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HomeMy WebLinkAboutFS 2010-06-08 Item 2D - Ordinance - Bonds for Southcenter Parkway ConstructionTO: FROM: Shawn Hunstock, Finance Director DATE: June 3, 2010 SUBJECT: Bond Ordinance ISSUE Section 4.3.7 of the Tukwila South Development Agreement (DA) calls for the City to issue up to $8.25 million in general obligation bonds for construction of Southcenter Parkway within the newly annexed area. All funding arrangements for the construction project, including securing the bonds, is to be accomplished by December 31, 2010 according to the DA. BACKGROUND DISCUSSION City of Tukwila INFORMATIONAL MEMORANDUM Mayor Haggerton Finance and Safety Committee Jim Haggerton, Mayor The City Council, at its May 17, 2010 meeting, approved the acceptance of nearly $12 million in state grant funding related to Tukwila South. The state funding, in addition to nearly $3.7 million in federal funding, will be used along with bonded indebtedness to fund realignment and construction of Southcenter Parkway. In addition to providing bond funding for the Southcenter Parkway project, the administration is proposing to reimburse the City for previously incurred expenses related to flood planning, response and mitigation, as well as fund some related projects that have not occurred yet. The City Council on December 7, 2009 adopted Resolution No. 1702, thereby approving reimbursement for flood related expenses from bond funding to occur later. It should be noted that the City originally intended to bond this year for up to $1.9 million in expenses related to the Strander Boulevard project. Due to uncertainties related to funding for the project and the likelihood of rail line relocation, a key component of an overpass or underpass, the project is on hold indefinitely at this time. According to Section 4.8.2 of the DA, the City will use increased property tax revenue from the annexation area to pay debt service costs on the first $6 million in bonding required to fund the Southcenter Parkway construction project. If it is necessary to issue more than $6 million in bonds, the DA states that the developer will pay for the INFORMATIONAL MEMO Page 2 additional debt service costs, up to a total of $8.25 million in bonds. Should the increased property tax revenue more than cover the cost of debt service, this additional amount is available to the City's General Fund for regular operating expenses. According to the total project funding recently approved by Council, the Southcenter Parkway construction project will include $3,678,627 in federal funding, $11,980,000 in state funding, and $4,355,930 in bond funding. The total project costs are $19,714,557 plus $300,000 in City construction management, for a combined total of $20,014,557. Because the amount of bond funding needed is less than $6 million, according to the DA, the City will be responsible for debt service on this portion of the bond issue. Future property tax increases will be used to pay for this portion of the debt service, currently estimated to be approximately $382,000 annually, depending on the final structure of the bond sale. At the City's current property tax levy rate of $2.67 per $1,000 of assessed value, it would take an increase of just over $143 million in assessed value from the annexation area to pay for the annual debt service of $382,000. In addition to providing funding for the Southcenter Parkway, the administration is proposing to use additional bond proceeds to reimburse the City for previously incurred flood related expenses, as well as some needed purchases and facility upgrades for flood response and mitigation purposes. A detailed list of previously incurred and proposed expenses is attached to this information memorandum. The items are capital in nature, and are part of an overall $3.2 million the City has spent on flood related expenses since last fall. The total amount of flood related expenses proposed for bond funding is $1,544,231. The administration has determined that these items are above and beyond the normal operating expenses of the City, and the City's bond counsel has made a preliminary determination that these items are eligible for bond funding. Two of the emergency response capital equipment items impact the budget reductions recently reviewed by Council for the Information Technology department. The Microsoft Enterprise Agreement (EA) for MS Office, MS Exchange email using MS Outlook plus other software products will not at first decrease the annual budget needed for MS Office license purchases, but will immediately provide consistency with standardized versions for all PCs and laptops. Currently a new Office license is purchased every time a new computer is purchased, one quarter of the total per year allowing for differing versions throughout the departments. The EA will essentially give the City a site license for MS Office and other products, decreasing the current annual licensing costs for the IT department after the first three years and into the future. Software standardization will also decrease IT staff costs for software and hardware deployment. Training costs will be lowered with standardized software; the EA includes vouchers for IT staff technical training on the covered software plus online training for all users. The annual savings after the first three years for this item is estimated to be $27,000. The other item that impacts the IT budget reductions is the phone system replacement. Most of the required software for this new voice over IP phone technology system is included in the EA and will decrease the annual telephone system maintenance costs by approximately $30,000. The hardware costs and system maintenance through IT staff or outside consultants will be less than our current aging phone system once the new system is in place. Both items will provide the ability for system redundancy, disaster recovery and backup communications for our network infrastructure. W: \2010 I nfoMemos\ TukSoBondOrdinanceREVISED_1.doc INFORMATIONAL MEMO Page 3 The total bond issue for both Southcenter Parkway construction costs ($4,355,930) and flood related expenses ($1,544,231) is $5,900,161. A ratings presentation for the City was conducted on June 1, 2010 with Moody's Investors Service. The presentation went very well, and Moody's showed particular interest in the City's recently adopted reserve policy. The bonds are currently scheduled for pricing on June 21, 2010. RECOMMENDATION The Council is being asked to approve the ordinance providing for issuance of the new bonds, and authorizing the Mayor to execute a continuing disclosure agreement. This item is scheduled to be discussed at the June 8, 2010 Finance and Safety Committee meeting, the June 14 Committee of the Whole meeting, and the June 21 Regular meeting. ATTACHMENTS Bond Ordinance Information Memo, dated April 5, 2010, from Lisa Verner Southcenter Parkway spreadsheet, Attachment 9, from April 12, 2010 C.O.W packet Resolution 1702, Intent to Reimburse Capital Expenditures, passed December 7, 2009 Emergency Preparedness Capital Asset List W:1 2010InfoMemos \TukSoBondOrdinanceREVISED 1.doc Bonds. DRAFT AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, RELATING TO CONTRACTING INDEBTEDNESS; PROVIDING FOR THE ISSUANCE OF $1,600,000 PAR VALUE OF LIMITED TAX GENERAL OBLIGATION BONDS, SERIES 2010A, AND $4,400,000 PAR VALUE LIMITED TAX GENERAL OBLIGATION BONDS, SERIES 2010B (TAXABLE BUILD AMERICA BONDS DIRECT PAYMENT), OF THE CITY FOR GENERAL CITY PURPOSES TO PROVIDE FUNDS WITH WHICH TO PAY THE COST OF SOUTHCENTER PARKWAY IMPROVEMENTS AND EMERGENCY RESPONSE CAPITAL EQUIPMENT; FIXING THE DATE, FORM, MATURITIES, INTEREST RATES, TERMS AND COVENANTS OF THE BONDS; ESTABLISHING A BOND REDEMPTION FUND AND PROJECT FUNDS; PROVIDING FOR THE PURCHASE OF BOND INSURANCE; AND APPROVING THE SALE AND PROVIDING FOR THE DELIVERY OF THE BONDS TO SEATTLE NORTHWEST SECURITIES CORPORATION OF SEATTLE, WASHINGTON; PROVIDING FOR SEVERABILITY; AND ESTABLISHING AN EFFECTIVE DATE. WHEREAS, the City of Tukwila, Washington (the "City is in need of carrying out the "Projects" (as that term is hereinafter defined), the estimated cost of which is $6,000,000 and the City does not have available sufficient funds to pay the cost; and WHEREAS, the City Council deems it to be in the best interest of the City to borrow money by the issuance of limited tax general obligation bonds (the "Bonds"), authorized herein for general City purposes, to provide funds to carry out the Projects and to pay the costs of issuance of the Bonds; and WHEREAS, Seattle- Northwest Securities Corporation has offered to purchase the Bonds authorized herein under the terms and conditions set forth in this ordinance in the form of a bond purchase contract; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, HEREBY ORDAINS AS FOLLOWS: Section 1. Definitions. For the purposes of this ordinance the words or phrases defined in this section shall have the following meanings: 1. `Bond Fund" means the Limited Tax General Obligation Bond Fund, 2010, created by this ordinance for the payment of the Bonds. 2. "Bond Register" means the books or records maintained by the Bond Registrar containing the name and mailing address of the owner of each Bond and the principal amount and number of Bonds held by each owner. 3. "Bond Registrar" means the Fiscal Agent. 4. "Bonds" means, collectively, the Series 2010A Bonds and the Series 2010B 5. "City" means the City of Tukwila, Washington, a municipal corporation duly organized and existing under and by virtue of the laws of the state of Washington. 6. "Code" means the United States Internal Revenue Code of 1986, as amended, and applicable rules and regulations promulgated thereunder. W:\ Word Processing \Ordinances \General Obligation Bonds.docx KS:ksn 06/02/2010 Page 1 of 13 7. "DTC" means The Depository Trust Company, New York, New York. 8. "Finance Director" means the Finance Director of the City. 9. "Fiscal Agent" means the fiscal agent of the State of Washington, as the same may be designated by the State from time to time. 10. "Letter of Representations" means the Blanket Issuer Letter of Representations dated October 18, 1999, between the City and DTC, as it may be amended from time to time. 11. "MSRB" means the Municipal Securities Rulernaking Board. 12. "Projects" means Southcenter Parkway Improvements and Emergency Response Capital Equipment. 13. "Project Funds" means, collectively, the Southcenter Parkway Construction Fund, the Strander Boulevard Construction Fund and the Emergency Capital Fund, each created by this ordinance. 14. "Rating Agency" means the nationally recognized rating agency or agencies, if any, at the time rating the Bonds at the request of the City. 15. "SEC" means the United States Securities and Exchange Commission. 16. "Series 2010A Bonds" means the $1,600,000 par value Limited Tax General Obligation Bonds, Series 2010A, of the City issued pursuant to and for the purposes provided in this ordinance. 17. "Series 2010B Bonds" means the $4,400,000 par value Limited Tax General Obligation Bonds, Series 2010B (Taxable Build America Bonds Direct Payment), of the City issued pursuant to and for the purposes provided in this ordinance. Section 2. Debt Capacity. The assessed valuation of the taxable property within the City as ascertained by the last preceding assessment for City purposes for the calendar year 2010 is $4,982,452,351, and the City has outstanding general indebtedness evidenced by limited tax general obligation bonds, notes, leases or conditional sales contracts in the principal amount of $25,876,800 incurred within the limit of up to 1- 1/2% of the value of the taxable property within the City permitted for general municipal purposes without a vote of the qualified voters therein; has no outstanding unlimited tax general obligation bonds issued pursuant to a vote of the qualified voters of the City; and the amount of indebtedness for which the Bonds are authorized herein to be issued is $6,000,000. Section 3. Authorization of Bonds. The City shall borrow money on the credit of the City and issue negotiable limited tax general obligation bonds evidencing that indebtedness in the aggregate principal amount of $6,000,000 for general City purposes to provide the funds to pay the cost of the Projects and to pay the costs of issuance and sale of the Bonds (the "costs of issuance The general indebtedness to be incurred shall be within the limit of up to 1 -1/2% of the value of the taxable property within the City permitted for general municipal purposes without a vote of the qualified voters therein. Section 4. Description of Bonds. A. The Series 2010A Bonds shall be called Limited Tax General Obligation Bonds, Series 2010A, of the City and shall be issued in the aggregate principal amount of $1,600,000. The Series 2010B Bonds shall be called Limited Tax General Obligation Bonds, Series 2010B (Taxable Build America Bonds Direct Payment), of the City and shall be issued in the aggregate principal amount of $4,400,000. The Bonds shall be dated the date of their initial delivery; shall be in the denomination of $5,000 or any integral multiple thereof within a single series and maturity; shall be numbered separately in the manner and with any additional designation as the Bond Registrar deems necessary for purposes of identification; shall bear interest (computed on the basis of a 360 -day year of twelve 30 -day months) payable semiannually on each June 1 and December 1, commencing June 1, 2010, to the maturity or earlier redemption of the W:\ Word Processing Ordinances \General Obligation Bonds.docx KS:ksn 06 /02/2010 Page 2 of 13 Bonds; and shall mature on December 1 in years and amounts and bear interest at the rates per annum as follows: Series 2O1OA Bonds Series 2O10B Bonds Maturity Interest Maturity Interest Years Amounts Rates Years Amounts Rates 2010 2011 2012 2013 2014 2015 B. The life of the capital facilities financed with the proceeds of the Bonds exceeds the term of the Bonds. Section 5. Registration and Transfer of Bonds. A. The Bonds shall be issued only in registered form as to both principal and interest and shall be recorded on the Bond Register. The Bond Register shall contain the name and mailing address of the owner of each Bond and the principal amount and number of each of the Bonds held by each owner. B. Bonds surrendered to the Bond Registrar may be exchanged for Bonds in any authorized denomination of an equal aggregate principal amount and of the same series, interest rate and maturity. Bonds may be transferred only if endorsed in the manner provided thereon and surrendered to the Bond Registrar. Any exchange or transfer shall be without cost to the owner or transferee. The Bond Registrar shall not be obligated to exchange or transfer any Bond during the 15 days preceding any principal payment or redemption date. C. The Bonds initially shall be registered in the name of Cede Co., as the nominee of DTC. The Bonds so registered shall be held in fully immobilized form by DTC as depository in accordance with the provisions of the 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 with respect to the Bonds regarding accuracy of any records maintained by DTC or DTC participants of any amount in respect of principal of or interest on the Bonds, or any notice which is permitted or required to be given to registered owners hereunder (except such notice as is required to be given by the Bond Registrar to DTC). D. For as long as any Bonds are held in fully immobilized form, DTC, its nominee or its successor depository shall be deemed to be the registered owner for all purposes hereunder and all references to registered owners, bondowners, bondholders or the like shall mean DTC or its nominee and, except for the purpose of the City's undertaking herein to provide continuing disclosure, shall not mean the owners of any beneficial interests in the Bonds. Registered ownership of such Bonds, or any portions thereof, may not thereafter be transferred except: 1. to any successor of DTC or its nominee, if that successor shall be qualified under any applicable laws to provide the services proposed to be provided by it; 2. to any substitute depository appointed by the City or such substitute depository's successor; or 3. to any person if the Bonds are no longer held in immobilized form. E. 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 City that it no longer wishes to continue the system of book entry transfers through DTC or its successor (or any substitute depository or its successor), the City may 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. W: \Word Processing Ordinances \General Obligation Bonds.docx KS:ksn 06/02/2010 Page 3 of 13 F. If 1) DTC or its successor (or substitute depository or its successor) resigns from its functions as depository, and no substitute depository can be obtained, or 2) the City determines that the Bonds are to be in certificated form, the ownership of Bonds may be transferred to any person as provided herein and the Bonds no longer shall be held in fully immobilized form. Section 6. Payment of Bonds. 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 paid by checks or drafts of the Bond Registrar mailed on the interest payment date to the registered owners at the addresses appearing on the Bond Register on the 15th day of the month preceding the interest payment date or, if requested in writing by a registered owner of Bonds prior to the applicable record date, by wire transfer on the interest payment date, provided that costs of the electronic transfer will be paid by the requesting registered owner. Principal of the Bonds shall be payable upon presentation and surrender of the Bonds by the registered owners to the Bond Registrar. Notwithstanding the foregoing, for as long as the Bonds are registered in the name of DTC or its nominee, payment of principal of and interest on the Bonds shall be made in the manner set forth in the Letter of Representations. Section 7. Redemption Provisions and Open Market Purchase of Bonds. A. Optional Redemption. The Series 2010A Bonds shall be issued without the right or option of the City to redeem the Series 2010A Bonds prior to their stated maturity dates. The City reserves the right and option to redeem the Series 2010B Bonds maturing on or after December 1, 2020, prior to their stated maturity dates at any time on or after December 1, 2019, as a whole or in part, at a price equal to the principal amount to be redeemed, without premium, plus accrued interest to the date fixed for redemption. B. Extraordinary Optional Redemption. The City additionally reserves the right and option to redeem the Series 2010B Bonds prior to their stated maturity dates at any time prior to December 1, 2019, as a whole or in part, upon the occurrence of an Extraordinary Event, at the Extraordinary Optional Redemption Price. 1. An "Extraordinary Event" will have occurred if the City determines that a material adverse change has occurred to Section 54AA or Section 6431 of the Code or there is any guidance published by the Internal Revenue Service or the United States Treasury with respect to such Sections or any other determination by the Internal Revenue Service or the United States Treasury, which determination is not the result of any act or omission by the City to satisfy the requirements to qualify to receive the 35% cash subsidy payment from the United States Treasury, pursuant to which the City's 35 cash subsidy payment from the United States Treasury is reduced or eliminated. 2. "Extraordinary Optional Redemption Price" means the greater of: a) 100% of the principal amount of the Series 2010B Bonds to be redeemed; or b) the sum of the present values of the remaining scheduled payments of principal of and interest to the stated maturity date on the Series 2010B Bonds to be redeemed, discounted to the date on which such Series 2010B Bonds are to be redeemed on a semi- annual basis, assuming a 360 -day year consisting of twelve 30 -day months, at the Treasury Rate plus 100 basis points, plus, in each case, accrued interest on the Series 2010B Bonds to be redeemed to the date fixed for redemption. 3. "Treasury Rate" means, with respect to any date fixed for redemption for a particular Series 2010B Bond, the yield to maturity as of such date of United States Treasury securities with a constant maturity (excluding inflation indexed securities, and as compiled and published in the most recent Federal Reserve Statistical Release H.15 (519) that has become publicly available as of the first business day that is at least two business days prior to such date or, if such Statistical Release is no longer published, any publicly available source of similar market data) most nearly equal to the period from such date to the stated maturity date of such Series 2010B Bond. W: \Word Processing \Ordinances \General Obligation Bonds.docx KS:ksn 06/02/2010 Page 4 of 13 4. At the request of the Bond Registrar, the Extraordinary Optional Redemption Price shall be determined by an independent accounting firm, investment banking firm or financial advisor retained by the City at the City's expense. Absent manifest error, such determination shall be conclusive and binding on the City, the Bond Registrar and the Registered Owners, and neither the City nor the Bond Registrar shall be liable for relying on such determination. C. Mandatory Redemption. 1. The Series 2010B Bonds maturing in 20_ and 20 are Term Bonds and, if not redeemed under the optional or extraordinary optional redemption provisions set forth above or purchased in the open market under the provisions set forth below, shall be called for redemption randomly (in such manner as the Bond Registrar shall determine) at par plus accrued interest on December 1 in years and amounts as follows: 2010B Term Bonds Maturing 2010B Term Bonds Maturity in 20_ in 20 Mandatory Mandatory Redemption Mandatory Redemption Mandatory Dates Redemption Dates Redemption (December 1) Amounts (December 1) Amounts Maturity 2. If the City redeems under Section 7.A or B, purchases in the open market or defeases Term Bonds, the par amount of the Term Bonds so redeemed, purchased or defeased (irrespective of their actual redemption or purchase prices) shall be credited against one or more scheduled mandatory redemption amounts for those Term Bonds. The City shall determine the manner in which the credit is to be allocated and shall notify the Bond Registrar in writing of its allocation at least 60 days prior to the earliest mandatory redemption date for that maturity of Term Bonds for which notice of redemption has not already been given. D. Partial Redemption of Bonds. Portions of the principal amount of any Bond, in installments of $5,000 or any integral multiple thereof, may be redeemed. If less than all of the principal amount of any Bond is redeemed, upon surrender of that Bond to the Bond Registrar, there shall be issued to the registered owner, without charge therefor, a new Bond (or Bonds, at the option of the registered owner) of the same series, maturity and interest rate in any of the denominations authorized by this ordinance in the aggregate principal amount remaining unredeemed. E. Open Market Purchase. The City further reserves the right and option to purchase any or all of the Bonds in the open market at any time at any price plus accrued interest to the date of purchase. F. Selection of Bonds for Redemption. If fewer than all of the outstanding Series 2010B Bonds are to be redeemed prior to maturity, then (a) if the Series 2010B Bonds are in book -entry form at the time of such redemption, the Bond Registrar shall instruct DTC to instruct the DTC participants to select the specific Series 2010B Bonds for redemption pro rata, and neither the City nor the Bond Registrar shall have any responsibility to ensure that DTC or the DTC participants properly select such Series 2010B Bonds for redemption; and (b) if the Series 2010B Bonds are not then in book entry form at the time of such redemption, on each date fixed for redemption, the Bond Registrar shall select the specific Series 2010B Bonds for redemption pro rata. The portion of any Series 2010B Bonds of a denomination more than $5,000 to be redeemed shall be in the principal amount of $5,000 or any integral multiple thereof. The Bond W: \Word Processing \Ordinances \General Obligation Bonds.docx KS:ksn 06 /02/2010 Page 5 of 13 Registrar shall select such portions of Series 201013 Bonds to be redeemed in such manner as the Bond Registrar in its discretion may deem to be fair and appropriate. Notwithstanding the foregoing, for as long as the Series 2010B Bonds are registered in the name of DTC or its nominee, selection of Series 2010B Bonds for redemption shall be in accordance with the Letter of Representations. G. Cancellation of Bonds. All Bonds purchased or redeemed under this section shall be canceled. Section 8. Notice of Redemption. A. While the Bonds are held by DTC in book -entry only form, any notice of redemption shall be given at the time, to the entity and in the manner required by DTC in accordance with the Letter of Representations, and the Bond Registrar shall not be required to give any other notice of redemption. If the Bonds cease to be in book -entry only form, the City shall cause notice of any intended redemption of Bonds to be given by the Bond Registrar not less than 30 nor more than 60 days prior to the date fixed for redemption by first -class mail, postage prepaid, to the registered owner of any Bond to be redeemed at the address appearing on the Bond Register at the time the Bond Registrar prepares the notice, and the requirements of this sentence shall be deemed to have been fulfilled when notice has been mailed as so provided, whether or not it is actually received by the owner of any Bond. B. In the case of an optional redemption, the notice may state that the City retains the right to rescind the redemption notice and the related optional redemption of Bonds by giving a notice of rescission to the affected registered owners at any time prior to the scheduled optional 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. C. Interest on Bonds called for redemption shall cease to accrue on the date fixed for redemption unless the Bond or Bonds called are not redeemed when presented pursuant to the call. In addition, the redemption notice shall be mailed within the same period, postage prepaid, to the MSRB and to such other persons and with such additional information as the Finance Director shall determine, but these additional mailings shall not be a condition precedent to the redemption of Bonds. Section 9. Failure to Redeem Bonds. If any Bond is not redeemed when properly presented at its maturity or call date, the City shall be obligated to pay interest on that Bond at the same rate provided in the Bond from and after its maturity or call date until that 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 and the Bond has been called for payment by giving notice of that call to the registered owner of each of those unpaid Bonds. Section 10. Pledge of Taxes. For as long as any of the Bonds are outstanding, the City irrevocably pledges to include in its budget and levy taxes annually within the constitutional and statutory tax limitations provided by law without a vote of the electors of the City on all of the taxable property within the City in an amount sufficient, together with other money legally available and to be used therefor (including the federal credit payments described in the following sentence), to pay when due the principal of and interest on the Bonds, and the full faith, credit and resources of the City are pledged irrevocably for the annual levy and collection of those taxes and the prompt payment of that principal and interest. Section 11. Form and Execution of Bonds. A. The Bonds shall be prepared in a form consistent with the provisions of this ordinance and state law and shall be signed by the Mayor and 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. W:\ Word Processing Ordinances General Obligation Bonds.docx KS:ksn 06 /02/2010 Page 6of13 B. Only Bonds bearing a Certificate of Authentication in 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 AUTHENTICATION This Bond is one of the fully registered City of Tukwila, Washington, Limited Tax General Obligation Bonds, [Series 2010A/Series 2010B (Taxable Build America Bonds Direct Payment)], described in the Bond Ordinance. WASHINGTON STATE FISCAL AGENT Bond Registrar By Authorized Signer C. The 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. D. If any officer whose facsimile signature appears on the Bonds ceases to be an officer of the City authorized to sign bonds before the Bonds bearing his or her facsimile signature are authenticated or delivered by the Bond Registrar or issued by the City, those Bonds 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. Any 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 did not hold the required office on the date of issuance of the Bonds. Section 12. Duties of Bond Registrar. A. The Bond Registrar shall keep, or cause to be kept, sufficient books for the registration and transfer of the Bonds, which 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 Bonds transferred or exchanged in accordance with the provisions of the Bonds and this ordinance, to serve as the City's paying agent for the Bonds and to carry out all of the Bond Registrar's powers and duties under this ordinance and City Ordinance No. 1338 establishing a system of registration for the City's bonds and obligations. B. The Bond Registrar shall be responsible for its representations contained in the Bond Registrar's Certificate of Authentication on the Bonds. The Bond Registrar may become the owner of Bonds 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 members of, or in any other capacity with respect to, any committee formed to protect the rights of Bond owners. Section 13. Preservation of Tax Exemption for Interest on Series 2010A Bonds. The City covenants that it will take all actions necessary to prevent interest on the Series 2010A Bonds 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 Series 2010A Bonds or other funds of the City treated as proceeds of the Series 2010A Bonds at any time during the term of the Series 2010A Bonds which will cause interest on the Series 2010A Bonds to be included in gross income for federal income tax purposes. The City also covenants that it will, to the extent the arbitrage rebate requirement of Section 148 of the Code is applicable to the Series 2010A Bonds, take all actions necessary to comply (or to be treated as having complied) with that requirement in connection with the Series 2010A Bonds, including the calculation and payment of any penalties that the City has elected to pay as an alternative to calculating rebatable arbitrage, and the payment of any other penalties if required under Section 148 of the W:\ Word Processing\ Ordinances \General Obligation Bonds.docx KS:ksn 06/02/2010 Page 7 of 13 Code to prevent interest on the Series 2010A Bonds from being included in gross income for federal income tax purposes. Section 14. Designation of Series 2010A Bonds as "Qualified Tax- Exempt Obligations." The City has determined and certifies that: 1. the Series 2010A Bonds are not "private activity bonds" 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 included in such calculation) which 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 Series 2010A Bonds are issued will not exceed $30,000,000; and 3. the amount of tax exempt obligations, including the Series 2010A Bonds, designated by the City as "qualified tax exempt obligations" for the purposes of Section 265(b)(3) of the Code during the calendar year in which the Series 2010A Bonds are issued does not exceed $30,000,000. The City designates the Series 2010A Bonds as "qualified tax exempt obligations" for the purposes of Section 265(b)(3) of the Code. Section 15. Election to Treat Series 2010B Bonds as "Build America Bonds Tax Covenants. A. The City hereby irrevocably elects to have Section 54AA of the Code apply to the Series 2010B Bonds so that the Series 2010B Bonds are treated as "build America bonds," and further to have Subsection 54AA(g) of the Code apply to the Series 2010B Bonds so that the Series 2010B Bonds are treated as "qualified bonds" with respect to which the City will be allowed a credit payable by the United States Treasury to the City pursuant to Section 6431 of the Code in an amount equal to 35% of the interest payable on the Series 2010B Bonds on each interest payment date. The City authorizes and directs the Finance Director (or his or her designee) to take such actions and enter into such agreements as are necessary or appropriate for the City to receive from the United States Treasury the applicable federal credit payments in respect of the Series 2010B Bonds, including, but not limited to, entering into a calculation agency agreement with a calculation agent and the timely filing with the Internal Revenue Service of Form 8038 -CP- "Return for Credit Payments to Issuers of Qualified Bonds" in the manner prescribed by Internal Revenue Service Notice 2009 -26. B. The City also covenants that it will not take or permit to be taken on its behalf any action that would adversely affect the entitlement of the City to receive from the United States Treasury the applicable federal credit payments in respect of the Series 2010B Bonds. Without limiting the generality of the foregoing, the City will comply with the provisions of the Code, compliance with which would result in the interest on the Series 2010B Bonds being excluded from gross income for federal tax purposes but for the City's irrevocable election to have Section 54AA of the Code apply to the Series 2010B Bonds. Section 16. Refunding or Defeasance of the Bonds. A. The City may issue refunding bonds pursuant to the laws of the State of Washington or use money available from any other lawful source to pay when due the principal of and interest on the Bonds, or any portion thereof included in a refunding or defeasance plan, and to redeem and retire, refund or defease all such then outstanding Bonds (hereinafter collectively called the "defeased Bonds and to pay the costs of the refunding or defeasance. If money and/ or "government obligations" (as defined in chapter 39.53 RCW, as now or hereafter amended) maturing at a time or times and bearing interest in amounts (together with money, if necessary) sufficient to redeem and retire, refund or defease the defeased Bonds in accordance with their terms are set aside in a special trust fund or escrow account irrevocably pledged to that redemption, W:\ Word Processing Ordinances General Obligation Bonds.docx KS:ksn 06/02/2010 Page 8 of 13 retirement or defeasance of defeased Bonds (hereinafter called the "trust account then all right and interest of the owners of the defeased Bonds in the covenants of this ordinance and in the funds and accounts obligated to the payment of the defeased Bonds shall cease and become void. The owners of defeased Bonds shall have the right to receive payment of the principal of and interest on the defeased Bonds from the trust account. The City shall include in the refunding or defeasance plan such provisions as the City deems necessary for the random selection of any defeased Bonds that constitute less than all of a particular maturity of a series of Bonds, for notice of the defeasance to be given to the owners of the defeased Bonds and to such other persons as the City shall determine, and for any required replacement of Bond certificates for defeased Bonds. The defeased Bonds shall be deemed no longer outstanding, and the City may apply any money in any other fund or account established for the payment or redemption of the defeased Bonds to any lawful purposes as it shall determine. B. If the Bonds are registered in the name of DTC or its nominee, notice of any defeasance of Bonds shall be given to DTC in the manner prescribed in the Letter of Representations for notices of redemption of Bonds. Section 17. Bond Fund; Project Funds; and Deposit of Bond Proceeds. A. The Bond Fund is hereby created and established in the office of the Finance Director as a special fund designated the Limited Tax General Obligation Bond Fund, 2010, for the purpose of paying principal of and interest on the Bonds. All taxes collected for and allocated to the payment of the principal of and interest on the Bonds shall be deposited in the Bond Fund. B. The Project Funds also are hereby created and established in the office of the Finance Director as special funds designated the Southcenter Parkway Construction Fund, the Strander Boulevard Construction Fund and the Emergency Capital Fund. The principal proceeds and premium, if any, received from the sale and delivery of the Bonds shall be paid into the Project Funds and used to pay the costs of the Projects and costs of issuance of the Bonds. Until needed to pay such costs, the City may invest principal proceeds temporarily in any legal investment, and the investment earnings may be retained in the Project Funds and be spent for the purposes of those funds except that earnings subject to a federal tax or rebate requirement may be withdrawn from the Project Funds and used for those tax or rebate purposes. Any amounts remaining in the Project Funds after payment of the costs of the Projects and costs of issuance of the Bonds may be used for any other proper City purpose. Section 18. Approval of Bond Purchase Contract. A. Seattle- Northwest Securities Corporation of Seattle, Washington, has presented a purchase contract (the "Bond Purchase Contract to the City offering to purchase the Bonds under the terms and conditions provided in the Bond Purchase Contract, which written Bond Purchase Contract is on file with the Finance Director and is incorporated herein by this reference. The City Council finds that entering into the Bond Purchase Contract is in the City's best interest and therefore accepts the offer contained therein and authorizes its execution by City officials. B. The Bonds will be printed at City expense and will be delivered to the purchaser in accordance with the Bond Purchase Contract, with the approving legal opinion of Foster Pepper PLLC, municipal bond counsel of Seattle, Washington, regarding the Bonds. C. The proper City officials are authorized and directed to do everything necessary for the prompt delivery of the Bonds to the purchaser and for the proper application and use of the proceeds of the sale thereof. Section 19. Preliminary Official Statement Deemed Final. The City Council has been provided with copies of a preliminary official statement dated 2010 (the "Preliminary Official Statement prepared in connection with the sale of the Bonds. For the sole purpose of the Bond purchaser's compliance with SEC Rule 15c2- 12(b)(1), the City "deems final" that Preliminary Official Statement as of its date, except W:\ Word Processing \Ordinances \General Obligation Bonds.docx KS:ksn 06/02/2010 Page 9 of 13 for the omission of information as to offering prices, interest rates, selling compensation, aggregate principal amount, principal amount per maturity, maturity dates, options of redemption, delivery dates, ratings and other terms of the Bonds dependent on such matters. Section 20. Undertaking to Provide Continuing Disclosure. To meet the requirements of SEC Rule 15c2- 12(b)(5) (the "Rule as applicable to a participating underwriter for the Bonds, the City makes the following written undertaking (the "Undertaking for the benefit of holders of the Bonds: 1. Undertaking to Provide Annual Financial Information and Notice of Material Events. The City undertakes to provide or cause to be provided, either directly or through a designated agent, to the MSRB, in an electronic format as prescribed by the MSRB, accompanied by identifying information as prescribed by the MSRB: a. Annual financial information and operating data of the type included in the final official statement for the Bonds and described in subsection 2 of this section "annual financial information b. Timely notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) principal and interest payment delinquencies; (2) non payment related defaults; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; (6) adverse tax opinions or events affecting the tax- exempt status of the Series 2010A Bonds; (7) modifications to rights of holders of the Bonds; (8) Bond calls (other than scheduled mandatory redemptions of Term Bonds); Bonds; and (9) defeasances; (10) release, substitution, or sale of property securing repayment of the (11) rating changes. c. Timely notice of a failure by the City to provide required annual financial information on or before the date specified in subsection 2 of this section. 2. Type of Annual Financial Information Undertaken to be Provided. The annual financial information that the City undertakes to provide in subsection 1 of this section: a. Shall consist of: (1) annual financial statements prepared (except as noted in the financial statements) in accordance with the generally accepted accounting principles applicable to Washington State local governmental units, as such principles may be changed from time to time, which statements shall not be audited, except, however, that if and when audited financial statements are otherwise prepared and available to the City they will be provided; bonds; (2) authorized, issued and outstanding balance of general obligation W:\ Word Processing \Ordinances \General Obligation Bonds.docx KS:ksn 06/02/2010 Page l0of13 (3) assessed valuation of property within the City for the fiscal year; and (4) regular property tax levy rate and regular property tax levy rate limit for the fiscal year; b. Shall be provided not later than the last day of the ninth month after the end of each fiscal year of the City (currently, a fiscal year ending December 31), as such fiscal year may be changed as required or permitted by State law, commencing with the City's fiscal year ending December 31, 2009; and c. May be provided in a single or multiple documents, and may be incorporated by specific reference to documents available to the public on the Internet website of the MSRB or filed with the SEC. 3. Amendment of Undertaking. The Undertaking is subject to amendment after the primary offering of the Bonds without the consent of any holder of any Bond, or of any broker, dealer, municipal securities dealer, participating underwriter, rating agency or the MSRB, under the circumstances and in the manner permitted by the Rule. The City will give notice to the MSRB of the substance (or provide a copy) of any amendment to the Undertaking and a brief statement of the reasons for the amendment. If the amendment changes the type of annual financial information to be provided, the annual financial information containing the amended financial information will include a narrative explanation of the effect of that change on the type of information to be provided. 4. Beneficiaries. The Undertaking evidenced by this section shall inure to the benefit of the City and any holder of Bonds, and shall not inure to the benefit of or create any rights in any other person. 5. Termination of Undertaking. The City's obligations under this Undertaking shall terminate upon the legal defeasance of prior redemption or payment in full of all the then outstanding Bonds. In addition, the City's obligations under this Undertaking shall terminate if those provisions of the Rule which require the City to comply with this Undertaking become legally inapplicable in respect of the Bonds for any reason, as confirmed by an opinion of nationally recognized bond counsel or other counsel familiar with federal securities laws delivered to the City, and the City provides timely notice of such termination to the MSRB. 6. Remedy for Failure to Comply with Undertaking. As soon as practicable after the City learns of any failure to comply with the Undertaking, the City will proceed with due diligence to cause such noncompliance to be corrected. No failure by the City or other obligated person to comply with the Undertaking shall constitute a default in respect of the Bonds. The sole remedy of any holder of a Bond shall be to take such actions as that holder deems necessary, including seeking an order of specific performance from an appropriate court, to compel the City or other obligated person to comply with the Undertaking. 7. Designation of Official Responsible to Administer Undertaking. The Finance Director (or such other officer of the City who may in the future perform the duties of that office) or his or her designee is authorized and directed in his or her discretion to take such further actions as may be necessary, appropriate or convenient to carry out the Undertaking of the City in respect of the Bonds set forth in this section and in accordance with the Rule, including, without limitation, the following actions: a. Preparing and filing the annual financial information undertaken to be provided; b. Determining whether any event specified in subsection 1 has occurred, assessing its materiality with respect to the Bonds, and, if material, preparing and disseminating notice of its occurrence; c. Determining whether any person other than the City is an "obligated person" within the meaning of the Rule with respect to the Bonds, and obtaining from W:\ Word Processing \Ordinances \General Obligation Bonds.docx KS:ksn 06 /02/2010 Page 11 of 13 such person an undertaking to provide any annual financial information and notice of material events for that person in accordance with the Rule; d. Selecting, engaging and compensating designated agents and consultants, including but not limited to financial advisors and legal counsel, to assist and advise the City in carrying out the Undertaking; and e. Effecting any necessary amendment of the Undertaking. Section 21. Bond Insurance. The City Council finds that it is in the City's best interest to purchase, and that a savings will result from purchasing, the financial guaranty insurance policy for the Bonds. The City is hereby authorized to purchase from the Bond Insurer the financial guaranty insurance policy insuring the prompt payment of the principal of and interest on the Bonds and agrees to the conditions for obtaining such policy, including the payment of the premium therefor. The Mayor and the Finance Director are each independently authorized to execute the Bond Insurer's Commitment to Issue Financial Guaranty Insurance Policy and all other documents on behalf of the City in connection with the financial guaranty insurance policies. Section 22. Severability. If any section, subsection, paragraph, sentence, clause or phrase of this ordinance or its application to any person or situation should be held to be invalid or unconstitutional for any reason by a court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the validity or constitutionality of the remaining portions of this ordinance or its application to any other person or situation. Section 23. Effective Date. This ordinance or a summary thereof shall be published in the official newspaper of the City, and shall take effect and be in full force five days after passage and publication as provided by law. PASSED BY THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, at a Regular Meeting thereof this day of 2010. ATTEST/ AUTHENTICATED: Christy O'Flaherty, CMC, City Clerk APPROVED AS TO FORM BY: Office of the City Attorney W:\ Word Processing\ Ordinances \General Obligation Bonds. docx KS:ksn 06/02/2010 Jim Haggerton, Mayor Filed with the City Clerk: Passed by the City Council: Published: Effective Date: Ordinance Number: Page 12 of 13 I, the undersigned, City Clerk of the City of Tukwila, Washington (the "City hereby certify as follows: 1. The attached copy of Ordinance No. (the "Ordinance is a full, true and correct copy of an ordinance duly passed at a special meeting of the City Council of the City held at the regular meeting place thereof on 2010, 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. Written notice specifying the time and place of the special meeting and noting the business to be transacted was given to all members of the City Council by mail or by personal delivery at least 24 hours prior to the special meeting, a true and complete copy of which notice is attached hereto as Appendix 1; 3. Written notice of the special meeting was given to each local radio or television station and to each newspaper of general circulation that has on file with the City a written request to be notified of special meetings, or to which such notice customarily is given; and 4. A quorum of the members of the City Council was present throughout the meeting and a majority of those members present voted in the proper manner for the passage of the ordinance. IN WITNESS WHEREOF, I have hereunto set my hand this day of 2010. W: \Word Processing \Ordinances\ General Obligation Bonds.docx KS:ksn 06 /02/2010 CERTIFICATION CITY OF TUKWILA, WASHINGTON Christy O'Flaherty, CMC, City Clerk Page 13 of 13 ISSUE City of Tukwila Jim Haggerton, Mayor INFORMATIONAL MEMORANDUM TO: Mayor Haggerton Transportation Committee FROM: Lisa Verner, Mayor's Office DATE: April 5, 2010 SUBJECT: Tukwila South Southcenter Parkway Authorize the Mayor to sign various contracts which collectively provide funding and will allow construction to begin on Southcenter Parkway BACKGROUND The Tukwila South Development Agreement calls for the City to relocate and construct a 5 -lane Southcenter Parkway Extension. The City hired David Evans Associates to design the new Southcenter Parkway; a call for bids was advertised on February 25, March 3 and March 10. Nine bids were opened on March 18. The lowest responsible bidder is Scarsella Bros, Inc. The construction bids were reviewed and no mathematical errors were found on Scarsella's bid. The third low bidder submitted a bid protest stating that Scarsella Bros, Inc bid should be rejected as non responsive because the bid amounts were not written out in full by hand; they were listed in numerical form. The contract specifications allow the City to waive any immaterial irregularities such as not writing the bid amount in full by hand; the City Attorney is in agreement. References indicate Scarsella Bros, Inc has performed this type of work in the past and the work has been satisfactory. The construction bid includes Schedule F for additional improvements to the City's water line on Southcenter Parkway from Minkler Blvd to S 180 St. Since the roadway will be under construction for the necessary sewer improvements, the City is taking advantage of a favorable bidding climate for a project that is scheduled in the CIP. Funding is from the Water Enterprise Fund. Over the last several years, the City has secured grant funding for Southcenter Parkway from several sources: federal funds, state Community Economic Revitalization Board (CERB) funds, state Capital Projects funds, and state Transportation Improvement Board (TIB) funds. The federal funds have already been obligated. The City needs to contract with the other three funding sources in order to utilize the grant funds. TIB funds are for construction only, while the CERB and Capital Projects funds may be used for all aspects of the project. Pursuant to CIP Policy, the grant contracts are brought to Council for acceptance. INFORMATIONAL MEMO Page 2 The City interviewed four firms out of nine submittals for construction management services. KBA, Inc. is the firm which best met the City's criteria and needs. The Mayor has signed an initial contract with KBA for $35,000.00 for work started in March. Supplement No. 1 is now needed for the full construction management contract. As part of the arrangement negotiated in the Development Agreement, the City included construction of a water line for Highline Water District in the City's construction bid (Schedule E), will include the work in the construction contract and will sign an Interlocal Agreement with Highline. A portion of the construction is to relocate the existing water line (franchise work) and a portion is to upsize the line (oversize work) in order to serve the new, anticipated Tukwila South development. Highline will reimburse the City for the franchise work and Segale Properties will reimburse the City for the oversizing work. Also pursuant to the Development Agreement, Segale Properties will provide a Letter of Credit to the Escrow Agent for its share of the costs prior to the City signing the construction contract. Also as part of the arrangement negotiated in the Development Agreement, the City will ask Puget Sound Energy (PSE) to underground the existing overhead electric distribution wires as part of the Southcenter Parkway project, pursuant to the franchise and Schedule 74. The City is to sign a Project Plan Agreement and a Construction Agreement with PSE to implement the undergrounding. Under Schedule 74, the costs are split 60/40 with the City responsible for 40 Segale Properties will reimburse the City for the 40% costs ($241,400.00) and will deposit a Letter of Credit for 110% of the estimated costs with the Escrow Agent prior to the City signing PSE's construction contract. DISCUSSION Southcenter Parkway Extension runs from S 180 Street to S 200 Street. The full right -of -way is within the city limits. A Possession Use Agreement for the new right -of -way and construction area was signed by Segale Properties and recorded. In order to begin construction on Southcenter Parkway, the City needs to contract with several granting agencies to accept the grant funds, to conclude agreements with Highline Water District and Puget Sound Energy, to supplement a contract with a construction manager, and to award a bid for construction work. Below is a list of these various contracts: 1. State Capital Projects grant for $3.98 Million 2. State CERB grant for $6 Million 3. TIB Grant for $2 Million 4. Highline Water District Interlocal Agreement 5. Puget Sound Energy Project Plan Agreement for $241,400.00 6. Puget Sound Energy Construction Agreement for $241,400.00 7. Amend Contract 10 -038 for Construction Management and Design Services contract with KBA, Inc for $2,488,950.00 8. Construction Bid Award to Scarsella Bros, Inc for $16,030,030.64 Attached is a chart of the Southcenter Parkway Expenses and Revenues (4 -5 -10) which demonstrates that the City has enough revenues to cover the expenses of this project. Construction Management costs of 15% and a contingency fund of 15% are included in the calculations, pursuant to the Development Agreement. The Development Agreement calls for W:12010 InfoMemos\InfoMemo SCP contracts and ILA 4- 5- 10.doc INFORMATIONAL MEMO Page 3 up to $8.25M in City GO bonds for this project; based on the grants received and low bid amount, the City needs bond funds in the amount of approximately $4.056 Million. RECOMMENDATIONS 1. Discuss authorizing the Mayor to sign the State Capital Proiects arant for $3.98 Million for funding for Southcenter Parkway Extension at Council's April 12, 2010 Committee of the Whole meeting and forward for a decision to April 19, 2010 Regular Meeting 2. Discuss authorizing the Mayor to sign the State CERB (Community Economic Revitalization Board) arant for $6 Million for funding for Southcenter Parkway Extension at Council's April 12, 2010 Committee of the Whole meeting and forward for a decision to April 19, 2010 Regular Meeting 3. Discuss authorizing the Mayor to sign the TIB (Transportation Improvement Board) arant for $2 Million for funding for Southcenter Parkway Extension at Council's April 12, 2010 Committee of the Whole meeting and forward for a decision to April 19, 2010 Regular Meeting 4. Discuss authorizing the Mayor to sign the Hiahline Water District Interlocal Aareement for Southcenter Parkway Extension at Council's April 12, 2010 Committee of the Whole meeting and forward for a decision to April 19, 2010 Regular Meeting 5. Discuss authorizing the Mayor to sign the Puaet Sound Enerav Proiect Plan Aareement for $241.400.00 for Southcenter Parkway Extension at Council's April 12, 2010 Committee of the Whole meeting and forward for a decision to April 19, 2010 Regular Meeting 6. Discuss authorizing the Mayor to sign the Puaet Sound Enerav Construction Aareement for $241.400.00 for Southcenter Parkway Extension at Council's April 12, 2010 Committee of the Whole meeting and forward for a decision to April 19, 2010 Regular Meeting 7. Discuss authorizing the Mayor to sign Amendment #1 to Contract 10 -038 for Construction Manaaement and Desian Services Contract with KBA, Inc for $2,488.949.43 for Southcenter Parkway Extension at Council's April 12, 2010 Committee of the Whole meeting and forward for a decision to April 19, 2010 Regular Meeting 8. Discuss waiving the immaterial bid irregularity and awarding the Southcenter Parkway Extension construction project (all schedules) to Scarsella Bros. Inc for $16.030.030.64 at Council's April 12, 2010 Committee of the Whole meeting and forward for decisions to April 19, 2010 Regular Meeting ATTACHMENTS 1. State Capital Projects grant contract for $3.98 Million 2. State CERB grant contract for $6 Million 3. TIB grant contract for $2 Million 4. Highline Water District Interlocal Agreement W:\2010 InfoMemosUnfoMemo SCP contracts and ILA 4- 5- 10.doc INFORMATIONAL MEMO Page 4 5. Puget Sound Energy Project Plan Agreement for $241,400.00 6. Puget Sound Energy Construction Agreement for $241,400.00 7. Amendment to Contract 10 -038 for Construction Management and Design Services contract with KBA, Inc for $2,488,750.00 8. DEA's Southcenter Parkway Contractor Award Recommendation Letter and Bid Tabulation 9. Southcenter Parkway Expenses and Revenues chart dated 4 -5 -10 W:12010 InfoMemos\InfoMemo SCP contracts and ILA 4- 5- 10.doc Southcenter Parkway 04/5/10 Federal Funds State CERB State Capital Projects TIB City GO Bonds Expenses Schedule A roadway Schedule B sanitary sewer Schedule C building demo Schedule D owner directed Schedule E Highline water Total Base Bid Schedule F Tukwila Water** Total Base Bid with Additives Construction Management (15 Contingency (15 Design costs (DEA Supp #8, #9) On -call design (DEA, in KBA contract) Design costs (Highline) PW Proj Coordinator support PSE Schedule 74 City Construction Management TOTAL COST 8% for Highline water City Water Fund Revenues Total Grants City General Fund* Federal TIB grants for design Supplements 1, 2, 3 Original DEA contract TOTAL Scarsella Bros Inc Bid 11,483,500.00 1,916,251.10 40,000.00 849,500.00 1,367,930.94 15,657,182.04 372,848.60 16,030,030.64 2,308,750.00 2,404,505.00 599,713.00 215,200.00 116,756.00 125,000.00 241,400.00 300,000.00 $22,341,354.64 Original 3,683,000.00 6,000,000.00 3,980,000.00 5,000,000.00 6,000,000.00 24,663,000.00 620,000.00 350,000.00 $25,633,000.00 Reimbursement By Highline /Segale 1,367,930.94 109,434.48 116,756.00 62,500.00 241,400.00 1,898,021.42 Spent/ Unavailable 4,373.00 3,000,000.00 1,944,070.00 625,337.00 345,800.00 $5,919,580.00 Division of Costs City Responsibility (not Tuk So) 372,848.60 55,927.29 300,000.00 728,775.89 Available 3,678,627.00 6,000,000.00 3,980,000.00 2,000,000.00 4,055,930.00 $19,714,557.00 Revenue Less Expenses 0.00 0.00 Tukwila South (City Grants Bonds) 11,483,500.00 1,916,251.10 40,000.00 849,500.00 2,143,388.24 2,404,505.00 599,713.00 215,200.00 62,500.00 19,714,557.33 $19,714,557.00 1 9,714,557.33 -$0.33 City of Tukwila Washington Resolution No. 1 0 c).. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, DECLARING ITS OFFICIAL INTENT TO REIMBURSE CAPITAL EXPENDITURES IN CONNECTION WITH 1) THE COSTS OF THE SOUTHCENTER PARKWAY CONSTRUCTION AND REALIGNMENT IN THE TUKWILA SOUTH ANNEXATION AREA, TOGETHER WITH RELATED IMPROVEMENTS; 2) COSTS OF RIGHT -OF -WAY ACQUISITION, ARTERIAL IMPROVEMENTS, EXTENSION OF STRANDER BOULEVARD AND RAILROAD CROSSING, TOGETHER WITH RELATED IMPROVEMENTS; AND 3) THE COSTS OF FLOOD CONTROL FACILITIES, EQUIPMENT, MATERIALS AND SUPPLIES FROM PROCEEDS OF A FUTURE BORROWING. WHEREAS, the City of Tukwila, Washington (the "City intends to make expenditures for the Project (identified below) from funds that are available but that are not (and are not reasonably expected to be) reserved, allocated on a long -term basis, or otherwise set aside for those expenditures, and reasonably expects to be reimbursed for those expenditures from proceeds of bonds or other obligations "bonds issued to finance those expenditures; and WHEREAS, certain federal regulations (the "federal reimbursement regulations relating to the use of proceeds of tax exempt bonds to reimburse the issuer of the bonds for expenditures made before the issue date of the bonds require, among other things, that not later than 60 days after payment of the original expenditure the City (or any person designated by the City to do so on its behalf) declare a reasonable official intent to reimburse those expenditures from proceeds of bonds; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, HEREBY RESOLVES AS FOLLOWS: Section 1. Description of Project for which Expenditures are to be Made. The City intends to make (and /or, not more than 60 days before the date of this declaration, has made) expenditures and reasonably expects to reimburse itself for those expenditures from proceeds of bonds for the following project, property, or program (the "Project 1) Costs of Southcenter Parkway construction and realignment in the Tukwila South annexation area, together with related improvements; and 2) Costs of right -of -way acquisition, arterial improvements, extension of Strander Boulevard and railroad crossing, together with related improvements; and 3) Costs of flood control facilities, equipment, materials and supplies. Section 2. Maximum Principal Amount of Obligations Expected to be Issued for the Project. The City expects the maximum principal amount of bonds that will be issued to finance the Project will be $15,500,000. Section 3. Declaration Reasonable. The City Council has reviewed its existing and reasonably foreseeable budgetary and financial circumstances and has determined the City reasonably expects to reimburse itself for expenditures for the Project from W:\ Word Processing \Resolutions \Bond Reimbursement.doc SH:ksn 12/02/2009 Page 1 of 2 proceeds of bonds because the City has no funds available that already are or are reasonably expected to be reserved, allocated on a long -term basis or otherwise set aside by the City for those expenditures on the Project. Section 4. Limitations on Uses of Reimbursement Amounts. The City will not, within one year after the expected reimbursement, use amounts corresponding to proceeds received from bonds issued in the future to reimburse the City for previously paid expenditures for the Project in any manner that results in those amounts being treated as replacement proceeds of any tax exempt bonds, i.e., as a result of being deposited in a reserve fund, pledged fund, sinking fund or similar fund (other than a bona fide debt service fund) that is expected to be used to pay principal of or interest on tax exempt bonds. Nor will the City use those amounts in any manner that employs an abusive arbitrage device to avoid arbitrage restrictions. Section 5. Date of Declaration. This declaration of official intent shall be dated as of the date of adoption of this resolution. Section 6. Ratification and Confirmation. Any actions of the City or its officers prior to the date thereof and consistent with the terms of this resolution are ratified and confirmed. PASSED BY THE CITY COUNCIL OF THE CITY OF UK �WI LA, WASHINGTON, at a Regular Meeting thereof this 1T day of Q �i 2009. ATTEST/ AUTHENTICATED: Chris CMC, City Clerk APPROVED AS T FORM BY: Officeccr6he dty At arney W Word Processing\ Resolutions\ Bond Reimbursement.doc SH:ksn 12/02/2009 JoArt Council President' Filed with the City Clerk: Passed by the City Council: Resolution Number: 1 'J D c. Page 2 of 2 Emergency Preparedness Capital Asset List Summary by Asset Category Software IT Communication Furniture /Fixture /Equipment Structure Logs Ctr Equip IT Logs Ctr Equip Logs Ctr Equip Logs Ctr Equip Logs Ctr Equip Logs Ctr Equip Logs Ctr Equip Logs Ctr Equip Logs Ctr Equip Fire /Police DCD DCD DCD DCD DCD DCD DCD DCD DCD DCD DCD DCD Prk &Rec Prk &Rec Prk &Rec Prk &Rec Prk &Rec Prk &Rec Large DOC ECC Basic Load ECC Basic Load Item communication equipment, various Citywide phone system replacement Fencing Power Pallet Jack Racking, Starter (L10' H10 W42 Racking, Add On (L10' H10 W42 Manual Power Jack Pressure Washer /Steam Cleaner Frieght Scale 48 X48 Air Compressor Command Unit Moisture meters Laser measuring device Hip boots 6 vehicles 3 person teams Electrical voltage tester kits Digital Cameras w /battery chargers Flashlights, headlamps, extra batteries Gas leak detectors Measuring wheels Tool bags Rain gear, heavy duty Hardhats Posting placards Utility Vehicle Fencing Fencing Triple Burner Stove for Shelter Operations Child Seats Reflective Vests City of Tukwila Volunteer Computer, Laptop, with software, IBM Think P R -500 Google Earth Enterprise AutoCad MAP ECC Basic Load Trailer EW2224W ECC Basic Load 16 port cisco switch SR2016 IT Touch Screens DELL 5 6 8 10 30 Model Number Manufacture 332,034.00 104,310.00 554,000.00 326,877.00 227,010.00 1,544,231.00 I TBD TBD 2LEB9 Dayton 1 KBG6 Wireway Husky 1KBH9 Wireway Husky 4YX96 Dayton GH- 1502 -LM10 MI -T -M 3CWN3 Mettler Toledo 2MLW2 Speedaire Police Response trailer* ($200,000 is secured) 000.13.525.100.31.00 Moisture meters Furniture /Fixture /Equipme Laser measuring device Hip boots 6 vehicles 3 person teams Electrical voltage tester kits Digital Cameras w /battery chargers Flashlights, headlamps, extra batteries Gas leak detectors Measuring wheels Tool bags Rain gear, heavy duty Hardhats Posting placards Toro is $7,000 IBM 0 0 Wells Cargo Cisco For Remote TimeKeeping Stations, used in conjunction with Renton's Timekeeping Program 0 0 Need 1,660,170.00 625,860.00 4,432,000.00 3,268,770.00 6,810,300.00 16,797,100.00 Notes 1 1 1 Fencing for secu 1 Grainger 14 Grainger 42 Grainger 1 Grainger 1 Grainger 1 Grainger 1 Grainger 1 6 6 18 6 4 12 6 6 6 18 12 4 500 10 0 0 0 0 22' X 102" Trailer to store and transport Cache w/ workspace. And 1 Generator. 1 0 5 9.88% 0.4942 3.73% 0.2236 26.39% 2.1108 19.46% 1.9460 40.54% 12.1633 16.9380 Weighted Average Life of Equipment Unit price Total 20,000.00 20,000.00 534,000.00 534,000.00 7,000.00 7,000.00 6,641.00 6,641.00 881.50 12,341.00 709.50 29,799.00 867.00 867.00 3,524.00 3,524.00 1,718.00 1,718.00 549.00 549.00 350,000.00 150, 000.00 500.00 3,000.00 550.00 3,300.00 100.00 1,800.00 225.00 1,350.00 450.00 1,800.00 150.00 1,800.00 250.00 1,500.00 175.00 1,050.00 100.00 600.00 200.00 3,600.00 50.00 600.00 800.00 3,200.00 7,000.00 1,000.00 500.00 500.00 2,000.00 20.00 10,000.00 1,298.00 12,980.00 20,000.00 20,000.00 4,999.00 9,998.00 Asset Cateaory Communications Communications Furniture/Fixture/Equipmer Furniture/Fixture/Equipmer Furniture/Fixture/Equipmer Fumiture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture/Fixture/Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture/Fixture/Equipmer Furniture/Fixture/Equipmer Furniture/Fixture/Equipmer Furniture/Fixture/Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture/Fixture/Equipmer Furniture /Fixture /Equipmer Furniture/Fixture/Equipmer Furniture /Fixture /Equipmer Furniture /Fixture /Equipmer Furniture/Fixture/Equipmer Furniture/Fixture/Equipmer Furniture/Fixture/Equipmer Furniture/Fixture/Equipmer 24,000.00 24,000.00 Furniture /Fixture /Equipmer 215.00 215.00 Furniture /Fixture /Equipmer Life 8 8 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 529.00 2,645.00 Furniture /Fixture /Equipmer 10 Item Logs Ctr Equip IT, Laptop, with software, IBM Think Pad IT Laptops w/ 15 screen IT IT IT IT Cisco Catalyst 3560 24 port Cisco GBIC for 3560 Watchguard 1250e firewallw/ UTM Bundle TB External Hard Drive HP StorageWorks SAN IT Server with Virtualizing Software ECC Basic Load AutoCad 2010 IT IT IT Misc Online Timekeeping Software Cold Fusion V9 Enterprise Agreement 6300 Building Backup Power Model Number R -500 DELL CISCO CISCO OTHER SOURCE OTHER SOURCE HP DELL OTHER SOURCE OTHER SOURCE Microsoft Manufacture IBM For other departments To replace existing 10/100 Mbps switches that can't be managed remotely and will not allow large format files or video conferencing. Some switches will need more than one GBIC to daisy -chain VPN connectivity if 6300 system is down /lack of power Portable storage for IT Specialty Departmental uses Storage -Area Network for data storage redundancy Supporting up to 8 virtual servers. Specs:PowerEdge 2900 Intel Quad Core CPU, 16GB RAM, 8 TB hard drive space, non -rack mount 0 0 To implement Renton's Time Clock Program; will allow project accounting efficiency To implement Renton's Time Clock Program; will allow project accounting efficiency Per WA DIS bid dated 9/1/2009 (covers ALL City ITs and laptops) Need 4 4 6 12 1 6 2 2 0 Notes Unit orice Total Asset Category 1,298.00 5,192.00 IT 1,762.00 7,048.00 IT 3,300.00 600.00 2,520.00 125.00 18,000.00 19,800.00 IT 7,200.00 IT 2,520.00 IT 750.00 IT 36,000.00 IT 12,900.00 25,800.00 IT 0 4,000.00 8,000.00 Software 12,600.00 12,600.00 Software 1,300.00 1,300.00 Software 310,134.00 310,134.00 Software 227,010.00 Structures 1,544,231.00 Life 6 6 6 6 6 6 6 5 5 5 5 30