HomeMy WebLinkAbout3253 Providing for the Issuance of a Limited Tax General Obligation and Refunding Bond Ordinance 3253
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ORDINANCE NO. 3253
AN ORDINANCE OF THE CITY OF PORT TOWNSEND, WASHINGTON,
PROVIDING FOR THE ISSUANCE OF A LIMITED TAX GENERAL OBLIGATION
AND REFUNDING BOND IN THE PRINCIPAL AMOUNT OF $3,658,350 TO PROVIDE
FUNDS TO REFUND THE CITY'S OUTSTANDING LIMITED TAX GENERAL
OBLIGATION BONDS, 20109 TO REPAY THE CITY'S LIMITED TAX GENERAL
OBLIGATION BOND ANTICIPATION NOTE, 2019, TO FINANCE CAPITAL
IMPROVEMENTS AND TO PAY COSTS OF ISSUING THE BOND; AUTHORIZING
THE SALE OF THE BOND TO KITSAP BANK; AND FIXING THE TERMS AND
COVENANTS OF THE BOND
NOW THEREFORE,the City Council of the City of Port Townsend do ordain as
follows:
Sectiola 1. l� elinitjon�. As used in this ordinance, the following capitalized terms
shall have the following meanings:
(a) "2010 Bonds" means the City's Limited Tax General Obligation Bonds, 2010,
issued pursuant to Ordinance No. 3050.
(b) "Bond" means the "City of Port Townsend, Washington Limited Tax General
Obligation and Refunding Bond, 2020" authorized by this ordinance.
(c) "Bond Fund" means the debt service fund of the City created for the payment of
the principal of and interest on the Bond.
(d) "Bond Register" means the registration records for each Bond maintained by the
Bond Registrar.
(e) "Bond Registrar" means the City Finance Director, whose duties include
registering and atidicnticating the Bond, maintaining the Bond Register, transferring ownership
of the bond, and paying the principal of and interest on the Bond.
(f) "City" means the City of Port Townsend, Washington, a municipal corporation
duly organized and existing under the laws of the State of Washington.
(g) "City Council" means the legislative authority of the City, as duly and regularly
constituted from time to time.
(h) "Code" means the United States Internal Revenue Code of 1986, as amended, and
applicable rules and regulations promulgated thereunder.
(i) "Fiscal Agent" means the fiscal agent of the State of Washington, as the same
may be designated by the State from time to time.
0) "Issue Date" means the date of the delivery of the Bond to the Purchaser.
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(k) "Note" means the City's Limited Tax General Obligation Bond Anticipation
Note, 2019, issued pursuant to Ordinance No. 3227.
(1) "Purchaser" means Kitsap Bank, or its successors or assigns.
(m) "Redemption Date"means December 1, 2020.
(n) "Refunded Bonds" means the outstanding 2010 Bonds maturing in the years 2025
and 2030, the refunding of which has been provided for by this ordinance.
Section 2. findin Ys and Determinations. The City takes note of the following facts
and makes the following findings and determinations:
(a) Refunding of the Refunded Bonds.
(1) Pursuant to Ordinance No. 3050, the City heretofore issued its $3,740,000
par value Limited Tax General Obligation Bonds, 2010 (the "2010 Bonds"), for the purpose of
providing the t`tinds necessary to pay the costs of improvements to sidewalks and utilities, the
library expansion, Way Finding Project, broadband and wireless improvements, r t'urbishing the
Fort Worden Building 202, improvements to Howard Street and other capital improvements, and
by that ordinance reserved the right to redeem the 2010 Bonds maturing on and after
December 1, 2025, prior to their maturity on or after December 1, 2020, at a price of par plus
accrued interest to the date fixed for redemption(the "Refunded Bonds").
(2) There are presently $2,740,000 par value of 2010 Bonds outstanding to be
refunded.
(3) After due consideration, it appears to the City Council that all of the
Refunded Bonds be refunded by a portion of the issuance and sale of the limited tax general
obligation and refunding bond authorized herein so that a savings will be effected by the
difference between the principal and interest cost over the life of the portion of the Bond used for
the refunding of the Refunded Bonds and the principal and interest cost over the life of the
Refunded Bonds but for such refunding, which refunding will be effected by carrying out the
refunding of the Refunded Bonds.
(b) Repayment of Existing Line of Credit. The City currently has outstanding its
Limited Tax General Obligation Bond Anticipation Note, 2019, in the principal amount of not to
exceed $1,500,000, which matures on June 1, 2021 (the "Note") issued for the purpose of
repaying the City's Limited Tax General Obligation Bond Anticipation Note, 2014 and to
finance capital improvements. The City Council therefore finds that it is in the best interests of
the City to repay the Note prior to its maturity date.
(c) Authority and Description of the Proiect. The City is in need of t"deeding for its
capital program (the "Projects"). The City Council therefore brads that it is in the best interests
of the City to carry out the Projects.
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(d) Debt Capacity. The amount of indebtedness authorized by this ordinance is
$3,658,350. Based on the following facts, this amount is to be issued within the amount
permitted to be issued by the City for general municipal purposes without a vote:
(1) The assessed valuation of the taxable property within the City as
ascertained by the last preceding assessment for City purposes for collection in the calendar year
2020 is $1,864,397,348.
(2) As of August 1, 2020, the City had limited tax general obligation
indebtedness, consisting of bonds and loans outstanding in the principal amount of$1.7,031,191,
which is incurred within the limit of up to I VM of the value of the taxable property 'within the
City permitted for general municipal purposes without a vote.
(3) As of August 1, 2020, the City has unlimited tax general obligation
indebtedness outstanding in the principal amount of$2,835,000 for general municipal purposes.
The indebtedness described in this paragraph has been incurred with the approval of the requisite
proportion of the City's qualified voters at an election meeting the minimum turnout
requirements, within the limit of up to 21/12% of the value of the taxable property \vithin the City
for general municipal purposes (when combined with the outstanding limited tax general
obligation indebtedness).
(e) The Bond, For the purpose of providing the funds necessary to carry out the
refunding of the Refunded Bonds, to repay the Dote, to pay a portion of tile costs of the Projects
and to pay the costs of issuance and sale of the Bond, the City Council finds that it is in the best
interests of the City and its taxpayers to issue the Bond consistent with this ordinance.
Section 3. Authorization of the Bona The City is authorized to borrow money oul.
the credit of the City and issue a tax-exempt limited tax general obligation and refunding bond
evidencing indebtedness in the aggregate principal anIooIlt of $3,658,350 to provide funds
necessary to carry out the refunding of the Refunded Bonds, to repay the Note,, to pay a portion
of the costs of the Projects and to pay the costs of issuance and sale of the Bond.
Section 4. lac scu mption of tl?e�oncl. The Bond shall be called the "City of Port
Townsend, Washington, Limited Tax General Obligation and Refunding Bond, 2020," and shall
be issued in the aggregate principal amount of$3,658,350. The Bond shall be dated the Issue
Date, shall be numbered separately in the manner and with any additional designation as the
Bond Registrar deems necessary for purposes of identification. The Bond shall mature on
December 1, 2040, and shall bear interest at the rates per annunn set forth in Exhibit A (computed
on the basis of a 360-day year of 12 30-day months), payable semiannually oil each Julie 1 and
December 1, commencing June 1, 2021. Principal oil the Bond shall be payable annually on
each December 1, commencing December 1, 2021, as set forth in Exhibit A, which is attached to
this ordinance and incorporated by this reference.
Section 5. I: onrl f c istrar` Ike xistration and "I'r°an fer of the ,Bond. Pursuant to
RCW 39.46.030(4) the City's Finance Director shall serve as initial fiscal agent for the City (the
"Bond Registrar") with respect to the Bond and is authorized, on behalf of the City, to
authenticate and deliver the Bond in accordance with the provisions of the Bond and this
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ordinance. The Bond shall be issued only in registered form as to both principal and interest and
shall be recorded on books or records maintained by the Bond Registrar (the "Bond Register").
The Bond Register shall contain the name and mailing address of the owner of the Bond.
Upon a determination by the Finance Director that maintenance of the duties of the Bond
Registrar is no longer convenient, the Fiscal Agent shall act as Bond Registrar.
The Bond Registrar shall keep, or cause to be kept, at its office, sufficient books for the
registration, assignment or transfer of the Bond, which books shall be open to inspection by the
City at all times. The Bond Registrar is authorized, on behalf of the City, to authenticate and
deliver the Bond transferred or exchanged in accordance with the provisions of the Bond and this
ordinance, to serve as the City's paying agent for the Bond 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 Bond
Registrar's Certificate of Authentication on the Bond.
The Bond may be assigned or transferred only in whole by the Purchaser to a single
investor that is a financial institution or an entity reasonably believed to be a qualified
institutional buyer within the meaning of the applicable federal securities laws. The transferee
shall sign a certificate substantially in the form attached to the Bond. Any transfer shall be
without cost to the owner or transferee, except for governmental charges imposed on any such
transfer or exchange. The Bond registrar shall not be obligated to exchange or transfer the Bond
during the 15 days preceding any payment or prepayment date. When the Bond has been paid in
full, both principal and interest, the Bond shall be stirrendered to the Bond registrar, who shall
cancel the Bond.
ecfiioaa 6. corm and Execution of Q1e�Bond.
(a) Form of the Bond; Signatures and Seal. The Bond shall be prepared in a form
consistent with the provisions of this ordinance and Washington law. The Bond shall be signed
by the Mayor and the City Clerk, either or both of whose signatures may be manual or in
facsimile, and the seal of the City or a facsimile reproduction thereof shall be impressed or
printed thereon. If any officer whose manual or facsimile signature appears on the Bond ceases
to be in officer of the City authorized to sign bonds before the Bond bearing his or her manual or
facsimile signature is authenticated by the Bond Registrar, or issued or delivered by the City, the
Bond nevertheless may be authenticated, issued and delivered and, when authenticated, issued
and delivered, shall be as binding on the City as though that person had continued to be an
officer of the City authorized to sign bonds. The Bond also may be signed on behalf of the City
by any person who, on the actual date of signing of the Bond, is an officer of the City authorized
to sign bonds, although he or she slid not hold the required office on its Issue Date.
(b) Authentication. Only the Bond bearing a Certificate of Authentication in
substantially the following form, manually signed by the Bond Registrar, shall be valid or
obligatory for any purpose or entitled to the benefits of this ordinance: "Certificate of
tithentication. 'This Bond is the fully registered City of Port Townsend, Washington, Limited
Tax General Obligation and Refunding Bond, 2020, described in the Bond Ordinance." The
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authorized signing of a Certificate of Authentication shall be conclusive evidence that the Bond
so authenticated has been duly executed, authenticated and delivered and is entitled to the
benefits of this ordinance.
Section7. PqyM�g���d. Both principal of and interest on the Bond shall be
payable in lawl,Lil money of the United States of America and shall be paid by electronic transfell,
unless payment by check or drafl of the Bond Registrar is permitted by the Purchaser, and sent to
the Purchaser so that the Purclu',iser receives said payinents \vhen, due ,it the address appearing on
the Bond Register. The Bond is not subject to acceleration under any circumstances.
Upon receipt of the final payment of princ,il-,)al of and interest on the Bond, whether at
maturity or tipon prepaymcnt, the Rurchaser shall present and surrender the Bond to the Bond
Registrar to be destroyed or cancelled in accordance with law. The City and the bond Registrar
may deem and treat the Purchaser as the absolute owner of the Bond for the pUrpose of receiving
payment of principal and interest and fbr all other purposes, and neither the City nor the Bond
Registrar shall be affected by any notice to the contrary other than proper notice of assignment or
transfer.
Section 8. bond LFqnd� DeM)sLof bond-Proceeds. The Bond Fund is created as a
slaeciaal I'Lind of the City for the sole ptit-pose of paying principal of and interest on the Bond.
Bond proceeds in excess of the aniotints needed to carry out the refunding of the Ref"Unded
Bonds, to repay the Note and pay the costs of issuance of the Bond, shall be deposited into a
fund to pay costs of the Projects or into the Bond Fund to pay interest on the Bond on the first
interest payment date. All amounts allocated to the payment of the principal of and interest on
the Bond shall be deposited in the Bond Fund as necessary for the timely payment of amounts
due with respect to the Bond. The principal of and interest on the Bond shall be paid out of the
Bond Rind. Until needed foi,- that, purpose, the City may invest money in the Bond Fund
temporarily in any legal investment, and the investment earnings shall be retained in the Bond
Fund and used for the purposes of that fund.
Section 9. prepayingLit. The City may prepay the Bond, in whole or in part, at any
time, with at least 15 days' notice to the Purchaser. Any such prepayment will be applied to the
earliest payments of principal due under the Bond. Each prepaynient will be accompanied by the
amount of accrued interest on the amount prepaid and any prepayment made prior to the 10111
principal payment date of the Bond will be accompanied by a prepayment fee calculated by the
Purchaser. The prepayment fee will be equal to the present V,I]LIC of the dif"Ierence, if positive,
between (a)the sum of the interest payments that would have accrtied during the period from the
date of the prepayment to and including the 10th principal payment date of the Bond on each
prepaid installment of principal at a fixed interest rate for such installment equal to the Original
Funding Rate, as if the prepayment had not been made, less (b) the Sum of the interest payments
that would have accrued during such period on each prepaid installinent, of principal at a fixed
interest rate for such installment equal to the Reinvestment Rate, as if the prepayinent laird not
been made. No prepayment fee will be required for any prepayments made on or after the 10th
principal payment date of the Bond.
The following definitions will apply to the calculation of the prepayment fee:
(i) "Original Funding Rate" means with respect to any prepaid installment of principal, the Swap
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Rate on the date of issuance of the Bond for a term of 10 years, (ii) "Reinvestment Rate" means
with resi-.)ect to any, prepaid installment of principal, the Swap Rate oil the date (lie prepayment
fee is calculated by the Purchaser for a term, interpolated, if necessary, corresponding to the
period of time remaining witil such principal installment was scheduled to be made, and
(iii) "Swap Rate" means, as of any date, the offered fixed rate for a U.S. Dollar interest rate swap
rate with a floating rate equal to tile one-month LIBOR index, as determined by the Purchaser on
such date by reference to the Bloomberg service or such other similar data source then used by
the Purchaser for determining such rate; provided, that in the event that the one-month LIBOR
index cannot be determined at the required time of determination, then the Swap Rate shall mean
the offered fixed rate for as IJ.S. Dollar interest rate swap with a floating rate based on an index
and, any adjustment to reflect a different credit spread designated by the Purchaser as being the
most econornically comparable tca the one-month LIBOR index prior to such event.
Section 10. L,ailure to Pa the Bond. If any payment of tile Bond is not paid when
due, the City shall be obligated to pay interest on the Bond at the saine rate provided in the Bond
from and after its maturity or date fixed for prepayment until the Bond, both principal and
interest, is paid in full or until sufficient money for its payment in full is on deposit in the Bond
Fund, or in a trust account established to refund or defease the Bond, and the Bond has been
called for payment by giving notice of that call to the Purchaser.
Section-11. Pledge orraxes. The Bond constitutes a general indebtedness of the City
and is payable from tax revenues of the City and such other money as is lawfully available and
pledged by the City for the payment of principal of and interest oil the Bond. For as long as the
Bond is outstanding, the City irrevocably pledges that it shall, in the manner provided by law
within the constitutional and statutory limitations provided by law without tile assent of tile
voters, include in its annual property tax levy amounts sufficient, together with other money that
is lawfully available, to pay principal of and interest on the Bond as the same become due. The
full faith, credit and resources of the City are pledged irrevocably [or the prompt payment of the
principal of and interest on the Bond and such pledge shall be enforceable in mandarnus against
the City.
Section 1 . Tax Covenants.
(a) Preservation of Tax Exemption for Interest on the Bond. The City covenants that
it will take all actions necessary to prevent interest on the Bond from being included in gross
income for federal income tax purposes, and it will neither take any action nor make or permit
any use of proceeds of the Bond or other funds of the City treated as proceeds of the Bond that
will cause interest on the Bond to be included in gross income for federal incon-,te tax purposes,
The City also covenants that it will, to the extent tile arbitrage rebate requirenients, of Section 148
of the Code are applicable to the Bond, take all actions necessary to comply (or to be treated as
having complied) with those requirements in connection with the Bond.
(b) Post-Issuance Compliance. The Finance Director is authorized and directed to
review and update, if necessary, the City's written procedures to facilitate compliance by the
City with the covenants in this ordinance and the applicable requirements of the Code that inust
be satisfied after the Issue Date to prevent interest oil the Bond from being included in gross
income for federal tax purposes.
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(c) DeSignation of the Bond as cl "QtWlrfled Tax-E:veny,)t Oblijg(ition," The City
designates the Bond as a "qualified tax-exempt obligation" for the purposes of"Section 265(b)(3)
of the Code, and makes the following findings and determinations:
(1) the Bond does not constitute a "private activity bond" within the meaning
of Section 141 of the Code;
(2) the reasonably anticipated amount of tax-exempt obligations (other than
private activity bonds and other obligations not required to be illChided in such calculation) that
the City and any entity subordinate to the City (including any entity that the City controls, that
derives its authority to issue tax-exempt obligations from the City, or that issues tax-exempt
obligations on behalf of the City) will issue during the calendar year in which the Bond is issued
will not exceed $10,000,000; and
(3) the ainount of tax-exempt obligations, including the Bond, designated by
the City as "qualified tax-exernpt obligations" for the purposes of Section 265(b)(3) of the Code
during the calendar year in which the Bond is issued does not exceed $10,000,000.
Section 13. R�j!Iniditw SLf the
_" refunded 13onds. The City will deposit a portion of the
proceeds of the Bond with the Fiscal Agent prior to the Redemption Date to carry out the
refunding of the Refunded Bonds. The City will call for redemption on the Redemption Date:, all
of the Refunded Bonds at par plus accrued interest. Such call for redemption shall be irrevocable
after the delivery of the proceeds of the Bond to the Fiscal Agent. The Redemption Date is the
first date on which those bonds may be called.
The proper City officials are authorized and directed to give or cause to be given such
notices as required, at the times and in the manner required by Ordinance No. 3050, in order to
effect the redemption prior to their maturity of the Refunded Bonds. The City will work with the
Fiscal Agent to give a conditional call notice with respect to the redemption of the Refunded
Bonds prior to November 1, 2020.
Section 14. Sale of the_13ond. The Bond shall be sold to the Purchaser at a price of par
on the terms and conditions set forth herein; the City will furnish the Bond and the approving
legal opinion of Foster Garvey P.C., municipal bond counsel, relative to the issuance of the
Bond, at the City's expense.
Section 15. Kec rain eui�gnients. While the Bond is outstanding, the City shall
submit to the Purchaser its annual financial reports within 30 days after receipt of such annual
financial report from the Washington State Auditor and such additional information as the
Purchaser may reasonably request.
Section 16. LI The Bond shall be governed and interpreted according to
the laws of Washington.
Section 17. G-jeneralAuthorization and-Ratification. The Mpiyor, Finance Director,
City Clerk and other appropriate officers of the City are severally authorized to take such actions
and to execute such, docuinents as in their judguient may be necessary or desirable to carry out
the transactions contemplated in connection with this ordinance, and to do everything necessary
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for the prompt delivery of the Bond to the Purchaser thereof and for the proper application, use
and investment of the proceeds of the Bond. All actions taken prior to the effective date of this
ordinance in furtherance of the purposes described in this ordinance and not inconsistent with the
terms of this ordinance are ratified and confirmed in all respects.
Section 18. Severability. 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, theca such covenant or covenants, agreement or
agreements, shall be iiull and void and shall be deemed separable from the reinahiing covenants
and agreements iti this ordinance and shall in no way affect the validity of the other provisions of
this ordinance.
Section 19. Effective Date. This ordinance shall be effective five days from and after
its passage, approval and publication as required by law.
ADOPTED by the Council of the City of Port Townsend, Washington, at a regular
meeting thereof held this 19th day of October 2020.
Michelle Sandoval
Mayor
Attest: Approved as to Form:
-eeriwm
Joanna Sanders, MMC 14�ei i�(�ireeriwoo,
City Clerk City Attorney
Ordinance 3253 Exhibit A
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EXHIBIT A
DEBT SERVICE SCHEDULE
Interest Rate Interest Total
06/01/2021 .� __.. nte. ..._.�.�.._ $ 2.m 711.48 $ 27,711.48._..� .._
Payment Date Principal
12/01/2021 $ 301,450 1.07% 27,558.37 329,008.37
06/01/2022 25,945.62 25,945.62
12/01/2022 303,900 1.11 25,945.62 329,845.62
06/01/2023 -- 24,258.97 24,258.97
12/01/2023 305,800 1.13 24,258.97 330,058.97
06/01/2024 -- 22,531.21 22,531.21
12/01/2024 307,200 1.22 22,5 31.21 329,731.21
06/01/2025 -- 20,657.29 20,657.29
12/01/2025 313,400 1.30 20,657.29 334,057.29
06/01/2026 -- 18,620.19 18,620.19
12/01/2026 319,300 1.41 18,620.19 337,920.19
06/01/2027 _- 16,3 69.12 16,3 69.12
12/01/2027 319,800 1.52 16,369.12 336,169.12
06/01/2028 -- 13,938.64 13,938.64
12/01/2028 325,200 1.65 13,938.64 339,138.64
06/01/2029 -4 11,255.74 11,255.74
12/01/2029 330,300 1.75 11,255.74 341,555.74
06/01/2030 -- 8,365.61 8,365.61
12/01/2030 340,000 1.82 8,365.61 348,365.61
06/01/2031 -- 5,271.61 5,271.61
12/01/2031 44,800 1.89 5,271.61 50,071.61
06/01/2032 -- 4,848.25 4,848.25
12/01/2032 45,700 1.95 4,848.25 50,548.25
06/01/2033 - 4,402.68 4,402.68
12/01/2033 46,600 2.03 4,402.68 51,002.68
06/01/2034 __. 3,929.69 3,929.69
12/01/2034 47,500 2.09 3,929.69 51,429.69
06/01/2035 -- 3,433.31 3,433.31
12/01/2035 48,500 2.15 3,433.31 51,933.31
06/01/2036 2,911.94 2,911.94
12/01/2036 49,500 2.19 2,911.94 52,411.94
06/01/2037 µ_ 2,369.91 2,369.91
12/01/2037 50,600 2.21 2,369.91 52,969.91
06/01/2038 -- 1,810.78 1,810.78
12/01/2038 51,800 2.24 1,810.78 53,610.78
06/01/2039 -- 1,230.62 1,230.62
12/01/2039 52,900 2.28 1,230.62 54,130.62
06/01/2040 _._ 627.56 627.56
12/01/2040 54,100 2.32 627.56 54,727.56
$440,827.33 ..._ �$.4_ ...._ _
$3,658,350 ,099,177.3
Ordinance 3253 Certificate
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CERTIFICATION
I, the undersigned, City Clerk of the City of Port Townsend, Washington, (the "City")
and keeper of the records of the City Council (the "Council"),hereby certifies as follows:
1. The attached copy of Ordinance No. 3253 of the Council (the "Ordinance"), is a
full, true and correct copy of an ordinance duly passed at a regular meeting of the Council held at
the regular meeting place thereof on October 19, 2020, as that ordinance appears on the minute
book of the City; and the Ordinance will be in full force and effect five days after publication in
the City's official newspaper.
2. That said meeting was duly convened and held in all respects in accordance with
law (including Proclamation 20-28 made by the Governor of the State of Washington on
March 24, 2020, as extended, and acts of the legislative leadership of the State of Washington)
and to the extent required by law, due and proper notice of such meeting was given; thata
quorum of the members of the Council was present throrughout the meeting, and a legally
sufficient number of members of the Council voted in the proper manner liar the passage of the
Ordinance; that all other requirements and proceedings incident to the proper adoption or
passage of said Ordinance have been duly fulfilled, carried out and otherwise observed, and that
I am authorized to execute this certificate.
3. That said meeting was duly convened and held in all respects in accordance with
law, and to the extent required by law, due and proper notice of such meeting was given; that a
quortirn was present throughout tlie meeting and a legally sufficient uinniber of members of the
Coruncil voted in the proper unanner for the passage of the Ordinance; that all other requirements
and proceedings incident to the proper passage of the Ordinance have been duly fulfilled, carried
out and otherwise observed; and that I am authorized to execute this certificate.
IN WITNESS WHEREOF, I have hereunto set my hand this 19th day of October, 2020.
CITY OF PORT TOWNSEND, WASHINGTON
City Clerk