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R-16-32RESOLUTION NO. R-16-32 RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF ONE OR MORE SERIES OF GENERAL OBLIGATION REFUNDING BONDS OF THE CITY OF FAIRFAX, VIRGINIA, IN THE MAXIMUM PRINCIPAL AMOUNT OF $23,000,000, PROVIDING FOR THE FORM, DETAILS AND PAYMENT THEREOF AND PROVIDING FOR THE REFUNDING OF CERTAIN OUTSTANDING GENERAL OBLIGATION BONDS OF THE CITY WHEREAS, on November 10, 2011,'the City of Fairfax, Virginia (the "City"), issued its $3,415,000 General Obligation Refunding Bond, Series 2011 (the "2011 Bond"); WHEREAS, on March 7, 2012, the City issued its $19,346,000 General Obligation Refunding Bond, Series 2012 (the "2012 Bond"); WHEREAS, the City's administration, in collaboration with Davenport & Company LLC, in its capacity as the City's financial advisor (the "Financial Advisor"), has recommended to the City Council of the City (the "City Council") that the City authorize (i) the refunding of all or a portion of the 2011 Bond (such refunded portion, the "Refunded 2011 Bond") and the 2012 Bond (such refunded portion, the "Refunded 2012 Bond") and (ii) the issuance and sale of one or more series of general obligation refunding bonds (as more particularly described hereinafter, the "Bonds"), if acceptable debt service savings can be achieved; WHEREAS, the City Council desires to issue and sell the Bonds to refund the Refunded Bonds and to pay the related costs of issuance and refunding; and WHEREAS, the City's administration, in collaboration with the Financial Advisor, has recommended that the City pursue a sale of the Bonds through one or more of the following methods: (a) a private, direct placement with a banking or other financial institution (a "Private Sale"), (b) a public offering through a competitive sale (a "Competitive Sale"), or (c) a public offering through a negotiated underwriting (a "Negotiated Sale") (in any of such funding options, the purchaser(s) of the Bonds shall be referred to herein as the "Purchaser"); NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAIRFAX, VIRGINIA: Issuance and Sale. Pursuant to the Constitution and statutes of the Commonwealth of Virginia,including the Public Finance Act of 1991, the City hereby authorizes the issuance and sale of general obligation refunding bonds of the City (the "Bonds") in the maximum aggregate principal amount of $23,000,000 to refund the Refunded 2011 Bond, the Refunded 2012 Bonds and to pay related costs of issuance and refunding. Bond Details. a) The City Council hereby authorizes the City Manager to undertake the issuance and sale of the Bonds and, subject to the terms of this Resolution, to determine the final terms of the Bonds as he shall deem to be in the best interests of the City. As such, the City Manager shall determine whether to issue the Bonds in one or more series and shall determine the appropriate series designation(s), the dated date(s), the record date(s) for registration (the "Record Date") and the numbering for the Bonds. In no circumstances shall the Bonds (i) be issued in an aggregate principal amount exceeding the limits set forth in Section 1 above; (ii) have a "true" or "Canadian" interest cost exceeding 3.00% (taking into account any original issue discount or premium), (iii) be sold to the Purchaser at a price less than 98% of the original aggregate principal amount thereof (not taking into account any original issue discount or premium) or (iv) have a final maturity date later than December 31, 2030. Any refunding of the Refunded Bonds shall result in an aggregate net present value savings to the City of at least 2.75% of the amount of such Refunded Bonds, as calculated by the Financial Advisor in accordance with industry standards. (b) Each Bond shall bear interest from its dated date at such rate as shall be determined at the time of sale and payable semi-annually on dates determined by the City Manager. Principal of and premium, if any, and interest on the Bonds shall be payable by wire transfer, check or draft sent to the registered owners as they appear on the registration books kept by the Registrar (as hereinafter defined) on the Record Date prior to each payment date. If any payment date is not a business day, such payment shall be made on the next succeeding business day with the same effect as if made on the stated payment date, and no additional interest shall accrue. Principal, premium, if any, and interest shall be payable in lawful money of the United States of America. Methods of Sale; Award of Bonds. b) The Bonds may be sold in one or more sales, whether through a Private Sale, a Competitive Sale, a Negotiated Sale or any combination thereof, as determined by the City Manager to be in the best interests of the City. If the City Manager determines that the Bonds (or a portion thereof) shall be sold through a Private Sale, the City Manager is authorized, on behalf of the City and in collaboration with the Financial Advisor, to solicit bids from banking institutions and other financial firms, to determine which bid (or bids) offers the best terms to the City, and, subject to the limitations set forth in Sections 1 and 2, to arrange for the issuance and sale of the Bonds to the Purchaser. Following a Private Sale, the City Manager shall file a certificate with the City Council setting forth the final terms of the Bonds. The actions of the City Manager in selling the Bonds by Private Sale shall be conclusive, and no further action with respect to the sale and issuance of the Bonds shall be necessary on the part of the City Council. If the City Manager determines that the Bonds (or a portion thereof) shall be sold through a Competitive Sale, the City Manager is authorized, on behalf of the City and in collaboration with the Financial Advisor, to take all proper steps to advertise the Bonds for sale, to receive public bids and to award the Bonds to the bidder providing the lowest "true" or "Canadian" interest cost, subject to the limitations set forth in Sections 1 and 2. Following a Competitive Sale, the City Manager shall file a certificate with the City Council setting forth the final terms of the Bonds. The actions of the City Manager in selling the Bonds by Competitive Sale shall be conclusive, and no further action with respect to the sale and issuance of the Bonds shall be necessary on the part of the City Council. If the City Manager determines that the Bonds (or a portion thereof) shall be sold through a Negotiated Sale, the City Manager is authorized, on behalf of the City and in collaboration with the Financial Advisor, to choose an investment banking firm to serve as underwriter for the Bonds and to execute and deliver to the underwriter, as Purchaser of the Bonds, a bond purchase agreement reflecting the final terms of the Bonds. The bond purchase agreement shall be in a form approved by the City Manager, in collaboration with the City Attorney, the Financial Advisor and the City's bond counsel. The actions of the City Manager in selling the Bonds by Negotiated Sale shall be conclusive, and no further action with respect to the sale and issuance of the Bonds shall be necessary on the part of the City Council. Following the determination of which method(s) of sale shall be used, the City Manager is hereby authorized to (i) determine the principal amount of the Bonds, subject to the limitations set forth in Section 1, (ii) determine the interest rates of the Bonds, the maturity schedules of the Bonds and the price to be paid for the Bonds by the Purchaser, subject to the limitations set forth in Section 2, (iii) determine the redemption provisions of the Bonds, subject to the limitations set forth in Section 5, and (iv) determine the dated date, the principal and interest payment dates and the Record Date of the Bonds, all as the City Manager determines to be in the best interests of the City. Securities Depository Provisions for Public Sale. If any series of the Bonds is sold through a Negotiated Sale or a Competitive sale, the following terms shall apply: Initially, one Bond certificate for each maturity of such series of Bonds shall be issued to and registered in the name of The Depository Trust Company, New York, New York ("DTC"), or its nominee. The City has heretofore entered into a Blanket Letter of Representations relating to a book -entry system to be maintained by DTC with respect to such series of Bonds. The defined term "Securities Depository" shall mean DTC or any other securities depository for such series of Bonds appointed pursuant to this Section. In the event that (i) the Securities Depository determines not to continue to act as the securities depository for such series of Bonds by giving notice to the Registrar, and the City discharges its responsibilities hereunder, or (ii) the City in its sole discretion determines (A) that beneficial owners of such series of Bonds shall be able to obtain certificated Bonds of such series or (B) to select a new Securities Depository, then its chief financial officer shall, at the direction of the City, attempt to locate another qualified securities depository to serve as Securities Depository and authenticate and deliver certificated Bonds of such series to the new Securities Depository or its nominee, or authenticate and deliver certificated Bonds of such series to the beneficial owners or to the Securities Depository participants on behalf of beneficial owners substantially in the form provided for in Section 7; provided, however, that such form shall provide for interest on such series of Bonds to be payable from the date of such series of Bonds if they are authenticated prior to the first interest payment date, or otherwise from the interest payment date that is or immediately precedes the date on which such series of Bonds are authenticated (unless payment of interest thereon is in default, in which case interest on such series of Bonds shall be payable from the date to which interest 4 has been paid). In delivering certificated Bonds of such series, the chief financial officer shall be entitled to rely on the records of the Securities Depository as to the beneficial owners or the records of the Securities Depository participants acting on behalf of beneficial owners. Such certificated Bonds will then be registrable, transferable and exchangeable as set forth in Section 9. So long as there is a Securities Depository for such series of Bonds (i) it or its nominee shall be the registered owner of such series of Bonds, (ii) notwithstanding anything to the contrary in this Resolution, determinations of persons entitled to payment of principal, premium, if any, and interest, transfers of ownership and exchanges and receipt of notices shall be the responsibility of the Securities Depository and shall be effected pursuant to rules and procedures established by such Securities Depository, (iii) the Registrar and the City shall not be responsible or liable for maintaining, supervising or reviewing the records maintained by the Securities Depository, its participants or persons acting through such participants, (iv) references in this Resolution to registered owners of such series of Bonds shall mean such Securities Depository or its nominee and shall not mean the beneficial owners of such series of Bonds and (v) in the event of any inconsistency between the provisions of this Resolution and the provisions of the above -referenced Blanket Letter of Representations, such provisions of the Blanket Letter of Representations, except to the extent set forth in this Subsection and Subsection 4(b), shall control. Redemption Provisions. c) Subject to the limitations contained herein, the City Manager is hereby authorized to determine the redemption provisions of the Bonds, including provisions for optional, extraordinary and mandatory sinking fund redemption. The Bonds of any series may be subject to optional redemption prior to maturity on or after the dates, if any, determined by the City Manager, in whole or in part, at the redemption price(s) determined by the City Manager based on financial market conditions, together with any interest accrued to the date fixed for redemption. Such redemption price terms may include traditional redemption prices not to exceed 102% of the principal amount to be redeemed, as well as "make whole" redemption prices. Any Bonds sold as term bonds may be subject to mandatory sinking fund redemption upon terms determined by the City Manager. If less than all of the Bonds of any series are called for redemption, the maturities of the Bonds to be redeemed shall be selected by the Director of Finance of the City in such manner as he may determine to be in the best interests of the City. If less than all of any maturity of any series of Bonds are called for redemption, the Bonds within such maturity to be redeemed shall be selected by the Securities Depository pursuant to its rules and procedures or, if the book -entry system is discontinued, shall be selected by the Registrar by lot in such manner as the Registrar in its discretion may determine. In either case, (i) the portion of any Bond to be redeemed shall be in the principal amount of $5,000 or some integral multiple thereof and (ii) in selecting Bonds for redemption, each Bond shall be considered as representing that number of such series of Bonds that is obtained by dividing the principal amount of such Bond by $5,000. The City shall cause notice of the call for redemption identifying the Bonds or portions thereof to be redeemed to be sent by facsimile or electronic transmission, registered or certified mail or overnight express delivery, not less than 30 nor more than 60 days prior to the date fixed for redemption, to the registered owner(s) of such Bonds. The City shall not be responsible for giving notice of redemption to anyone other than the registered owner (in the case of Bonds sold through a Private Sale) or to DTC or another qualified securities depository then serving or its nominee (in the case of Bonds sold through a Competitive Sale or Negotiated Sale) unless no qualified securities depository is the registered owner of the Bonds. If no qualified securities depository is the registered owner of the Bonds, notice of redemption shall be mailed to the registered owners of the Bonds. If a portion of a Bond is called for redemption, a new Bond in principal amount equal to the unredeemed portion thereof will be issued to the registered owner upon the surrender thereof. In the case of an optional redemption, the notice may state that (i) it is conditioned upon the deposit of moneys, in an amount equal to the amount necessary to effect the redemption, no later than the date fixed for redemption or (ii) the City retains the right to rescind such notice on or prior to the scheduled date fixed for redemption (in either case, a "Conditional Redemption"), and such notice and optional redemption shall be of no effect if such moneys are not so deposited or if the notice is rescinded as described herein. Any Conditional Redemption may be rescinded at any time. The City shall give prompt notice of such rescission to the affected holder(s) of the Bonds. Any Bonds subject to Conditional Redemption where redemption has been rescinded shall remain outstanding, and the rescission shall not constitute an event of default. Further, in the case of a Conditional 3 Redemption, the failure of the City to make funds available on or before the date fixed for redemption shall not constitute an event of default, and the City shall give immediate notice to all organizations registered with the Securities and Exchange Commission (the "SEC") as securities depositories or the affected holder(s) of the Bonds that the redemption did not occur and that the Bonds called for redemption and not so paid remain outstanding. Execution and Authentication. The Bonds shall be signed by the manual or facsimile signature of the Mayor of the City and shall be countersigned by the manual or facsimile signature of the City Clerk or any Assistant City Clerk, and the City's seal shall be affixed thereto or a facsimile thereof printed thereon; provided, however, that no Bond signed by facsimile signatures shall be valid until it has been authenticated by the manual signature of an authorized officer or employee of the Registrar and the date of authentication noted thereon. Bond Form. The Bonds shall be in substantially the form of Exhibit A attached hereto, with such completions, omissions, insertions and changes not inconsistent with this Resolution as may be approved by the officers signing the Bonds, whose approval shall be evidenced conclusively by the execution and delivery of the Bonds. Pledge of Full Faith and Credit. The full faith and credit of the City are irrevocably pledged for the payment of principal of and premium, if any, and interest on the Bonds. To the extent that other funds are not lawfully available and appropriated for timely payment of the Bonds, the City shall levy and collect annually, at the same time and in the same manner as other taxes of the City are assessed, levied and collected, a tax upon all taxable property within the City, over and above all other taxes authorized or limited by law and without limitation as to rate or amount, sufficient to pay when due the principal of and premium, if any, and interest on the Bonds. Registration, Transfer and Owners of Bonds. The Bonds shall be issued in registered form without coupons, payable to the registered holders or registered assigns. The City Treasurer is appointed paying agent and registrar for the Bonds (the "Registrar"). The City may, in its sole discretion, at any time appoint a qualified bank or trust company as successor paying agent and registrar of the Bonds. The Registrar shall maintain registration books for the registration and registration of transfers of Bonds. Upon presentation and surrender of any Bonds to the Registrar, or its corporate trust office if the Registrar is a bank or trust company, together with an assignment duly executed by the registered owner or its duly authorized attorney or legal representative in such form as shall be satisfactory to the Registrar, the City shall execute, and the Registrar shall authenticate, if required by Section 6, and deliver in exchange, a new Bond or Bonds having an equal aggregate principal amount, in authorized denominations, of the same form and maturity, bearing interest at the same rate, and registered in names as requested by the then registered owner or its duly authorized attorney or legal representative. Any such exchange shall be at the expense of the City, except that the Registrar may charge the person requesting such exchange the amount of any tax or other governmental charge required to be paid with respect thereto. The Registrar shall treat the registered owner as the person exclusively entitled to payment of principal, premium, if any, and interest and the exercise of all other rights and powers of the owner, except that interest payments shall be made to the person shown as owner on the registration books on the Record Date. Preparation and Delivery of Bonds. After the Bonds have been awarded, the Mayor of the City and the City Clerk or any Assistant City Clerk are authorized and directed to take all proper steps to have the Bonds prepared and executed in accordance with their terms and to deliver the Bonds to the underwriter(s) upon payment therefor. Deposit of Bond Proceeds. The City Treasurer is authorized and directed to provide for delivery of the proceeds of the Bonds in such manner as necessary to (a) refund the Refunded Bonds and (b) pay the related costs of issuance and refunding. The City Treasurer is further authorized and directed to take all such further action as may be necessary or desirable in connection with the payment and refunding of the Refunded Bonds. Redemption of Refunded Bonds. The City Manager is authorized and directed to (a) determine which portions, if any, of the 2011 Bond and the 2012 Bond shall constitute the Refunded Bonds, (b) take all proper steps to call for redemption the Refunded Bonds and (c) prepare and deliver any such notices and -correspondence necessary therefor. Arbitrage Covenants. The City covenants that it shall not take or omit to take any action the taking or omission of which will cause any of the Bonds to be "arbitrage bonds" (within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended (the "Code")), or cause interest on any of the Bonds to be includable in the gross income for federal income tax purposes of the registered owners thereof under existing law. Without limiting the generality of the foregoing, the City shall comply with any provision of law that may require the City at any time to rebate to the United States any part of the earnings derived from the investment of the gross proceeds of the Bonds, unless the City receives an opinion of nationally recognized bond counsel that such compliance is not required to prevent interest on the Bonds from being 4 included in the gross income for federal income tax purposes of the registered owners thereof under existing law. The City shall pay any such required rebate from legally available funds. Tax Compliance Documentation. Such officers of the City as may be requested by the City's bond counsel are authorized and directed to execute an appropriate certificate setting forth (a) the expected uses and investment of the proceeds of the Bonds in order to show that such expected uses and investment will not violate the provisions of Section 148 of the Code and (b) any elections such officers deem desirable regarding rebate of earnings to the United States for purposes of complying with Section 148 of the Code. Such certificate shall be prepared in consultation with the City's bond counsel, and such elections shall be made after consultation with bond counsel. Limitation on Private Use. The City covenants that it shall not permit the proceeds of the Bonds or the facilities refinanced therewith to be used in any manner that would result in (a) 5% or more of such proceeds or facilities being used in a trade or business carried on by any person other than a governmental unit, as provided in Section 141(b) of the Code, (b) 5% or more of such proceeds or facilities being used with respect to any output facility (other than a facility for the furnishing of water) (within the meaning of Section 141(b)(4) of the Code), or (c) 5% or more of such proceeds being used directly or indirectly to make or finance loans to any persons other than a governmental unit, as provided in Section 141(c) of the Code; provided, however, that if the City receives an opinion of nationally recognized bond counsel that any such covenants need not be complied with to prevent the interest on any of the Bonds from being includable in the gross income for federal income tax purposes of the registered owners thereof under existing law, the City need not comply with such covenants. Official Statement. If any Bonds are to be sold in a Competitive Sale or a Negotiated Sale, the City Manager is authorized to prepare a Preliminary Official Statement (the "Preliminary Official Statement") describing the Bonds by which the Bonds will be offered for sale, in a form that shall be consistent with prior offering materials of the City, with such completions, omissions, insertions and changes not inconsistent with this Resolution as the City Manager may consider appropriate. The City Manager is authorized and directed to execute an Official Statement in final form (the "Official Statement") and deliver it to the purchasers of the Bonds. The Official Statement shall be in substantially the form of the Preliminary Official Statement, with such completions, omissions, insertions and other changes as may be approved by the City Manager, the execution thereof by the City Manager to constitute conclusive evidence of his approval of any such completions, omissions, insertions and changes. The City shall arrange for the .delivery to the Purchaser of a reasonable number of copies of the final Official Statement, within seven business days after the Bonds have been sold, for delivery to each potential investor requesting a copy of the Official Statement and to each person to whom the Underwriter initially sells Bonds. Official Statement Deemed Final. The City Manager is authorized, on behalf of the City, to deem the Preliminary Official Statement and the Official Statement in final form, each to be final as of its date within the meaning of Rule 15c2-12 (the "Rule") of the SEC, except for the omission in the Preliminary Official Statement of certain pricing and other information permitted to be omitted pursuant to the- Rule. The distribution of the Preliminary Official Statement and the Official Statement in final form shall be conclusive evidence that each has been deemed final as of its date by the City, except for the omission in the Preliminary Official Statement of such pricing and other information permitted to be omitted pursuant to the Rule. Continuing Disclosure Agreement. If any Bonds are sold through a Competitive Sale or a Negotiated Sale, the Mayor, the City Manager and such officer or officers of the City as either may designate, any of whom may act, are hereby authorized and directed to execute a continuing disclosure agreement setting forth the reports and notices to be filed by the City and containing such covenants as may be necessary to assist the Purchaser in complying with the provisions of the Rule promulgated by the SEC. Such continuing disclosure agreement shall be substantially in the form of prior continuing disclosure agreements executed by City officers. Qualified Tax -Exempt Obligation. If the City Manager determines that the City is able to meet the requirements of Section 265(b)(3) with respect to any of the Bonds, the City Manager is authorized to designate such, Bonds as "qualified tax-exempt obligations" for the purpose of Section 265(b)(3) of the Code. Election to Proceed under Public Finance Act. In accordance with Sections 15.2-2601 and 15.2-2643 of the Code of Virginia of 1950, as amended (the "Virginia Code"), the City Council elects to issue the Bonds pursuant to the provisions of the Public Finance Act of 11991, Chapter 26 of Title 15.2 of the Virginia Code, without regard to the provisions of the City Charter. Other Actions. All other actions of officers of the City in conformity with the purposes and intent of this Resolution and in furtherance of the issuance and sale of the Bonds and the refunding of the Refunded Bonds are hereby ratified, approved and confirmed. The officers 5 of the City are authorized and directed to execute and deliver all certificates and instruments and to take all such further action as may be considered necessary or desirable in connection with the issuance, sale and delivery of the Bonds and the refunding of the Refunded Bonds. Repeal of Conflicting Resolutions. All resolutions or parts of resolutions in conflict herewith are repealed. Effective Date. This Resolution shall take effect immediately. i EXHIBIT A [Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation ("DTC"), to the issuer or its agent for registration of transfer, exchange, or payment, and any certificate is registered in the name of Cede & Co., or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.] REGISTERED No. R[A/B]- INTEREST RATE REGISTERED OWNER: PRINCIPAL AMOUNT: UNITED STATES OF AMERICA COMMONWEALTH OF VIRGINIA CITY OF FAIRFAX General Obligation Refunding Bond[s] Series 2016[AB] MATURITY DATE [CUSIP] [CEDE & CO.] DATED MMIMU REGISTERED DATE [ -1 DOLLARS The City of Fairfax, Virginia (the "City"), for value received, promises to pay, upon surrender hereof to the registered owner hereof, or its registered assigns or legal representative, the principal sum stated above on the maturity date stated above, subject to prior redemption as hereinafter provided, and to pay interest hereon from its date semiannually on each and , beginning , at the annual rate stated above, calculated on the basis of a 360 -day year of twelve 30 -day months. Principal, premium, if any, and interest are payable in lawful money of the United States of America by the City Treasurer, who has been appointed paying agent and registrar for the bond[s], or at such bank or trust company as may be appointed as successor paying agent and registrar by the City (the "Registrar"). [Notwithstanding any other provision hereof, this bond is subject to a book -entry system maintained by The Depository Trust Company ("DTC"), and the payment of principal, premium, if any, and interest, the providing of notices and other matters shall be made as described in the City's Blanket Letter of Representation to DTC.] [This bond is one of an issue of $ General Obligation Refunding Bonds, Series 2016[AB], of like date and tenor, except as to number, denomination, rate of interest. privilege of redemption and maturity, and is issued pursuant to the Constitution and statutes of the Commonwealth of Virginia, including the Public Finance Act of 1991. The bonds are issued pursuant to a resolution adopted by the City Council on July 12, 2016, to refund certain portions of the City's outstanding [General Obligation Refunding Bond, Series 2011/General Obligation Refunding Bond, Series 2012], and to pay the related costs of issuance and refunding. [Bonds maturing on or before , are not subject to redemption prior to maturity. Bonds maturing on or after , are subject to redemption prior to maturity at the option of the City on or after , in whole or in part (in integrals of $5,000) at any time, upon payment of the following redemption prices (expressed as a percentage of principal amount of bonds to be redeemed) plus interest accrued and unpaid to the date fixed for redemption:] 7 Period During Which Redeemed Redemption Both Dates Inclusive Price [Bonds maturing on , are required to be redeemed in part before maturity by the City on in the years and amounts set forth below, at a redemption price equal to the principal amount of the bonds to be redeemed, plus accrued interest to the date fixed for redemption:] Year Amount Year Amount [If less than all of the bonds are called for redemption, the maturities of the bonds to be redeemed shall be selected by the chief financial officer of the City in such manner as such officer may determine to be in the best interests of the City. If less than all the bonds of a particular maturity are called for redemption, the bonds within such maturity to be redeemed shall be selected by DTC or any successor securities depository pursuant to its rules and procedures or, if the book -entry system is discontinued, shall be selected by the Registrar by lot in such manner as the Registrar in its discretion may determine. In either case, (a) the portion of any bond to be redeemed shall be in the principal amount of $5,000 or some integral multiple thereof and (b) in selecting bonds for redemption, each bond shall be considered as representing that number of bonds that is obtained by dividing the principal amount of such bond by $5,000. The City shall cause notice of the call for redemption identifying the bonds or portions thereof to be redeemed to be sent by facsimile or electronic transmission, registered or certified mail or overnight express delivery, not less than 30 nor more than 60 days prior to the date fixed for redemption, to DTC or its nominee as the registered owner hereof. If a portion of this bond is called for redemption, a new bond in principal amount of the unredeemed portion hereof shall be issued to the registered owner upon surrender hereof.] [The City may give a notice of redemption prior to a deposit of redemption moneys if such notice states that the redemption is to be funded with the proceeds of a refunding bond issue and is conditioned on the deposit of such.proceeds. Provided that moneys are deposited on or before the date fixed for redemption, such notice shall be effective when given. If such proceeds are not available on the date fixed for redemption, such bonds will continue to bear interest until paid at the same rate they would have borne had they not been called for redemption. On presentation and surrender of the bonds called for redemption at the place or places of payment, such bonds shall be paid and redeemed.] The full faith and credit of the City are irrevocably pledged for the payment of principal of and premium, if any, and interest on this bond. To the extent that other funds are not lawfully available and appropriated for timely payment of this bonds, the City shall levy and collect annually, at the same time and in the same manner as other taxes of the City are assessed, levied and collected, a tax upon all taxable property within the City, over and above all other taxes authorized or limited by law and without limitation as to rate or amount, sufficient to pay when due the principal of and premium, if any, and interest on this bond. [Designation as "qualified tax-exempt obligation.] The Registrar shall treat the registered owner of this bond as the person exclusively entitled to payment of principal of and premium, if any, and interest on this bond and the exercise of all others rights and powers of the owner, except that interest payments shall be made to the person shown as the owner on the registration books on the [I 5th] day of the month preceding each interest payment date. All acts, conditions and things required by the Constitution and statutes of the Commonwealth of Virginia to happen, exist or be performed precedent to and in the issuance of this bond have happened, exist and have been performed, and the issue of bonds of which this bond is one, together with all other indebtedness of the City, is within every debt and other limit prescribed by the Constitution and statutes of the Commonwealth of Virginia. IN WITNESS WHEREOF, the City Council of the City of Fairfax, Virginia, has caused this bond to be issued in the name of the City of Fairfax, Virginia, and to be signed by its Mayor, its seal to be affixed hereto and attested by the signature of the City Clerk or Assistant City Clerk, and this bond to be dated the date first above written. ATTESTED: 4wma!v� (SEAL) ftjssi etnt] City Clerk, City of Fairfax,, Virginia Mayor, City of Fairfax, Virginia Adopted: July 12, 2016 The vote on the motion to approve was recorded as follows: VOTE: Mayor Silverthorne Aye Councilman DeMarco Aye Councilman Greenfield Aye Councilman Meyer Aye Councilmember Miller Aye Councilmember Schmidt Abstained Councilman Stehle Aye E ASSIGNMENT FOR VALUE RECEIVED the undersigned sell(s), assign(s) and transfer(s) unto (Please print or type name and address, including postal zip code, of Transferee) PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF TRANSFEREE: the within bond and all rights thereunder, hereby irrevocably constituting and appointing Attorney, to transfer said bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Signature Guaranteed NOTICE: Signature(s) must be guaranteed by an Eligible Guarantor Institution such - as a Commercial Bank, Trust Company, Securities Broker/Dealer, Credit Union or Savings Association who is a member of a medallion program approved by The Securities Transfer Association, Inc. 10 (Signature of Registered Owner) NOTICE: The signature above must correspond with the name of the registered owner as it appears on the front of this bond in every particular, without alteration or enlargement or any change whatsoever.