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CITY OF ELGIN
ORDINANCE NO. S4-98
AN ORDINANCE
PROVIDING FOR THE ISSUANCE OF $40,775, 000 GENERAL
OBLIGATION REFUNDING BONDS, SERIES 1998B
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 8TH DAY OF APRIL, 1997
Published in pamphlet form by
authority of the City Council of
the City of Elgin, Kane and Cook
Counties, Illinois, on this
9th day of April , 1997 .
* T '0
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 April 8, 1998, the Corporate
Authorities of such municipality passed and approved Ordinance
No. S4-98, entitled An Ordinance Providing for the Issuance of
$40,775,000 General Obligation Refunding Bonds, Series 1998B, 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. S4-98, including the
Ordinance and a cover sheet thereof, was prepared, and a copy of
such Ordinance was posted in the municipal building, commencing
on April 9 , 1997 , 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 April 9, 1998 .
Municipal Clerk
(SEAL)
ORDINANCE NUMBER S4-98
AN ORDINANCE providing for the issuance of $40,775,000 General
Obligation Refunding Bonds, Series 1998B, 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 on the
8th day of April, 1998.
•
TABLE OF CONTENTS
SECTION HEADING PAGE
SECTION 1. DEFINITIONS; EH-bCT OF HEADINGS 4
SECTION 2. INCORPORATION OF PREAMBLES 6
SECTION 3. DETERMINATION TO ISSUE BONDS 6
SECTION 4. BOND DETAILS 6
SECTION 5. EXECUTION; AUTHENTICATION 8
SECTION 6. TERM BONDS,MANDATORY REDEMPTION AND COVENANTS 9
SECTION 7. OPTIONAL REDEMPTION 9
SECTION 8. TERM BONDS PURCHASE OR REDEMPTION 9
SECTION 9. REDEMPTION PROCEDURE 10
SECTION 10. GLOBAL BOOK-ENTRY SYSTEM 14
SECTION 11. REGISTRATION AND EXCHANGE OR TRANSFER OF BONDS;
PERSONS TREATED AS OWNERS 16
SECTION 12. FORM OF BOND 18
SECTION 13. TAX LEVY 24
SECTION 14. FILING WITH COUNTY CLERK 26
SECTION 15. CONTINUING DISCLOSURE UNDERTAKING 26
SECTION 16. SALE OF BONDS 27
rSECTION 17. CREATION OF FUNDS AND APPROPRIATIONS. 28
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SECTION 18. GENERAL ARBITRAGE COVENANTS 29
SECTION 19. REGISTERED FORM 30
SECTION 20. RIGHTS AND DUTIES OF BOND REGISTRAR AND PAYING
AGENT 30
SECTION 21. TAXES PREVIOUSLY LEVIED 31
SECTION 22. DEFEASANCE 31
SECTION 23. CALL OF THE PRIOR BONDS 32
SECTION 24. PUBLICATION OF ORDINANCE 32
SECTION 25. REPEALER, SUPERSEDER AND EFPECTIVE DATE 33
THIS TABLE OF CONTENTS IS FOR CONVENIENCE ONLY AND IS NOT A PART OF
THIS ORDINANCE.
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ORDINANCE NUMBER S4-98
AN ORDINANCE providing for the issuance of$40,775,000 General
Obligation Refunding Bonds, Series 1998B, 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"), is a duly
organized municipality under the laws of the State of Illinois, operating generally under the
Illinois Municipal Code, as amended; 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 (the Illinois Municipal Code as supplemented and,
where in conflict, superseded by said constitutional powers and the hereinafter defined
rbk Enabling Ordinance being the "Act"); and
WHEREAS pursuant to the provisions of the Act, the City has the power to incur debt
payable from ad valorem property tax receipts or from any other lawful source and
maturing within 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 (the "City
Council") 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 the following outstanding and validly
subsisting and unpaid obligations:
GENERAL OBLIGATION CORPORATE PURPOSE BONDS, SERIES 1991
Original Principal Amount: $11,560,000
Dated: June 15, 1991
Originally Due: January 1 of the years 1994 through 2005
Amount proposed to be refunded: $4,095,000
Refunded Bonds Due January 1 as follows:
YEAR AMOUNT($) RATE(%)
2001 700,000 6.50%
2002 700,000 6.50%
2003 900,000 6.50%
2004 1,060,000 6.50%
2005 735,000 6.50%
which bonds may be called for redemption on their January 1, 2000, Call Date at the
redemption price of par plus accrued interest (hereinafter the "1991 Bonds").
GENERAL OBLIGATION BONDS, SERIES 1992
Original Principal Amount: $28,410,000
Dated: June 15, 1992
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Originally Due: January 1 of the years 1995 through 2012
Amount proposed to be refunded: $18,795,000
Refunded Bonds Due January 1 as follows:
YEAR AMOUNT($) RATE (%)
2002 2,900,000 5.75%
2003 1,825,000 5.75%
2004 1,500,000 5.75%
2005 2,550,000 5.75%
2006 2,470,000 5.75%
2007 2,550,000 5.75%
2008 1,000,000 5.75%
2009 1,000,000 5.75%
2012 3,000,000 5.75%
which bonds may be called for redemption on their January 1, 2001, Call Date at the
redemption price of par plus accrued interest (hereinafter the "1992 Bonds").
GENERAL OBLIGATION CORPORATE PURPOSE BONDS, SERIES 1994
Original Principal Amount: $6,500,000
Dated: December 15, 1994
Originally Due: January 1 of the years 1999 through 2010
Amount proposed to be refunded: $6,000,000
Refunded Bonds Due January 1 as follows:
YEAR AMOUNT($) RATE(%)
2004 300,000 6.00%
2005 800,000 6.00%
2006 900,000 6.10%
2007 900,000 6.20%
2008 950,000 6.30%
2009 1,050,000 6.30%
2010 1,100,000 6.30%
which bonds may be called for redemption on their January 1, 2003, Call Date at the
redemption price of par plus accrued interest (hereinafter the "1994 Bonds").
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I
GENERAL OBLIGATION CORPORATE PURPOSE BONDS, SERIES 1995
Original Principal Amount: $16,455,000
Dated: May 1, 1995
Originally Due: January 1 of the years 1997 through 2015
Amount proposed to be refunded: $11,885,000
Refunded Bonds Due January 1 as follows:
YEAR AMOUNT($) RATE (%)
2006 775,000 5.50%
2007 880,000 5.60%
2008 1,015,000 5.70%
2009 1,155,000 5.75%
2010 1,305,000 5.80%
2011 1,350,000 5.80%
2012 1,475,000 5.90%
2013 1,510,000 5.90%
2014 1,205,000 6.00%
2015 1,215,000 6.00%
which bonds may be called for redemption on their January 1, 2003, Call Date at the
redemption price of par plus accrued interest (hereinafter the "1995 Bonds"); and
WHEREAS the 1991 Bonds, the 1992 Bonds, the 1994 Bonds and the 1995 Bonds
(collectively, the "Prior Bonds") bear interest at higher rates than those currently available
in the bond markets, and may be refunded for net debt service savings; and
WHEREAS pursuant to the Act, the City is authorized to issue general obligation bonds
to accomplish the refunding (the "Refunding") of the Prior Bonds, and it is deemed
necessary and desirable to provide for the issuance of$40,775,000 principal amount general
obligation bonds for such purpose and for the purpose of realizing such net debt service
savings; and
WHEREAS the City Council of the City does hereby determine that it is advisable and
in the best interests of the City to borrow an amount $40,775,000 at this time pursuant to the
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Act for the purpose of paying the costs of the Refunding and, in evidence of such
borrowing, issue its full faith and credit bonds in the principal amount of$40,775,000;
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; Effect of Headings. In addition to such other words and
terms used and defined in this Ordinance, the following words and terms used in this
Ordinance shall have the following meanings, unless, in either case, the context or use
clearly indicates another or different meaning is intended:
"Act" means the Illinois Municipal Code, as supplemented and amended, and the home
rule powers of the City under Section 6 of Article VII of the Illinois Constitution of 1970
and the Enabling Ordinance adopted pursuant to such home rule powers; and in the event of
conflict between the provisions of said code and home rule powers, the home rule powers
shall be deemed to supersede the provisions of said code.
"Bonds" means the $40,775,000 General Obligation Refunding Bonds, Series 1998B,
authorized to be issued by this Ordinance.
"Bond Fund" means the Bond Fund established and defined in Section 17 of this
Ordinance.
"Bond Moneys" means the Pledged Taxes and any other moneys on deposit into the
Bond Fund and investment income earned in the Bond Fund.
"Bond Register" means the books of the City kept by the Bond Registrar to evidence
the registration and transfer of the Bonds.
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"Bond Registrar" means LaSalle National Bank, located in Chicago, Illinois, a national
banking association having trust powers, or its successors, or a successor as may be selected
by the City and 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.
"County Clerks" means the County Clerks of The Counties of Kane and Cook, Illinois.
"Escrow Agent" means LaSalle National Bank, Chicago, Illinois, a national banking
association having trust powers, or its successors, or a successor as may be selected by the
City and designated as Escrow Agent hereunder.
"Escrow Agreement" means the escrow agreement by and between the City and the
Escrow Agent as authorized in Section 17 hereof and set forth as Exhibit A.
"Ordinance" means this Ordinance, numbered as set forth on the title page hereof, and
passed by the City Council on the 8th day of April, 1998.
"Paying Agent" means LaSalle National Bank, located in Chicago, Illinois, a national
banking association having trust powers, or a successor thereto or a successor designated as
Paying Agent hereunder.
"Pledged Taxes" means the taxes levied on the taxable property within the City to pay
principal of and interest on the Bonds as made in Section 13 hereof.
"Prior Bonds" means the bonds of the City described and defined as such in the
preambles to this Ordinance.
"Refunding" means the refunding of the Prior Bonds from proceeds of the Bonds and
such other lawfully available funds of the City as necessary.
"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
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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
certain corporations and in computing the "branch profits tax" imposed on certain foreign
corporations.
"Term Bonds" means Bonds subject to mandatory redemption by operation of the
Bond Fund and designated as term bonds herein.
Terms used in the singular may be referred to in the plural and vice-versa. Reference
to either gender shall include the other. Other words and terms are as defined in various
sections of this Ordinance. The Table of Contents and Headings in this Ordinance are for
the convenience of the reader and have no legal effect.
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 provide for the Refunding, 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 is authorized pursuant to the Act; and these findings and determinations shall be
deemed conclusive.
Section 4. Bond Details. There be borrowed on the credit of and for and on
behalf of the City the sum of $40,775,000 for the purposes aforesaid; and that bonds of the
City (the "Bonds") shall be issued in not to exceed said amount and shall be designated
"General Obligation Refunding Bonds, Series 1998B." The Bonds shall be dated April 1,
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1998 (the "Dated Date"), and shall also bear the date of authentication, shall be in fully
registered form, shall be in denominations of$5,000 each and authorized integral multiples
thereof (but no single Bond shall represent installments of principal maturing on more than
one date), shall be numbered 1 and upward, and the Bonds shall become due and payable
serially (subject to right of prior redemption as hereinafter set forth) on January 1 of the
years and in the amounts and bearing interest at the rates percent per annum as follows:
YEAR AMOUNT ($) RATE (%)
1999 770,000 5.00
2000 25,000 5.00
2001 1,185,000 5.00
2002 3,640,000 7.25
2003 2,815,000 7.25
2004 2,990,000 7.25
2005 4,260,000 7.25
2006 4,385,000 7.35
rik 2007 4,655,000 5.00
2008 3,270,000 4.75
2009 3,490,000 4.70
2010 3,665,000 4.80
2011 2,335,000 4.90
2012 2,145,000 5.00
2013 1,145,000 5.00
provided, however, that pursuant to the terms of the contract for the sale of the Bonds,
confirmed in Section 16 of this Ordinance, those of the Bonds shown as due serially in the
above table (the "Table") in the year 2012 and 2013 shall be Term Bonds coming due in the
year 2013, having a schedule of mandatory redemptions (and a resultant final maturity
amount in the year such Term Bond becomes due) for the years and in the amounts as is set
forth in the Table.
Each Bond shall bear interest from the later of its Dated Date as hereinabove provided
or from the most recent interest payment date to which interest has been paid or duly
provided for, until the principal amount of each such Bond is paid or duly provided for,
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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 January 1, 1999. 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 applicable Record Date (the "Record
Date"), and mailed to the address of the registered owner of each Bond as it appears on the
Bond Register or at such other address as is furnished in writing to the Bond Registrar. The
Record Date shall be the 15th day of the month next preceding any regular or other interest
payment date occurring on the first day of any month and 15 days preceding any interest
payment date occasioned by the redemption of Bonds on other than the first day of a month.
The principal of or redemption price due on 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 S. Execution; Authentication. The Bonds shall be executed on behalf of
the City 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, 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 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
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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. Term Bonds, Mandatory Redemption and Covenants. Those of the
Bonds denominated Term Bonds are subject to mandatory redemption by operation of the
Bond Fund at a price of par and accrued interest, without premium, on January 1 of the
years and in the amounts set forth in Section 4 above by reference to the Table in such
section.
The City covenants that it will redeem Term Bonds pursuant to the mandatory
redemption requirement for such Term Bonds. Proper provision for mandatory redemption
having been made, the City covenants that the Term Bonds so selected for redemption shall
be payable as at maturity, and taxes shall be levied and collected as provided herein
accordingly.
Section 7. Optional Redemption. Those of the Bonds due on or after January 1,
2009, are subject to redemption prior to maturity at the option of the City, from any
available funds, in whole or in part, on any date on or after January 1, 2008, and if in part,
in any order of maturity as selected by the City, and if less than an entire maturity, in
integral multiples of $5,000, selected by lot by the Bond Registrar as hereinafter provided,
at the redemption price of par plus accrued interest to the date fixed for redemption.
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Section 8. Term Bonds Purchase or Redemption. If the City redeems pursuant to
optional redemption as hereinabove provided or purchases Term Bonds of any maturity and
cancels the same from Bond Moneys as hereinafter described, then an amount equal to the
principal amount of Term Bonds so redeemed or purchased shall be deducted from the
mandatory redemption requirements provided for Term Bonds of such maturity, first, in the
current year of such requirement, until the requirement for the current year has been fully
met, and then in any order of such Term Bonds as due at maturity or subject to mandatory
redemption in any year, as the City shall determine. If the City redeems pursuant to
optional redemption or purchases Term Bonds of any maturity and cancels the same from
moneys other than Bond Moneys, then an amount equal to the principal amount of Term
Bonds so redeemed or purchased shall be deducted from the amount of such Term Bonds as
due at maturity or subject to mandatory redemption requirement in any year, as the City
shall determine.
Section 9. Redemption Procedure. For a mandatory redemption of Term Bonds,
the Bond Registrar shall proceed without further authorization or direction to provide for
such redemption. For optional redemptions, the City shall, at least 45 days prior to the
redemption date (unless a shorter time period shall be satisfactory to the Bond Registrar),
notify the Bond Registrar of such redemption date and of the maturities and principal
amounts of Bonds to be redeemed. In the event of an optional redemption of less than all of
a given maturity of Term Bonds, the City shall also notify the Bond Registrar of the
allocation of the amount to be redeemed to the mandatory redemption requirements for such
Term Bonds. For purposes of any redemption of less than all of the Bonds of a single
maturity, the particular Bonds or portions of Bonds to be redeemed shall be selected by lot
not more than 60 days prior to the redemption date by the Bond Registrar for the Bonds of
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such maturity by such method of lottery as the Bond Registrar shall deem fair and
appropriate; provided, however, 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.
The Bond Registrar shall promptly notify the City and the Paying Agent in writing of
the Bonds or portions of Bonds selected for redemption and, in the case of any Bond selected
for partial redemption, the principal amount thereof to be redeemed.
Unless waived by the registered owner of Bonds to be redeemed, official notice of 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 not less than 30 days and not more than 60
days prior to the date fixed for redemption to each 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 include the full name of the Bonds to be
redeemed and at least the information as follows:
(a) the redemption date;
(b) the redemption price;
(c) if less than all of the outstanding Bonds of a particular maturity are to be
redeemed, the identification (and, in the case of partial redemption of Bonds within
such maturity, the respective principal amounts) of the Bonds to be 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
r"' that interest thereon shall cease to accrue from and after said date; and
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(e) the place where such Bonds are to be surrendered for payment of the
redemption price, which place of payment shall be the principal corporate trust office
of the Paying Agent.
Prior to any redemption date, the City shall deposit with the Paying Agent an amount
of money sufficient to pay the redemption price of all the Bonds or portions of Bonds which
are to be redeemed on that date.
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. Neither the failure to mail such redemption notice, nor any defect in any
notice so mailed, to any particular registered owner of a Bond, shall affect the sufficiency of
such notice with respect to other registered owners. Notice having been properly given,
failure of a registered owner of a Bond to receive such notice shall not be deemed to
invalidate, limit or delay the effect of the notice or redemption action described in the
notice. Such notice may be waived in writing by a registered 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 Paying Agent at the redemption price. The procedure for the
payment of interest due as part of the redemption price shall be as herein provided for
payment of interest otherwise due. Upon surrender for any partial redemption of any Bond,
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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 a Bond called for redemption shall not be so paid upon
surrender thereof for redemption, the principal shall, until paid or duly provided for, 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 cancelled and destroyed by
the Bond Registrar and shall not be reissued.
In addition to the foregoing notice, further notice shall be given by the Bond Registrar
on behalf of the City as set out below, but no defect in said further notice nor any failure to
give all or any portion of such further notice shall in any manner defeat the effectiveness of
a call for redemption if notice thereof is given as above prescribed.
Each further notice of redemption given hereunder shall contain the information
required above for an official notice of redemption plus (a) the CUSIP numbers of all
Bonds being redeemed; (b) the date of issue of the Bonds as originally issued; (c) -the rate
of interest borne by each Bond being redeemed; (d) the maturity date of each Bond being
redeemed; and (e) any other descriptive information needed to identify accurately the Bonds
being redeemed.
Each further notice of redemption shall be sent at least 35 days before the redemption
date by registered or certified mail or overnight delivery service to all registered securities
depositories then in the business of holding substantial amounts of obligations of types
comprising the Bonds (such depositories now including The Depository Trust Company of
New York, New York, and Depository Trust Company of Philadelphia, Pennsylvania) and
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to one or more national information services, chosen in the discretion of the Bond Registrar,
that disseminate notice of redemption of obligations such as the Bonds.
Upon the payment of the redemption price of Bonds being redeemed, each check or
other transfer of funds issued for such purpose shall bear the CUSIP number identifying, by
issue and maturity, the Bonds being redeemed with the proceeds of such check or other
transfer.
As part of their respective duties hereunder, the Bond Registrar and Paying Agent
shall prepare and forward to the City a statement as to notice given with respect to each
redemption together with copies of the notices as mailed and published.
Section 10. 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 as
provided in Section 4 hereof, and the ownership of each such Bond shall be registered in the
Bond Register in the name of Cede & Co., or any successor thereto ("Cede"), as nominee of
The Depository Trust Company, New York, New York, and its successors and assigns
("DTC"). All of the outstanding Bonds shall be registered in the Bond Register in the name
of Cede, as nominee of DTC, except as hereinafter provided. The Mayor, Treasurer and
Clerk of the City are hereby authorized to execute and deliver on behalf of the City such
letters to or agreements with DTC 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").
With respect to the Bonds registered in the Bond Register in the name of Cede, as
nominee of DTC, the City and the Bond Registrar shall have no responsibility or obligation
to any broker-dealer, bank or other financial institution for which DTC holds Bonds from
time to time as securities depository (each such broker-dealer, bank or other financial
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institution being referred to herein as a "DTC Participant") or to any person on behalf of
whom such a DTC 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 DTC, Cede or any DTC
Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any DTC
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 DTC 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 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 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 DTC to the
Bond Registrar of written notice to the effect that DTC has determined to substitute a new
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•
nominee in place of Cede, the name "Cede" in this Ordinance shall refer to such new
nominee of DTC.
In the event that (i) the City determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter, (ii) the agreement among
the City, the Bond Registrar and DTC 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 DTC and DTC Participants of the availability through DTC of Bond certificates and
the Bonds shall no longer be restricted to being registered in the Bond Register in the name
of Cede, as nominee of DTC. At the time, the City may determine that the Bonds shall be
registered in the name of and deposited with such other depository operating a global 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 global book-entry system, then the Bonds may be
registered in whatever name or names registered owners of Bonds transferring or
exchanging Bonds shall designate, in accordance with the provisions of Section 11 hereof.
Notwithstanding any other provision of this Ordinance to the contrary, so long as any
Bond is registered in the name of Cede, as nominee of DTC, 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 11. Registration and Exchange or Transfer of Bonds; Persons Treated as
Owners. 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, which is hereby
constituted and appointed the Bond Registrar of the City for the Bonds. The City is
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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 Bond may be transferred or exchanged, but only in the manner, subject to the
limitations, and upon payment of the charges as set forth in this Ordinance. Upon surrender
for transfer or exchange of any Bond at the principal corporate trust office of the Bond
Registrar, duly endorsed by or accompanied by a written instrument or instruments of
transfer or exchange in form satisfactory to the Bond Registrar and duly executed by the
registered owner or an attorney for such owner 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 or, in the case of an exchange, the registered owner, a new fully
registered Bond or Bonds of the same series, of like tenor, of the same maturity, bearing the
same interest rate, of authorized denominations and for a like aggregate principal amount.
The Bond Registrar shall not be required to transfer or exchange any Bond during the
period from the close of business on the Record Date for an interest payment to the opening
of business on 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, that the principal amount of
Bonds of each maturity and series authenticated by the Bond Registrar shall not at any one
time exceed the authorized principal amount of Bonds for such maturity and series and less
k the amount of such Bonds which have been paid.
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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 liability upon such Bond to the extent of the sum or sums so paid.
No service charge shall be made for any 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 transfer or exchange of
Bonds.
Section 12. Form of Bond. The Bonds shall be in substantially the form hereinafter
set forth; provided, however, that if the text of the Bonds is to be printed in its entirety on
the front side of the Bonds, then the second paragraph on the front side and the legend "See
Reverse Side for Additional Provisions" shall be omitted and the text of paragraphs set forth
for the reverse side shall be inserted immediately after the first paragraph.
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[Form of Bond - Front Side]
REGISTERED REGISTERED
No. $
UNITED STATES OF AMERICA
STATE OF ILLINOIS
THE COUNTIES OF KANE AND COOK
CITY OF ELGIN
GENERAL OBLIGATION REFUNDING BOND, SERIES 1998B
See Reverse Side for
Additional Provisions.
Interest Maturity Dated
Rate: % Date: January 1, Date: April 1, 1998 CUSIP:
Registered Owner: CEDE&CO.
Principal Amount: Dollars
KNOW ALL PERSONS BY THESE PRESENTS that the City of Elgin, Kane and Cook
Counties, Illinois, a municipality, home rule unit, 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 (subject to right of prior redemption as hereinafter
stated), 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, at the Interest Rate per annum identified
above, such interest to be payable on January 1 and July 1 of each year, commencing
January 1, 1999, and until said Principal Amount is paid or duly provided for. The
principal of or redemption price on this Bond is payable in lawful money of the United
States of America upon presentation hereof at the principal corporate trust office of LaSalle
National Bank in the City of Chicago, Illinois, as paying agent (the "Paying Agent").
rik
Payment of interest shall be made to the Registered Owner hereof as shown on the
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registration books of the City maintained by said LaSalle National Bank, as bond registrar
(the "Bond Registrar"), at the close of business on the applicable Record Date (the "Record
Date"). The Record Date shall be the 15th day of the month next preceding any regular or
other interest payment date occurring on the first day of any month and 15 days preceding
any interest payment date occasioned by the redemption of Bonds on other than the first day
of a month. Interest 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.
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.
rik 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, including the authorizing Act, 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.
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.
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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.
Mayor, City of Elgin
Kane and Cook Counties, Illinois
ATTEST:
City Clerk, City of Elgin
Kane and Cook Counties, Illinois
[SEAL]
Date of Authentication:
CERTIFICATE Bond Registrar and Paying Agent:
OF LaSalle National Bank,
AUTHENTICATION Chicago, Illinois
This Bond is one of the Bonds described
in the within-mentioned Ordinance and is
one of the General Obligation Refunding
Bonds, Series 1998B, having a Dated Date
of April 1, 1998, of the City of Elgin, Kane
and Cook Counties, Illinois.
LASALLE NATIONAL BANK,
as Bond Registrar
By
Authorized Officer
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[Form of Bond - Reverse Side]
This bond is one of a series of bonds (the "Bonds") in the aggregate principal amount
of $40,775,000 issued by the City for the purpose of paying the costs of a certain
"Refunding" of bonds, 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 the Illinois Municipal Code, as supplemented
and amended, and as further supplemented and, where necessary, superseded, by the powers
of the City as a home rule unit under the provisions of Section 6 of Article VII of the
Illinois Constitution of 1970, (such code and powers being the "Act"), and with the
Ordinance, which has been duly passed by the City Council of the City, approved by the
Mayor, and published, in all respects as by law required.
Subject to the provisions relating to this Bond remaining in book-entry only form, this
Bond may be transferred or exchanged, but only in the manner, subject to the limitations,
and upon payment of the charges as set forth in this Ordinance. Upon surrender for transfer
or exchange of this Bond at the principal corporate trust office of the Bond Registrar, duly
endorsed by or accompanied by a written instrument or instruments of transfer or exchange
in form satisfactory to the Bond Registrar and duly executed by the registered owner or an
attorney for such owner 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 or,
in the case of an exchange, the registered owner, a new fully registered Bond or Bonds of
the same series, of like tenor, of the same maturity, bearing the same interest rate, of
authorized denominations and for a like aggregate principal amount.
The Bond Registrar shall not be required to transfer or exchange any Bond during the
period from the close of business on the Record Date for an interest payment to the opening
of business on such interest payment date or during the period of 15 days preceding the
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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 Bonds may be subject to mandatory and optional redemption, and the holder of
this Bond shall refer to the provisions of the Ordinance for the terms and provision for
notice of redemption.
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
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(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.
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Section 13. 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 and as subject to mandatory redemption, 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 City, in addition to all other taxes, the following direct annual
taxes (the Pledged Taxes as hereinabove defined):
FOR THE YEAR A TAX SUFFICIENT TO PRODUCE THE DOLLAR SUM OF:
1998 $ 2,408,350.00 for interest and principal up to and
including January 1, 2000 (net of
lawfully available moneys)
1999 $ 3,567,100.00 for interest and principal
2000 $5,962,850.00 for interest and principal
2001 $4,873,950.00 for interest and principal
2002 $4,844,862.50 for interest and principal
2003 $5,898,087.50 for interest and principal
2004 $5,714,237.50 for interest and principal
2005 $5,661,940.00 for interest and principal
2006 $4,044,190.00 for interest and principal
2007 $4,108,865.00 for interest and principal
2008 $4,119,835.00 for interest and principal
2009 $ 2,613,915.00 for interest and principal
2010 $ 2,309,500.00 for interest and principal
2011 $ 1,202,250.00 for interest and principal
The Pledged Taxes and other moneys (excepting proceeds of the Bonds) on deposit
(collectively, the "Bond Moneys") in the Bond Fund shall be applied to pay principal of and
interest on the Bonds as follows:
A. Bond Moneys shall be applied to the payment of interest when due and
principal or redemption price when due at maturity or as redeemed pursuant to
mandatory redemption from the Bond Fund, or
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B. On or before October 10 in each calendar year preceding a January 1
mandatory redemption date in the successive calendar year, Bond Moneys up to the
amount of the redemption requirement on such mandatory redemption date plus
interest due on Term Bonds on such date may be applied (1) to the purchase of Term
Bonds of the maturity for which such mandatory redemption requirement was
established at prices (including commissions and charges, if any) not exceeding par
and accrued interest to such January 1 or (2) to the redemption of such Bonds,
without premium, pursuant to optional redemption provisions applicable thereto.
Upon the purchase or redemption of Term Bonds of any maturity pursuant to this
paragraph (B), an amount equal to the principal amount of such Bonds or applicable
portion thereof so purchased or redeemed shall be deducted from the next mandatory
redemption requirement thereafter to become due on such Bonds and any excess over
the amount of such requirement shall be deducted from the future requirement for
such Bonds as the City shall determine.
Interest or principal coming due at any time when there are insufficient funds on hand
from the Pledged Taxes to pay the same shall be paid promptly when due from current
funds on hand in advance of the collection of the Pledged Taxes herein levied; and when the
Pledged 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 Pledged Taxes may be
levied, extended and collected as provided herein and deposited into the Bond Fund.
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Whenever other funds from any lawful source are made available for the purpose of
paying any principal of or interest on the Bonds so as to enable the abatement of the taxes
levied herein for the payment of same, the City Council shall, by proper proceedings, direct
the deposit of such funds into the Bond Fund and further shall direct the abatement of the
taxes by the amount so deposited. A certified copy or other notification of any such
proceedings abating taxes may then be filed with the County Clerks in a timely manner to
effect such abatement.
Section 14. Filing with County Clerk. 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 and the County Clerks shall in and for each of the years 1998 to 2011,
inclusive, ascertain the rate percent required to produce the aggregate tax hereinbefore
provided to be levied in each of said years; and the 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 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 15. Continuing Disclosure Undertaking. The Mayor or the Treasurer of the
City is hereby authorized, empowered and directed to execute and deliver the Continuing
Disclosure Undertaking (the "Continuing Disclosure Undertaking") in substantially the same
form as now before the City Council, or with such changes therein as the individual
executing the Continuing Disclosure Undertaking on behalf of the City shall approve, his
execution thereof to constitute conclusive evidence of his approval of such changes. When
the Continuing Disclosure Undertaking is executed and delivered on behalf of the City as
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herein provided, the Continuing Disclosure Undertaking will be binding on the City and the
officers, employees and agents of the City, and the officers, employees and agents 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
Continuing Disclosure Undertaking as executed. Notwithstanding any other provision of this
Ordinance, the sole remedies for failure to comply with the Continuing Disclosure
Undertaking shall be the ability of the beneficial owner of any Bond to seek mandamus or
specific performance by court order, to cause the City to comply with its obligations under
the Continuing Disclosure Undertaking.
Section 16. 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 purchasers thereof, namely, Robert
W. Baird & Co. Incorporated, Chicago, Illinois (the "Purchasers"), upon payment of the
purchase price agreed upon, the same being not less than $43,427,440.29 plus accrued
interest to date of delivery. The contract for the sale of the Bonds to the Purchasers,
heretofore entered into, is hereby in all respects approved and confirmed, and the officer(s)
of the City designated therein are authorized and directed to execute the agreement on behalf
of the City, it being hereby declared that no person holding any office of the City, either by
election or appointment, is in any manner financially interested directly in his own name or
indirectly in the name of any other person, association, trust or corporation, in such contract
for the sale of the Bonds to the Purchasers.
The distribution by the Purchasers of the Preliminary Official Statement relating to
the Bonds, dated March 25, 1998, is hereby in all respects ratified, authorized and
approved, and the proposed use by the Purchaser of an Official Statement (in substantially
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the form of the Preliminary Official Statement but with appropriate variations to reflect the
final terms of the Bonds) is hereby authorized and approved.
Such officer or officers of the City as are designated therein are hereby authorized to
execute and deliver the Official Statement on behalf of the City.
Section 17. Creation of Funds and Appropriations.
A. There is hereby created the "General Obligation Refunding Bonds,
Series 1998B, Bond Fund" (the "Bond Fund"), which shall be the fund for the payment of
principal of and interest on the Bonds. Accrued interest and premium, if any, received upon
delivery of the Bonds shall be deposited into the Bond Fund and be applied to pay first
interest corning due on the Bonds.
B. The Pledged Taxes shall either be deposited into the Bond Fund and used solely
and only for paying the principal of and interest on the Bonds or be used to reimburse a
fund or account from which advances to the Bond Fund may have been made to pay
principal of or interest on the Bonds prior to receipt of Pledged Taxes. Interest income or
investment profit earned in the Bond Fund shall be retained in the Bond Fund for payment
of the principal of or interest on the Bonds on the interest payment date next after such
interest or profit is received. The City hereby pledges, as equal and ratable security for the
Bonds, all present and future proceeds of the Pledged Taxes for the sole benefit of the
registered owners of the Bonds.
C. The amount necessary from the proceeds of the Bonds as determined by the
City Treasurer shall be deposited into a separate fund, hereby created, designated the
"Expense Fund" to be used to pay expenses of issuance of the Bonds. Disbursements from
such fund shall be made from time to time as necessary. Any excess in said fund shall be
deposited the Bond Fund after six months from the date of issuance of the Bonds.
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D. The remaining proceeds of the Bonds as is necessary, together with such money
in the debt service fund for the Prior Bonds as may be advisable for the purpose, shall be
used to provide for the Refunding, including the payment of such expenses as may be
designated, pursuant to the provisions of an Escrow Agreement with the Escrow Agent as is
designated, all in accordance with the provisions of an Escrow Agreement, substantially in
the form attached hereto as Exhibit A to this Ordinance, made a part hereof by this
reference, and hereby approved; the officers appearing signatory to such Escrow Agreement
are hereby authorized and directed to execute same, their execution to constitute conclusive
proof of action in accordance with this Ordinance, and approval of all completions or
revisions necessary or appropriate to effect the Refunding.
Section 18. General Arbitrage Covenants. The City 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 Code
Section 148 and any lawful regulations promulgated thereunder, as the same presently exist
or may from time to time hereafter be amended, supplemented or revised.
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 representations, covenants and
assurances contained in certificates or agreements as may be prepared by counsel approving
1'4 the Bonds; (c) to consult with such counsel and to comply with such advice as may be given;
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(d) to file such forms, statements and supporting documents as may be required and in a
timely manner; and (e) 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 19. 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 20. Rights and Duties of Bond Registrar and Paying Agent. If requested by
the Bond Registrar or the Paying Agent, or both, any officer of the City is authorized to
execute standard forms of agreements between the City and the Bond Registrar or Paying
Agent with respect to the obligations and duties of the Bond Registrar or Paying Agent
hereunder. In addition to the terms of such agreements and subject to modification thereby,
the Bond Registrar and Paying Agent by acceptance of duties hereunder agree:
(a) to act as bond registrar, paying agent, authenticating agent, and transfer
agent as provided herein;
(b) as to the Bond Registrar, 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) as to the Bond Registrar, to cancel and/or destroy Bonds which have been
paid at maturity or upon redemption or submitted for exchange or transfer;
(d) as to the Bond Registrar, to furnish the City at least annually a certificate
with respect to Bonds cancelled and/or destroyed; and
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(e) 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.
Section 21. Taxes Previously Levied. The taxes previously levied to pay principal
of and interest on the Prior Bonds, to the extent such principal and interest is provided for
from the proceeds of the Bonds or from the Escrow Account under the Escrow Agreement
as hereinabove described, shall be abated. The filing of a certificate of abatement with the
County Clerk shall constitute authority and direction for the County Clerk to make such
abatement. Any of such taxes which have been collected or cannot yet be abated, and subject
to use of same as may be required by the Code in assuring the Tax-exempt status of the
Bonds, shall be applied to the payment of amounts due on the Bonds.
Section 22. Defeasance. Any Bond or Bonds which (a) are paid and canceled,
(b) which have matured and for which sufficient sums been deposited with the Paying Agent
to pay all principal and interest due thereon, or (c) for which sufficient United States funds
and direct United States Treasury obligations have been deposited with the Paying Agent or
similar institution to pay, taking into account investment earnings on such obligations, all
principal of and interest on such Bond or Bonds when due at maturity or as called for
redemption, pursuant to an irrevocable escrow or trust agreement, shall cease to have any
lien on or right to receive or be paid from the Bond Moneys or Pledged Taxes hereunder
and shall no longer have the benefits of any covenant for the registered owners of
outstanding Bonds as set forth herein as such relates to lien and security of the outstanding
Bonds. All covenants relative to the Tax-exempt status of the Bonds; and payment,
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registration, transfer, and exchange; are expressly continued for all Bonds whether
outstanding Bonds or not.
Section 23. Call of the Prior Bonds. In accordance with the redemption provisions of
the respective ordinances authorizing the issuance of the Prior Bonds, the City by the City
Council does hereby make provision for the payment of and does hereby call (subject only to
the delivery of the Bonds) the Prior Bonds for redemption and payment prior to maturity on
the following dates, all as provided by the terms of the Escrow Agreement:
SERIES CALL DATE
1991 1-1-2000
1992 1-1-2001
1994 1-1-2003
1995 1-1-2003
Section 24. Publication of Ordinance. A full, true and complete copy of this
Ordinance shall be published within ten days after passage in pamphlet form by authority of
the City Council.
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Section 25. Repealer, 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 Gavin, Gilliam, McKevitt, Schock,
Walters , Yearman, and Mayor Kelly
NAYS: None
ABSENT: None
ADOPTED: April 8, 1998
APPROVED: April 8, 1998
Mayor, City of Elgin
Kane and Cook Counties, Illinois
Recorded In City Records: April 8, 1998.
Published in pamphlet form by authority of the City Council on April 8, 1998.
ATTEST:
City Clerk, City of lgin
Kane and Cook Counties, Illinois
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