Resolution 5730 Sale and Issuance of GO Bonds

City of Chandler — Study Session (2023-10-16)

View PDF Meeting page

Extracted text (via pymupdf) 62969 characters
RESOLUTION NO. 5730 
 
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHANDLER, 
ARIZONA (1) PROVIDING FOR THE SALE AND ISSUANCE OF CITY OF 
CHANDLER, ARIZONA GENERAL OBLIGATION BONDS, SERIES 2023 
AND FOR THE ANNUAL LEVY OF A TAX FOR THE PAYMENT OF THE 
BONDS; 
(2) APPROVING 
THE 
FORM 
AND 
AUTHORIZING 
THE 
EXECUTION 
AND 
DELIVERY 
OF 
NECESSARY 
AGREEMENTS, 
INSTRUMENTS AND DOCUMENTS RELATED TO THE SALE AND 
ISSUANCE OF THE BONDS; (3) DELEGATING AUTHORITY TO THE 
MAYOR AND THE DEPUTY CITY MANAGER/CHIEF FINANCIAL 
OFFICER OF THE CITY TO DETERMINE CERTAIN MATTERS AND TERMS 
WITH RESPECT TO THE FOREGOING; AND (4) AUTHORIZING THE 
TAKING OF ALL OTHER ACTIONS NECESSARY TO CONSUMMATE THE 
TRANSACTIONS 
CONTEMPLATED 
BY 
THIS 
RESOLUTION 
AND 
RATIFYING ALL ACTIONS TAKEN TO FURTHER THIS RESOLUTION. 
 
WHEREAS, pursuant to Title 35, Chapter 3, Article 3, Arizona Revised Statutes, as amended, and 
this resolution, the City of Chandler, Arizona (the “City”) now desires to issue and sell (i) City of 
Chandler, Arizona General Obligation Bonds, Series 2023 (the “Bonds”) in an aggregate principal 
amount not to exceed $120,000,000 for the purposes and according to the terms as set forth in this 
resolution; and 
WHEREAS, pursuant to special bond elections held in and for the City on May 15, 2007 (the 
“2007 Election”) and November 2, 2021 (the “2021 Election” and, together with the 2007 Election, 
the “Elections”), the issuance of the Bonds has been approved; and 
WHEREAS, the returns of the Elections were duly canvassed by the Mayor and Council of the 
City (the “Council”), and certificates disclosing the purposes of the Elections, the total number of 
votes cast thereat, the total number of votes for and against the issuance of the bonds, and stating 
that the creation of the indebtedness by the issuance of the bonds in accordance with the Elections 
was ordered, have been filed and recorded in the office of the County Recorder of Maricopa 
County, Arizona; and 
WHEREAS, a majority of the qualified electors of the City, voting at the Elections voted “For the 
Bonds” in answer to the questions presented at the Elections; and 
WHEREAS, the Council has determined to sell and issue all or a portion of the authorized amount 
of the Bonds as general obligation bonds for the purposes granted at the Elections; and 
WHEREAS, Piper Sandler & Co. will serve as the City’s financial advisor (the “Financial 
Advisor”) with respect to the issuance of the Bonds; and 
WHEREAS, the Council (i) may solicit sealed proposals for the purchase of the Bonds pursuant 
to a Notice Inviting Proposals For Purchase Of Bonds (the “Notice”), and (ii) may receive 
proposals from underwriting firms to serve in the capacity of the underwriter of the Bonds (the 
“Underwriter”), and the Council hereby authorizes the Authorized Representatives (as defined

Resolution No. 5730 
Page 2 
 
herein), with the advice of the Financial Advisor, to determine whether the Bonds will be sold 
pursuant to the Notice or sold by the Underwriter, in each case in accordance with the provisions 
of this resolution; and 
WHEREAS, all things required to be done preliminary to the authorization, sale and issuance of 
the Bonds have been duly done and performed in the manner required by law, and the Council is 
now empowered to proceed with the sale and issuance of the Bonds; 
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chandler, Arizona, 
as follows: 
Section 1. 
Authorization and Terms. 
(a) 
(1) 
For the purpose of providing funds to make certain of the 
acquisitions and public improvements authorized by the qualified electors of the 
City at the Elections, and to pay the costs of issuance of the Bonds, there is hereby 
authorized to be issued and sold not to exceed $120,000,000 aggregate principal 
amount of the Bonds in accordance with this resolution and applicable law. 
 
(2) 
The Bonds are authorized by the provisions of Title 35, Chapter 3, 
Article 3, Arizona Revised Statutes, as amended, and constitute (i) a series of bonds 
of a total authorized amount of not to exceed $451,435,000 principal amount of 
bonds of the City approved by the qualified electors of the City at the 2007 Election, 
and (ii) a series of bonds of a total authorized amount of not to exceed $272,685,000 
principal amount of bonds of the City approved by the qualified electors of the City 
at the 2021 Election. 
 
(3) 
The proceeds from the sale of the Bonds shall be credited against 
the total principal amount of bonds and the specific amount of bonds so authorized 
by the qualified electors of the City at the Elections and for each respective purpose 
and project as set forth in the applicable question on the official form of ballot and 
the proceeds of the Bonds shall be applied to each respective purpose and project 
as determined by the Authorized Representatives on behalf of the City. 
 
(b) 
The Mayor and any member of the Council, the City Manager, the Deputy 
City Manager/Chief Financial Officer of the City or the designees of any of them 
(collectively, the “Authorized Representatives”) are hereby authorized and directed 
to determine on behalf of the City and, if applicable, to include in the Notice: (1) the 
dated date and total principal amount of the Bonds and whether the Bonds will be 
sold in one or more series (but not to exceed $120,000,000 in aggregate principal 
amount); (2) the amounts of the Bonds to be allocated to each of the purposes 
authorized by the Elections; (3) the final principal and maturity schedule of the 
Bonds (but none of the Bonds to mature later than July 1, 2048); (4) the provisions 
for redemption in advance of maturity of the Bonds; (5) whether the Bonds will be 
sold pursuant to the Notice or sold by the Underwriter, the entity to serve as 
Underwriter, if applicable, and the sales date, sales price and other sales terms of 
the Bonds (including for underwriter’s compensation, original issue discount and

Resolution No. 5730 
Page 3 
 
original issue premium); (6) whether all or any portion of the Bonds will be sold on 
a taxable basis, and (7) the provision for credit enhancement, if any, for the Bonds; 
provided, however, that such determinations must result in a yield for federal 
income tax purposes with respect to the Bonds of not to exceed six percent (6.00%).  
The interest rates per annum each maturity of the Bonds are to bear and the dates 
for payment of such interest (the “interest payment dates”) and the sales price at 
which the Bonds are to be sold shall be determined as prescribed (i) in the Notice 
if the Bonds are sold pursuant to the Notice, and (ii) in the hereinafter defined 
Purchase Agreement if the Bonds are sold by the Underwriter. 
(c) 
(1) 
The Bonds shall be dated the date of their initial authentication and 
delivery and issued in the denomination of $5,000 of principal amount each or 
integral multiples thereof and only in fully registered form. 
(2) 
The principal of and premium, if any, on the Bonds shall be payable 
at maturity or prior redemption upon presentation and surrender thereof at the 
designated corporate trust office of the Bond Registrar and Paying Agent (as 
defined herein). 
(3) 
Interest on the Bonds shall be payable by check, dated as of the 
interest payment date, mailed to the registered owners thereof and at the addresses 
appearing on the registration books maintained by the Bond Registrar and Paying 
Agent at the close of business on the fifteenth (15th) day of the month in the month 
preceding an interest payment date (the “regular record date”).  Any such interest 
on a Bond which is not timely paid or duly provided for shall cease to be payable 
to the registered owner thereof (or of one or more predecessor Bonds) as of the 
regular record date and shall be payable to the registered owner thereof (or of one 
or more predecessor Bonds) at the close of business on a special record date for 
the payment of that overdue interest.  The special record date shall be fixed by the 
Bond Registrar and Paying Agent whenever moneys become available for 
payment of the overdue interest, and notice of the special record date shall be given 
to the registered owners of Bonds not less than ten (10) days prior thereto. 
(4) 
The principal of and premium, if any, and interest on the Bonds shall 
be payable in lawful money of the United States of America. 
Section 2. 
Prior Redemption of the Bonds. 
(a) 
Notice of redemption of any Bond shall be mailed by first class mail, 
postage prepaid, not more than sixty (60) nor less than thirty (30) days prior to the 
date set for redemption to the registered owner of the Bond or Bonds being 
redeemed at the address shown on the registration books for the Bonds maintained 
by the Bond Registrar and Paying Agent.  Failure to properly give such notice of 
redemption shall not affect the redemption of any Bond for which notice was 
properly given.  Such notice may provide that the redemption is conditional upon 
moneys for payment of the redemption price being held in separate accounts by the 
Bond Registrar and Paying Agent.

Resolution No. 5730 
Page 4 
 
(b) 
On the date designated for redemption by notice given as herein provided, 
the Bonds or portions thereof to be redeemed shall become and be due and payable 
at the redemption price for such Bonds or such portions thereof on such date, and, 
if moneys for payment of the redemption price are held in separate accounts by the 
Bond Registrar and Paying Agent, interest on such Bonds or such portions thereof 
shall cease to accrue, such Bonds or such portions thereof shall cease to be entitled 
to any benefit or security hereunder, the registered owners of such Bonds or such 
portions thereof shall have no rights in respect thereof except to receive payment 
of the redemption price thereof and accrued interest thereon and such Bonds or such 
portions thereof shall be deemed paid and no longer outstanding. 
(c) 
The City may redeem any amount which is included in a Bond in the 
denomination in excess of, but divisible by, $5,000.  In that event, the registered 
owner shall submit the Bond for partial redemption and the Bond Registrar and 
Paying Agent shall make such partial payment and shall cause to be issued a new 
Bond in a principal amount which reflects the redemption so made, to be 
authenticated and delivered to the registered owner thereof. 
Section 3. 
Security; Defeasance. 
(a) 
After the Bonds are issued, the Council shall enter on its minutes a record 
of the Bonds sold and their numbers and dates.  For the purpose of paying the 
principal of, interest on and costs of administration of the registration and payment 
of the Bonds, there shall be levied on all the taxable property in the City a 
continuing, direct, annual, ad valorem tax sufficient to pay all such principal, 
interest and administration costs of and on the Bonds as the same become due, such 
taxes to be levied, assessed and collected at the same time and in the same manner 
as other taxes of the City are levied, assessed and collected.  The tax shall be 
extended and collected for the City, and the officials of the City and Maricopa 
County, Arizona, charged with the annual extension and collection of taxes, without 
further instructions from the Council, shall extend and collect the tax upon issuance 
of the Bonds.  All moneys collected through such tax shall be paid into the treasury 
of the City, to the credit of a “Debt Service Fund” of the City for the Bonds, from 
which fund the Bonds shall be payable, which tax moneys shall be held in subfunds 
to be known as the “Interest Fund” and the “Redemption Fund,” which funds shall 
be kept separate and apart from and not commingled with any other funds or 
moneys and which shall be used solely for, respectively, payment of interest on and 
principal of, and premium, if any, on the Bonds. 
(b) 
Any Bond or portion thereof in authorized denominations shall be deemed 
paid and defeased and thereafter shall have no claim on ad valorem taxes levied on 
taxable property in the City (i) if there is deposited with a bank or comparable 
financial institution, in trust, moneys or obligations issued by or guaranteed by the 
United States government (“Defeasance Obligations”) or both which, with the 
maturing principal of and interest on such Defeasance Obligations, if any, will be 
sufficient, as evidenced by a certificate or report of an accountant, to pay the 
principal of and interest and any premium on such Bond or portion thereof as the

Resolution No. 5730 
Page 5 
 
same matures, comes due or becomes payable upon prior redemption and (ii) if 
such defeased Bond or portion thereof is to be redeemed, notice of such redemption 
has been given in accordance with provisions hereof or the City has submitted to 
the Bond Registrar and Paying Agent instructions expressed to be irrevocable as to 
the date upon which such Bond or portion thereof is to be redeemed and as to the 
giving of notice of such redemption.  If the maturing principal of the Defeasance 
Obligations or other moneys, or both, is sufficient to pay the principal of, premium, 
if any, and interest on such Bond or portion thereof as the same matures, comes due 
or becomes payable upon prior redemption, a certificate or report of an accountant 
shall not be required.  Bonds the payment of which has been provided for in 
accordance with this Section shall no longer be deemed payable or outstanding 
hereunder and thereafter such Bonds shall be entitled to payment only from the 
moneys or Defeasance Obligations deposited to provide for the payment of such 
Bonds. 
Section 4. 
Use of Proceeds.  Proceeds of the sale of the Bonds shall be deposited in the treasury 
of the City to the credit of the “General Obligation Bonds Series 2023 Capital 
Project Fund” in the amount determined as provided in Section 1(a)(3) hereof, to 
be used solely for the purposes specified in the aforementioned ballot questions 
submitted to the qualified electors of the City at the Elections; provided, however, 
that (i) such proceeds may be invested in the manner and under the circumstances 
allowed by law, and (ii) any moneys remaining after such purposes shall have been 
accomplished shall be transferred to the applicable “Interest Fund” and 
“Redemption Fund” in the same fashion as taxes.  Notwithstanding the foregoing, 
the Authorized Representatives may determine it to be in the best interests of the 
City to establish multiple capital project funds for deposit of the proceeds of the 
sale of the Bonds, which is hereby authorized and approved. 
Section 5. 
Form of Bonds. 
(a) 
The Bonds (including the form of certificate of authentication and form of 
assignment therefor) shall be in substantially the form set forth in the Exhibit 
attached hereto.  There may be such necessary and appropriate omissions, insertions 
and variations as are permitted or required hereby and are approved by those 
officers executing the Bonds in such form.  Execution thereof by such officers shall 
constitute conclusive evidence of such approval. 
(b) 
The Bonds may have notations, legends or endorsements required by law, 
securities exchange rule or usage. Each Bond shall show both the date of the issue 
and the date of authentication and registration of each Bond. 
(c) 
The Bonds are prohibited from being converted to coupon or bearer bonds 
without the consent of the Council and approval of Greenberg Traurig, LLP, bond 
counsel to the City with respect to the issuance of the Bonds (“Bond Counsel”).

Resolution No. 5730 
Page 6 
 
Section 6. 
Execution and Delivery of Bonds. 
(a) 
The Bonds shall be executed for and on behalf of the City by the Mayor of 
the City and attested by the Clerk of the City.  Such signatures may be by 
mechanical reproduction; however, such officers shall manually sign a certificate 
adopting as and for such signatures on the Bonds the respective mechanically 
reproduced signatures affixed to the Bonds. 
(b) 
If an officer whose signature is on a Bond no longer holds that office at the 
time such Bond is authenticated and registered, the Bond shall nevertheless be valid 
and binding so long as such Bond would otherwise be valid and binding.  
(c) 
A Bond shall not be valid or binding until authenticated by the manual 
signature of an authorized representative of the Bond Registrar and Paying Agent.  
The signature of the authorized representative of the Bond Registrar and Paying 
Agent shall be conclusive evidence that the Bond has been authenticated and issued 
pursuant to this resolution. 
Section 7. 
Mutilated, Lost or Destroyed Bonds.  In case any Bond becomes mutilated or 
destroyed or lost, the City shall cause to be executed and delivered a new Bond of 
like type, date, maturity date and tenor in exchange and substitution for and upon 
the cancellation of such mutilated Bond or in lieu of and in substitution for such 
Bond destroyed or lost, upon the registered owner paying the reasonable expenses 
and charges of the City in connection therewith and, in the case of a Bond destroyed 
or lost, filing with the Bond Registrar and Paying Agent by the registered owner 
evidence satisfactory to the Bond Registrar and Paying Agent that such Bond was 
destroyed or lost, and furnishing the Bond Registrar and Paying Agent with a 
sufficient indemnity bond pursuant to Section 47-8405, Arizona Revised Statutes. 
Section 8. 
Acceptance of Proposals.   
(a) 
Subject to the discretion delegated by Section 1(b) hereof, the Authorized 
Representatives are hereby authorized to prepare and finalize matters in the Notice 
including by making modifications, completions or changes of, or supplements to, 
the Notice and to determine how the Notice is to be disseminated, and the Bonds 
are hereby ordered to be offered for public sale by the City on the date and at the 
hour to be set forth in the Notice.  The proposal of the purchaser of the Bonds 
pursuant to the Notice which results in the lowest true interest cost to the City with 
respect to the Bonds and, in all respects, complies with the terms of the Notice and 
this resolution, shall be accepted.  Such acceptance shall be evidenced by the award 
pursuant to the Notice. 
(b) 
Subject to the discretion delegated by Section 1(b) hereof, the Authorized 
Representatives are hereby authorized to accept a proposal of the Underwriter for 
the purchase of the Bonds which satisfies the terms and conditions of this resolution 
on behalf of the Council, and the Bonds are hereby ordered to be sold to the 
Underwriter in accordance with the terms of a Bond Purchase Agreement, to be

Resolution No. 5730 
Page 7 
 
dated the date of the sale of the Bonds (the “Purchase Agreement”), in form and 
substance reasonably satisfactory to the Authorized Representatives, the Financial 
Advisor and Bond Counsel.  The Authorized Representatives are hereby authorized 
to execute and deliver the Purchase Agreement, for and on behalf of the Council, 
in a form satisfactory to the Authorized Representatives, the Financial Advisor and 
Bond Counsel, and such execution and delivery by the Authorized Representatives 
shall indicate the approval thereof on behalf of the Council by the Authorized 
Representatives. 
(c) 
The Authorized Representatives are hereby requested to cause the Bonds to 
be delivered to the purchaser of the Bonds pursuant to the Notice upon receipt of 
payment therefor and satisfaction of the other conditions for delivery thereof in 
accordance with the terms of the sale provided in the Notice.  The Authorized 
Representatives are hereby requested to cause the Bonds to be delivered to the 
Underwriter upon receipt of payment therefor and satisfaction of the other 
conditions for delivery thereof in accordance with the terms of the sale provided in 
the Purchase Agreement. 
Section 9. 
Official Statement and Continuing Disclosure. 
(a) 
(1) 
The preparation, distribution and use of the Preliminary Official 
Statement relating to the Bonds in substantially the form presented to the Council 
at the meeting at which this resolution was adopted is in all respects hereby ratified, 
approved and confirmed, and the Authorized Representatives are hereby authorized 
to certify or otherwise represent that the Preliminary Official Statement, in original 
or revised form, is a “deemed final” official statement (except for permitted 
omissions) of the City as of a particular date for purposes of Rule 15c2-12 adopted 
by the Securities and Exchange Commission under the Securities Exchange Act of 
1934, as amended. 
 
(2) 
The Authorized Representatives are authorized and directed to 
approve, on behalf of the Council, and to execute and deliver, a final Official 
Statement in substantially the form of the Preliminary Official Statement, modified 
to reflect matters related to the sale of the Bonds, for distribution and use in 
connection with the offering and sale of the Bonds.  The execution and delivery of 
such final Official Statement by the Authorized Representatives shall be 
conclusively deemed to evidence the approval of the status, form and contents 
thereof by the Council. 
(b) 
Subject to annual appropriation to cover the costs of compliance therewith, 
the City shall comply with and carry out all of the provisions of a Continuing 
Disclosure Undertaking, to be dated the date of issuance of the Bonds (the 
“Undertaking”), with respect to the Bonds which the Authorized Representatives 
are each hereby authorized, for and on behalf of the Council, to execute, and, as 
applicable, the Clerk of the City is hereby authorized to attest and deliver, in 
substantially the form submitted to the Council at the meeting at which this 
resolution was adopted, with such additions, deletions and modifications as shall

Resolution No. 5730 
Page 8 
 
be approved by the Authorized Representatives, and such execution and delivery 
shall constitute evidence of the approval of such officer of any departures from the 
form submitted to the Council at the time of adoption of this resolution. 
Notwithstanding any other provision of this resolution, failure of the City (if 
obligated pursuant to the Undertaking) to comply with the Undertaking shall not be 
considered an event of default; however, any Beneficial Owner (as defined herein) 
may take such actions as may be necessary and appropriate, including seeking 
specific performance by court order, to cause the City to comply with its obligations 
under this Section.  For purposes of this Section, “Beneficial Owner” means any 
person which (a) has the power, directly or indirectly, to vote or consent with 
respect to, or to dispose of ownership of, any Bonds (including persons holding 
Bonds through nominees, depositories or other intermediaries), or (b) is treated as 
the owner of any Bonds for federal income tax purposes. 
Section 10. 
Bond Registrar and Paying Agent. 
(a) 
The Authorized Representatives are hereby authorized to appoint U.S. Bank 
Trust Company, National Association, or such other financial institution designated 
by the Authorized Representatives, as the initial authenticating agent, bond 
registrar, transfer agent and paying agent with respect to the Bonds (the “Bond 
Registrar and Paying Agent”) and a standard form contract therewith, in 
substantially the form presented to the Council at the meeting at which this 
resolution was adopted, covering such services, with such additions, deletions and 
modifications as shall be approved by the Authorized Representatives, is hereby 
approved, and each of the Authorized Representatives are hereby authorized to 
execute, and, as applicable, the Clerk of the City is hereby authorized to attest and 
deliver, such contract.  The Bond Registrar and Paying Agent shall maintain the 
books of the City for the registration of ownership of each Bond. 
(b) 
A Bond may be transferred on the registration books upon delivery and 
surrender of the Bond to the Bond Registrar and Paying Agent at its designated 
corporate trust office, accompanied by a written instrument of transfer in form and 
with guaranty of signature satisfactory to the Bond Registrar and Paying Agent, 
duly executed by the registered owner of the Bond to be transferred or the attorney-
in-fact or legal representative thereof, containing written instructions as to the 
details of the transfer of such Bond.  No transfer of any Bond shall be effective until 
entered on the registration books. 
(c) 
In all cases upon the transfer of a Bond, the Bond Registrar and Paying 
Agent shall enter the transfer of ownership in the registration books and shall 
authenticate and deliver in the name of the transferee or transferees a new fully 
registered Bond or Bonds of the same type and of the authorized denominations 
(except that no Bond shall be issued which relates to more than a single principal 
maturity) for the aggregate principal amount which the registered owner is entitled 
to receive at the earliest practicable time in accordance with the provisions of this 
Section.

Resolution No. 5730 
Page 9 
 
(d) 
All costs and expenses of initial registration and payment of the Bonds shall 
be borne by the City, but the City and the Bond Registrar and Paying Agent shall 
charge the registered owner of such Bond for every subsequent transfer of a Bond 
including an amount sufficient to reimburse them for any transfer fee, tax or other 
governmental charge required to be paid with respect to such transfer and may 
require that such charge including for such transfer fee, tax or other governmental 
charge be paid before any such new Bond shall be delivered. 
(e) 
The City and the Bond Registrar and Paying Agent shall not be required to 
issue or transfer any Bonds during a period beginning with the opening of business 
on any regular record date and ending with the close of business on the 
corresponding interest payment date. 
(f) 
The Bonds shall be subject to a Book-Entry System (as defined herein) of 
ownership and transfer, except as provided in subsection (3) of this subsection.  The 
general provisions for effecting the Book-Entry System are as follows: 
(1) 
The City hereby designates The Depository Trust Company, New 
York, New York, as the initial Depository (as defined herein) hereunder. 
(2) 
Notwithstanding the provisions of this Section or of the Bonds to 
the contrary and so long as the Bonds are subject to a Book-Entry System, the 
Bonds shall initially be evidenced by one typewritten certificate for each maturity 
in an amount equal to the aggregate principal amount thereof.  The Bonds so 
initially delivered shall be registered in the name of “Cede & Co.” as nominee for 
The Depository Trust Company.  The Bonds may not thereafter be transferred or 
exchanged on the registration books of the City maintained by the Bond Registrar 
and Paying Agent except: 
(a) 
to any successor Depository designated pursuant to subsection (3) 
of this subsection; 
(b) 
to any successor nominee designated by a Depository; or 
(c) 
if the City shall elect to discontinue the Book-Entry System pursuant 
to subsection (3) of this subsection, the City shall cause the Bond Registrar 
and Paying Agent to authenticate and deliver replacement Bonds in fully 
registered form in authorized denominations in the names of the Beneficial 
Owners (as defined herein) or their nominees, as certified by the Depository, 
at the expense of the City; thereafter the other applicable provisions of this 
resolution regarding registration, transfer and exchange of the Bonds shall 
apply. 
(3) 
The Bond Registrar and Paying Agent, pursuant to a request from 
the City for the removal or replacement of the Depository, and upon thirty (30) 
days’ notice to the Depository, may remove or replace the Depository.  The Bond 
Registrar and Paying Agent shall remove or replace the Depository at any time 
pursuant to the request of the City.  The Depository may determine not to continue

Resolution No. 5730 
Page 10 
 
to act as Depository for the Bonds upon thirty (30) days’ written notice to the City 
and the Bond Registrar and Paying Agent.  If the use of the Book-Entry System is 
discontinued, then after the Bond Registrar and Paying Agent has made provision 
for notification of the Beneficial Owners of their book entry interests in the Bonds 
by appropriate notice to the then Depository, the City and the Bond Registrar and 
Paying Agent shall permit withdrawal of the Bonds from the Depository and 
authenticate and deliver the Bond certificates in fully registered form and in 
denominations authorized by this Section to the assignees of the Depository or its 
nominee.  Such withdrawal, authentication and delivery shall be at the cost and 
expense (including costs of printing or otherwise preparing, and delivering, such 
replacement Bond certificates) of the City. 
(4) 
So long as the Book-Entry System is used for the Bonds, the 
City and the Bond Registrar and Paying Agent shall give any notice of redemption 
or any other notices required to be given to registered owners of Bonds only to the 
Depository or its nominee registered as the owner thereof.  Any failure of the 
Depository to advise any of its participants, or of any participant to notify the 
Beneficial Owner, of any such notice and its content or effect shall not affect the 
validity of the redemption of the Bonds to be redeemed or of any other action 
premised on such notice.  Neither the City nor the Bond Registrar and Paying Agent 
shall be responsible or liable for the failure of the Depository or any participant 
thereof to make any payment or give any notice to a Beneficial Owner in respect of 
the Bonds or any error or delay relating thereto. 
(5) 
Notwithstanding any other provision of this Section or 
Section 2(b) hereof or of the Bonds to the contrary, so long as the Bonds are subject 
to a Book-Entry System, it shall not be necessary for the registered owner to present 
the applicable Bond for payment of mandatory redemption installments, if any.  The 
mandatory redemption installments may be noted on books kept by the Bond 
Registrar and Paying Agent and the Depository for such purpose, and the Bonds 
shall be tendered to the Bond Registrar and Paying Agent at their maturity. 
(6) 
For purposes of this Section, “Beneficial Owners” shall 
mean actual purchasers of the Bonds whose ownership interest is evidenced only 
in the Book-Entry System maintained by the Depository; “Book-Entry System” 
shall mean a system for clearing and settlement of securities transactions among 
participants of a Depository (and other parties having custodial relationships with 
such participants) through electronic or manual book-entry changes in accounts of 
such participants maintained by the Depository hereunder for recording ownership 
of the Bonds by Beneficial Owners and transfers of ownership interests in the 
Bonds and “Depository” shall mean The Depository Trust Company, New York, 
New York or any successor depository designated pursuant to this Section. 
Section 11. 
General Federal Tax Law Covenants. 
(a) 
(1) 
As will be provided in greater detail in the Certificate Relating To 
Federal Tax Matters to be delivered upon the initial delivery of the Bonds (the “Tax

Resolution No. 5730 
Page 11 
 
Certificate”), the City shall not make or direct the making of any investment or 
other use of the proceeds of any Bonds which would cause such Bonds to be 
“arbitrage bonds” as that term is defined in Section 148 (or any successor provision 
thereto) of the Internal Revenue Code of 1986, as amended (the “Code”), or 
“private activity bonds” as that term is defined in Section 141 (or any successor 
provision thereto) of the Code, and shall comply with the requirements of the Code 
sections and the regulations promulgated thereunder (the “Regulations”) 
throughout the term of the Bonds.  In consideration of the purchase and acceptance 
of the Bonds by such holders from time to time and of retaining such exclusion and 
as authorized by Title 35, Chapter 3, Article 7, Arizona Revised Statutes, the 
Council covenants, and the appropriate officials of the City are hereby directed, to 
take all action required to maintain such exclusion or to refrain from taking any 
action prohibited by the Code which would adversely affect in any respect such 
exclusion. 
 
(2) 
The City shall be the owner of the facilities financed with the 
proceeds of the sale of the Bonds (the “Facilities”) for federal income tax purposes.  
Except as otherwise advised in a Bond Counsel’s Opinion (as defined herein), the 
City shall not enter into (i) any management or service contract with any entity 
other than a governmental entity for the operation of any portion of the Facilities 
unless the management or service contract complies with the requirements of the 
Code, the Regulations and any applicable interpretive guidance with respect thereto 
as may control at the time, or (ii) any lease or other arrangement with any entity 
other than a governmental entity that gives such entity special legal entitlements 
with respect to any portion of the Facilities.  Also, the payment of principal and 
interest with respect to the Bonds shall not be guaranteed (in whole or in part) by 
the United States or any agency or instrumentality of the United States.  The 
proceeds of the Bonds, or amounts treated as proceeds of the Bonds, shall not be 
invested (directly or indirectly) in federally insured deposits or accounts, except to 
the extent such proceeds (i) may be so invested for an initial temporary period until 
needed for the purpose for which the Bonds are being issued, (ii) may be so used in 
making investments of a bona fide debt service fund or (iii) may be invested in 
obligations issued by the United States Treasury.  
 
(3) 
The procedures and covenants contained in any arbitrage rebate 
provision or separate agreement executed in connection with the issuance of the 
Bonds (initially Section 12 hereof) shall be complied with for so long as compliance 
is necessary in order to maintain the exclusion from gross income for federal 
income tax purposes of interest on the Bonds. 
(b) 
(1) 
The City shall take all necessary and desirable steps, as determined 
by the Council, to comply with the requirements hereunder in order to ensure that 
interest on the Bonds is excluded from gross income for federal income tax 
purposes under the Code; provided, however, compliance with any such 
requirement shall not be required in the event the City receives a Bond Counsel’s 
Opinion that either (i) compliance with such requirement is not required to maintain 
the exclusion from gross income of interest on the Bonds, or (ii) compliance with

Resolution No. 5730 
Page 12 
 
some other requirement will meet the requirements of the Code.  In the event the 
City receives such a Bond Counsel’s Opinion, this resolution shall be amended to 
conform to the requirements set forth in such opinion. 
 
(2) 
If for any reason any requirement hereunder is not complied with, 
the Council shall take all necessary and desirable steps, as determined by the City, 
to correct such noncompliance within a reasonable period of time after such 
noncompliance is discovered or should have been discovered with the exercise of 
reasonable diligence and the City shall pay any required interest or penalty under 
Regulations Section 1.148-3(h). 
(c) 
The City has adopted post-issuance tax compliance procedures, with which 
the City shall comply. 
Section 12. 
Arbitrage Rebate Covenants. 
(a) 
Terms not otherwise defined in Subsection (b) hereof shall have the 
meanings given to them in the Tax Certificate. 
(b) 
The following terms shall have the following meanings: 
“Bond Counsel’s Opinion” shall mean an opinion signed by an attorney or firm of 
attorneys of nationally recognized standing in the field of law relating to municipal 
bonds selected by the City. 
“Bond Year” shall mean each one-year period beginning on the day after the 
expiration of the preceding Bond Year.  The first Bond Year shall begin on the date 
of issue of the Bonds and shall end on the date selected by the City, provided that 
the first Bond Year shall not exceed one calendar year.  The last Bond Year shall 
end on the date of retirement of the last Bond. 
“Bond Yield” is as indicated in the Tax Certificate.  Bond Yield shall be 
recomputed if required by Regulations Section 1.148-4(b)(4) or 4(h)(3).  Bond 
Yield shall mean the discount rate that produces a present value equal to the Issue 
Price of all unconditionally payable payments of principal, interest and fees for 
qualified guarantees within the meaning of Regulations Section 1.148-4(f) and 
amounts reasonably expected to be paid as fees for qualified guarantees in 
connection with the Bonds as determined under Regulations Section 1.148-4(b).  
The present value of all such payments shall be computed as of the date of issue of 
the Bonds and using semiannual compounding on the basis of a 360-day year. 
“Gross Proceeds” shall mean: 
 
 
(i) 
any amounts actually or constructively received by the City from the sale of 
the Bonds but excluding amounts used to pay accrued interest on the Bonds within 
one year of the date of issuance of the Bonds; 
 
 
(ii) 
transferred proceeds of the Bonds under Regulations Section 1.148-9;

Resolution No. 5730 
Page 13 
 
 
 
(iii) 
any amounts actually or constructively received from investing amounts 
described in (i), (ii) or this (iii); and 
(iv) 
replacement proceeds of the Bonds within the meaning of Regulations 
Section 1.148-1(c).  Replacement proceeds include amounts reasonably expected 
to be used directly or indirectly to pay debt service on the Bonds, pledged amounts 
where there is reasonable assurance that such amounts will be available to pay 
principal or interest on the Bonds in the event the City encounters financial 
difficulties and other replacement proceeds within the meaning of Regulations 
Section 1.148-1(c)(4).  Whether an amount is Gross Proceeds is determined without 
regard to whether the amount is held in any fund or account. 
“Investment Property” shall mean any security, obligation (other than a tax-exempt 
bond within the meaning of Code Section 148(b)(3)(A)), annuity contract or 
investment-type property within the meaning of Regulations Section 1.148-1(b). 
“Issue Price” is as indicated in the Tax Certificate and shall be determined as 
provided in Regulations Section 1.148-1(b). 
“Nonpurpose Investment” shall mean any Investment Property acquired with Gross 
Proceeds, and which is not acquired to carry out the governmental purposes of the 
Bonds. 
“Payment” shall mean any payment within the meaning of Regulations Section 
1.148-3(d)(1) with respect to a Nonpurpose Investment. 
“Rebate Requirement” shall mean at any time the excess of the future value of all 
Receipts over the future value of all Payments.  For purposes of calculating the 
Rebate Requirement the Bond Yield shall be used to determine the future value of 
Receipts and Payments in accordance with Regulations Section 1.148-3(c).  The 
Rebate Requirement is zero for any Nonpurpose Investment meeting the 
requirements of a rebate exception under Section 148(f)(4) of the Code or 
Regulations Section 1.148-7. 
“Receipt” shall mean any receipt within the meaning of Regulations Section 
1.148-3(d)(2) with respect to a Nonpurpose Investment. 
“Regulations” shall mean Sections 1.148-1 through 1.148-11 and Section 1.150-1 
of the regulations of the United States Department of the Treasury promulgated 
under the Code, including and any amendments thereto or successor regulations. 
(c) 
Within 60 days after the end of each Bond Year, the City shall cause the 
Rebate Requirement to be calculated and shall pay to the United States of America: 
 
 
 
(1) 
not later than 60 days after the end of the fifth Bond Year and every 
fifth Bond Year thereafter, an amount which, when added to the future value 
of all previous rebate payments with respect to the Bonds (determined as of 
such Computation Date), is equal to at least 90% of the sum of the Rebate

Resolution No. 5730 
Page 14 
 
Requirement (determined as of the last day of such Bond Year) plus the 
future value of all previous rebate payments with respect to the Bonds 
(determined as of the last day of such Bond Year); and 
 
 
 
(2) 
not later than 60 days after the retirement of the last Bond, an 
amount equal to 100% of the Rebate Requirement (determined as of the date 
of retirement of the last Bond). 
Each payment required to be made under this Section shall be filed with the Internal 
Revenue Service Center, Ogden, Utah 84201, on or before the date such payment 
is due, and shall be accompanied by IRS Form 8038-T. 
(d) 
No Nonpurpose Investment shall be acquired for an amount in excess of its 
fair market value.  No Nonpurpose Investment shall be sold or otherwise disposed 
of for an amount less than its fair market value. 
(e) 
For purposes of Subsection (d), whether a Nonpurpose Investment has been 
purchased or sold or disposed of for its fair market value shall be determined as 
follows: 
 
 
 
(1) 
The fair market value of a Nonpurpose Investment generally shall 
be the price at which a willing buyer would purchase the Nonpurpose 
Investment from a willing seller in a bona fide arm’s length transaction.  
Fair market value shall be determined on the date on which a contract to 
purchase or sell the Nonpurpose Investment becomes binding. 
 
 
 
(2) 
Except as provided in Subsection (f) or (g), a Nonpurpose 
Investment that is not of a type traded on an established securities market, 
within the meaning of Code Section 1273, is rebuttably presumed to be 
acquired or disposed of for a price that is not equal to its fair market value. 
 
 
 
(3) 
If a United States Treasury obligation is acquired directly from or 
sold or disposed of directly to the United States Treasury, such acquisition 
or sale or disposition shall be treated as establishing the fair market value 
of the obligation. 
(f) 
The purchase price of a certificate of deposit that has a fixed interest rate, a 
fixed payment schedule and a substantial penalty for early withdrawal is considered 
to be its fair market value if the yield on the certificate of deposit is not less than: 
 
 
 
(1) 
the yield on reasonably comparable direct obligations of the United 
States; and 
 
 
 
(2) 
the highest yield that is published or posted by the provider to be 
currently available from the provider on reasonably comparable certificates 
of deposit offered to the public.

Resolution No. 5730 
Page 15 
 
(g) 
A guaranteed investment contract shall be considered acquired and disposed 
of for an amount equal to its fair market value if: 
(1) 
A bona fide solicitation in writing for a specified guaranteed 
investment contract, including all material terms, is timely forwarded to all 
potential providers.  The solicitation must include a statement that the 
submission of a bid is a representation that the potential provider did not 
consult with any other potential provider about its bid, that the bid was 
determined without regard to any other formal or informal agreement that 
the potential provider has with the City or any other person (whether or not 
in connection with the Bonds), and that the bid is not being submitted solely 
as a courtesy to the City or any other person for purposes of satisfying the 
requirements in the Regulations that the City receive bids from at least one 
reasonably competitive provider and at least three providers that do not have 
a material financial interest in the Bonds. 
(2) 
All potential providers have an equal opportunity to bid, with no 
potential provider having the opportunity to review other bids before 
providing a bid. 
(3) 
At least three reasonably competitive providers (i.e., having an 
established industry reputation as a competitive provider of the type of 
investments being purchased) are solicited for bids.  At least three bids must 
be received from providers that have no material financial interest in the 
Bonds (e.g., a lead underwriter within 15 days of the issue date of the Bonds 
or a financial advisor with respect to the investment) and at least one of such 
three bids must be from a reasonably competitive provider.  If the City uses 
an agent to conduct the bidding, the agent may not bid. 
(4) 
The highest-yielding guaranteed investment contract for which a 
qualifying bid is made (determined net of broker’s fees) is purchased. 
(5) 
The determination of the terms of the guaranteed investment 
contract takes into account as a significant factor the reasonably expected 
deposit and drawdown schedule for the amounts to be invested. 
(6) 
The terms for the guaranteed investment contract are commercially 
reasonable (i.e., have a legitimate business purpose other than to increase 
the purchase price or reduce the yield of the guaranteed investment 
contract). 
(7) 
The provider of the investment contract certifies the administrative 
costs (as defined in Regulations Section 1.148-5(e)) that it pays (or expects 
to pay) to third parties in connection with the guaranteed investment 
contract. 
(8) 
The City retains until three years after the last outstanding Bond is 
retired, (i) a copy of the guaranteed investment contract, (ii) a receipt or

Resolution No. 5730 
Page 16 
 
other record of the amount actually paid for the guaranteed investment 
contract, including any administrative costs paid by the City and a copy of 
the provider’s certification described in (7) above, (iii) the name of the 
person and entity submitting each bid, the time and date of the bid, and the 
bid results and (iv) the bid solicitation form and, if the terms of the 
guaranteed investment contract deviates from the bid solicitation form or a 
submitted bid is modified, a brief statement explaining the deviation and 
stating the purpose of the deviation. 
(h) 
The employment of such experts and consultants to make, as necessary, any 
calculations in respect of rebates to be made to the United States of America in 
accordance with Section 148(f) of the Code is hereby authorized. 
Section 13. 
Resolution a Contract; Severability; Ratification of Actions. 
(a) 
This resolution shall constitute a contract between the City and the 
registered owners of the Bonds and shall not be repealed or amended in any manner 
which would impair, impede or lessen the rights of the registered owners of the 
Bonds then outstanding. 
(b) 
If any section, paragraph, subdivision, sentence, clause or phrase of this 
resolution is for any reason held to be illegal or unenforceable, such decision will 
not affect the validity of the remaining portions of this resolution.  The Council 
hereby declares that it would have adopted this resolution and each and every other 
section, paragraph, subdivision, sentence, clause or phrase hereof and authorized 
the issuance of the Bonds pursuant hereto irrespective of the fact that any one or 
more sections, paragraphs, subdivisions, sentences, clauses or phrases of this 
resolution may be held illegal, invalid or unenforceable. 
(c) 
All actions of the officers, employees and agents of the City including the 
Council which conform to the purposes and intent of this resolution and which 
further the sale and issuance of the Bonds as contemplated by this resolution, 
including retention of consultants and counsel necessary to carry out the purposes 
of this resolution, whether taken before or after adoption of this resolution, are 
hereby ratified, confirmed and approved.  The proper officers and agents of the City 
are hereby authorized and directed to do all such acts and things and to execute and 
deliver all such documents on behalf of the City as may be necessary to carry out 
the terms and intent of this resolution. 
(d) 
All acts and conditions necessary to be performed by the City or to have 
been met precedent to and in the issuing of the Bonds in order to make them legal, 
valid and binding general obligations of the City will at the time of delivery of the 
Bonds have been performed and have been met, in regular and due form as required 
by law, and no statutory, charter or constitutional limitation of indebtedness or 
taxation will have been exceeded in the issuance of the Bonds.

Resolution No. 5730 
Page 17 
 
(e) 
All formal actions of the Council concerning and relating to the passage of 
this resolution were taken in an open meeting of the Council, and all deliberations 
of the Council and of any committees that resulted in those formal actions were in 
meetings open to the public, in compliance with all legal requirements. 
 
[Remainder of page left blank intentionally.]

Resolution No. 5730 
Exhibit Page 1 
 
 
EXHIBIT 
 
[FORM OF BOND] 
 
UNLESS THIS BOND IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE 
DEPOSITORY TRUST COMPANY (“DTC”) TO THE ISSUER OR ITS AGENT FOR 
REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY BOND ISSUED 
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 
REGISTERED 
NO. ............... 
$....................... 
 
UNITED STATES OF AMERICA 
STATE OF ARIZONA 
 
CITY OF CHANDLER, ARIZONA 
GENERAL OBLIGATION BOND, SERIES 2023 
 
 
Interest Rate: 
Maturity Date: 
Dated: 
CUSIP: 
..................% 
July 1, ........ 
...................., 2023 
158843 ..... 
 
 
REGISTERED OWNER: 
CEDE & CO.* 
 
PRINCIPAL AMOUNT: 
........................................................................................ DOLLARS 
 
 
THE CITY OF CHANDLER, ARIZONA, a body politic and corporate, duly 
incorporated and existing pursuant to the laws of the State of Arizona (the “City”), for value 
received, hereby promises to pay to the aforesaid registered owner, or registered assigns, the 
aforesaid principal amount on the aforesaid maturity date unless earlier redeemed and then on the 
applicable redemption date, and to pay interest on the principal amount from the date this Bond is 
dated as of, at the aforesaid interest rate (computed on the basis of a 360-day year of twelve 30-
day months) on each January 1 and July 1 (each an “interest payment date”), commencing 
......................, ........., to its maturity or its redemption prior to maturity.  The principal of and 
premium, if any, on this Bond are payable upon presentation and surrender hereof at the designated 
corporate trust office of [U.S. Bank Trust Company, National Association], as the “Bond Registrar 
and Paying Agent.”  Interest on this Bond is payable by check, dated as of the interest payment 
 
* Insert only while The Depository Trust Company, New York, New York, is the Securities Depository.

Resolution No. 5730 
Exhibit Page 2 
 
 
date, mailed to the registered owner hereof and at the address appearing on the registration books 
maintained by the Bond Registrar and Paying Agent at the close of business on the 1st day of the 
month for that interest payment date (the “regular record date”).  Any such interest which is not 
timely paid or duly provided for shall cease to be payable to the registered owner hereof (or of one 
or more predecessor Bonds) as of the regular record date and shall be payable to the registered 
owner hereof (or of one or more predecessor Bonds) at the close of business on a special record 
date for the payment of that overdue interest.  The special record date shall be fixed by the Bond 
Registrar and Paying Agent whenever moneys become available for payment of the overdue 
interest, and notice of the special record date shall be given to the registered owner of this Bond 
not less than 10 days prior thereto. 
The principal of and interest and premium, if any, on this Bond are payable in 
lawful money of the United States of America, on the respective dates when principal and interest 
become due. 
This Bond is one of a series of bonds (the “Bonds”) indicated above in the aggregate 
principal amount of $..........,000 of like tenor except as to amount, maturity date, rate of interest 
and number, issued by the City to provide funds to make those certain acquisitions and public 
improvements approved by a majority vote of qualified electors voting at elections duly called and 
held in and for the City, pursuant to a resolution of the City Council of the City duly passed and 
adopted prior to the issuance hereof, all the terms of which are hereby incorporated herein (the 
“Resolution”), and pursuant to the Constitution and laws of the State of Arizona relative to the sale 
and issuance of general obligation bonds of municipalities, and all amendments thereto, and all 
other laws of the State of Arizona thereunto enabling. 
For the purpose of paying the principal of, interest on and costs of administration 
of the registration and payment of this Bond, there shall be levied on all taxable property in the 
City a continuing, direct, annual, ad valorem tax sufficient to pay all such principal, interest and 
administration costs of and on this Bond as the same become due, such taxes to be levied, assessed 
and collected at the same time and in the same manner as other taxes of the City are levied, assessed 
and collected. 
The Bonds maturing before and on July 1, ...., are not subject to redemption prior 
to maturity.  The Bonds maturing on and after July 1, ...., are subject to redemption prior to 
maturity, in whole or in part, on July 1, ...., or any date thereafter, by the payment of a redemption 
price equal to the principal amount of each such Bond redeemed plus interest accrued to the date 
fixed for redemption plus a premium (calculated as a percentage of the principal amount of such 
Bonds to be redeemed) to be computed as follows: 
Redemption Dates 
Premium 
July 1, ...., and January 1, .... 
....% 
July 1, ...., and January 1, .... 
.... 
July 1, ...., and thereafter 
0.0

Resolution No. 5730 
Exhibit Page 3 
 
 
The Bonds maturing on July 1, ...., shall be redeemed prior to maturity on July 1, 
in the years and amounts set forth below, by payment of the principal amount of each Bond to be 
redeemed plus interest accrued to the date fixed for redemption, but without a premium: 
Year 
Amount 
 
$       
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
A remaining principal amount of $.....,000 of Bonds maturing on July 1, ...., shall mature on July 
1, ..... 
Not more than seventy-five (75) nor less than sixty (60) days prior to the mandatory 
redemption date for the Bonds maturing on July 1, ...., the Bond Registrar and Paying Agent shall 
proceed to select for redemption (by lot in such manner as the Bond Registrar and Paying Agent 
may determine) from all the Bonds maturing on July 1, ...., outstanding a principal amount of the 
Bonds maturing on July 1, ...., equal to the aggregate principal amount of the Bonds maturing on 
July 1, ...., to be redeemed and shall redeem such Bonds maturing on July 1, ...., on the next July 
1 and give notice of such redemption. 
Notice of redemption of any such Bond will be mailed not more than sixty (60) nor 
less than thirty (30) days prior to the date set for redemption to the registered owner of such Bond 
or Bonds being redeemed at the address shown on the registration books for the Bonds maintained 
by the Bond Registrar and Paying Agent.  Failure to properly give such notice of redemption shall 
not affect the redemption of any such Bond for which notice was properly given. 
The Bond Registrar and Paying Agent shall maintain the registration books of the 
City for the registration of ownership of each Bond as provided in the Resolution.  (The Bond 
Registrar and Paying Agent may be changed without notice or consent.) 
This Bond may be transferred on the registration books upon delivery and surrender 
hereof to the Bond Registrar and Paying Agent at its designated corporate trust office, 
accompanied by a written instrument of transfer in form and with guaranty of signature satisfactory 
to the Bond Registrar and Paying Agent, duly executed by the registered owner of this Bond or his 
or her attorney-in-fact or legal representative, containing written instructions as to the details of 
the transfer.  No transfer of this Bond shall be effective until entered on the registration books. 
In all cases upon the transfer of this Bond, the Bond Registrar and Paying Agent 
shall transfer the ownership in the registration books and shall authenticate and deliver in the name

Resolution No. 5730 
Exhibit Page 4 
 
 
of the transferee or transferees a new fully registered Bond or Bonds of authorized denominations 
(except that no Bond shall be issued which relates to more than a single principal maturity) for the 
aggregate principal amount which the registered owner is entitled to receive at the earliest 
practicable time in accordance with the provisions of the Resolution.  The City and the Bond 
Registrar and Paying Agent shall charge the owner of such Bond for every transfer of a Bond, 
including an amount sufficient to reimburse them for any transfer fee, tax or other charge required 
to be paid with respect to such transfer and may require that such charge, including such transfer 
fee, tax or other charge be paid before any such new Bond shall be delivered. 
The City and the Bond Registrar and Paying Agent shall not be required to issue or 
transfer any Bonds during a period beginning with the opening of business on any regular record 
date and ending with the close of business on the corresponding interest payment date. 
This Bond shall not be entitled to any security or benefit under the Resolution or be 
valid or become obligatory for any purpose until the certificate of authentication hereon shall have 
been signed by the Bond Registrar and Paying Agent. 
Pursuant to the Resolution, payment of all or any part of the Bonds may be provided 
for by the irrevocable deposit, in trust, of moneys or obligations issued or guaranteed by the United 
States government (“Defeasance Obligations”) or both which, with the maturing principal of and 
interest on such Defeasance Obligations, if any, will be sufficient, as evidenced by a certificate or 
report of an accountant, to pay the principal or redemption price of and interest on such Bonds.  
Any Bonds so provided for will no longer be outstanding under the Resolution or payable from ad 
valorem taxes on taxable property in the City, and the owners of such Bonds shall thereafter be 
entitled to payment only from the moneys and Defeasance Obligations deposited in trust. 
It is hereby certified, recited and declared (i) that all conditions, acts and things 
required by the Constitution and laws of the State of Arizona to happen, to be done, to exist and to 
be performed precedent to and in the issuance of this Bond and of the series of which it is one, 
have happened, have been done, do exist and have been performed in regular and due form and 
time as required by law, (ii) that the obligation evidenced by the series of Bonds of which this is 
one, together with all other existing indebtedness of the City, does not exceed any applicable 
constitutional or statutory limitation, and (iii) that due provision has been made for the levy and 
collection of a direct, annual, ad valorem tax upon taxable property within the City, over and above 
all other taxes authorized or limited by law, sufficient to pay the principal hereof and the interest 
hereon as each becomes due.

Resolution No. 5730 
Exhibit Page 5 
 
 
IN WITNESS WHEREOF, THE CITY OF CHANDLER, ARIZONA, has caused 
this Bond to be executed in the name of the City by the facsimile signature of the Mayor of the 
City and such signature of the Mayor of the City to be attested by the facsimile signature of the 
Clerk of the City. 
CITY OF CHANDLER, ARIZONA 
 
 
By                          (Facsimile) 
    ............................................................................... 
     Mayor 
ATTEST: 
 
 
By                      (Facsimile) 
    ................................................................... 
     Clerk 
 
 
[FORM OF CERTIFICATE OF AUTHENTICATION] 
CERTIFICATE OF AUTHENTICATION 
This Bond is one of the Bonds described in the within-mentioned Resolution and is 
one of the City of Chandler, Arizona General Obligation Bonds, Series 2023. 
Date of Authentication: ......................................... 
[U.S. BANK TRUST COMPANY, NATIONAL 
ASSOCIATION], as Bond Registrar and Paying 
Agent 
 
 
 
 
By............................................................................... 
     Authorized Representative

Resolution No. 5730 
Exhibit Page 6 
 
 
[FORM OF ASSIGNMENT] 
 
ASSIGNMENT 
 
For value received, the undersigned sells, assigns and transfers unto 
................................................... the within Bond and irrevocably constitutes and appoints 
............................................................. attorney to transfer this Bond on the books kept for 
registration thereof, with full power of substitution in the premises. 
 
 
 
Dated:  ............................................... 
.............................................................................. 
Signature 
 
Signature Guaranteed: 
 
 
 
........................................................... 
.............................................................................. 
[Insert proper legend] 
Signature 
Notice: 
The assignor’s signature to this assignment must 
correspond with the name as it appears upon the 
face of the within Bond in every particular, 
without alteration or any change whatsoever. 
The following abbreviations, when used in the inscription on the face of the within Bond, shall be 
construed as though they were written out in full according to applicable laws or regulations. 
TEN COM 
- 
as tenants in common 
TEN ENT 
- 
as tenants by the entireties 
JT TEN 
- 
as joint tenants with right 
of survivorship and not as 
tenants in common 
UNIF GIFT/TRANS MIN ACT - ..........................    Custodian ........................ 
(Cust)                                  (Minor) 
under Uniform Gifts/Transfers to Minors Act ................................................... 
(State) 
Additional abbreviations may also be used though not included in the above list 
 
 
ALL FEES AND COSTS OF TRANSFER 
SHALL BE PAID BY THE TRANSFEROR