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HomeMy WebLinkAboutS3-93 CITY OF ELGIN ORDINANCE NO. S3-93 AN ORDINANCE PROVIDING FOR THE ISSUANCE OF $8,280,000 GENERAL OBLIGATION REFUNDING BONDS, SERIES 1993B, OF THE CITY OF ELGIN, KANE AND COOK COUNTIES, ILLINOIS, AND PROVIDING FOR THE LEVY AND COLLECTION OF A DIRECT ANNUAL TAX FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON SAID BONDS ADOPTED BY THE CITY COUNCIL OF THE CITY OF ELGIN ON THIS 26TH DAY OF MAY, 1993 Published in pamphlet form by authority of the City Council of the City of Elgin, Kane and Cook Counties, Illinois, on this 3rd day of June, 1993 . STATE OF ILLINOIS ) ss . COUNTY OF KANE ) CERTIFICATE I, Dolonna Mecum, certify that I am the duly appointed and acting municipal clerk of the City of Elgin, Cook and Kane Counties, Illinois . I further certify that on May 26, 1993, the Corporate Authorities of such municipality passed and approved Ordinance No. S3-93, entitled An Ordinance providing for the issuance of $8,280,000 General Obligation Refunding Bonds, Series 1993B, of the City of Elgin, Kane and Cook Counties, Illinois, and providing for the levy and collection of a direct annual tax for the payment of the principal of and interest on said bonds, which provided by its terms that it should be published in pamphlet form. The pamphlet form of Ordinance No. S3-93, including the Ordinance and a cover sheet thereof, was prepared, and a copy of such Ordinance was posted in the municipal building, commencing on June 3, 1993, and continuing for at least ten days thereafter. Copies of such Ordinance were also available for public inspection upon request in the office of the municipal clerk. DATED at Elgin, Illinois, on June 3, 1993 . Municipal Clerk (SEAL) ORDINANCE NUMBER S3-93 AN ORDINANCE providing for the issuance of $8,280,000 General Obligation Refunding Bonds, Series 1993B, of the City of Elgin, Kane and Cook Counties, Illinois, and providing for the levy and collection of a direct annual tax for the payment 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 provisions 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 maturing 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: 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, by Ordinance No. G39-82 adopted on July 28, 1982 and by Ordinance No. G31-92 adopted on June 17, 1992 (Ordinance No. G22-75 as so amended being referred to hereinafter as the "Enabling Ordinance"); and WHEREAS, the City has heretofore issued its $7,800,000 Water Bonds, Series 1980 maturing on January 1 of the years 1996 to 2000, inclusive, which bonds are presently outstanding and unpaid ( the "Outstanding Bonds") and which bonds are callable on July 1, 1993 at the price set forth in the ordinance authorizing their issuance; and WHEREAS, 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 the residents of the City that the City undertake to refund the Outstanding Bonds (which refunding, together with all related expenses as hereinafter more specifically enumerated, may be referred to as the "Refunding"); and WHEREAS, the estimated cost to the City of the Refunding is the sum of $8,280,000; and WHEREAS, there are insufficient funds of the City on hand and lawfully available to pay the costs of the Refunding; and WHEREAS, the City Council does hereby determine that it is advisable and in the best interests of the City to borrow $8,280,000 at this time and, in evidence of such borrowing, issue its full faith and credit bonds in the principal amount of$8,280,000; 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 $8,280,000 General Obligation Refunding Bonds, Series 1993B, authorized to be issued by this Ordinance. -2- rik "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. "City Council" means the City Council of the City. "Code" means the Internal Revenue Code of 1986. "Ordinance" means this Ordinance, numbered , and passed by the City Council on the 26th day of May, 1993. "Outstanding Bonds" means the outstanding and unpaid Water Bonds, Series 1980 described more fully in the preambles hereto and which are being refunded by the Refunding. "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. "Refunding" means the refunding of the Outstanding Bonds on their earliest redemption dates as more fully set forth herein. "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 determining the alternative minimum tax for -3- 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. Section 3. Determination To Issue Bonds. It is necessary and in the best interests of the City to accomplish the Refunding and 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 Refunding and to pay all related costs and expenses incidental thereto, there shall be issued and sold the Bonds in the principal amount of $8,280,000. The Bonds shall each be designated "General Obligation Refunding Bond, Series 1993B"; be dated June 15, 1993; and shall also bear the date of authentication thereof. The Bonds shall be in fully registered form, shall be in denominations of $5,000 or integral multiples thereof (but no single Bond shall represent principal maturing on more than one date), shall be numbered consecutively in such fashion as shall be determined by the Bond Registrar, and shall become due and payable serially on December 15 of each of the years and in the amounts (being subject to the right of prior redemption hereinafter set forth) and bearing interest at the rates percent per annum as follows: -4- YEAR AMOUNT($) RATE(%) 1993 280,000 2.60 1994 100,000 3.15 1995 1,490,000 3.35 1996 1,550,000 3.70 1997 1,615,000 3.95 1998 1,580,000 4.10 1999 1,665,000 4.25 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 June 15 and December 15 of each year, commencing on December 15, 1993. 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 1st 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 payable in lawful money of the United States of America upon presentation 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 r -5- officer whose signature shall appear on any Bond shall cease to be such officer before the delivery of such Bond, such signature shall nevertheless be valid and sufficient for all purposes, the same as if such officer had remained in office until delivery. All Bonds shall have thereon a certificate of authentication, 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 security or benefit under this Ordinance unless and until such certificate of authentication shall have been duly executed by the Bond Registrar by manual signature, and such certificate of authentication upon any such Bond shall be conclusive evidence that such Bond has been authenticated and delivered under this Ordinance. The certificate of authentication on any Bond shall be deemed to have been executed by it if signed by an authorized 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; Global Book-Entry System. A. Registration of Bonds . The City shall cause the Bond Register 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 �r► endorsed by, or accompanied by a written instrument or instruments authorizing such -6- 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 denominations and of the same interest rate. Upon surrender for transfer of any Bond 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 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 exchange any Bond during the period from the 1st day of the month next preceding an interest payment date to such interest payment date. 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 Bonds for such maturity less the amount of such Bonds which have been paid. 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 r -7- legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability 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. 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 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 -8- 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 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 registered owners of Bonds at the close rik -9- of business on the 1st 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 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 Kray & 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 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 r -10- Additional Provisions" shall be omitted and paragraphs [6] through [9] shall be inserted immediately after paragraph [1]: r -11- eft [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 REFUNDING BOND, SERIES 1993B See Reverse Side for Additional Provisions Interest Maturity Dated Rate: % Date: December 15, Date: June 15, 1993 [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 June 15 and December 15 of each year, commencing December 15, 1993, until said Principal Amount is paid. The principal of this 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 -12- (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 1st 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 conditions, 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, represented 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 property 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. • -13- [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 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: emk 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 $8,280,000 General Obligation Refunding Bonds, Series 1993B, having a Dated Date of June 15, 1993, of the City of Elgin, Kane and Cook Counties, Illinois. AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO as Bond Registrar By Authorized Signer -14- en- [Form of Bond - Reverse Side] City of Elgin, Kane and Cook Counties, Illinois General Obligation Refunding Bond Series 1993B [6] This bond is one of a series of bonds (the "Bonds") in the aggregate principal amount of $8,280,000 issued by the City for the purpose of paying the costs of refunding certain outstanding general obligation bonds of the City 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 surrender 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 payment of the charges provided in the Ordinance, for a like aggregate principal amount of Bonds of the same maturity and interest rate of other authorized denominations. This Bond is transferable 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 payment of the charges provided in the Ordinance, and upon presentation 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 principal amount will be issued to the transferee in exchange therefor. [8] The Bond Registrar shall not be required to transfer or exchange any Bond during the period from the 1st day of the month next preceding an interest payment date to such interest payment date. [9] 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. -15- rib 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 premises. Dated: Signature guaranteed: NOTICE: The signature to this transfer and assignment must correspond 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 City, in the years for which any of the Bonds are outstanding, a direct annual tax sufficient for that purpose; and there is hereby levied on all of the taxable property in the -16- rob. 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: 1993 $ 409,750.00 for principal and interest to December 15, 1994 1994 $1,796,600.00 for principal and interest 1995 $1,806,685.00 for principal and interest 1996 $1,814,335.00 for principal and interest 1997 $1,715,542.50 for principal and interest 1998 $1,735,762.50 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. 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 1994 to 1998, 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 connection with other taxes levied in said years in and by the City for general corporate -17- purposes of the City; and in said years such annual tax shall be levied and collected by and for and on 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 provided as soon after the passage hereof as may be, shall be deposited with the City Treasurer, and shall be by the Treasurer delivered to the purchaser thereof, namely, Trust Company Bank, Atlanta, Georgia, upon payment of the purchase price agreed upon, the same being $8,271,720 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 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 paying the first interest due on the Bonds and to such end is hereby ordered to be deposited into the "General Obligation Refunding Bonds, Series 1993B, 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 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. A sum which, together with other legally available funds, shall be sufficient to accomplish the Refunding, shall be deposited with American National Bank and Trust Company of Chicago, Chicago, Illinois and be used to refund the Outstanding Bonds. C. The balance of the proceeds of the Bonds shall be set aside in a separate fund, hereby created, and designated as the "Expense Fund." Money in said Fund shall be used to pay all costs and expenses incidental to the issuance of the Bonds. -18- elk Section 12. Not Private Activity Bonds. None of the Bonds is a "private activity bond" as defined in Section 141(a) of the Code. In support of such conclusion, 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. The payment of the principal of or the interest on the Bonds will not be, directly or indirectly (i) secured by any interest in (A) property used or to be used in any activity carried on by any person other than a state or local governmental unit or (B) payments in respect of such property, or (ii) derived from payments (whether or not by or to the City), in respect of property, or borrowed money, used or to be used in any activity carried on by any person other than a state or local governmental unit. C. None of the proceeds of the Bonds or the Outstanding Bonds have been or are to be used, directly or indirectly, to make or finance loans to any persons. D. No user of the facilities financed, refinanced or reimbursed, directly or indirectly, in whole or in part, with the proceeds (including investment earnings) of the Outstanding Bonds (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, agreement or understanding, whether written or oral. Section 13. General Arbitrage Covenants. The City represents and certifies as follows with respect to the Bonds: A. 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 12-month period beginning on the date of deposit, and investment earnings in the Bond Fund will be -19- spent or withdrawn from the Bond Fund within a one-year period beginning on the date of receipt. B. The foregoing statements of expectation are based upon the following facts and estimates: (1) Amounts shown as received will be received pursuant 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 directed to be paid by further proceedings. C. 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. D. The City has not been disqualified as, or disqualified as, or notified of any disqualification 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. §1.103- 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 derived 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. §§1.103-13, 1.103-14 and 1.103-15 (1979), Treas. Reg. §§1.148-0 through 1.148-11 and Temp. Treas. -20- Reg. §§1.148-12T and 1.148-13T 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 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 ribh comply with all representations, 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. Section 15. Taxes Previously Levied. The taxes previously levied to pay principal of and interest on the Outstanding Bonds, to the extent such taxes are not needed to pay principal or interest on the Bonds or the Outstanding Bonds or to accomplish the Refunding, shall be abated. The filing of a certificate of abatement with the County Clerks of the -21- • . en- Counties of Kane and Cook, Illinois, as hereinabove provided shall constitute authority and direction for said County Clerks to make such abatement. Section 16. Registered Form. The City recognizes that Section 149 of the Code requires 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 17. 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 Registrar 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 subject 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, authenticating 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. 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. -22- . . Section 18. Publication of Ordinance. That a full, true and complete copy of this ordinance be published in pamphlet form within ten days after passage. Section 19. 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 Statement be, and it hereby is, in all respects approved, and that the Mayor and the City Manager 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 ruk approved, and the further use thereof in connection with any reoffering of the Bonds is hereby authorized. Section 20. Redemption of Outstanding Bonds. The Outstanding Bonds are hereby called for redemption on July 1, 1993 at par, accrued interest and a premium of 1.5 percent of par. The appropriate City officials are hereby authorized and directed to provide for the redemption of the Outstanding Bonds and to give to the holders of the Outstanding Bonds such notices of redemption as are required by the ordinance authorizing their issuance. r -23- Section 21. Superseder and Effective Date. All ordinances, resolutions and orders, or parts thereof, 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 Fox, Gilliam, Popple, Schock, Walters . Yearman, and Mayor VanDeVoorde. NAYS: None. ABSENT: None . ADOPTED: May 26, 1993 APPROVED: May 2 6 , 1993 r Mayor, 4,, of Elgin Kane and Cook Counties,Illinois Recorded In City Records: May 2 7 , 1993. Published in pamphlet form by authority of the City Council on June 3 , 1993. Attest: City Clerk, City of Elgin Kane and Cook Counties,Illinois -24-