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HomeMy WebLinkAboutOrdinance-1982-0505INTRODUCED BY COUNCILMEr1BER ORE ORDINANCE NO. 505 Series of 1982 BOND ORDINANCE TITLE: A ORDINANCE RELATING TO THE ISSUANCE OF AN INDUSTRIAL DEVELOPMENT REVENUE BOND UNDER THE PROVISIONS OF THE COLORADO CITY AND MUNICIPALITY DEVELOPMENT REVENUE BOND ACT; PROVIDING FOR THE ISSUANCE AND SALE OF CITY OF WHEAT RIDGE, COLO- RADO, INDUSTRIAL DEVELOPMENT REVENUE BOND (RIDGE VILLAGE SHOPPING CENTER PROJECT) SERIES 1982 IN THE PRINCIPAL AMOUNT OF $3,750,000 FOR THE PURPOSE OF LOANING FUNDS TO RIDGE VILLAGE PART- NERSHIP TO FINANCE IMPROVEMENTS RELATING TO THE ACQUISITION, CONSTRUCTION AND INSTALLATION OF A COMMERCIAL AND BUSINESS FACILITY IN THE CITY OF WHEAT RIDGE, COLORADO; APPROVING AND AUTHORIZING THE EXECUTION OF A LOAN AGREEMENT AMONG THE CITY AND CAPITAL HOLDING CORPORATION; AND AUTHORIZING THE PREPARATION AND EXECUTION OF CERTAIN RELATED DOCUMENTS AND INSTRUMENTS. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF WHEAT RIDGE: ARTICLE I DEFINITIONS, LEGAL AUTHORIZATION AND FINDINGS 1.1. Definitions The terms used herein, unless the context hereof shall require otherwise, shall have the following meanings, and any other terms defined in the Loan Agreement shall have the same meanings when used herein as assigned to them in the Loan Agreement unless the context or use thereof indicates another or different meaning or intent. 1. Act. The City and Municipality Development Revenue Bond Act, article 3, title 29, C.R.S. 1973, as amended. 2. Bond. The $3,750,000 Industrial Development Revenue Bond (Ridge Village Shopping Center Project) Series 1982, to be issued by the City pursuant to this Ordinance. 3. Bond Counsel. The firm of Kutak Rock & Huie, Denver, Colorado. 2 4. Bond Register. The records kept by the City to provide for the registration and transfer of ownership of the Bond. 5. City. The City of Wheat Ridge, Colorado, its succes- sors and assigns. 6. Company. Ridge Village Partnership, a Colorado general partnership, its successors and assigns, and any sur- viving, resulting or transferee business entity which may assume its obligations under the Loan Agreement. 7. Deed of Trust. The Deed of Trust to be executed by the Company in favor of the Lender securing payment of the Bond and interest thereon. 8. Improvements. The structures and other improvements, excluding any tangible personal property, constructed or in- stalled on the Land in accordance with the Plans and Specifica- tions and to be owned by the Company. 9. Inducement Letter. The letter agreement from the Company to the City and the Lender datedSgptember 27 , 1982• 10. Land. The real property and any other easements and rights described in Exhibit A attached to the Loan Agreement. 11. Lender. Capital Holding Corporation, its successors and assigns. The Lender is the initial purchaser of the Bond. 12. Loan Agreement. The agreement, dated as of October 1, 1982, to be executed by the City, the Lender and the Com- pany, providing for the issuance of the Bond and the loan of the proceeds thereof to the Company, including any amendments or supplements thereto made in accordance with its provisions. 13. Offer to Purchase. The letter agreement from the Lender to the City, dated September 27 , 1982• 14. Ordinance. This Bond Ordinance of the City, adopted on second reading on September 27, 19823 together with any sup- plement or amendment thereto. 15. Plans and Specifications. The plans and specifica- tions for the construction and installation of the Improvements on the Land, which are approved by the Lender, together with such modifications thereof and additions thereto as are reason- 3 ably determined by the the completion of the writing by the Lender. Company to be necessary or desirable for Improvements and are first approved in 16. Principal Balance. So much of the principal sum on the Bond as from time to time remains unpaid. 17. Project. The Improvements and the Land. 18. Security Agreement. The Security Agreement to be executed by the Company in favor of the Lender securing payment of the Bond and interest thereon. 1.2. Legal Authorization The City is a political subdivision of the State of Colo- rado and is authorized under the Act to finance the Project herein referred to, and to issue and sell the Bond for the purpose, in the manner and upon the terms and conditions set forth in the Act and in this Ordinance. 1.3. Findings The City Council has heretofore determined and found, and does hereby determine and find, as follows: (a) In authorizing the Project the City's purpose is, and in its judgment the effect thereof will be, the promotion of industry and development of trade and other economic activities by inducing the Company and thereby other profit and nonprofit corporations, commercial and business enterprises to locate and expand within the boundaries of the City; to mitigate the threat of unem- ployment; and to secure and maintain a balanced and stable economy within the City; (b) The amount estimated to be necessary to finance the Project, including the costs and estimated costs permitted by the Act, is consistent with the issuance of the Bond in the principal amount of $3,750,000, as herein- after provided; (c) It is desirable, feasible and consistent with the objects and purposes of the Act to issue the Bond, for the purpose of financing the construction of the Project; 4 (d) The Bond and the interest accruing thereon shall never constitute the debt or indebtedness of the City within the meaning of any provision or limitation of the constitution or statutes of the State of Colorado or the City's Home Rule Charter and shall not constitute nor give rise to a pecuniary liability of the City or a charge against its general credit or taxing powers; and (e) Pursuant to Sections 113, 114 and 120 of the Act the City hereby determines that (i) the amount necessary in each year to pay the principal of and the interest on the Bond is $524,304 and the Loan Agreement requires such payments by the Company, (ii) it is not necessary to establish a reserve fund for the retirement of the Bond or the maintenance of the Project, (iii) since the Loan Agreement provides that the Company shall maintain the Project and carry all proper insurance with respect there- to, no determination of the estimated cost of maintaining the Project need be made and (iv) the revenues of the Company will be sufficient to pay the taxes, if any, assessed against the Project. 1.4. Authorization and Ratification of Project The City hereby authorizes the Company to provide for the acquisition, construction and installation of the Improvements to be included in the Project pursuant to the Plans and Speci- fications by such means as shall be available to the Company and in the manner determined by the Company, and the City hereby ratifies, affirms and approves all actions heretofore taken by the Company consistent with and in anticipation of such authority and in compliance with the Plans and Specifica- tions. ARTICLE II BOND 2.1. Authorized Amount and Form of Bond The Bond issued pursuant to this Ordinance shall be in substantially the form set forth herein, with such appropriate variations, omissions and insertions as are permitted or re- quired by this Ordinance, and in accordance with the further provisions hereof; and the total principal amount of the Bond that may be outstanding hereunder is expressly limited to $3,750,000. The Bond shall be in substantially the following form: 5 UNITED STATES OF AMERICA STATE OF COLORADO CITY OF WHEAT RIDGE INDUSTRIAL DEVELOPMENT REVENUE BOND (RIDGE VILLAGE SHOPPING CENTER PROJECT) SERIES 1982 R-1 $31750,000 FOR VALUE RECEIVED, the City of Wheat Ridge, Colorado (the "City") hereby promises to pay to the order of Capital Holding Corporation, Louisville, Kentucky (the "Lender"), its succes- sors or registered assigns, from the source and in the manner hereinafter provided, the principal sum of THREE MILLION, SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($3,750,000) (the "Principal Balance"), with interest thereon at the rate of thirteen and seventy-five hundredths percent (13.75%) per annum or at such higher rate as is hereinafter provided, in any coin or currency which at the time or times of payment is legal tender for the payment of public or private debts in the United States of America, in accordance with the terms hereinafter set forth. 1. (a) On December 1, 1982 and on the first day of each and every month thereafter the Company shall pay Forty-three Thousand Six Hundred Ninety-two Dollars ($43,692), such sum being the sum necessary to amortize the Principal Balance of the Bond in three hundred sixty (360) equal monthly installments at an interest rate of thirteen and seventy-five hundredths percent (13.75%) per annum; provided that as of November 11 1987 (the "Rate Adjustment Date") the interest rate on this Bond shall become the immediately preceding twelve weeks average yield for twenty year constant maturity U.S. Government Bonds as published by the Federal Reserve System in the Federal Reserve Statistical Release Weekly Summary of Banking and Credit Measures H.9(511) or, if that report is not then published, in the most nearly similar report indicating the rate of such bonds which is mutually agree- able to the Lender and the Company; further provided, however, that the such new interest rate on this Bond shall not be below 13.75% (without the written consent of the Lender) or above 18.00%; 6 (b) If the interest on this Bond should become subject to federal income taxation pursuant to a "Determi- nation of Taxability" as that term is defined in Section 4.07 of the Loan Agreement hereinafter referred to and upon receipt by the Company hereinafter referred to from the Lender of notice of the Determination of Taxability, the then current interest rate shall be immediately in- creased to twenty percent (20.08) per annum and each monthly installment thereafter payable shall be according- ly increased to amortize the remaining Principal Balance over the remainder of the thirty (30) year term with interest at said increased rate; and in addition the City shall pay forthwith to the Lender, but solely from the revenues derived from the Loan Agreement, an amount of interest equal to the aggregate difference between (i) the monthly payments theretofore made to the Lender on this Bond between the "Date of Taxability" as that term is defined in the Loan Agreement hereinafter referred to and the effective date of the rate increase and (ii) the monthly payments which would have been made during such period if the increased rate had been in effect; all as provided in Section 4.07 of the Loan Agreement; provided that the Lender may require the City, but solely from revenues derived from the Loan Agreement, to pay the remaining Principal Balance of this Bond, plus accrued interest thereon, upon 10 days written notice, without any prepayment premium. (c) If on the Rate Adjustment Date, Net Operating Revenues (as defined in the Loan Agreement hereinafter described) are less than 1208 of the annual principal and interest due on this Bond in the next succeeding twelve month period, the City, but only from revenues available under the Loan Agreement, shall pay the remaining Princi- pal Balance hereof to the Lender, upon its prior written request, on December 1, 1987. (d) All principal of the Bond which remains unpaid on November 1, 1992 will be immediately due and payable on that date. 2. Interest shall be computed on the basis of a three hundred sixty (360) day year, but interest shall be charged for the actual number of days principal is unpaid. 3. If any payment on this Bond is not made in full within ten (10) days after written notice to the Company, the Lender may, at its option, assess and collect, and the City 7 shall pay, but only from revenues received from the Company, a service charge of four percent (4%) of the payment then delin- quent. 4. Principal and interest due hereunder shall be payable at the principal office of the Lender, or at such other place as the Lender may designate in writing. 5. This Bond is issued by the City to provide funds for a project, as defined in Section 103 of article 3, title 29, C.R.S. 1973, as amended (the "Act"), consisting of the acquisi- tion and construction of a business and commercial facility on real estate located in the City, pursuant to a Loan Agreement dated as of October 1, 1982, among the City, the Lender and Ridge Village Partnership (the "Company") (the "Loan Agree- ment"), and, further, this Bond is issued pursuant to and in full compliance with the Constitution and laws of the State of Colorado, particularly the Act and an ordinance duly adopted by the City Council on September 27, 1982 (the "Ordinance"). 6. This Bond is secured by (i) a Deed of Trust from the Company as grantor, in favor of the Lender, (ii) a Security Agreement under the Uniform Commercial Code and (iii) an As- signment of Leases and Rents from the Company to the Lender. This Bond is subject to all the terms, conditions and provi- sions thereof. 7. The Lender may extend the times of payments of inter- est and/or principal due on this Bond, including the date of the final payment on this Bond, without notice to or consent of any party liable hereon and without releasing any such party. In no event, however, may the final payment on this Bond be extended beyond forty (40) years from the date hereof. 8. The City may prepay all or a portion of the Principal Balance on any interest payment date upon sixty (60) days written notice to the Lender, beginning on December 1, 1987, at the prices (expressed as a percentage of principal) set forth in the following table, plus interest accrued thereon to the prepayment date. Interest Payment Dates Prepayment Prices (as a percentage of principal) December 1, 1987 - November 1, 1988 105.0% December 1, 1988 - November 1, 1989 104.5 December 1, 1989 - November 1, 1990 104.0 December 1, 1990 - November 1, 1991 103.5 December 1, 1991 - November 1, 1992 103.0 8 No partial prepayment shall change the amount or extend the time of payment of any installment payable hereunder. 9. This Bond is further subject to prepayment, without a prepayment penalty, (i) in whole or in part, upon the occur- rence of certain events of damage to, or destruction or condem- nation of, the Project, (ii) in whole, upon a Determination of Taxability, and (iii) in whole, upon the option of Company, if on the Rate Adjustment Date the interest rate on this Bond is adjusted above the rate of 13.75%, all as specified in the Loan Agreement, the Deed of Trust and the Ordinance. 10. The monthly payments due under paragraph 1 hereof shall continue to be due and payable in full until the entire Principal Balance and accrued interest due on this Bond have been paid, regardless of any partial prepayment made hereunder. 11. As provided in the Ordinance and subject to certain limitations set forth therein, this Bond is transferable upon the books of the City at the office of the City Clerk, by the Lender in person or by its agent duly authorized in writing, at the Lender's expense, upon surrender hereof together with a written instrument of transfer satisfactory to the City Clerk, duly executed by the Lender or its duly authorized agent. Upon such transfer the City Clerk will note the date of registration and the name and address of the new registered Lender in the registration blank appearing below. The City may deem and treat the person in whose name the Bond is last registered upon the books of the City as the absolute owner hereof, whether or not overdue, for the purpose of receiving payment of or on the account of the Principal Balance, prepayment price or interest and for all other purposes, and all such payments so made to the Lender or upon its order shall be valid and effective to satisfy and discharge the liability upon the Bond to the extent of the sum or sums so paid, and the City shall not be affected by any notice to the contrary. 12. THIS BOND AND INTEREST THEREON AND ANY PENALTY OR PREMIUM DUE HEREUNDER ARE PAYABLE SOLELY FROM THE REVENUES AND PROCEEDS DERIVED FROM THE LOAN AGREEMENT, THE DEED OF TRUST AND THE SECURITY AGREEMENT, AND SHALL NEVER CONSTITUTE THE DEBT OR INDEBTEDNESS OF THE CITY WITHIN THE MEANING OF ANY PROVISION OR LIMITATION OF THE STATE CONSTITUTION OR STATUTES OR THE CITY'S HOME RULE CHARTER AND SHALL NOT CONSTITUTE NOR GIVE RISE TO A PECUNIARY LIABILITY OF THE CITY OR A CHARGE AGAINST ITS GENERAL CREDIT OR TAXING POWERS. 9 13. It is agreed that time is of the essence in the performance of this Bond. In the event of failure by the City to pay when due any monthly installment of principal or inter- est or any premium or penalty due hereunder, or if an Event of Default shall occur, as set forth in the Loan Agreement, then the Lender shall have the right and option by written notice to the City and the Company to declare the Principal Balance and accrued interest thereon immediately due and payable. Failure to exercise such option at any time shall not constitute a waiver of the right to exercise the same at any subsequent time. 14. The remedies of the Lender, as provided herein and in the Deed of Trust, the Security Agreement, the Loan Agreement and the Assignment of Leases and Rents, are not exclusive and shall be cumulative and concurrent and may be pursued singly, successively or together, at the sole discretion of the Lender, and may be exercised as often as occasion therefor shall occur; and the failure to exercise any such right or remedy shall in no event be construed as a waiver or release thereof. 15. The Lender shall not be deemed, by any act of omis- sion or commission, to have waived any of its rights or reme- dies hereunder unless such waiver is in writing and signed by the Lender, and then only to the extent specifically set forth in the writing. A waiver with reference to one event shall not be construed as continuing or as a bar to or waiver of any right or remedy as to a subsequent event. 16. This Bond has been issued without registration under state or federal or other securities laws, pursuant to an exemption for such issuance; and accordingly the Bond may not be assigned or transferred in whole or part, nor may a partici- pation interest in the Bond be given pursuant to any participa- tion agreement, except in accordance with applicable registra- tion requirements or an applicable exemption from such regis- tration requirements, and the City Clerk may require an opinion of qualified counsel as to the existence of such an exemption before transferring this Bond on the books of the City. IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts and things required to exist, happen and be performed precedent to or in the issuance of this Bond do exist, have happened and have been performed in regular and due form as required by law. 10 IN WITNESS WHEREOF, the City has caused this Bond to be duly executed in its name by the manual signatures of the Mayor and the City Clerk, and the City Clerk has caused the City seal to be affixed hereto, and has caused this Bond to be dated September 27-F 1982. CITY OF WHEAT RIDGE, COLORADO (SEAL] By Mayor City Clerk PROVISIONS AS TO REGISTRATION The ownership of the unpaid Principal Balance of this Bond and the interest accruing thereon is registered on the books of the City of Wheat Ridge, Colorado, in the name of the holder last noted below. Date of Name and Address Signature of City Registration of Registered Owner Clerk or Deputy 2.2. The Bond The Bond shall be payable at the times and in the manner, and shall be subject to such other terms and conditions as are set forth in the form thereof included as Section 2.1 of this Ordinance. The net effective interest rate on the Bond shall not exceed nineteen percent (19%) per annum, unless there shall have been a "Determination of Taxability," in which case the net effective interest rate on the Bond shall not exceed twenty-one percent (21.0%) per annum. Subject to the forego- ing, the Bond shall bear interest at the rate set forth in the form thereof included as Section 2.1 of this Ordinance. 11 2.3. Execution The Bond shall be executed on behalf of the City by the signatures of the Mayor and the City Clerk and shall be sealed with the seal of the City. In case any officer whose signature shall appear on the Bond shall cease to be such officer before the delivery of the Bond, such signature shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. 2.4. Delivery of the Bond Before delivery of the Bond there shall be filed in the office of the City Clerk the following items: 1. executed copies of the Loan Agreement, the Assignment of Leases and Rents, the Deed of Trust and the Security Agree- ment; 2. an opinion of Counsel for the Company in scope and substance satisfactory to Bond Counsel as to the authority of the Company to enter into the transaction and other related matters; 3. the opinion of Bond Counsel as to the validity and tax exempt status of the Bond; and 4. such other documents and opinions as Bond Counsel may reasonably require for purposes of rendering its opinion re- quired in subsection (3) above or that the Lender may require for the closing. 2.5. Issuance of New Bonds Subject to the provisions of Section 2.9 hereof, the City shall, at the request and expense of the Lender, issue new Bonds, in aggregate outstanding principal amount equal to that of the Bond surrendered, and of like tenor except as to number, principal amount and the amount of the monthly installments payable thereunder, and registered in the name of the Lender or such transferee as may be designated by the Lender. 2.6. Registration of Transfer The City will cause to be kept at the office of the City Clerk a record of the Bond or Bonds outstanding and on which, subject to such reasonable regulations as it may prescribe, the City shall provide for the registration of transfers of owner- 12 ship of the Bond. The Bond shall be transferable by the Lender in person or by its attorney duly authorized in writing, upon surrender of the Bond together with a written instrument of transfer, duly executed by the Lender or its duly authorized agent. Upon such transfer the City Clerk shall note the date of registration and the name and address of the new Lender in such record and in the registration blank appearing on the Bond. 2.7. Mutilated, Lost or Destroyed Bond In case any Bond issued hereunder shall become mutilated or be destroyed or lost, the City shall, if not then prohibited by law, cause to be executed and delivered, a new Bond of like outstanding principal amount, number and tenor in exchange and substitution for and upon cancellation of such mutilated Bond, or in lieu of and in substitution for such Bond destroyed or lost, upon the Lender's paying the reasonable expenses and charges of the City in connection therewith, and in the case of a Bond destroyed or lost, the filing with the City of evidence satisfactory to the City that such Bond was destroyed or lost, and furnishing the City with indemnity satisfactory to it. If the mutilated, destroyed or lost Bond has already matured or been called for redemption in accordance with its terms it shall not be necessary to issue a new Bond prior to payment. 2.8. Ownership of Bond The City may deem and treat the person in Bond is last recorded as the absolute owner of the purpose of making payment of or on account Balance, redemption price and interest and for poses whatsoever, and the City shall not be of notice to the contrary. 2.9. Limitation on Bond Transfers whose name the such Bond for of the Principal all other pur- fected by any The Bond has been issued without registration under state or other securities laws, pursuant to an exemption for such issuance; and accordingly the Bond may not be assigned or transferred in whole or part, nor may a participation interest in the Bond be given pursuant to any participation agreement, except in accordance with applicable registration requirements or an applicable exemption from such registration requirements. 13 ARTICLE III REDEMPTION OF BOND BEFORE MATURITY 3.1. Redemption 1. In the event of damage to or destruction of the Project or condemnation of the Project or any part thereof, the Bond shall be subject to prepayment and redemption to the extent and in the manner set forth in Section 5.02 of the Loan Agreement and in the Deed of Trust. 2. The Bond may be otherwise prepaid and redeemed in accordance with the provisions of the Bond. 3.2. Termination of Interest Upon payment of any prepayment amount to the Lender and the giving of requisite notice, if any, the principal amounts prepaid shall, after such date, cease to bear interest. ARTICLE IV GENERAL COVENANTS 4.1. Payment of Principal and Interest The City covenants that it will promptly pay or cause to be paid the principal of and interest on the Bond at the place, on the dates, from the source and in the manner provided herein and in said Bond. The principal and interest are payable solely from and secured by revenues and proceeds derived from the Project and payable pursuant to the Loan Agreement and the Deed of Trust, which revenues and proceeds are specifically pledged to the payment thereof in the manner and to the extent specified in the Bond, the Loan Agreement and the Deed of Trust; and nothing in the Bond or in this ordinance shall be considered as assigning, pledging or otherwise encumbering any other funds or assets of the City. 4.2. Performance of and Authority for Covenants The City covenants that it will faithfully perform at all times any and all covenants, undertakings, stipulations and provisions contained in this Ordinance, in the Bond executed, authenticated and delivered hereunder and in all proceedings of the City Council pertaining thereto; that it is duly authorized under the Constitution and laws of the State of Colorado, 14 including particularly and without limitation the Act, to issue the Bond authorized hereby, pledge the revenues and assign the Loan Agreement in the manner and to the extent set forth in this Ordinance, the Bond and the Loan Agreement; that all action on its part for the issuance of the Bond and for the execution and delivery thereof has been duly and effectively taken; and that the Bond in the hands of the Lender is and will be a valid and enforceable obligation of the City according to the terms thereof. 4.3. Enforcement and Performance of Covenants The City agrees to perform all covenants and other provi- sions pertaining to the City contained in the Bond and the Loan Agreement. 4.4. Nature of Securit Notwithstanding anything contained in the Bond, the Deed of Trust, the Loan Agreement or any other document referred to in Section 2.4 of this Ordinance, the Bond shall never consti- tute the debt or indebtedness of the City within the meaning of any provision or limitation of the constitution or statutes of the State of Colorado or the City's Home Rule Charter and shall not constitute nor give rise to a pecuniary liability of the City or a charge against its general credit or taxing powers; and the City, its agents, officers and employees shall not be subject to any personal or pecuniary liability thereon. ARTICLE V MISCELLANEOUS 5.1. Severability If any provision of this Ordinance shall be held or deemed to be, or shall, in fact, be, inoperative or unenforceable as applied in any particular case in any jurisdiction or jurisdic- tions or in all jurisdictions or in all cases because it con- flicts with any provisions of any constitution or statute or rule or public policy, or for any other reason, such circum- stances shall not have the effect of rendering the provision in question inoperative or unenforceable in any other case or circumstance, or of rendering any other provision or provisions herein contained invalid, inoperative or unenforceable to any extent whatever. The invalidity of any one or more phrases, sentences, clauses or paragraphs in this Ordinance shall not affect the remaining portions of this Ordinance or any part hereof. 15 5.2. Reliance In authorizing this Ordinance and the issuance and sale of the Bond, the City Council is relying in part upon representa- tions made by the Company and the Lender for information con- cerning the Company and the Project and the Lender and the purchase of the Bond, respectively. 5.3. Authorization to Execute Aqreements The forms of the proposed Loan Agreement, the Assignment of Loan Agreement, the Inducement Letter and the Offer to Purchase are hereby approved in substantially the form pre- sented to the City Council; and the Mayor and the City Clerk are authorized to execute the Loan Agreement, the Inducement Letter and the Offer to Purchase in the name of and on behalf of the City and such other documents as Bond Counsel considers appropriate in connection with the issuance of the Bond. In the event of the absence or disability of the Mayor or the City Clerk, such officers of the City as, in the opinion of the City Attorney, may act in their behalf, shall without further act or authorization of the City Council do all things and execute all instruments and documents required to be done or executed by such absent or disabled officers. 5.4. Authority to Correct Errors, Etc. The Chairman and the City Clerk are hereby authorized and directed to make or agree to any alterations, changes or addi- tions in the instruments hereby approved as the Mayor and the City Attorney deem necessary or proper to accomplish the pur- poses of this Ordinance, the signatures of the Mayor and the City Clerk on the instruments to be conclusive evidence of such approval; provided, however, no alteration, change or addition shall be made which shall alter the maximum net effective interest rate, denomination, date, maturities, form, interest rates, registration privileges, manner of execution, places of payment or terms of prepayment of the Bond or which shall increase the aggregate principal amount of the Bond authorized by the Board or in any way give rise to a pecuniary liability of the City or a charge against its general credit or taxing powers with respect to the Bond. 5.5. Further Authority The Mayor and the City Clerk and other proper City offi- cials, and each of them, are hereby authorized to execute and deliver for and on behalf of the City any and all additional 16 certificates, documents, and other papers and to perform all other acts they may deem necessary or appropriate in order to implement and carry out the matters herein authorized. 5.6. This Ordinance shall take effect one day after final publication. INTRODUCED, READ, AND ADOPTED on first reading by a vote of 4 to 2 with I abstention on this 13th day of September , 1982; ordered published in full in a newspaper of general circulation in the City of Wheat Ridge and Public Hearing and consideration on final passage set for September 27, , 1982, at 7;30 o'clock P.M., at Council Chambers, 7500 West 29th Avenue, Wheat Ridge, Colorado. READ, ADOPTED, AND ORDERED PUBLISHED on second and final reading by a vote of _6 to 0 this 27th day of September , 1982. SIGNED by the Mayor on this 29th day of September 1982• Frank Stites, Mayor ATTEST: r Carol F. Hampf, City erk 1st Publication: September 16, 1982 2nd Publication October 7, 1982 Wheat Ridge Sentinel Effective Date: October 8, 1982 APPROVED AS TO FORM BY OFFICE OF CITY A ORN , ~a -54 E. Hayes