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HomeMy WebLinkAboutS10-91 ORDINANCE NUMBER S 10-91 AN ORDINANCE providing for the issuance of $11,560,000 General Obligation Corporate Purpose Bonds, Series 1991, of the City of Elgin, Kane and Cook Counties, Illinois, and providing for the levy and collection of a direct annual tar for the pay- ment of the principal of and interest on said bonds. WHEREAS, the City of Elgin, Kane and Cook Counties, Illinois ( the "City" ) has a population in excess of 25,000 as determined by the last official census, and pursuant to the pro- visions of Section 6 of Article VII of the Constitution of the State of Illinois, the City is a home rule unit and may exercise any power or perform any function pertaining to its government and affairs including, but not limited to, the power to tax and to incur debt; and WHEREAS, pursuant to the provisions of said Section 6, the City has the power to incur debt payable from ad valorem property tax receipts or from any other lawful source and matu- ring within forty (40) years from the time it is incurred without prior referendum approval; and WHEREAS, on the 23rd day of April, 1975, the . City Council of the City did adopt an ordinance determining the procedures to be followed in the borrowing of money for public purposes of the City and in evidence of such borrowing the issuing of full faith and credit bonds of the City without referendum approval, such ordinance being entitled: L m. f L ORDINANCE NO. G22-75 AN ORDINANCE establishing procedures to be followed by the City of Elgin, Kane and Cook Counties, Illinois, in issuing non-referendum general obligation bonds which ordinance was amended by Ordinance No. G14-80 adopted on . January 28, 1980, by Ordinance No. 64-80 adopted on October 8, 1980 and by Ordinance No. G39-82 adopted on July 28, 1982 (Ordinance No. G22-75 as so amended being referred to hereinafter as the "Enabling Ordinance") ; and WHEREAS, the City Council of the City (the "City Council" ) has heretofore determined and does hereby determine that it is necessary and advisable for the public health, safety, welfare, and convenience of residents of the City that the City undertake to fund the water and sewer system improvements and various other projects and related costs (which improvements, together with all related expenses as hereinafter more specifically enumerated, may be referred to as the "Project") , all in accordance with the preliminary plans and specifications prepared by engineers and approved by the City Council and now on file with the City Clerk; and WHEREAS, the estimated cost to the City of the Project is the sum of $11, 560,000 and estimated investment earnings; and WHEREAS, there are insufficient funds of the City on hand and lawfully available to pay such costs of the Project; and WHEREAS, the City Council does hereby determine that it is advisable and in the best interests of the City to borrow -2- L $11,560, 000 at this time and, in evidence of such borrowing, issue its full faith and credit bonds in the principal amount of $11,560, 000; NOW THEREFORE Be It Ordained by the City Council of the City of Elgin, Kane and Cook Counties, Illinois, in the exercise of its home rule powers and in accordance with the Enabling Ordinance, as follows: Section 1. Definitions The following words and terms used in this Ordinance shall have the following meanings unless the context or use clearly indicates another or different meaning is intended: "Bond" or "Bonds" means one or more, as applicable, of the $11,560,000 General Obligation Corporate Purpose Bonds, Series 1991, authorized to be issued by this Ordinance. "Bond Fund" means the Bond Fund established and defined in Section 11 of this Ordinance. "Bond Register" means the books of the City kept by the Bond Registrar to evidence the registration and transfer of the Bonds. "Bond Registrar" means American National Bank and Trust Company of Chicago, Chicago, Illinois, a bank having trust powers, or a successor thereto or a successor designated as Bond Registrar hereunder . "City" means the City of Elgin, Kane and Cook Counties, Illinois . -3- L "City Council" means the City Council of the City. "Code" means the Internal Revenue Code of 1986. "Ordinance" means this Ordinance, numbered S 10-91, and passed by the City Council on the 26th day of June, 1991. "Paying Agent" means American National Bank and Trust Company of Chicago, Chicago, Illinois, a bank having trust powers, or a successor thereto or a successor designated as Paying Agent hereunder. "Project" means the improvement project to fund water system improvements and various other projects and related costs. "Project Fund (1991)" means the Project Fund established and defined in Section 11 of this Ordinance. "Tax-exempt" means, with respect- to the Bonds, the status of interest paid and received thereon as not includible in the gross income of the owners thereof under the Code for federal income tax purposes except to the extent that such interest will be taken into account in computing an adjustment used in deter- mining the alternative minimum tax for certain corporations, in computing the environmental tax imposed on certain corporations and in computing the "branch profits tax" imposed on certain foreign corporations. Section 2. Incorporation of Preambles The City Council hereby finds that all of the recitals contained in the preambles to this Ordinance are true, correct and complete and does incorporate them into this Ordinance by this reference. -4- L Section 3. Determination To Issue Bonds It is necessary and in the best interests of the City to acquire and construct the Project, to pay all related costs and expenses incidental thereto, and to borrow money and issue the Bonds for such purposes. It is hereby found and determined that such borrowing of money is necessary for the welfare of the government and affairs of the City, is for a proper public purpose or purposes and is in the public interest, and these findings and determinations shall be deemed conclusive. Section 4. Bond Details For the purpose of providing for the payment of the cost ; of the Project and to pay all related costs and expenses incidental thereto, there shall be issued and sold the Bonds in the principal amount of $11, 560, 000 . The Bonds shall each be designated "General Obligation Corporate Purpose Bond, Series 1991"; be dated June 15, 1991; and shall also bear the date of authentication thereof . The Bonds shall be in fully registered form, shall be in denominations of $5,000 or integral multiples thereof (but no single Bond shall represent principal maturing on more than one date) , shall be numbered consecutively in such fashion as shall be determined by the Bond Registrar, and shall become due and payable serially on January 1 of each of the years and in the amounts (being subject to the right of prior re- demption hereinafter set forth) and bearing interest at the rates percent per annum as follows: -5- L Year Amount ($) Rate ( % ) 1994 300, 000 7.5% 1995 300,000 7.6% 1996 1,200,000 7 .6% 1997 1,800,000 6.1% 1998 2,865,000 6.2% 1999 500,000 6. 3% 2000 500,000 6.4% 2001 700,000 6. 5% 2002 700,000 6. 5% 2003 900,000 6. 5% 2004 1,060,000 6.5% 2005 735,000 6.5% The Bonds shall bear interest from the later of their dated date as herein provided or from the most recent interest payment date to which interest has been paid or duly provided for, such interest (computed upon the basis of a 360-day year of twelve 30-day months) being payable on January 1 and July 1 of each year , commencing on July 1, 1992. Interest on each Bond shall be paid by check or draft of the Paying Agent, payable upon presentation thereof in lawful money of the United States of America, to the person in whose name such Bond is registered at the close of business on the 15th day of the month next preceding the interest payment date and shall be paid by check or draft of the Paying Agent, payable upon presentation in lawful money of the United States of America, mailed to the address of such Registered Owner as it appears on such registration books or at such other address furnished in writing by such Registered Owner to the Bond Registrar . The principal of the Bonds shall be pay- able in lawful money of the United States of America upon pre- -6- L sentation thereof at the principal corporate trust office of the Paying Agent in the City of Chicago, Illinois, or at successor Paying Agent and locality. Section 5. Execution; Authentication The Bonds shall be executed on behalf of the City by the manual or facsimile signature of its Mayor and attested by the manual or facsimile signature of its City Clerk, as they may determine, and shall have impressed or imprinted thereon the corporate seal or facsimile thereof of the City. In case any such officer whose signature shall appear on any Bond shall cease to be such officer before the delivery of such Bond, such signa- ture shall nevertheless) be valid and sufficient for all purposes, the same as if such officer had remained in office until de- livery. All Bonds shall have thereon a certificate of authen- tication, substantially in the form hereinafter set forth, duly executed by the Bond Registrar as authenticating agent of the City and showing the date of authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any secu- rity or benefit under this Ordinance unless and until such certi- ficate of authentication shall have been duly executed by the Bond Registrar by manual signature, and such certificate of au- thentication upon any such Bond shall be conclusive evidence that such Bond has been authenticated and delivered under this Ordi- nance. The certificate of authentication on any Bond shall be deemed to have been executed by it if signed by an authorized -7- L officer of the Bond Registrar, but it shall not be necessary that the same officer sign the certificate of authentication on all of the Bonds issued hereunder . Section 6. Registration of Bonds; Persons Treated as Owners; Redemption A. General. The City shall cause books (the "Bond Register" ) for the registration and for the transfer of the Bonds as provided in this Ordinance to be kept at the principal corporate trust office of the Bond Registrar in the City of Chicago, Illinois; and the same is hereby constituted and appointed the registrar of the City for the Bonds. The City is authorized to prepare, and the Bond Registrar or such other agent as the City may designate shall keep custody of, multiple Bond blanks executed by the City for use in the transfer and exchange of Bonds. Any fully registered Bond or Bonds may be exchanged upon presentation at the principal corporate trust office of the Bond Registrar in the City of Chicago, Illinois, duly endorsed by, or accompanied by a written instrument or instruments autho- rizing such exchange in form satisfactory to the Bond Registrar and duly executed by, the registered owner or his attorney duly authorized in writing, for a like aggregate principal amount of Bond or Bonds of the same maturity, of other authorized denomina- tions and of the same interest rate. L -8- L Upon surrender for transfer of any Bond at the prin- cipal corporate trust office of the Bond Registrar in the City of Chicago, Illinois, duly endorsed by, or accompanied by a written instrument or instruments of transfer in form satisfactory to the Bond Registrar and duly executed by, the registered owner or his attorney duly authorized in writing, the City shall execute and the Bond Registrar shall authenticate, date and deliver in the name of the transferee or transferees a new fully registered Bond or Bonds of the same maturity, of authorized denominations, for a like aggregate principal amount and interest rate. The Bond Registrar shall not be required to transfer or corexchange any Bond during the period from the 15th day of the month next preceding an interest payment date to such interest payment date or during the period of 15 days preceding the giving of notice of redemption of Bonds or to transfer or exchange any Bond all or a portion of which has been called for redemption. The execution by the City of any fully registered Bond shall constitute full and due authorization of such Bond, and the Bond Registrar shall thereby be authorized to authenticate, date and deliver such Bond; provided, however , the principal amount of Bonds of each maturity authenticated by the Bond Registrar shall not at any one time exceed the authorized principal amount of Bonds4for such maturity less the amount of such Bonds which have been paid. L -9- L The person in whose name any Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of the principal of or interest on any Bond shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liabil- ity upon such Bond to the extent of the sum or sums so paid. No service charge shall be made for any such transfer or exchange of Bonds, but the City or the Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such transfer or exchange of Bonds, except that no such payment may be required in the case of the issuance of a Bond or Bonds for the unredeemed portion of a Bond surrendered for redemption. Bonds maturing on or after January 1, 2001 are redeemable prior to maturity thereof at the option of the City, in whole or in part, on January 1, 2000 or on any date thereafter , and if less than all of the outstanding Bonds are to be redeemed at any one time, the Bonds to be called shall be called in any order of their maturity and if less than all of a single maturity is so redeemed then by lot withir: a maturity in the manner hereinafter provided, the Bonds to be redeemed at the redemption price of par plus accrued interest to the date fixed for redemption. L -10- L The City shall, at least 45 days prior to the redemp- tion date (unless a shorter time period shall be satisfactory to the Bond Registrar) , notify the Bond Registrar of such redemption date and of the principal amount and maturity of the Bonds to be redeemed. For purposes of any redemption of less than all of the outstanding Bonds of a single maturity, and in the event there is more than one registered owner of a given maturity to be redeemed, the particular Bonds or portions of Bonds to be redeemed shall be selected by the Bond Registrar , by lot from the outstanding Bonds of the maturity or maturities selected, by such method as the Bond Registrar shall deem fair and appropriate; provided that such lottery shall provide for the selection for redemption of Bonds or portions thereof so that any $5,000 Bond or $5,000 portion of a Bond shall be as likely to be called for redemption as any other such $5,000 Bond or $5,000 portion. Unless waived by any registered owner of Bonds to be redeemed, official notice of the call for any such redemption shall be given by the Bond Registrar on behalf of the City by mailing the redemption notice by registered or certified mail at least 30 days and not more than 60 days prior to the date fixed for redemption to the registered owner of the Bond or Bonds to be redeemed at the address shown on the Bond Register or at such other address as is furnished in writing by such registered owner to the Bond Registrar . All official notices of redemption shall state: -11- L (a) the redemption date; (b) the redemption price; (c) the identification of the Bonds to be redeemed, includ- ing ( i ) the date of issue of the Bonds as originally issued, ( ii) the maturity date and interest rate borne by each Bond to be redeemed, (iii ) the respective principal amount redeemed of each Bond to be redeemed in part, (iv) the CUSIP of each Bond to be redeemed, and (v) any other descriptive information needed to identify accurately the Bonds being redeemed; (d) a statement that on the redemption date the redemption price will become due and payable upon each such Bond or portion thereof called for redemption, and that interest thereon shal:. cease to accrue from and after said date; and (e) the place where such Bonds are to be surrendered for payment of the redemption price, which place of payment shall be at the principal corporate trust office of the Bond Registrar in the City of Chicago, Illinois or at a successor Bond Registrar as may then be acting. Official notice of redemption having been given as aforesaid, the Bonds or portions of Bonds so to be redeemed shall, on the redemption date, become due and payable at the redemption price therein specified, and from and after such date (unless the City shall default in the payment of the redemption price) , such Bonds or portions of Bonds shall cease to bear interest. Such notice may be waived in writing by a registered -12- L owner of a Bond entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by registered owners shall be filed with the Bond Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver . Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Bond Registrar at the redemption price. The procedure for the payment of interest due as part of the redemption price shall be as here- in provided for payment of interest otherwise due. Upon surrender for any partial redemption of any Bond, there shall be prepared for the registered owner a new Bond or Bonds of like tenor, of authorized denominations, of the same maturity, and bearing the same rate of interest, in the amount of the unpaid principal. If any Bond or portion of Bond called for redemption shall not be so paid upon surrender thereof for redemption, the principal shall, until paid, bear interest from the redemption date at the rate borne by the Bond or portion of Bond so called for redemption. All Bonds which have been redeemed shall be can- celled and destroyed by the Bond Registrar and shall not be reis- sued. Upon the payment of the redemption price of Bonds being redeemed, each check or other transfer of funds issued for such L purpose shall bear the CUSIP number identifying, by issue and -13- maturity, the Bonds being redeemed with the proceeds of such check or other transfer. B. Global Book-Entry System. The Bonds shall be initially issued in the form of a separate single fully registered Bond for each of the maturities of the Bonds determined as described in Section 4 hereof. Upon initial issuance, the ownership of each such Bond shall be registered in the Bond Register in the name of Kray & Co. , or any successor thereto, as nominee of the Midwest Securities Trust Company, Chicago, Illinois, and its successors and assigns ( "MSTC" ) . All of the outstanding Bonds shall be registered in the Bond Register in the name of Kray & Co. , as nominee of MSTC, except as hereinafter provided. The Mayor , City Clerk and City Treasurer are each authorized to execute and deliver on behalf of the City such letters to or agreements with MSTC and the Bond Registrar as shall be necessary to effectuate such book-entry system (any such letter or agreement being referred to herein as the "Representation Letter" ) , which Representation Letter may provide for the payment of principal of or interest on the Bonds by wire transfer . With respect to Bonds registered in the Bond Register in the name of Kray & Co. , as nominee of MSTC, the City and the Bond Registrar shall have no responsibility or obligation to any broker-dealer, bank or other financial institution for which MSTC holds Bonds from time to time as securities depository (each such -14- kyr broker-dealer , bank or other financial institution being referred to herein as a "MSTC Participant" ) or to any person on behalf of whom such a MSTC Participant holds an interest in the Bonds. Without limiting the immediately preceding sentence, the City and the Bond Registrar shall have no responsibility or obligation with respect to (i ) the accuracy of the records of MSTC, Kray & Co. or any MSTC Participant with respect to any ownership interest in the Bonds, ( ii ) the delivery to any MSTC Participant or any other person, other than a registered owner of a Bond as shown in the Bond Register , of any notice with respect to the Bonds, including any notice of redemption, or (iii) the payment to any MSTC Participant or any other person, other than a registered owner of a Bond as shown in the Bond Register, of any amount with respect to the principal of or interest on the Bonds. The City and the Bond Registrar may treat and consider the person in whose name each Bond is registered in the Bond Register as the holder and absolute owner of such Bond for the purpose of payment of principal and interest with respect to such Bond, for the purpose of giving notices of redemption and other matters with respect to such Bond, for the purpose of registering transfers with respect to such Bond, and for all other purposes whatsoever . The Bond Registrar shall pay all principal of and interest on the Bonds only to or upon the order of the respective registered owners of the Bonds, as shown in the Bond Register, or their respective attorneys duly .authorized in writing, and all -15- such payments shall be valid and effective to fully satisfy and discharge the City 's obligations with respect to payment of the principal of and interest on the Bonds to the extent of the sum or sums so paid. No person other than a registered owner of a Bond as shown in the Bond Register shall receive a Bond certificate evidencing the obligation of the City to make payments of principal and interest with respect to any Bond. Upon delivery by MSTC to the Bond Registrar of written notice to the effect that MSTC has determined to substitute a new nominee in place of Kray & Co. , and subject to the provisions in Section 5 hereof with respect to the payment of interest to the register- ed owners of Bonds at the close of business on the 15th day of the month next preceding the applicable interest payment date, the name "Kray & Co. " in this Ordinance shall refer to such new nominee of MSTC. In the event that ( i ) the City determines that MSTC is incapable of discharging its responsibilities described herein and in the Representation Letter , ( ii) the agreement among the City, the Bond Registrar and MSTC evidenced by the Representation Letter shall be terminated for any reason or ( iii ) the City determines that it is in the best interests of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the City shall notify MSTC and MSTC Participants of the availability through MSTC of Bond certificates and the Bonds shall no longer be restricted to being registered in the Bond -16- Register in the name of Kray & Co. , as nominee of MSTC. At that time, the City may determine that the Bonds shall be registered in the name of and deposited with such other depository operating a universal book-entry system, as may be acceptable to the City, or such depository's agent or designee, and if the City does not select such alternate universal book-entry system, then the Bonds may be registered in whatever name or names the registered owners of Bonds transferring or exchanging Bonds shall designate, in accordance with the provisions of Section 6 hereof. Notwithstanding any other provision of this Ordinance to the contrary, so long as any Bond is registered in the name of Fray & Co. , as nominee of MSTC, all payments with respect to principal of and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, in the manner provided in the Representation Letter. Section 7. Form of Bond The Bonds shall be prepared in compliance with the National Standard Specifications for Fully Registered Municipal Securities prepared by the American National Standards Institute and shall be in substantially the form hereinafter set forth; provided, however, that if the text of the Bond is to be printed in its entirety on the front side of the Bond, then paragraph [ 2 ) and the legend "See Reverse Side for Additional Provisions" shall be omitted and paragraphs [6) through [10) shall be inserted immediately after paragraph [1 ) : -17- L [Form of Bond - Front Side] REGISTERED REGISTERED NO. $ UNITED STATES OF AMERICA STATE OF ILLINOIS COUNTIES OF KANE AND COOK CITY OF ELGIN GENERAL OBLIGATION CORPORATE PURPOSE BOND, SERIES 1991 See Reverse Side for Additional Provisions Interest Maturity Dated Rate: % Date: January 1, Date: June 15, 1991 [CUSIP] Registered Owner : Principal Amount : [ 1] KNOW ALL PERSONS BY THESE PRESENTS that the City of Elgin, Kane and Cook Counties, Illinois, a municipality and political subdivision of the State of Illinois ( the "City" ) , hereby acknowledges itself to owe and for value received promises to pay to the Registered Owner identified above, or registered assigns as hereinafter provided, on the Maturity Date identified above, the Principal Amount identified above and to pay interest (computed on the basis of a 360-day year of twelve 30-day months ) on such Principal Amount from the later of the Dated Date of this Bond identified above or from the most recent interest payment date to which interest has been paid or duly provided for, except as the provisions hereinafter set forth with respect to redemption prior to maturity may be and become applicable, at the Interest Rate per annum identified above, such interest to be payable on January 1 and July 1 of each year , commencing July 1 , 1992, until said Principal Amount is paid. The principal of this -18- • L Bond is payable in lawful money of the United States of America upon presentation hereof at the principal corporate trust office of American National Bank and Trust Company of Chicago, Chicago, Illinois, as paying agent (the "Paying Agent" ) . Payment of interest shall be made to the Registered Owner hereof as shown on the registration books of the City maintained by American National Bank and Trust Company of Chicago, Chicago, Illinois ( the "Bond Registrar") , at the close of business on the 15th day of the month next preceding the interest payment date and shall be paid by check or draft of the Paying Agent, payable upon presentation in lawful money of the United States of America, mailed to the address of such Registered Owner as it appears on such registration books or at such other address furnished in writing by such Registered Owner to the Bond Registrar . [2] Reference is hereby made to the further provisions of this Bond set forth on the reverse hereof, and such further provisions shall for all purposes have the same effect as if set forth at this place. [3] It is hereby certified and recited that all condi- tions, acts and things required by the Constitution and Laws of the State of Illinois to exist or to be done precedent to and in the issuance of this Bond have existed and have been properly done, happened and been performed in regular and due form and time as required by law; that the indebtedness of the City, re- presented by the Bonds, and including all other indebtedness of the City, howsoever evidenced or incurred, does not exceed any constitutional or statutory or other lawful limitation; and that provision has been made for the collection of a direct annual tax, in addition to all other taxes, on all of the taxable prop- erty in the City sufficient to pay the interest hereon as the same falls due and also to pay and discharge the principal hereof at maturity. [ 4] This Bond shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been signed by the Bond Registrar. [5] IN WITNESS WHEREOF the City of Elgin, Kane and Cook Counties, Illinois, by its City Council, has caused this Bond to be executed by the manual or duly authorized facsimile signature of its Mayor and attested by the manual or duly authorized facsimile signature- of its City Clerk and its L -19- L corporate seal or a facsimile thereof to be impressed or reproduced hereon, all as appearing hereon and as of the Dated Date identified above. [Facsimile Signature] Mayor, City of Elgin Kane and Cook Counties, Illinois Attest: [Facsimile Signature] City Clerk, City of Elgin Kane and Cook Counties, Illinois (SEAL) Date of Authentication: , CERTIFICATE OF Bond Registrar and Paying Agent: AUTHENTICATION American National Bank and Trust Company of Chicago Chicago, Illinois This Bond is one of the Bonds described in the within mentioned Ordinance and is one of the $11, 560,000 General Obligation Corporate Purpose Bonds, Series 1991, having a Dated Date of June 15, 1991, of the City of Elgin, Kane and Cook Counties, Illinois. AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO as Bond Registrar By Authorized Officer L -20- L [Form of Bond - Reverse Side] City of Elgin, Kane and Cook Counties, Illinois General Obligation Corporate Purpose Bond Series 1991 [6 ] This bond is one of a series of bonds (the "Bonds" ) in the aggregate principal amount of $11,560,000 issued by the City for the purpose of paying the costs of a Project and of paying expenses incidental thereto, all as described and defined in the ordinance authorizing the Bonds (the "Ordinance" ) , pursuant to and in all respects in compliance with the applicable provisions of Section 6 of Article VII of the Constitution of the State of Illinois, with the Procedural Ordinances of the City adopted in the exercise of its home rule powers in issuing bonds without referendum, and with the Ordinance, which has been duly passed by the City Council and published, in all respects as by law required. [7 ] The Bonds are issued in fully registered form in the denominations of $5,000 or authorized integral multiples thereof. This Bond may be exchanged upon presentation and sur- f render for cancellation hereof at the principal corporate trust office of the Bond Registrar in the City of Chicago, Illinois, but only in the manner, subject to the limitations and upon pay- ment of the charges provided in the Ordinance, for a like aggre- gate principal amount of Bonds of the same maturity and interest rate of other authorized denominations. This Bond is transfer- able by the Registered Owner hereof in person or by his attorney duly authorized in writing at the principal corporate trust office of the Bond Registrar in the City of Chicago, Illinois, but only in the manner , subject to the limitations and upon pay- ment of the charges provided in the Ordinance, and upon pre- sentation and surrender for cancellation of this Bond. Upon such transfer a new Bond or Bonds of authorized denomination(s) of the same maturity and interest rate and for the same aggregate prin- cipal amount will be issued to the transferee in exchange there- for. [8] Certain of the Bonds are subject to redemption on the terms, in the manner and upon thq notice as provided in the Ordinance. [9] The Bond Registrar shall not be required to trans- fer or exchange any Bond during the period from the 15th day of the month next preceding an interest payment date to such inter- est payment date or during the period of 15 days preceding the giving of notice of redemption of Bonds or to transfer or exchange any Bond all or a portion of which as been called for redemption. -21- L (10] The City, the Bond Registrar and the Paying Agent may deem and treat the Registered Owner hereof as the absolute owner hereof for the purpose of receiving payment of or on account of principal hereof and interest due hereon and for all other purposes, and the City, the Bond Registrar and the Paying Agent shall not be affected by any notice to the contrary. ASSIGNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto (Name and Address of Assignee) the within Bond and does hereby irrevocably constitute and appoint as attorney to transfer the said Bond on the books kept for registration thereof with full power of substitution in the pre- mises. Dated: Signature guaranteed: NOTICE: The signature to this transfer and assignment must cor- respond with the name of the Registered Owner as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever . Section 8. Tax Levy For the purpose of providing funds required to pay the interest on the Bonds promptly when and as the same falls due, and to pay and discharge the principal thereof at maturity, there is hereby levied upon all of the taxable property within the -22- City, in the years for which any of the Bonds are outstanding, a direct annual tax sufficient for that purpose; and there is here- by levied on all of the taxable property in the City, in addition to all other taxes, the following direct annual tax, to-wit: For the Year A Tax Sufficient to Produce the Sum of : 1991 $1,163,901.06 for interest up to and including January 1, 1993 1992 $1,053,605. 00 for principal and interest 1993 $1,031,105.00 for principal and interest 1994 $1,908,305.00 for principal and interest 1995 $2,417,105.00 for principal and interest 1996 $3,372,305,0n for principal and interest 1997 $ 829,675.00 for principal and interest 1998 $ 798, 175.00 for principal and interest 1999 $ 966,175.00 for principal and interest 2000 $ 920,675.00 for principal and interest 2001 $1,075,175.00 for principal and interest 2002 $1,176,675.00 for principal and interest 2003 $ 782,775.00 for principal and interest Interest or principal coming due at any time when there are insufficient funds on hand from the foregoing tax levy to pay the same shall be paid promptly when due from current funds on hand in advance of the collection of said taxes herein levied; and when said taxes shall have been collected, reimbursement shall be made to said funds in the amount so advanced. The City covenants and agrees with the purchasers and registered owners of the Bonds that so long as any of the Bonds remain outstanding, the City will take no action or fail to take any action which in any way would adversely affect the ability of the City to levy and collect the foregoing tax levy. The City and its officers will comply with all present and future applicable laws in order to assure that the foregoing taxes may be levied, extended and collected as provided herein and deposited into the Bond Fund. -23- L Section 9. Filing with the County Clerks Promptly, as soon as this Ordinance becomes effective, a copy hereof, certified by the City Clerk of the City, shall be filed with the County Clerks of The Counties of Kane and Cook, Illinois; and each of said County Clerks shall in and for each of the years 1991 to 2003, inclusive, ascertain the rate per cent required to produce the aggregate tax hereinbefore provided to be levied in each of said years; and each of said County Clerks shall extend the same for collection on the tax books in con- nection with other taxes levied in said years in and by the City for general corporate purposes of the City; and in said years such annual tax shall be levied and collected by and for and on �r behalf of the City in like manner as taxes for general corporate purposes for said years are levied and collected, and in addition to and in excess of all other taxes. Section 10. Sale of Bonds The Bonds shall be executed as in this Ordinance pro- vided as soon after the passage hereof as may be, shall be de- posited with the City Treasurer, and shall be by the Treasurer delivered to the purchaser thereof, namely, Griffin, Kubik , Stephens & Thompson, Inc. , Chicago, Illinois, upon payment of the purchase price agreed upon, the same being not less than $11,444,400 plus accrued interest to date of delivery. The contract for the sale of the Bonds to the purchaser is hereby in all respects ratified, approved and confirmed, it being hereby -24- • L declared that no person holding any office of the City, either by election or appointment, is in any manner interested, either directly or indirectly, in his own name or the name of any other person, association, trust or corporation, in such contract . Section 11. Creation of Funds and Appropriations The proceeds derived from the sale of the Bonds shall be used as follows: A. Accrued interest and premium, if any, on the Bonds shall be and is hereby appropriated for the purpose of pay- ing the first interest due on the Bonds and to such end is hereby ordered to be deposited into the "General Obligation Corporate Purpose Bonds, Series 1991, Bond Fund" (the "Bond Fund" ) , hereby created, which shall be the fund for the payment of principal of and interest on the Bonds. Taxes received for the payment of the Bonds shall be deposited into the Bond Fund and used solely and only for the purpose rr of paying the Bonds. Interest received from investments on deposit in the Bond Fund shall be retained * therein as a credit against future deposits or transferred to such other fund as the City Council may from time to time determine. B. The balance of the proceeds of the Bonds shall be set aside in a separate fund, hereby created, and designated as the "Project Fund (1991) ." Money in said Fund shall be used to pay all costs of the Project and all costs and expenses incidental or allocable or related thereto, including all costs of issuance of the Bonds. Section 12. Not Private Activity Bonds None of the Bonds is a "private activity bond" as de- fined in Section 141 (a) of the Code. In support of such con- clusion, the City certifies, represents and covenants as follows: A. None of the proceeds of the Bonds are to be used, directly or indirectly, in any trade or business carried on by any person other than a state or local governmental unit. B. No direct or indirect payments are to be made on any Bond with respect to any private business use by any person other than a state or local governmental unit . -25- cow C. None of the proceeds of the Bonds are to be used, directly or indirectly, to make or finance loans to persons other than a state or local governmental unit. D. No user of the Project other than the City will use the same on any basis other than the same basis as the general public; and no person will be a user of the Project as a result of ( i ) ownership or ( ii ) actual or beneficial use pursuant to a lease, a management or incentive payment contract, or ( iii ) any other arrangement. Section 13. General Arbitrage Covenants The City represents and certifies as follows with re- spect to the Bonds: A. The City has heretofore incurred, or within six months after delivery of the Bonds expects to incur, substantial binding obligations with respect to the Project to be paid for with moneys received from the sale of the Bonds, said binding obligations comprising binding contracts for the Project in not less than the amount of $100,000. B. All of the proceeds of the Bonds, and investment earnings thereon, will be expended on or before June 15, 1994 for the purpose of paying the costs of the Project, including expenses incidental thereto, said date being within three years following the date of issue of the Bonds. C. Work on the Project is expected to proceed with due diligence to completion. D. No acquisition or improvement made as a part of the Project has been or is expected to be sold or otherwise disposed of in whole or in material part prior to the last maturity of the -26- L Bonds. "Material part" means ( i) land, or (ii ) any improvement , or (iii ) personal property or fixtures in excess of that which is expected to be sold, traded in or discarded upon wearing out or becoming obsolete. E. The City will receive $11,444, 400 plus accrued interest from the sale of the Bonds. Accrued interest and premium, if any, on the Bonds is to be deposited into the Bond Fund and used to pay first interest coming due on the Bonds. F. Except for the Bond Fund, the City has not created or established and will not create or establish any sinking fund, reserve fund or any other similar fund to provide for the payment of the Bonds. The Bond Fund has been established and will be funded in a manner primarily to achieve a proper matching of tax revenues and debt service, and will be depleted at least annually to an amount not in excess of 1/12 the particular annual debt service on the Bonds. Money deposited in the Bond Fund will be spent within a 13-month period beginning on the date of deposit, and investment earnings in the Bond Fund will be spent or with- drawn from the Bond Fund within a one-year period beginning on the date of receipt . G. The foregoing statements of expectation are based upon the following facts and estimates: ( 1 ) Amounts shown as received will be received pur- suant to contract of sale. ( 2) Amounts paid or to be paid into various funds and accounts have been directed . to be paid into said funds and accounts by authority hereof or are expected to be so di- rected to be paid by further proceedings. -27- (3) The anticipated dates of the obligation of and expenditure of money in the Project Fund (1991) derived from the sale of Bonds and the amounts to be spent on or before such dates is based upon consultation with the architects, engineers and administrative staff of the City charged with responsible supervision of the Corporate Purpose Project . H. If at any time after the third anniversary of the date of issuance of the Bonds, the amount of money in the Project Fund (1991) exceeds $100,000, the amount of money then in the Project Fund (1991) in excess of said sum of $100,000 shall not be invested at a yield "materially higher" (as defined in the Treasury Regulations hereinafter cited) than the yield on the Bonds. I . In valuing the moneys on deposit in the Project Fund (1991 ) at any time for the purposes of complying with the foregoing paragraph, investments will be taken into account at purchase price with the following exception: if an investment is purchased at a discount or results in interest payments for any annual period in excess of interest payments for any preceding annual period ( reflecting the annual reinvestment of accrued interest as principal) , the amount of such discount or excess interest (not discounted to present value) shall be added to the purchase price ratably each year over the term of the investment . The yield on investments shall be calculated on the basis of the actual payments received from and the price paid for such investments. -28- Lw J. To the best of the knowledge and belief of the City Council, and of the undersigned Mayor and City Clerk who are officers charged with the responsibility of issuing the Bonds, there are no facts, estimates or circumstances that would materially change the conclusions and representations set out in this Section, and the expectations set out in this Section are reasonable. • K. The City has not been notified of any disquali- fication or proposed disqualification of it by the Commissioner of the Internal Revenue Service as a bond issuer which may certify bond issues under Treas. Reg. 51.103-13 (a) (2) (ii ) (1979) . The City also certifies and further covenants with the purchasers and registered owners of the Bonds from time to time outstanding that moneys on deposit in any fund or account in connection with the Bonds, whether or not such moneys were de- rived from the proceeds of the sale of the Bonds or from any other source, will not be used in a manner which will cause the Bonds to be "arbitrage bonds" within the meaning of the Code Section 148 and any lawful regulations promulgated thereunder, including Treas. Reg. SS1 .103-13, 1.103-14 and 1. 103-15 (1979) as the same presently exist or may from time to time hereafter be amended, supplemented or revised. The City reserves the right to use or invest moneys in connection with the Bonds in any manner , notwithstanding the covenants herein, provided it shall first -29- L have received an opinion from an attorney or a firm of attorneys of nationally recognized standing in matters pertaining to Tax- exempt bonds to the effect that use or investment of such moneys as contemplated will not result in loss of Tax-exempt status for the Bonds. Section 14. Further Tax Covenants The City agrees to comply with all provisions of the Code which, if not complied with by the City, would cause the Bonds not to be Tax-exempt. In furtherance of the foregoing provisions, but without limiting their generality, the City agrees: (a) through its officers to make such further specific covenants, representations as shall be truthful, and assurances as may be necessary or advisable; (b) to comply with all repre- sentations, covenants and assurances contained in certificates or agreements as may be prepared by counsel approving the Bonds; (c) to consult with such counsel and to comply with such advice as may be given; (d) to pay to the United States, if necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Bonds; (e) to file such forms, statements and supporting documents as may be required and in a timely manner ; and ( f) if deemed necessary or advisable by its officers, to employ and pay fiscal agents, financial advisors, attorneys and other persons to assist the City in such compliance. Le -30- L Section 15. Registered Form The City recognizes that Section 149 of the Code re- quires the Bonds to be issued and to remain in fully registered form in order to be and remain Tax-exempt. In this connection, the City agrees that it will not take any action to permit the Bonds to be issued in, or converted into, bearer or coupon form. Section 16. Rights and Duties of Bond Registrar If requested by the Bond Registrar and Paying Agent, any officer of the City is authorized to execute the Bond Regis- trar and Paying Agent ' s standard form of agreement between the City and the Bond Registrar and Paying Agent with respect to the obligations and duties of the Bond Registrar and Paying Agent hereunder . In addition to the terms of such agreement and sub- ject to modification thereby, the Bond Registrar and Paying Agent by its acceptance of duties hereunder agrees as follows: A. to act as bond registrar , paying agent, authenti- cating agent, and transfer agent as provided herein; B. to maintain a list of Bondholders as set forth herein and to furnish such list to the City upon request, but otherwise to keep such list confidential to the extent permitted by law; C. to give notice of redemption of Bonds as provided herein; D. to cancel and/or destroy Bonds which have been paid at maturity or upon earlier redemption or submitted for exchange or transfer ; E. to furnish the City at least annually a certificate with respect to Bonds cancelled and/or destroyed; and F. to furnish the City at least annually an audit confirmation of Bonds paid, Bonds outstanding and payments made with respect to interest on the Bonds . -31- `r. The City Clerk of the City is hereby directed to file a certified copy of this Ordinance with the Bond Registrar and the Paying Agent . Section 17. Publication of Ordinance That a full, true and complete copy of this ordinance be published within ten days after passage in the Daily Courier- - News, being a newspaper published in and of general circulation within the City. Section 18. Approval of Official Statement The use of the Official Statement by Speer Financial, Inc. , Chicago, Illinois in connection with the sale of the Bonds is hereby ratified. The form, terms and provisions of the Official State- ment be, and it hereby is, in all respects approved, and that the Mayor and the Director of Finance of the City be, and they hereby are, authorized, empowered and directed to execute, acknowledge and deliver the Official Statement in the name and on behalf of the City; and that from and after the execution and delivery of the Official Statement, the officers, agent and employees of the City are hereby authorized, empowered and directed to do all such acts and things and to execute all such documents as may be necessary to carry out and comply with the provisions of the Official Statement as executed, and any addenda, supplement, or amendment thereto, are hereby approved, and the further use thereof in connection with any reoffering of the Bonds is hereby authorized. -32- L Section 19. Superseder and Effective Date All ordinances, resolutions and orders, or parts there- of, in conflict herewith, are to the extent of such conflict hereby superseded; and this Ordinance shall be in full force and effect immediately upon its passage, approval and publication. AYES: Councilmembers Gilliam. Moylan. Walters . Yearman, and Mayor VanDeVoorde NAYS: None ABSENT: Councilmembers Fox and Popole ADOPTED: June 26, 1991 L APPROVED: June 26 , 1991 s/ George VanDeVoorde Mayor, City of Elgin Kane and Cook Counties, Illinois Recorded In City Records: June 27 , 1991. Published in the Daily Courier-News by authority of the City Council on July 6 , 1991 . Attest: s/ Dolonna Mecum City Clerk, City of Elgin Kane and Cook Counties, Illinois L • -33- NOTE FOR INFORMATIONAL PURPOSES : At a certain point , I began recording the orginal , rather than certified copy, of annexation ordinances . It seemed logical that recording the original would make a more complete record in the original ordinance books to prove that they had been recorded as required by law. However, I was later advised by the Legal Department that since the statute specifically states that a certified copy of annexation ordinances msut be recorded, I should discontinue the practice of recording the original ordinances . Dolonna Mecum City Clerk February 20 , 1992