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HomeMy WebLinkAboutOrdinance #580 { f Y , r , � ., � � . t ._.. � i � � .w ��,:� - ,. � 'r � , • • ,� � .� .• ' � f � ORDINANCE NO. � AN ORDINANCE authorizing and providing for the issuance of $900, 000 principal amount of WatBr- works and Sewerage Revenue Refunding Bonds, Series 1977, of the City of Canton, Fulton County, Illinois; prescribing the form and other details and confirming the sale of said bonds; providing for the collection and disposi- tion of the revenues to be derived from the municipal waterworks and sewerage system of said city; making other provisions with respect � � to the operation of said system and the issu- ance of said bonds; providing for the security � and payment of said bonds; providing for the payment of certain outstanding bonds; and prescribing other matters pertaining thereto. WHEREAS, the City of Canton, Fulton County, Illinois (the "Issuer") , has heretofore by ordinance provided for combining a � its municipally owned waterworks system and its municipally owned E s sanitary sewerage system, and for the operation thereof as s ! single utility (the "System") in accordance with the provisions of Division 139 of •Article 11 of the "Illinois Municipal Code" , approved May 29, 1961, as amended; and WHEREAS, the Issuer, pursuant to Ordinance No. 90, passed and approved on October 15, 1963, has heretofore issued the follow� t ing described bonds which are payable from the revenues of the � System: $1, 825, 000 Waterworks and Sewerage Revenue Bonds, Series of 1963, dated May 1, 1963, of which amount bonds in the aggregate principal amount of $1, 475, 000 are now outstanding; (the "Outstanding Bonds") ; and WHEREAS, there are no other outstanding obligations payable from said revenues; and WHEREAS, the ordinance under which the Outstanding Bonds were issued contains certain restrictive covenants and conditions which inhibit the sound and economical operation of the System; fi � . + � � . ' ` • . t 1 i , , . . � � , / • ' ` � ' . � � , n a i , WHEREAS , the refunding of the Outstanding, 4Bonds will re- sult in the removal or modification of such restri�tive covenants and conditions and wil�l also result in cost savings to the public; and WHEREAS, it is in the best interests of the Issuer to refund the Outstanding Bonds in order to effect a savings in inter- est to the Issuer and to enable the Issuer to restructure the in- debtedness payable from the revenues of the System so as to provide 1 for the more efficient and economical management of the System for E the benefit of the users of the System; and " ; P WHEREAS , the Issuer is authorized under the provisions of Section 7 of Article VII of the 1970 Constitution of Illinois ¢ i and the Illinois Municipal Code (including particularly Division ' 4 of Article 8 thereof) , and all laws amendatory thereof and supplemental thereto, to issue its revenue bonds for the purpose ' �of refunding the Outstanding Bonds; and WHEREAS , in order to refund the Outstanding Bonds on terms most advantageous to the Issuer, it is necessary to issue and sell a series of revenue bonds of the Issuer to be designated i "Waterworks and Sewerage Revenue Refunding Bonds, Series 1977" , and to be issued and sold in the aggregate principal amount of $900, 000 (the "Bonds") ; and WHEREAS, it is now necessary to authorize the issuance of the Bonds: NOW, THEREFORE, Be It Ordained by the City Council of - the City of Canton, Fulton County, Illinois, as follows : Section l. Authority. The bonds authorized by this ordinance shall be issued pursuant to the Constitution and laws � s . � ' � � �� • ' , . ' � , , , • 1 . . , , .� . , � of the State of Illinois, including particularly Se�tion 7 of Article VII of the 1970 Constitution of Illinois and Division 4 of Article 8 of the "I�llinois Municipal Code" , approved May 29, 1961, and all laws amendatory thereof and supplemental thereto. Section 2. Definitions. The following terms shall have the following meanings in this ordinance unless the text expressly or by necessary implication requires otherwise: ; (a) "Bonds" shall mean the $900, 000 Water- ; � works and Sewerage Revenue Refunding Bonds , Series ! i 1977, of the Issuer, dated April 1, 1977, author- � ized to be issued by Section 4 of this ordinance; ; (b) "Current Expenses" shall mean the reason- able and necessary costs of operating, maintaining ` and repairing the System, including water, if any, � at wholesale, salaries, wages, cost of materials � and supplies, insurance and audits, but shall exclude k depreciation, replacements , payments into the Bond and Interest Account, the Bond Reserve Account and the Depreciation Account; e (c) "Fiscal Year" shall mean the twelve month period beginning on May 1 of each year and ending ; on the last day of April of the next succeeding year; (d) "Governing Body" shall mean the City Council of the Issuer; _ (e) "Issuer" shall mean the City of Canton, � � Fulton County, Illinois; (f) "Net Revenues" shall mean gross earnings of the System (exclusive of moneys and obligations , � , � . ' , , " , . , ' . ' • y � r ! and investment income therefrom, held under th� Refunding Trust Agreement) after deduction of Current Expenses; ' (g) "Original Purchaser" , with respect to the Bonds, shall mean Stern Brothers & Co. , Denver, Colo- rado, as manager, acting for and on behalf of itself � and such other securities dealers as may be designated by the Original Purchaser; (h) "Outstanding Bonds" shall mean $1, 825 , 000 Waterworks and Sewerage Revenue Bonds, Series of 1963, of the Issuer dated May l, 1963, authorized pursuant to Ordinance No. 90, passed and approved on October 15, � � 1963, of which amount bonds in the a re ate € gg g principal amount of $1, 475, 000 are now outstanding; (i) "Parity Bonds" shall mean bonds issued on ' � a parity with the Bonds in accordance with the provi- _ sions of Section 12 hereof; (j) "Refunding Trust Agreement" shall mean the Refunding Trust Agreement, dated as of April 1, 1977, to be entered into by and between the Issuer and such bank or trust company, as Trustee, as may here- after be agreed upon between the Issuer and the Original Purchaser and designated by resolution to be hereafter adopted by the Governing Body of the Issuer; _ , -------„� (k) "System" shall mean the combined municipal waterworks and sewerage system of the Issuer and all system properties of every nature hereafter owned by the Issuer while any of the Bonds or Parity Bonds .,. ' ' , , . � . � • . , � • , � . � . , , • , • , remain outstanding, including all real and pe�sonal property of every nature comprising part of or used or useful in conriection with such system and includ- ing all appurtenances, contracts, leases , franchises and other intangibles. Section 3 . Findings and Determinations. It is hereby found and determined by the Governing Body of the Issuer as follows: (a) That the refunding of the Outstanding Bonds through the issuance of the Bonds will cause (i) a reduction in the debt service payable from the revenues of the System, thereby effecting cost savings to the public, and (ii) the removal or modification of restrictive covenants and conditions contained in the ordinance authorizing the Outstanding Bonds, thereby enabling the Issuer to operate the System on a sounder and more efficient basis; (b) That it is most advantageous to the Issuer to deposit a portion of the proceeds of the sale of the Bonds in trust, in the manner provided in the Refunding Trust Agreement, to pay the principal of and interest on the Outstanding Bonds; and (c) That the period of usefulness of the System is not less than forty (40) years from the date of the Bonds. Section 4. Authorization and Terms of Bonds. For the purpose of providing a portion of the money necessary to refund the Outstanding Bonds, the Bonds shall be issued and sold in an aggregate principal amount of $900, 000 and shall be designated "Waterworks and Sewerage Revenue Refunding Bonds, Series 1977" . The Bonds shall be dated April l, 1977 ; shall be of $5000 deno- mination each; shall be numbered from 1 to 180, inclusive; , , . , � , , , . , 'I . , , � . � '� • . .• ' ' , , , , ' , � � shall bear interest at the rate of 6-1/2$ per annum; and shall mature serially on May 1 of each of the respective years and in the principal amounts as follows: Years Amounts Bond Numbers 1978 $30, 000 1-6 1979 40, 000 7-14 • � 1980 40, 000 15-22 1981 40, 000 23-30 1982 45, 000 31-39 1983 45, 000 40-48 1984 55, 000 49-59 1985 60, 000 60-71 1986 65, 000 72-84 � � 1987 65, 000 85-97 1988 70, 000 98-111 I 1989 75, 000 112-126 ! 1990 80, 000 127-142 1991 . 85, 000 143-159 1992 90, 000 160-177 1993 15, 000 178-180 The Bonds maturing on and after May 1, 1991, shall be � subject to redemption prior to maturity at the option of the � Issuer as a whole, or in part in inverse numerical order, on � May 1, 1990, or on any interest payment date thereafter at the � principal amount thereof and accrued interest to the date of � redemption, without premium. Notice of the intended redemption of each Bond which shall then be registered as to principal shall be given by regis- tered mail to the registered holder at the address of such holder shown on the Registrar' s registration books. If any Bond called for redemption shall not then be registered as to principal, notice shall be given through the publication of an appropriate notice not less than one time in the Midwest Edition of The Wall Street Journal, unless such edition of such newspaper is not published at the time, in which event such notice shall be published in a newspaper of general circulation and published in the City of Chicago, Illinois, and devoted in part to the publication of � � , ' i � � • i ` the place where the principal and interest are payable on the Bonds. The date of the mailing, publication and filing of such notice shall be not more than sixty (60) and not less than thirty (30) days prior to such redemption date, and any such notice shall designate the date and place of redemption of the Bonds, shall designate the serial numbers and the aggregate principal amount of � the Bonds to be redeemed, and shall indicate that on the designated � date of redemption the Bonds will be redeemed by payment of the . principal thereof and accrued interest thereon, and that from and after the designated redemption date interest in respect of the Bonds so called for redemption shall cease. � � The Bonds shall bear interest payable semiannually on May 1 and November 1 of each year, beginning November 1, 1977 , at the rate provided above. The Bonds shall be payable, both principal and interest, in lawful money of the United States of America at such bank or trust company as may hereafter be agreed upon between the Issuer and the Original Purchaser and designated by resolution to be hereafter adopted by the Governing Body of the Issuer. The Bonds shall be executed in the name of the Issuer with the manual or facsimile signature of the Mayor and shall have reproduced thereon a facsimile of the corporate seal of the Issuer attested by the manual signature of the City Clerk. Interest to maturity shal� be evidenced by semiannual coupons attached to the Bonds, which coupons shall be executed by said Mayor and City Clerk with their facsimile signatures, and said officials by the execution of the Bonds shall adopt as and for their own official signatures their respective facsimile signatures appearing on said coupons. r , ' � ' Section 5. Negotiability of the Bonds. �he Bonds shall be fully negotiable but shall be registrable as to principal in the manner and with the effect provided in the form of bond hereinafter set out. Section 6 . Source of Payment of the Bonds. The Bonds, together with interest thereon, shall be payable solely from and secured by a pledge of the revenues to be derived frorn the opera- ' tion of the System, as hereinafter provided, and are not, in any event, an indebtedness of the Issuer within the meaning of any constitutional or statutory provision or limitation. Section 7. Form of Bond, Coupon and Registration Provi- sion. The Bonds and attached coupons shall be in substantially the following form, the blanks to be appropriately completed when the Bonds are printed: � . . , ' , , � (Form of Bond) United States of America State of Illinois County of Fulton City of Canton WATERWORKS AND SEWERAGE REVENUE REFUNDING �. BOND, SERIES 1977 ;; � ;; No. $5000 � KNOW ALL MEN BY THESE PRESENTS: That the City of Canton, � i Fulton County, Illinois (hereinafter referred to as the "Issuer") , a lawfully organized and existing municipal corporation in the state and county aforesaid, for value received promises to pay to ; bearer, or to the registered holder if this bond shall then be registered as to principal, solely from the Waterworks and Sewer- age Fund of the Issuer, as hereinafter mentioned, and not other- wise, the principal sum of Five Thousand Dollars ($5000) on May 1, 19 , with interest at the rate of six and one-half per cent (6-1/2�) per annum from the date hereof until the principal amount shall have been fully paid, such interest being payable on May 1 and November 1 of each year, beginning November 1, 1977 . Interest to maturity shall be payable only upon presentation and surrender of the attached interest coupons as they severally mature. Both principal hereof and interest hereon are payable in lawful money of the United States of America at , in the City of , Illinois. Bonds of the issue of which this bond is one maturing on and after May l, 1991, are subject to redemption prior to maturity at the option of the Issuer as a whole, or in part in inverse • Notice of the intended redemption of ,each bond which , shall then be registered as to principal shall be given by regis- tered mail to the registered holder at the address of such holder shown on the Registrar' s registration books. If any bond called for redemption shall not then be registered as to principal, notice shall be given through the publication of an appropriate notice not less than one time in the Midwest Edition of The Wall � Street Journal, unless such edition of such newspaper is not published at the time, in which event such notice shall be pub- lished in a newspaper of general circulation and published in the City of Chicago, Illinois, and devoted in part to the publication of financial information. In addition, such notice shall be filed at the place where the principal and interest are payable on the bonds. The date of the mailing, publication and filing of such notice shall be not more than sixty (60) and not less than thirty (30) days prior to such� redemption date, and any such notice shall designate the date and place of redemption of the bonds, shall designate the serial numbers and the aggregate principal amount of the bonds to be redeemed, and shall indicate that on the designated date of redemption the bonds will be ' redeemed by payment of the principal thereof and accrued interest thereon, and that from and after the designated redemption date interest in respect of the bonds so called for redemption shall cease. The bonds may be registered as to principal with the effect and in the manner provided in the endorsement appearing on the reverse side hereof. This bond is one of a total authorized issue of $900,000 Waterworks and Sewerage Revenue Refunding Bonds , Series 1977, issued to provide funds which will be sufficient to refund certain , , • � . outstanding obligations payable from the revenues derived from the combined waterworks and sewerage system of the Issuer (the "System" ) under authority of and in full compliance with the Constitution and statutes of the State of Illinois, including Section 7 of Article VII of the 1970 Constitution of Illinois, Division 4 of Article 8 of the "Illinois Municipal Code" , approved May 29, 1961, and all laws amendatory thereof and supplemental thereto, and under and pursuant to Ordinance No. , duly adopted by the City Council of the Issuer on April , 1977 (the "Bond Ordinance") . � Both principal of and interest on this bond and the issue Qf which it is a part are payable solely from and are � i secured by a pledge of the revenues of the System; subject and � subordinate to the rights of the holders of certain outstanding bonds of the Issuer to a prior claim ori the revenues of the System previously pledged for the payment thereof, pending the final payment �f said outstanding bonds from the moneys and investments held in trust for that purpose in an amount adequate therefor, all as provided in the Bond Ordinance. This bond does not constitute an indebtedness of the Issuer within the meaning � of any constitutional or statutory provision or limitation, and the holder hereof shall have no recourse to the power of taxation. The Bond Ordinance is hereby referred to for a more complete . statement of the revenues from which this bond is payable, the conditions under which additional obligations may be issued on a parity with this bond and the general covenants and provisions pursuant to which this bond is issued and the conditions under which the Bond Ordinance may be amended, to all the provisions of which the holder by the acceptance of this bond assents. Under the Illinois Municipal Code and the Bond Ordinance, in a separate fund designated as the "Waterworks and Sewerage Fund" of the Issuer, which shall be used only and is hereby pledged in the manner �and to the extent provided in the Bond Ordinance for paying the cost of the operation and maintenance of the System, providing an adequate depreciation fund and paying the principal of and interest on the bonds of the Issuer that are payable by their terms only from the revenues of the System, and in making all payments required to maintain the accounts created under the terms of the Bond Ordinance. It is hereby certified, recited and declared that all acts, conditions and things required to be done, exist and be performed precedent to and in the issuance of this bond in order to make it a legal, valid and binding obligation of the Issuer have been done, exist and have been performed in regular and due time, form and manner as required by law, and that this bond, together with the issue of which it is a part, does not exceed any constitutional or statutory limitation. IN WITNESS WHEREOF, the Issuer, by its City Council, has caused this bond to be executed by its Mayor with his manual or facsimile signature, and a facsimile of the corporate seal to be reproduced hereon attested by the manual signature of its City Clerk, and has caused the interest coupons hereto attached to be executed by said Mayor and City Clerk with their respective fac- simile signatures, all as of this lst day of April, 1977 . (Facsimile Signature) Mayor (Facsimile Seal) Attest: � � ! • � , ' • t . ' • • ' 1 � ' � 1 ` ` I , � � � 1 (Form of Coupon) � Unless the bond to which this coupon On , 19_ � is appurtenant is subject to prior � redemption and shall have been pro- $ � perly called for redemption and pro- � vision made for the payment thereof, Bond rlo. � the CITY OF CANTON, FULTON COUNTY, ILLINOIS, will pay to bearer, Coupon No. ! solely from the revenues specified ; in the bond to which this coupon is appurtenant, the amount shown . hereon, in lawful money of the United States of America at , in the City of , Illinois, upon presentation and surrender of this coupon, for interest due that date on its WATERWORKS AND SEWERAGE REVENUE REFUNDING BOND, SERIES 1977, dated April l, 1977 . (Facsimile Signature) (Facsimile Signature) City Clerk Mayor (Provision for Registration) The within bond may be registered in the name of the owner as to principal only, such registration to be on a bond register kept by the City Clerk of the Issuer, as Registrar, and also to be noted in the registration blank below; after which no transfer shall be valid unless made on said bond register at the request of the registered owner or his authorized attorney and noted in said registration blank below; but this bond may be discharged from registration by being transferred to bearer, after which it shall be transferable by delivery but may be again registered as before. Such registration shall not impair the negotiability by delivery of the coupons attached to the bond. The principal of the bond, if registered other than to bearer, shall be payable only to or upon the order of the registered owner or his legal representative. / ' , � � (No writing on this blank except by the Registrar) Date of Name and Address of Signature Registration Registered Holder of Registrar Section 8. Pledge of Revenues in Favor of Bonds and Parity Bonds. The punctual payment of principal of and interest on the Bonds and Parity Bonds shall be secured equally and ratably by the revenues of the System without priority by reason of � series, number or time of sale or delivery, and the revenues of ' the System are hereby irrevocably pledged to the punctual payment ; ' � of such principal and interest as the same become due. There is, { t however, expressly excepted and excluded from the lien and pledge created by this Section, for the benefit of the Bonds or any ` Parity Bonds, or elsewhere herein or by any ordinance amendatory hereof or supplemental hereto, all moneys and obligations held under the Refunding Trust Agreement for the benefit of the Out- standing Bonds . Section 9 . Creation of Waterworks and Sewerage Fund. From and after the delivery of the Bonds, and as long as any Bonds or Parity Bonds shall be outstanding and unpaid either as to principal or as to interest, or until the discharge and satis- faction of all Bonds and Parity Bonds as provided in Section 13 hereof, the entire income and revenues of the System shall be deposited as collected with a bank or banks to be designated by the Governing Body in a fund hereby created and designated as the "Waterworks and Sewerage Fund" (the "Fund" ) of the Issuer, which shall constitute a trust fund for the sole purpose of carrying out the covenants, terms and conditions of this ordinance, and shall which by their terms are payable solely from the revenues derived from the System, and providing for the creation and expenditure of the respective accounts as hereinafter provided for. Section 10. Creation of Certain Accounts; Application of Revenues. There are hereby established and created separate accounts in the Fund to be designated severally the "Operation and Maintenance Account" , the "Bond and Interest Account" , the "Bond Reserve Account" , the "Depreciation Account" , and the "Surplus Account" , to which there shall be credited on the first business day of each month by the financial officer of the Issuer, without any further official action or direction, in the order in which said accounts are hereinafter mentioned, all moneys held in �the Fund, in accordance with the following provisions : (a) Operation and Maintenance Account. There shall be credited to the Operation and Maintenance Account an amount sufficient to pay the Current Expenses of the System for the next succeeding month, including one-twelfth of all such expenses computed on an annual basis. °� (b) Bond and Interest Account. There next shall be credited to the Bond and Interest Account the entire balance of the revenues until the amount of interest due on the next interest payment date on the Bonds has been credited to said account, and thereafter each month there shall be credited to said account an amount at least equal to one-sixth of the interest becoming due and payable on the Bonds and Parity Bonds, until there is on hand in said account the full amount of the interest payable on the next succeeding interest pay- ment date. Beginning one year prior to any date on which principal is due on any Bonds or Parity Bonds there shall be credited to said account on the first day of each month an amount equal to one-twelfth of the principal coming due on such next succeeding principal payment date. Credits to the Bond and Interest Account may be suspended at such time as there is credited to said account an amount sufficient to pay principal of and interest on Bonds and Parity Bonds on the next succeeding interest or principal payment dates , as the case may be, but such payments shall again be resumed after such dates. All moneys in said account shall be used only for the purpose of paying principal of and interest on Bonds and Parity Bonds as the same shall become due. Any and all sums received from the purchaser of the Bonds as accrued interest shall be paid into said account. Funds sufficient to pay interest or principal, or both, of the Bonds and Parity Bonds, together with paying agency fees, shall be transmitted to the paying agent not less than five (5) _days � . , I (c� Bond Reserve Account. Beginning on the first day of the month following delivery of the Bonds, there shall be credited to the Bond Reserve Account the sum of $1, 500 each month until there is credited to said account the sum of $100, 000, and thereafter no additional funds shall be credi- ted to said account, except that when any money is paid out of said account credits to said account shall be resumed at the monthly rate and continued until such account has been restored to the aggregate amount required by this sentence. Moneys credited to the Bond Reserve Account shall be used to pay principal or interest, or both, of the Bonds and Parity � Bonds at any time when there are insufficient funds available in the Bond and Interest Account to pay such principal and ' interest as the same become due. (d) Depreciation Account. Beginning on the first day of the month following the �delivery of the Bonds , there shall be credited to the Depreciation Account the sum of $1, 000 each month until such account aggregates the sum of $75, 000 , and thereafter no additional funds shall be credited to such account, except that when any money is paid out of such account credits to said account shall be resumed at the monthly rate and continued until such account has been restor- ', ed to the aggregate amount of $75, 000. ; Moneys credited to the Depreciation Account shall be used for the payment of the cost of necessary repairs and replacements to the System, the payment for which no other funds are available, in order that the System may at all times be able to render efficient service, or for improvements, repairs or replacements to the System required by any agency of the State of Illinois or the United States Government; ��f ��1��1�X�����7��,�,�/�����/////�/�/��/�����/�/���1�/����� ���a��,�b�l/�ld���/�a�X � /���b'/d����/d�tC��z�/ /�¢/�4//dcl���,a(��f�i'c�/�zSr�/a���f/,�r(y�����f/,� �t��/�a��af�,�/�a�t�/��`i/ /��k�a''��/�f�E�/�ls'/�f�,��/a���(/�/ �/s�r5f��i��a1/,�i�/ d�/�'�d���/���d� ; /�5,�/�a�/������ provided that the moneys credited to said account may be used to pay principal of or interest on any Bonds or Parity Bonds at any time when there are no other funds available for that purpose, and in such event shall be transferred to the Bond and Interest Account. Whenever such an amount is withdrawn from such account and so transferred, the amount so transferred shall be added to the amount to be next and thereafter credited to said Depreciation Account until full reimbursement to said account has been made. _ (e) Surplus Account. Al1 moneys remaining in the Fund, . after crediting the required amounts to t e respective accounts hereinabove provided for, and after making up any deficiency in accounts (a) to (d) , inclusive, shall be credited to the Surplus Account. Funds in the Surplus Account shall, at the discretion of the Governing Body of the Issuer, be used for one or more of the following purposes : (1) For the purpose of constructing or acquiring improve- ments or extensions to the System; or (2) For the purpose of calling and redeerning Bonds and � � � � � � � � � (3) For the purpose of purchasing Bonds or Parity Bonds which are not callable at the time at a price not to exceed par and accrued interest to the date of purchase; or (4) For the purpose of paying principal of and interest on any subordinate bonds or obliga- tions issued for the purpose of acquiring or constructing improvements and extensions to the System; or (5) For any other lawful purpose of the Issuer. (f) The money to the credit of the Bond and Interest Account, the Bond Reserve Account and Depreciation Account, as hereinabove created, may be invested from time to time by the Treasurer of the Issuer in interest-bearing bonds, or other direct and general obligations of the United States Government, or obligations guaranteed by the United States Government; the money to the credit of the Surplus Account, as hereinabove created, may be invested from time to time by the Treasurer of the Issuer in interest-bearing bonds, or other direct and general obligations of the United States Government, or obligations guaranteed by the United States Government, or in certificates of deposit or time deposits constituting direct obligations of any bank as defined by the Illinois banking act which is insured by the Federal Deposit Insurance Corporation, if then in existence; and such securi- ties may be sold from time to time by the Treasurer of the Issuer as funds may be needed for the purpose for which said respective accounts have been created. All accrued interest on any funds so invested shall be first credited to the Fund and then credited to the account for which the investment was made•; provided, however, that if the account for which the investment was made is then at or in excess of its required level, such accrued interest may be created to the Surplus Account. , (g) Immediately after the issuance of the Bonds, all moneys remaining in the special accounts established by the ordinance authorizing the Outstanding Bonds shall be trans- ferred to the Depreciation Account created by this ordinance, except as follows: From (prior Accounts) To (Accounts in this ordinance) Operation and Maintenance Operation and Maintenance Account Account From other Accounts $100 , 000 to Bond Reserve Account; $8 , 000 to Surplus Account. , � � • • � Money in the Fund shall be alloted and credited to the various accounts hereinbefore referred to in the order in which said accounts are listed, on a cumulative basis , on or prior to the first day of each month, or on the next succeeding business day when the first shall not be a business day; and if in any month the money in the Fund shall be insufficient to deposit, transfer or credit the required amount to the credit of any of the accounts, the deficiency shall be made up in the following r month or months after payments into all accounts enjoying a prior claim to the revenues shall have been met in full. Al1 the accounts provided by this section shall be kept on deposit with a bank or banks which shall be members of the Federal Deposit Insurance Corporation and shall be secured to the fullest extent reguired by law for the securing of public funds. The provisions of this section, however, shall not be construed to require the Issuer to maintain separate bank accounts for the accounts created by this section. Nothing in this ordinance shall be construed to impair the rights vested in the holders of the Outstanding Bonds . In the event that funds set aside for the payment of the Outstanding Bonds shall be insufficient for that purpose, then the revenues of the System shall be applied in the manner provided in the pro- ceedings authorizing those bonds. Section 11. Covenants Regarding the Operation of the System. The Issuer hereby covenants and agrees with each and every holder of the Bonds and Parity Bonds : (a) That the Issuer will maintain the System in good repair and working order, will operate the same efficiently and faithfully, and will punctually perform all duties with respect thereto required by the Constitution and laws of the State of Illinois. ' � . , � � , • , , . , , . , � . (b) That the Issuer will establish and maintain at all times reasonable fees, charges and rates for the use and services of the System, and will provide for the collection thereof and the segregation and application of the revenues of the System in the manner provided by this ordinanc'e, and sufficient at all times to pay the costs of operation and maintenance, to provide an adequate depreciation fund, to pay the interest of and principal on all revenue bonds of the Issuer which by their terms are payable from the revenues of the System, and to provide for the creation and maintenance of the respective accounts as provided in Section 10 of this ordinance. That there shall be charged against all users of the System, including the Issuer, such rates and amounts for water and sewer services as shall be adequate to meet the requirements of this subsection. Charges for services rendered the Issuer shall be made against the Issuer and payment for the same shall be made monthly from the corporate funds �into the Fund as revenues derived from the operation of the System. • (c) That the Issuer from time to time will make all needful and proper repairs, replacements, additions and betterments to the System so that it may at all times be operated properly and advantageously, and when any necessary equipment or facility shall have been worn out, destroyed or otherwise is insufficient for proper use, it shall be promptly replaced so that the value and efficiency of the System shall � be at all times fully maintained. (d) That the Issuer will establish such rules and regulations for the control and operation of the System necessary for the efficient and economical operation thereof, and rates and charges shall be fixed and revised from time to time as may be necessary to produce funds sufficient for all the purposes herein provided until all of the Bonds and Parity Bonds have been paid in full, both as to principal and interest. (e) That the Issuer will maintain and keep proper books of records and accounts, separate from all other records and accounts of the Issuer, in which complete entries shall be made of all transactions relating to the System, and hereby covenants and agrees that it will cause such books and accounts of the System to be audited annually by certified public accountants. Within not more than sixty (60) days after the close of each Fiscal Year, the Issuer will file with the Original Purchasers of the Bonds and any Parity Bonds complete operating income statements of the System in reasonable . detail covering such Fiscal Year, and will furnish upon written request not more than sixty (60) days after the close of each Fiscal Year copies of such operation and income statements to any holder of any of the Bonds or Parity Bonds. Further, the Issuer will permit any holder or holders of the Bonds or Parity Bonds to inspect the System, and all records and accounts, and data relating thereto, at any reasonable time. f / I . ' � � ` � All expenses incurred in the making of the audit required by this section shall be regarded and paid as a Current Expense. (f) That the Issuer will not sell, lease, loan, mortgage or in any manner dispose of or encumber the System (Subject to the right of the Issuer to issue Parity Bonds as provided in this ordinance, to issue bonds subordinate to the Bonds and Parity Bonds, and to dispose of real or personal property which is no longer useful or necessary to the operation of the System) , until all of the Bonds and Parity Bonds shall be paid in full, both principal and interest, or unless and until provision shall have been made for the payment thereof, and the Issuer will take no action in relation to the System which would unfavorably affect the security of the Bonds or Parity Bonds or the prompt payment of the principal thereof and interest thereon. (g) That any holder of a Bond or Parity Bond, or any of the coupons of any Bond or Parity Bond, may proceed by civil action to compel performance of all duties required by law and tliis ordinance, including the making and collecting of . sufficient charges and rates for the service supplied by the System, and the application of the income and revenue there- f rom. � (h) That the Issuer will carry insurance on the System of the kinds and in the amounts which are usually carried by private parties operating similar properties , covering such risks as shall be recommended by a competent consulting engineer employed by the Issuer for the purpose of making such recommendations. Al1 moneys received for loss under such insurance policies shall be deposited in the Deprecia- tion Account and used in making good the loss or damage in respect of which they were paid, either by repairing the property damaged or making 'replacement of the property damaged or making replacement of the property destroyed, and provision for making good such loss or damage shall be made within ninety (90) days from the date of the loss. The payment of premiums for all insurance policies required under the provi- sions of this covenant shall be considered a Current Expense. The proceeds derived from any and all policies for public liability shall be paid into the Operation and Maintenance Account and used in paying the claims on account of which they were received. (i) That the Issuer will not provide any free service of the System and, to the extent permitted by law, the Issuer will not grant a franchise for the operation of any competing waterworks system, sewerage system or combined waterworks and sewerage system within the Issuer. (j ) That the Issuer will require, to the extent permit- ted by law, the owner, tenant or occupant of each lot or parcel of land within the boundaries of the Issuer which abuts upon a street or other public way containing a sanitary sewer, the elevation of which will permit a connection with such sanitary sewer, and upon which lot or parcel a building is situated for residential, commercial or industrial use, to f ' ' , • , � � � Section 12. Parity Bonds. The Issuer w�.11 'issue no other bonds or obligations of any kind or nature payable from or enjoying a lien or claim on the revenues of the System having priority over the Bonds or Parity Bonds; and no additional bonds shall be issued under the provisions of the ordinance authorizing the Outstanding Bonds. Additional bonds may be issued on a parity and equality of rank with the Bonds with respect to the lien and claim of such additional bonds to the revenues of the System and the moneys on deposit in the Fund and Accounts created by this ordinance, for the following purposes and under the following conditions, but not otherwise: � I The Issuer reserves the right to issue Parity Bonds for the purpose of paying the cost of improvements and extensions to the System upon compliance with the following conditions : (a) The amounts required to be credited monthly to the respective accounts (a) to (d) , inclusive, of Section 10 provided for by this ordinance must have been credited in full to the date of the adoption of the ordinance authorizing the issuance of suc.h Parity Bonds. (b) The Net Revenues of the System for the last complet- ted Fiscal Year prior to the issuance of the Parity Bonds (as shown by the audit of an independent accountant) , or the adjusted Net Revenues of the System for such year (as defined herein) must equal at least 110$ of the combined maximum principal and interest requirement in any succeeding Fiscal Year on all of the Bonds and Parity Bonds proposed to be issued and must equal 125$ of the average combined principal and interest requirement in any succeeding Fiscal Year on all � of the Bonds and Parity Bonds then outstanding and on the Parity Bonds proposed to be issued. For the purpose of the preceding sentence, principal and interest coming due on May 1 in any year shall be deemed to be a requirement of the preceding Fiscal Year. Net Revenues of the System may be adjusted as follows : (i) In the event there shall have been an increase in the rates of the System from the rates in effect for the pre- ceding Fiscal Year, which increase is in effect at the time of the issuance of any such Parity Bonds , the Net Revenues , � ' ' • � � � • � • . . f as provided in this subparagraph (b) may be adjusted to reflect the Net Revenues of the System for the immediately preceding Fiscal Year as they�ould have been had said then existing rates been in effect �during all of said Fiscal Year. (ii) Any such adjustment shall be evidenced by the certificate of an independent consulting engineer employed for that purpose, which certificate shall be filed with the City Clerk and approved by the Governing Body prior to the authorization of the Parity Bonds. II � Without compliance with the conditions set forth in I above, the Issuer reserves the right to issue Parity Bonds if the System is either destroyed or damaged to the extent that it cannot be operated and if funds received from insurance or other sources are inadequate to restore the System to a con- � dition such that it can be operated. The Issuer may not ` issue Parity Bonds under this option unless the holders of at � least 75� of the principal amount of the Bonds and Parity Bonds then outstanding consent in writing to the issuance of the proposed Parity Bonds prior to the adoption of the bond ordinance authorizing their issuance. In such consents, such holders must consent to the total cost of restoration, the � engineering firm selected by the Issuer in connection with such restoration, and the amount of the proposed Parity Bonds to be issued for the purpose of paying the cost of such restoration. III Without compliance with the conditions set forth in I above, the Issuer reserves the right to issue bonds payable from the revenues of the System subordinate to the Bonds and Parity Bonds. Such subordinate bonds shall be payable from the Surplus Account created in Section 10 of this ordinance. All bonds issued under this Section shall mature as to principal on May 1 and as to interest on May 1 and November l . Section 13. Discharge and Satisfaction of Bonds and Parity Bonds. The covenants, liens and pledges entered into, created or imposed pursuant to this ordinance may be fully dis- charged and satisfied with respect to the Bonds and Parity Bonds , or any of them, in any one or more of the following ways : (a) By paying the Bonds or Parity Bonds when the same shall become due and payable; � . r (b) By depositing with the paying agent designated for such Bonds or Parity Bonds, in the manner provided by this ordinance and for such purpose, at or before the date of maturity or redemption, money in the necessary amount to pay or redeem the Bonds or Parity Bonds; and/or (c) By depositing in trust with a bank or trust company located in the State of Illinois for such purpose, at or before the date of maturity or redemption, direct obligations of, or obligations the principal of and interest on which are guaranteed by, the United States of America, in an amount sufficient, including any income or increment to accrue thereon, but without the necessity of any reinvestment, to pay or redeem the Bonds or Parity Bonds, in accordance with ; i their terms. Upon such payment or deposit in the amount and manner provided by this section, such Bcnds or Parity Bonds shall no longer be deemed outstanding for purpose of this ordinance and all liability of the Issuer with respect to such Bonds or Parity Bonds shall cease, determine and be completely discharged, and the holders thereof shall be entitled only to payment out of the money or securities so deposited. Section 14 . Remedies of Bondholders . Except as herein expressly limited the holder or holders of the Bonds and Parity - Bonds shall have and possess all the rights of action and remedies afforded by the common law, the Constitution and statutes of the State of Illinois and of the United States of America for the enforcement of payment of their bonds and coupons , and of the ' � . pledge of the revenues made hereunder, and of all covenants of the Issuer hereunder. Section 15. Sale of Bonds. The sale of the Bonds to the Original Purchaser, pursuant to the terms of the Purchase Contract dated April _, 1977 , at a price of par plus accrued interest to the date of delivery is hereby approved, ratified and confirmed. The execution and delivery of said Purchase Contract in the name and on behalf of the Issuer by the Mayor and the City Clerk is hereby approved,• ratified and confirmed. Section 16. Disposition of Bond Proceeds . The proceeds of the sale of the Bonds, after payment or provision for payment of the costs and expenses of issuance, shall be applied by the Issuer as follows : (a) All accrued interest from the sale of the Bonds • shall be credited to the Bond and Interest Account; and (b) The amounts necessary to provide for the refunding of the Outstanding Bonds shall be transferred to the Trustee for deposit in the Trust Fund established under the Refunding Trust Agreement, the form and terms of which shall be approved by resolution to be hereafter adopted by this Governing Body. Section 17 . Non-Arbitrage Covenants. The proceeds of sale of the Bonds shall be used and devoted with due diligence for the purposes as provided herein, and the Issuer covenants and agrees with the purchasers and holders of the Bonds that so long as any of the Bonds remain outstanding, money on deposit in any fund or account in connection with the Bonds , whether or not said _ money was derived from the proceeds of the sale of the Bonds , or from any other sources, will not be used in a manner which will cause any of the Bonds to be an "arbitrage bond" within the -25- , • • • • , ' ' 1� • • � ' • ,• • • � meaning of Section 103 (c) [formerly Section 103 (d) ] of the Inter- nal Revenue Code of 1954 , as amended, and any lawful regulations promulgated or proposed thereunder, including Sections 1. 103-13 and 1. 103-14 of the Income Tax Regulations (26 CFR Part 1) as the same presently exist, or may from time to time hereafter be amended, supplemented or revised. The Issuer reserves the right, however, � to make any investment of said money permitted by Illinois law if, when and to the extent that said Section 103 (c) or regulations promulgated thereunder shall be repealed or modified or shall be held void by final decision of a court of competent jurisdiction, but only if any investment made by virtue of such repeal, modifi- cation or decision would not, in the opinion of counsel of recogniz- ed competence in such matters, result in making the interest on , any of the Bonds subject to federal income taxation. Section 18 . Ordinance a Contract. The provisions of this ordinance shall constitute a contract between the Issuer and the holder or holders of the Bonds and after the issuance of any of the Bonds no change, variation or alteration of any kind in the provisions of this ordinance shall be made in any manner, except as provided in the following section, until such time as all of the Bond,s shall have been discharged and satisfied as provided in Section 13 hereof. Section 19 . Amendment of Ordinance. This ordinance may be amended from time to time if such amendment shall have been consented to by the holders of not less than two-thirds in princi- pal amount of the Bonds at any time outstanding (not including in any case any bonds which may then be held or owned by or for the account of the Issuer, but including such refunding bonds as may . , , ` , . � , . • � � ' � . � , f , . � , , . � . have been issued for the purpose of refunding any of such bonds if such refunding bonds shall not then be owned by the Issuer) ; but � ; this ordinance may not be so amended in such manner as to: � � � (a) Make any change in the maturity or interest rate of ; k the Bonds, or modify the terms of payment of principal of or � interest on the Bonds or any of them or impose any conditions � with respect to such payment; (b) Materially affect the rights of the holders of less than all of the Bonds then outstanding; (c) Reduce the percentage of the principal amount of Bonds, the consent of the holders of which is required to effect a further amendment. Whenever the Issuer shall propose to amend this ordi- i nance under the provisions of this section, it shall cause notice i of the proposed amendment to be filed with the Original Purchaser and to be published one time in a financial newspaper or journal published in New York, New York or Chicago, Illinois. Such notice shall briefly set forth the nature of the proposed amendment and shall state that a copy of the proposed amendatory ordinance is on file in the office of the City Clerk of the Issuer. Whenever at any time within one year from the date of the publication of said notice there shall be filed with said City � Clerk an instrument or instruments executed by the holders of at least two-thirds in aggregate principal amount of the Bonds then _ outstanding as in this section defined, which instrument or instru- ments shall refer to the proposed amendatory ordinance described in said notice and shall specifically consent to and approve the • , ' > , : � . , � . , _ � • . ' . � � � . i I adoption thereof, thereupon, but not otherwise, the Governing Body of the Issuer may adopt such amendatory ordinance and such ordinance shall become effective and binding upon the holders of all the Bonds. Any consent given by the holder of a bond pursuant to � the provisions of this section shall be irrevocable for a period of six months from the date of the instrument evidencing such consent and shall be conclusive and binding upon all future holders of the same bond during such period. Such consent may be revoked at any time after six months from the date of such instru�ent by the holder who gave consent or by a successor in title by filing notice of such revocation with the City Clerk. 4 � The fact and date of the execution of any instrument � � under the provisions of this section may be proved by the certi- ficate of any officer in any jurisdiction who by the laws thereof is authorized to take acknowledgments of deeds within such juris- diction, that the person signing such instrument acknowledged ; i before him the execution thereof, or may be proved by an affidavit I � of a witness to such execution sworn to befor_e such officer. The amount and numbers of the bonds held by any person executing such instrument and the date of his holding the same may be proved by affidavit by such person or by a certificate executed by an officer of a bank or trust company showing that on the date therein mentioned such person had on deposit with such bank or trust company the bonds described in such certificate. Section 20. Separability. If any section, paragraph or provision of this ordinance shall be held to be invalid or unenforce- ' able for any reason, the invalidity or unenforceability of such � ' � . . I. � . ( ( � � � ♦ i • � • / � . � � ♦ f i . , t ♦ • • � ' t section, paragraph or provision shall not affect any of the remaining provisions of this ordinance. Section 21. � Repeal of Conflicting Ordinances. All ordinances, resolutions, and orders, or parts thereof, in conflict with the provisions of this ordinance, are, to the extent of such conflict, hereby repealed. Section 22. Effective Date. This ordinance, within ten (10) days after its passage by the Governing Body of the �ssuer, shall be published once in the Daily Ledger , ; being a newspaper published in and having a general circulation � in the Issuer, and shall become effective ten (10) days after publication. Adopted a�kxat�t�t�t�t��� this 12th day of April, 1977. � Approved by the Mayor on the 13th day of April , 1977 . � ! Rohc�rt F_ .Tanni �a,g - Mayor (SEAL) Attest: Nellie Crawford City Clerk -29-