; communicate with customers about camp status; advertise options to the public by June 5New beginning registration date for summer camps; ramp up staffing plan based on registrationsStaff re-hired, trained, supplies purchased and in-place for new operation modelConfirm camps and new camp operations with registered familiesSummer Camps BeginPage 81 of 114
King County Public Health has approved the Auburn Farmers Market for a Phase 1 opening on Sunday, June 7, from 10am-3pmPhase 1: farm (produce), flowers, food, health, and sanitation (soap) with the following requirements:•Revised one-way only market layout•Additional staff to monitor social distancing•Self-screening checklist for all customers before entry•Vendor safety plan required •Market Manager to submit report weekly to KC Public Health for weekly approval•No entertainment, no dogs (except service animals), no smoking, & limited to two people per boothPhase 2: addition of craft vendorsPhase 3: addition of non-profit, sponsors, and service vendorsPage 82 of 114
AGENDA BILL APPROVAL FORM
Agenda Subject:
Overview of the 2021/2022 Human Services Grant Funding
Application and Review Process (Tate)(10 Minutes)
Date:
May 6, 2020
Department:
Community Development
Attachments:
PowerPoint Presentation HS Funding
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
For discussion only.
Background Summary:
This item is brought forward to City Council while under various orders of the Governor of the
State of Washington because it pertains to COVID 19 and the City’s response efforts.
See Powerpoint Presentation
Rev iewed by Council Committees:
Councilmember:Trout-Manuel Staff:Tate
Meeting Date:May 11, 2020 Item Number:
Page 83 of 114
AUBURNVALUESSERVICEENVIRONMENTECONOMYCHARACTERSUSTAINABILITYWELLNESSCELEBRATIONCITY COUNCIL STUDY SESSION2021-2022 HUMAN SERVICES FUNDING CYCLE UPDATEPRESENTED BY DEPARTMENT OF COMMUNITY DEVELOPMENT MAY 11, 2020Department of Community DevelopmentPlanning Building Development Engineering Permit CenterSustainabilityCommunity Services ●Code EnforcementPage 84 of 114
General Fund Human Services dollars$680,000Competitive funding for direct service nonprofit agenciesGuided by Human Services Funding Priorities set by CouncilApproved by City Council every other year during budget processCDBG dollars$632,034*Funds support city’s Housing Repair program, public facility ADA improvements, public services (limited), and some economic development activitiesGuided by Consolidated Plan and Annual Action PlansApproved by City Council every yearGENERAL FUND VS CDBGPage 85 of 114
Auburn participates in Share1App, a common Human Services application process shared by 16 King County citiesIn order to be considered for funding, agencies must: Meet one or more of the City of Auburn’s funding prioritiesHave 501(c)(3) status, or have a 501(c)(3) fiscal sponsor in place by the time the application period closesHave a nondiscrimination policy in placeMeet minimum insurance requirementsBe willing and able to accept reimbursement for funds based on service unit completionIf funded, regularly track and submit required reports regarding services and demographics, and undergo regular monitoringApplications are reviewed and scored by the Human Services Committee, with funding recommendations made to City Council in the fallAPPLICATION BASICSSERVICE ENVIRONMENT ECONOMY CHARACTER SUSTAINABILITY WELLNESS CELEBRATIONPage 86 of 114
March 4 – May 5•Application open•Extended by one month (COVID)May 18 –August 24•Application scoring and review by HSCSeptember 28•Recommendations finalized by HSCOctober•Presentation to City Council 2021-2022 APPLICATION REVIEW TIMELINESERVICE ENVIRONMENT ECONOMY CHARACTER SUSTAINABILITY WELLNESS CELEBRATIONPage 87 of 114
Email outreach to all prior applicants, interested agency lists, and community groupsDecember 2019 – May 2020February 2020: Auburn supplemental information for applicant agencies emailed out and posted on the application website, detailing info on Technical Assistance, scoring, Auburn-specific priorities and requirements, and contact info for city staffWeekly outreach and reminders once application openedInformation on City websitePresentations and outreach to community groupsSouth King County Forum on HomelessnessAuburn Community RoundtableSouth King Council of Human ServicesSeattle-King County Coalition on HomelessnessOUTREACHSERVICE ENVIRONMENT ECONOMY CHARACTER SUSTAINABILITY WELLNESS CELEBRATIONPage 88 of 114
Application workshops with a question-by-question walkthroughIn person (March 4) and online (March 9, 10)Recording available on application websiteHelp guides and FAQ documentsAuburn virtual TA sessions (drop in support for any application content):March 11, 8am – 11am (1)March 19, 1pm – 4pm (2)March 27, 8am – 11am (0)April 2, 1pm – 4pm (0)April 8, 1pm – 4pm (1)April 17, 8am – 11am (0)April 21, 1pm – 4pm (2)April 29, 8am – 11am (3)One-on-one TA provided over phone and email as needed, through 5pm on May 1 (40)Answers to any TA questions updated on Auburn websiteTECHNICAL ASSISTANCE AND SUPPORTSERVICE ENVIRONMENT ECONOMY CHARACTER SUSTAINABILITY WELLNESS CELEBRATIONPage 89 of 114
79 Applications received60 Agencies Total requested: $1,497,79118%14%19%41%8%Priority Area DistributionHousing and AssociatedServicesHomelessnessInterventionsHousing RelatedSupportive ServicesBasic NeedsJob Training andEducationINITIAL DATAPage 90 of 114
March 4 – May 5•Application open•Extended by one month (COVID)May 18 –August 24•Application scoring and review by HSCSeptember 28•Recommendations finalized by HSCOctober•Presentation to City Council 2021-2022 APPLICATION REVIEW TIMELINESERVICE ENVIRONMENT ECONOMY CHARACTER SUSTAINABILITY WELLNESS CELEBRATIONPage 91 of 114
THANK YOUPage 92 of 114
AGENDA BILL APPROVAL FORM
Agenda Subject:
Status of Human Service Agencies Amidst COVID Pandemic
(Tate)(10 Minutes)
Date:
May 6, 2020
Department:
Community Development
Attachments:
PowerPoint Presentation - State of Agencies
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
For discussion only.
Background Summary:
This item is brought forward to City Council while under various orders of the Governor of the
State of Washington because it pertains to COVID-19 and the City’s response efforts.
See Powerpoint Presentation
Rev iewed by Council Committees:
Councilmember:Trout-Manuel Staff:Tate
Meeting Date:May 11, 2020 Item Number:
Page 93 of 114
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CITY COUNCIL STUDY SESSION
IMPACTS OF COVID-19 ON
HUMAN SERVICE AGENCIES
IN AUBURN
PRESENTED BY DEPARTMENT OF
COMMUNITY DEVELOPMENT
MAY 11, 2020
Department of Community Development
Planning z Building z Development Engineering z Permit Center
Sustainability z Community Services ŏ Code Enforcement
Page 94 of 114
Allocates funding through a competitive application process to
nonprofit agencies to provide direct services to community
members.
Currently manages contracts for 52 programs
Supports coordination, collaboration, and capacity building for
nonprofit agencies
Staff work closely with regional partners to better assess need
and advocate for the Auburn and South King County
community
CITY OF AUBURN HUMAN SERVICES PROGRAM
SERVICE z ENVIRONMENT z ECONOMY z CHARACTER z SUSTAINABILITY z WELLNESS z CELEBRATION
Page 95 of 114
Agencies are experiencing increased costs
Technology to support remote service delivery
Supplies and PPE to continue in-person service delivery
Additional space and staffing to facilitate space de-
intensification
Hazard pay and incentives to support staff retention
COVID-19 IMPACTS
SERVICE z ENVIRONMENT z ECONOMY z CHARACTER z SUSTAINABILITY z WELLNESS z CELEBRATION
Page 96 of 114
Agencies are concerned about reaching their clients
Access to technology is a barrier on both sides
Some services (e.g. legal, behavioral health) face additional
logistical challenges in remote work
Need for interpretation services can create added accessibility
challenge
Some clients may be sheltering in place with abusers
School closures create unique youth engagement barriers
Outreach programs – fewer gathering places for people in the
community
COVID-19 IMPACTS
Page 97 of 114
Agencies are concerned about capacity
Navigating reduced or interrupted staffing due to illness
Technology for staff and agency not always readily available
Agencies that rely on volunteers facing unique challenges balancing
safety and service delivery
Expect demand for services to overwhelm capacity in coming months
Space for having safe group programming in the future
COVID-19
Page 98 of 114
Continuing to convene provider and partner groups virtually
Payment on contracts
Supporting regional efforts to reduce data collection burden on
Auburn agencies
Working to assess community gaps and needs
Dissemination of changing protocol to agency partners
Providing support and input to regional response efforts
CITY STAFF EFFORTS
Page 99 of 114
King County Public Health
Stakeholder groups for homeless
service providers, street outreach
workers, agencies providing basic needs
services
Centralized PPE and other supply
ordering to address supply chain issues
Mobile assessments and health services
Onsite environmental assessments and
support for sanitation guideline
implementation
Seattle Foundation COVID-19
Response Fund
UWKC Rental Assistance Funds
REGIONAL EFFORTS
Page 100 of 114
Joy Scott
Community
Services ManagerTHANK YOU
Page 101 of 114
AGENDA BILL APPROVAL FORM
Agenda Subject:
Overview of CDBG CV Federal Funds (Tate)(30 Minutes)
Date:
May 6, 2020
Department:
Community Development
Attachments:
PowerPoint Presentation - CDBG Covid
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
For discussion only.
Background Summary:
This item is brought forward to City Council while under various orders of the Governor of the
State of Washington because it pertains to COVID 19 and the City’s response efforts.
See Powerpoint Presentation
Rev iewed by Council Committees:
Councilmember:Trout-Manuel Staff:Tate
Meeting Date:May 11, 2020 Item Number:
Page 102 of 114
AUBURNVALUESS E R V I C EENVIRONMENTE C O N O M YC H A R A C T E RSUSTAINABILITYW E L L N E S SC E L E B R AT I O NCITY COUNCIL STUDY SESSIONCDBG-CV FUNDSPRESENTED BY DEPARTMENT OF COMMUNITY DEVELOPMENT MAY 11, 2020Department of Community DevelopmentPlanning Building Development Engineering Permit CenterSustainabilityCommunity Services Code EnforcementPage 103 of 114
General Fund Human Services dollars$680,000Competitive funding for direct service nonprofit agenciesGuided by Human Services Funding Priorities set by CouncilApproved by City Council every other year during budget processCDBG dollars$632,034*program, public facility ADA improvements, public services (limited), and some economic development activitiesGuided by Consolidated Plan and Annual Action PlansApproved by City Council every yearGENERAL FUND VS CDBGCDBG-CV dollarsPage 104 of 114
The Coronavirus Aid, Relief and Economic Security Act (CARES Act) makes available $5 billion in supplemental Community Development Block Grant (CDBG) funding for grants to prevent, prepare for, and respond to coronavirus (CDBG-CV grants)The Department of Housing and Urban Development has announced the allocations of the first $2 billion in CARES Act funding for CDBG grantees-CV allocation: $371,805BACKGROUNDSERVICE ENVIRONMENT ECONOMY CHARACTER SUSTAINABILITY WELLNESS CELEBRATIONPage 105 of 114
CDBG-ENAllocated annuallySupports Housing Repair, fair housing activities, some public services, and sidewalk ADA improvementsPlan for spending is incorporated into an Annual Action Plan adopted by City Council in the 4thquarter of the prior yearTypically subject to 15% Public Services CapIncludes robust public input process that starts mid-yearCDBG-CVIn addition to our regular annual allocationCan only be used in direct response to COVID-19Requires substantial amendment to Annual Action Plan that details spending planNo Public Services CapWaivers available to support rapid deployment of fundsCOMPARISON OF CDBG FUNDSSERVICE ENVIRONMENT ECONOMY CHARACTER SUSTAINABILITY WELLNESS CELEBRATIONPage 106 of 114
Action plan amendment must provide plan for allocating all known CDBG-CV fundsA portion of funds can be used for Planning and Administration (City staff time).CDBG-CV Funds cannot supplant any existing funding, including from the new service or demonstrably increase or expand existing services. City must ensure that no duplication of benefits occurs with CDBG Funds Funds must support directresponse to COVID-19.CDBG-CV FUNDSPage 107 of 114
May 8: City staff notifies HUD through electronic process of intent to use waivers allowed by CARES ActMay 18: City Council takes action allowing for a modified Citizen Participation Plan for 2020 and reduced public comment timeframe for Annual Action Plan Amendment to incorporate CDBG-CV fundsSubstantial Amendment to 2019 CDBG Annual Action Plan is drafted with Human Services Committee inputMay 20: Minimum 5 day public comment period providedJune 1: City Council adopts resolution approving AAP amendmentCOUNCIL PROCESS FOR CDBG-CV ACTION PLAN AMENDMENTSERVICE ENVIRONMENT ECONOMY CHARACTER SUSTAINABILITY WELLNESS CELEBRATIONPage 108 of 114
Development and implementation of a new program will likely take more staff capacity than is currently available. recommendation will be to subcontract or partner with existing programs in order to deploy funds quickly and efficiently. Staff are working to assess the multiple funding sources becoming available to develop a plan that best serves Auburn residentsImportant to leverage funding opportunities to provide support to businesses andresidents in our communityIMPLEMENTATION CONSIDERATIONSPage 109 of 114
City staff are exploring opportunities to create a simplified RFP process for funds to be used for public service activities. Utilizing this method, a specific amount of funding would be set aside for a public service category and nonprofit organizations would apply to the City to provide those services using CDBG funds. The Annual Action Plan amendment would identify the amounts set aside for each activity as decided upon by the City, but not the specific agencies providing services. The application process will be detailed in the amendment.IMPLEMENTATION CONSIDERATIONS, CONTINUEDPage 110 of 114
Rental assistance paid on behalf of a resident to a third partyCOVID Health services and expansion of local COVID-19 testingLegal assistance to prevent or defend evictionCOVID-19 Related trauma counselingOPPORTUNITIES FOR DISTRIBUTION: PUBLIC SERVICESPage 111 of 114
Microenterprise:a commercial enterprise that has five (5) or fewer employees, one (1) or more of whom owns the enterprise.Micro-enterprise Business Technical AssistanceMicro-enterprise Stabilization Grants Possible for microenterprises owned by low to moderate income individualsOPPORTUNITIES FOR DISTRIBUTION: MICROENTERPRISE ASSISTANCEPage 112 of 114
May 8: City staff notifies HUD through electronic process of intent to use waivers allowed by CARES ActMay 18: City Council takes action allowing for a modified Citizen Participation Plan for 2020 and reduced public comment timeframe for Annual Action Plan Amendment to incorporate CDBG-CV fundsSubstantial Amendment to 2019 CDBG Annual Action Plan is drafted with Human Services Committee inputMay 20: Minimum 5 day public comment period providedJune 1: City Council adopts resolution approving AAP amendmentCOUNCIL PROCESS FOR CDBG-CV ACTION PLAN AMENDMENTSERVICE ENVIRONMENT ECONOMY CHARACTER SUSTAINABILITY WELLNESS CELEBRATIONPage 113 of 114
AUBURNVALUESS E R V I C EENVIRONMENTE C O N O M YC H A R A C T E RSUSTAINABILITYW E L L N E S SC E L E B R AT I O NDepartment of Community DevelopmentPlanning Building Development Engineering Permit CenterSustainabilityCommunity Services Code EnforcementTHANK YOUPage 114 of 114