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HomeMy WebLinkAboutS14-05 rs- EXTRACT OF MINUTES of the regular public meeting of the City Council of the City of Elgin, Kane and Cook Counties, Illinois, held at the City Hall, located at 150 Dexter Court, in said City, at 7:00 p.m., on Wednesday, the 27th day of April, 2005. The Mayor called the meeting to order and directed the City Clerk to call the roll. Upon the roll being called, the following Council Members answered present at said location: Juan Figueroa, Robert Gilliam, David Kaptain, Brenda Rodgers, Thomas Sandor, John Walters, and Mayor Ed Schock The following were absent: None The City Council then discussed the proposal to fund various capital improvements and considered an ordinance providing for the issuance of $4,875,222.65 General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, of the City and providing for the levy and collection of a direct annual tax for the payment of the principal of and interest on said bonds. Thereupon, the City Clerk presented, the Fiscal Services Director explained, and there was read into the record in full the following ordinance: 0-Bond Series 2005C 2129419•KK•5/12/05 AN ORDINANCE providing for the issuance of $4,875,222.65 General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, 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. (the "Bond Ordinance"). Council Member Robert Gilliam moved and Council Member Juan Figueroa seconded the motion that the Bond Ordinance as presented be adopted. A City Council discussion of the matter followed. During the City Council discussion, the Fiscal Services Director gave a public recital of the nature of the matter, which included a reading of the title of the ordinance and statements (1) that the ordinance provided for the issuance of General Obligation Corporate Purpose (Capital Appreciation) Bonds for the purpose of paying the costs of various capital improvements, (2) that the bonds are issuable without referendum pursuant to the home rule powers of the City, (3) that the ordinance provides for the levy of taxes sufficient to pay the bonds, and (4)that the ordinance provides many details for the bonds, including tax-exempt status covenants, provision for terms and form of the bonds, and appropriations. The Mayor directed that the roll be called for a vote upon the motion to adopt the ordinance. Upon the roll being called, the following Council Members voted AYE: Juan Figueroa, Robert Gilliam, David Kaptain, Brenda Rodgers, Thomas Sandor, John Walters, and Mayor Ed Schock and the following Council Members voted NAY: None WHEREUPON, the Mayor declared the motion carried and the ordinance adopted, and henceforth did approve and sign the same in open meeting, and did direct the City Clerk to record the same in full in the records of the City Council of the City of Elgin, Kane and Cook Counties, Illinois. Other business was duly transacted at said meeting. Upon motion duly made and carried, the meeting adjourned. City Clerk rew -2- ORDINANCE NUMBER S 14-05 AN ORDINANCE providing for the issuance of $4,875,222.65 General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, 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 27th day of April, 2005. TABLE OF CONTENTS SECTION HEADING PAGE PREAMBLES 1 SECTION 1. DEFINITIONS 2 SECTION 2. INCORPORATION OF PREAMBLES 4 SECTION 3. DETERMINATION TO ISSUE BONDS 4 SECTION 4. BOND DETAILS 5 SECTION 5. EXECUTION;AUTHENTICATION 7 SECTION 6. REGISTRATION OF BONDS;PERSONS TREATED AS OWNERS 7 SECTION 7. REDEMPTION 11 SECTION 8. REDEMPTION PROCEDURE 12 SECTION 9. FORM OF BOND 14 SECTION 10. TAX LEVY 21 SECTION 11. FILING WITH COUNTY CLERKS 23 SECTION 12. SALE OF BONDS 23 SECTION 13. CREATION OF FUNDS AND APPROPRIATIONS 24 SECTION 14. GENERAL ARBITRAGE COVENANTS 25 SECTION 15. REGISTERED FORM 26 SECTION 16. REIMBURSEMENT 27 -1- rik SECTION 17. RIGHTS AND DUTIES OF BOND REGISTRAR AND PAYING AGENT 27 SECTION 18. DEFEASANCE 28 SECTION 19. CONTINUING DISCLOSURE UNDERTAKING 28 SECTION 20. MUNICIPAL BOND INSURANCE 29 SECTION 21. PUBLICATION OF ORDINANCE 29 SECTION 22. SEVERABILITY. 29 SECTION 23. SUPERSEDER AND EFFECTIVE DATE. 30 -11- ORDINANCE NUMBER S14-05 ( AN ORDINANCE providing for the issuance of $4,875,222.65 General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, 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 by virtue of its population, the City of Elgin, Kane and Cook Counties, Illinois (the "City"), 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 r"" 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 Council has considered the needs of the City and has heretofore determined and does hereby determine that it is advisable, necessary and in the best interests of the City to construct various capital improvements, including (without limitation) water and sewer improvements (all of such improvements to be the "Series 2005C Project" or "Project"); and WHEREAS the estimated cost to the City of the Series 2005C Project is the sum of $4,875,222.65 plus any estimated available amount of interest earnings on said sum prior to its expenditure; and WHEREAS there are insufficient funds on hand and available to pay the costs of the Series 2005C Project, and it is necessary for that purpose that a sum to pay such costs be borrowed at this time, and in evidence of such indebtedness, General Obligation Corporate Purpose (Capital Appreciation) Bonds of the City be issued in the principal amount of $4,875,222.65, and that such indebtedness be incurred in accordance with the Act as hereinafter defined, and without submitting the question of incurring such indebtedness to the electors of the City for their approval; and WHEREAS the City Council does hereby determine that it is advisable and in the best interests of the City to borrow $4,875,222.65 at this time pursuant to the Act for the purpose of paying the costs of the Series 2005C Project and, in evidence of such borrowing, issue its full faith and credit bonds in the principal amount of$4,875,222.65; 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 I. Definitions. 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 -2- 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, 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. "Bond" or "Bonds" means one or more, as applicable, of the $4,875,222.65 General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, authorized to be issued by this Ordinance. "Bond Fund" means the Bond Fund established and defined in Section 13 of this Ordinance. "Bond Moneys"means the Pledged Taxes and any other moneys deposited 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. "Bond Registrar" means LaSalle Bank National Association, 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. "County Clerks" means the County Clerks of The County of Kane and The County of Cook,Illinois. "Code"means the Internal Revenue Code of 1986, as amended. -3- "Ordinance" means this Ordinance, numbered as set forth on the title page hereof, and passed by the City Council on the 27th day of April, 2005. "Paying Agent" means LaSalle Bank National Association, Chicago, Illinois, a bank 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 10 hereof. "Project" or "Series 2005C Project" means the City's various capital improvement projects as described and defined as such in the preambles to this Ordinance. "Tax-exempt" means, with respect to the Bonds, the status of interest paid and received thereon as not includible in the gross income of the owners thereof under the Code for federal income tax purposes except to the extent that such interest will be taken into account in computing an adjustment used in determining the alternative minimum tax for certain corporations. "Term Bonds" means Bonds subject to mandatory redemption by operation of the Bond Fund and designated as term bonds herein. 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 construct the Series 2005C Project, to pay all related costs and expenses incidental thereto, and to borrow money and issue the Bonds for such purposes. It is hereby found and determined that such borrowing of money is necessary for the welfare of the government and affairs of the City, is for a proper public purpose or purposes and is in the public interest, and is r -4- authorized pursuant to the Act; and these findings and determinations shall be deemed conclusive. Section 4. Bond Details. For the purpose of providing for such costs, there shall be issued and sold the Bonds in the principal amount of$4,875,222.65. The Bonds shall each be designated "General Obligation Corporate. Purpose (Capital Appreciation) Bond, Series 2005C", shall be dated the date of issuance thereof(the `Dated Date"), shall bear the date of authentication, shall be in fully registered form, shall be in denominations of Original Principal Amounts (as defined in the following table) or any integral multiple thereof, each representing Compound Accreted Value (as hereinafter defined) at maturity (the "Maturity Amount") of $5,000 or any integral multiple thereof (but no single Bond shall represent Compound Accreted Value maturing on more than one date) and shall be numbered 1 and upward. As used herein, the "Compound Accreted Value" of a Bond on any date of determination shall be an amount equal to the Original Principal Amount (or integral multiple thereof) plus an investment return accrued to the date of such determination at a semi-annual compounding rate which is necessary to produce the yield to maturity for such Bond shown in the table below from the date of such Bond. The Compound Accreted Value of a Bond on any June 15 or December 15, commencing on June 15, 2005, is as specifically set forth in Exhibit A attached hereto. The Compound Accreted Value of any Bond on a date other than a June 15 or December 15 shall be determined conclusively by the Bond Registrar or a certified public accountant selected by the Bond Registrar by interpolating such Compound Accreted Value, using the straight line method, by reference to the Compound Accreted Values on the respective June 15 and December 15 immediately prior to and immediately subsequent to the date for which such determination is being made and the number of days elapsed since the respective June 15 or December 15 immediately prior to the date for which such determination is being made, -5- calculated on the basis of a 360 day year consisting of twelve 30-day months. The Bonds shall become due (with option of prior redemption as hereinafter set forth) on December 15 of the years, shall bear interest from their date at the rates per annum in each case compounded semi- annually on each June 15 and December 15, commencing on June 15, 2005, which will provide the yields to maturity until the respective maturity dates thereof, and shall be issued in the Original Principal Amount or any integral multiple thereof each representing $5,000 Compound Accreted Value at maturity and in total aggregate Original Principal Amounts in each year as follows: YEAR TOTAL AGGREGATE PER$5,000 COMPOUND ORIGINAL OF ORIGINAL ACCRETED VALUE AT MATURITY YIELD TO MATURITY PRINCIPAL AMOUNT ("ORIGINAL PRINCIPAL AMOUNT') MATURITY 2010 $527,385.60 $4,120.20 3.50% 2011 353,574.00 3,928.60 3.70% 2012 358,200.00 3,731.25 3.90% 2013 359,152.20 3,521.10 4.13% 2014 357,593.40 3,311.05 4.35% 2015 355,987.80 3,122.70 4.50% 2016 352,380.00 2,936.50 4.65% 2017 432,174.60 2,770.35 4.75% 2018 406,918.20 2,608.45 4.85% 2019 383,487.00 2,458.25 4.93% 2020 363,714.05 2,316.65 5.00% 2021 341,764.80 2,190.80 5.04% 2022 165,612.00 2,070.15 5.08% 2023 117,279.00 1,954.65 5.12% Interest on the Bonds shall be payable only at the respective maturity and redemption dates thereof. The Compound Accreted Value of the Bonds at maturity or the redemption price thereof shall be payable in lawful money of the United States of America upon presentation and surrender of such Bonds at the principal corporate trust office of the Bond Registrar. r -6- Section 5. Execution; Authentication. The Bonds shall be executed on behalf of the City by the manual or facsimile signature of its Mayor and attested by the manual or facsimile signature of its City Clerk, as they may determine, and shall have impressed or imprinted thereon the corporate seal or facsimile thereof of the City. In case any such officer whose signature shall appear on any Bond shall cease to be such officer before the delivery of such Bond, such 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. (a) General. The City shall cause books (the "Bond Register") for the registration and for the transfer of the Bonds as provided in this Ordinance to be kept at the principal corporate trust office of the Bond Registrar, which 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 authorized person as the officers of the City may designate shall keep custody of, multiple Bond blanks executed by the City for use in the transfer and exchange of Bonds. -7- Upon surrender for transfer 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 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 Original Principal Amount. Any fully registered Bond or Bonds may be exchanged at said office of the Bond Registrar for a like aggregate Original Principal Amount of Bond or Bonds of the same maturity of other authorized denominations. 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 Original Principal Amount of outstanding Bonds of each maturity authenticated by the Bond Registrar shall not exceed the authorized Original Principal Amount of Bonds for such maturity less previous retirements. The Bond Registrar shall not be required to transfer or exchange any Bond during the period beginning at the close of business on the fifteenth day of the month next preceding any payment date on such Bond and ending at the opening of business on such payment date, nor to transfer or exchange any Bond after notice calling such Bond for redemption has been mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of redemption of any Bonds. 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 Compound Accreted Value of any Bond shall be made only to or upon the order of the registered owner thereof or his legal r -8- 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 except in the case of the issuance of a Bond or Bonds for the unredeemed portion of a Bond surrendered for redemption. (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 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 and Clerk of the City, the Fiscal Services Director of the City and the Bond Registrar are each authorized to execute and deliver, on behalf of the City, such letters to or agreements with DTC 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 the Compound Accreted Value of the Bonds by wire transfer. With respect to 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 institution being referred to herein as a `DTC Participant") or to any person on behalf of whom such a DTC Participant -9- erk 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 the Compound Accreted Value of 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 the Compound Accreted Value of 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 the Compound Accreted Value of 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 Compound Accreted Value of 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 evidencing the obligation of the City to make payments of the Compound Accreted Value 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 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 -10- 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 certificated Bonds 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 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 registered owners of Bonds transferring or exchanging Bonds shall designate, in accordance with the provisions of Section 6(a)hereof. Notwithstanding any other provisions 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 the Compound Accreted Value of such Bond and all notices with respect to such Bond shall be made and given, respectively, in the name provided in the Representation Letter. Section 7. Redemption. The Bonds due on and after December 15, 2014, shall be subject to redemption prior to maturity at the option of the City as a whole or in part in integral multiples of$5,000 of Maturity Amount in any order of their maturity as determined by the City (less than all of the Bonds of a single maturity to be selected by the Bond Registrar), on December 15, 2013, and on any June 15 and December 15 thereafter, at a redemption price equal to the Compound Accreted Value of such Bonds on the redemption date. The Bonds shall be redeemed only in the Maturity Amount of $5,000 and integral multiples thereof The City shall, at least forty-five(45) days prior to the redemption date(unless a shorter time period shall be satisfactory to the Bond Registrar) notify the Bond Registrar of -11- such redemption date and of the principal amount and maturity or maturities of Bonds to be redeemed. For purposes of any redemption of less than all of the outstanding Bonds of a single maturity, the particular Bonds or portions of Bonds to be redeemed shall be selected by lot by the Bond Registrar from the Bonds of such maturity by such method of lottery as the Bond Registrar shall deem fair and appropriate; provided that such lottery shall provide for the selection for redemption of Bonds or portions thereof so that any Bond in the Maturity Amount of$5,000 or portion of a Bond in the Maturity Amount of$5,000 shall be as likely to be called for redemption as any other such Bond in the Maturity Amount of$5,000 or portion in the Maturity Amount of $5,000. The Bond Registrar shall make such selection upon the earlier of the irrevocable deposit of funds with an escrow agent sufficient to pay the redemption price of the Bonds to be redeemed or the time of the giving of official notice of redemption. The Bond Registrar shall promptly notify the City in writing of the Bonds or portions of Bonds selected for redemption and, in the case of any Bond selected for partial redemption, the amount thereof to be redeemed. Section 8. Redemption Procedure. Unless waived by any holder of Bonds to be redeemed, notice of the call for any such redemption shall be given by the Bond Registrar on behalf of the City by mailing the redemption notice by first class mail at least thirty(30) days and not more than sixty(60) days prior to the date fixed for redemption to the registered owner of the Bond or Bonds to be redeemed at the address shown on the Bond Register or at such other address as is furnished in writing by such registered owner to the Bond Registrar. All notices of redemption shall state: (1) the redemption date, (2) the redemption price, (3) if less than all outstanding Bonds are to be redeemed, the identification(and, elk in the case of partial redemption, the respective principal amounts) of the Bonds to be redeemed, -12- (4) that on the redemption date the redemption price will become due and payable upon each such Bond or portion thereof called for redemption, and that interest thereon shall cease to accrue from and after said date, (5) 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 Bond Registrar, and (6) such other information then required by custom, practice or industry standard. Prior to any redemption date, the City shall deposit with the Bond Registrar 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. 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. Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Bond Registrar at the redemption price. Upon surrender for any partial redemption of any Bond, there shall be prepared for the registered holder a new Bond or Bonds of the same maturity in the amount of the unpaid principal. If any Bond or portion of Bond called for redemption shall not be so paid upon surrender thereof for redemption, the principal shall, until paid, bear interest from the redemption date at the rate borne by the Bond or portion of Bond so called for redemption. All Bonds which have been redeemed shall be cancelled and destroyed by the Bond Registrar and shall not be reissued. Section 9. 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 r -13- 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. r -14- [Form of Bond - Front Side] REGISTERED REGISTERED No. $ COMPOUND ACCRETED VALUE AT MATURITY ("MATURITYAMOUNT") UNITED STATES OF AMERICA STATE OF ILLINOIS THE COUNTIES OF KANE AND COOK CITY OF ELGIN GENERAL OBLIGATION CORPORATE PURPOSE(CAPITAL APPRECIATION)BOND,SERIES 2005C See Reverse Side for Additional Provisions. ORIGINAL ORIGINAL YIELD TO MATURITY DATED PRINCIPAL MATURITY DATE DATE AMOUNT CUSIP December 15, 20 May 17, 2005 $ Registered Owner: CEDE&CO. KNOW ALL MEN BY THESE PRESENTS, that City of Elgin, Kane and Cook Counties, 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 Maturity Amount identified above. The amount of interest payable on this Bond on the Maturity Date hereof is the amount of interest accrued from the Dated Date hereof at a semi-annual compounding rate necessary to produce the Original Yield to Maturity set forth above, compounded semi-annually on each June 15 and December 15, commencing June 15, 2005. The Maturity Amount or redemption price of this Bond is payable in lawful money of the United States of America upon presentation and surrender hereof at the principal corporate trust office of LaSalle Bank National Association, Chicago, Illinois, as bond registrar and paying agent (the "Bond Registrar"), or as otherwise agreed by the City and Cede & Co., as nominee, or successor, for so long as this Bond is held by The Depository Trust -15- Company, New York, New York, the depository, or nominee, in book-entry only form as provided for same. The Compound Accreted Value of this Bond on June 15 or December 15 of each year, commencing June 15, 2005, determined by the semi-annual compounding described in this paragraph, shall be as set forth in the table of Compound Accreted Values attached to the resolution of the City Council of the City providing for the issuance hereof. 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. 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 Maturity Amount hereof when due. 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. 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 -16- 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: 640-1^-42 City Clerk, City of Elgin Kane and Cook Counties, Illinois [SEAL] r i -17- Date of Authentication: , CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within-mentioned Ordinance and is one of the General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, having a Dated Date of May 15,2005, of the City of Elgin, Kane and Cook Counties, Illinois. LASALLE BANK NATIONAL ASSOCIATION,as Bond Registrar By Authorized Officer Bond Registrar and Paying Agent: LASALLE BANK NATIONAL ASSOCIATION Chicago, Illinois r -18- [Form of Bond -Reverse Side] This bond is one of a series of bonds (the "Bonds") in the aggregate principal amount of $4,875,222.65 issued by the City for the purpose of paying the costs of the Series 2005C Project and of paying expenses incidental thereto, all as described and defined in the ordinance authorizing the Bonds (the "Ordinance"), pursuant to and in all respects in compliance with the applicable provisions of 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. The Bonds may be subject to 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. 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 Chicago, • Illinois, but only in the manner, subject to the limitations and upon payment of the charges provided in the authorizing resolution, and upon surrender and cancellation of this Bond. Upon such transfer a new Bond or Bonds of authorized denominations of the same maturity and for the same aggregate Original Principal Amount will be issued to the transferee in exchange therefor. The Bonds are issued in fully registered form in an Original Principal Amount representing $5,000 Maturity Amount or any integral multiple thereof. This Bond may be exchanged at the principal corporate trust office of the Bond Registrar for a like aggregate Original Principal Amount of Bonds of the same maturity of other authorized denominations upon the terms set forth in the authorizing resolution. The Bond Registrar shall not be required to transfer or exchange any Bond during the period beginning at the close of business on the -19- fifteenth day of the month next preceding any payment date on such Bond and ending at the opening of business on such payment date, nor to transfer or exchange any Bond after notice calling such Bond for redemption has been mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of redemption of any Bonds. The City and the Bond Registrar may deem and treat the Registered Owner hereof as the absolute owner hereof for the purpose of receiving payment of or on account of the Maturity Amount hereof and for all other purposes, and neither the City nor the Bond Registrar shall be affected by any notice to the contrary. ASSIGNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto Here insert Social Security Number, Employer Identification Number or other Identifying Number (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. r -20- r'` Section 10. 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: 2009 $640,000.00 for interest up to and including December 15, 2010 2010 $450,000.00 for interest and principal 2011 $480,000.00 for interest and principal 2012 $510,000.00 for interest and principal 2013 $540,000.00 for interest and principal 2014 $570,000.00 for interest and principal 2015 $600,000.00 for interest and principal 2016 $780,000.00 for interest and principal 2017 $780,000.00 for interest and principal 2018 $780,000.00 for interest and principal 2019 $785,000.00 for interest and principal 2020 $780,000.00 for interest and principal 2021 $400,000.00 for interest and principal 2022 $300,000.00 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 r -21- rik B. On or before October 10 in each calendar year preceding a December 15 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 Tenn 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 December 15 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. r -22- 14 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 11. Filing with 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; and the County Clerks shall in and for each of the years 2009 to 2022, 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 12. Sale of Bonds. The Bonds hereby authorized shall be executed as in this Ordinance provided as soon after the passage hereof as may be, and thereupon be deposited with the City Treasurer, and be by said Treasurer delivered to Harris Trust and Savings Bank, Chicago, Illinois, the purchaser thereof (the "Purchaser"), upon receipt of the purchase price therefore, the same being$4,750,904.47; the contract for the sale of the Bonds heretofore entered into (the "Purchase Contract") is in all respects ratified, approved and confirmed, it being hereby found and determined that the Bonds have been sold at such price and bear interest at such rates that neither the true interest cost (yield) nor the net interest rate received upon such sale exceed the maximum rate otherwise authorized by Illinois law and that the Purchase r -23- Contract is in the best interests of the City and 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 the Purchase Contract. The use by the Purchaser of any Preliminary Official Statement and any final Official Statement relating to the Bonds is hereby ratified, approved and authorized; the execution and delivery of said final Official Statement is hereby authorized; and the officers of the City Council are hereby authorized to take any action as may be required on the part of the City to consummate the transactions contemplated by the Purchase Contract, this Ordinance, said Preliminary Official Statement, said final Official Statement and the Bonds. Section 13. Creation of Funds and Appropriations. A. There is hereby created the "General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, Bond Fund"(the "Bond Fund"),which shall be the fund for the payment of principal of and interest 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 or, to the extent lawful and as determined by the City Council, transferred to such other fund as may be determined. 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, subject to the reserved right of the City Council to transfer certain interest income or elk -24- investment profit earned in the Bond Fund to other funds of the City, as described in the preceding sentence. C. The principal proceeds of the Bonds shall be set aside in a separate fund, hereby created, and designated as the "Series 2005C Project Fund" (the "Project Fund"), hereby created as the fund to provide for the receipt and disbursement of proceeds of the Bonds for the Series 2005C Project and to pay costs of issuance of the Bonds. Alternatively, the Treasurer may allocate such remaining proceeds to one or more related project funds of the City already in existence;provided, however, that this shall not relieve the Treasurer of the duty to account for the proceeds as herein provided. (Any such one or more funds shall also be referred to hereinafter, collectively, as the "Project Fund".) The City Council reserves the right, as it becomes necessary from time to time, to revise the list of expenditures hereinabove set forth, to change priorities, to revise cost allocations between expenditures and to substitute projects, in order to meet current needs of the City;subject, however, to the tax covenants set forth herein. Section 14. General Arbitrage Covenants. The City hereby covenants that it will not take any action, omit to take any action or permit the taking or omission of any action within its control (including, without limitation, making or permitting any use of the proceeds of the Bonds) if taking, permitting or omitting to take such action would cause any of the Bonds to be an arbitrage bond or a private activity bond within the meaning of the Code or would otherwise cause the interest on the Bonds to be included in the gross income of the recipients thereof for federal income tax purposes. The City acknowledges that, in the event of an examination by the Internal Revenue Service of the exemption from Federal income taxation for interest paid on the Bonds, under present rules, the City is treated as the "taxpayer" in such examination and agrees that it will respond in a commercially reasonable manner to any inquiries from the Internal Revenue Service in connection with such an examination. -25- • The City also agrees and covenants with the purchasers and holders of the Bonds from time to time outstanding that, to the extent possible under Illinois law, it will comply with whatever federal tax law is adopted in the future which applies to the Bonds and affects the tax- exempt status of the Bonds. The City Council hereby authorizes the officials of the City responsible for issuing the • Bonds, the same being the Mayor, Clerk and Treasurer of the City, to make such further covenants and certifications as may be necessary to assure that the use thereof will not cause the Bonds to be arbitrage bonds and to assure that the interest on the Bonds will be exempt from federal income taxation. In connection therewith, the City and the City Council further agree: (a)through their officers, to make such further specific covenants, representations as shall be truthful, and assurances as may be necessary or advisable; (b)to consult with counsel approving the Bonds and to comply with such advice as may be given; (c)to pay to the United States, as necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Bonds; (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 their officers, to employ and pay fiscal agents, financial advisors, attorneys, and other persons to assist the City in such compliance. Section 15. 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 16. Reimbursement. None of the proceeds of the Bonds will be used to pay, directly or indirectly, in whole or in part, for expenditures for the Series 2005C Project that have been paid prior to the passage of this Ordinance. -26- Section 17. 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 give notice of redemption of Bonds as provided herein; (d) 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; (e) as to the Bond Registrar, to furnish the City at least annually a certificate with respect to Bonds cancelled and/or destroyed; and (0 j 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 18. Defeasance. Any Bond or Bonds which (a) are paid and cancelled, (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 U.S. funds and direct U.S. -27- 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, registration, transfer, and exchange; are expressly continued for all Bonds whether outstanding Bonds or not. Section 19. 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 E 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, the official's execution thereof to constitute conclusive evidence of the approval of such changes. When the Continuing Disclosure Undertaking is executed and delivered on behalf of the City as 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. -28- Section 20. Municipal Bond Insurance. In the event the payment of principal of and interest on the Bonds is insured pursuant to a municipal bond insurance policy (a "Municipal Bond Insurance Policy") issued by a bond insurer (a "Bond Insurer"), and as long as such Municipal Bond Insurance Policy shall be in full force and effect, the City and the Bond Registrar agree to comply with such usual and reasonable provisions regarding presentment and payment of the Bonds, subrogation of the rights of the Bondholders to the Bond Insurer when holding Bonds, amendment hereof, or other terms, as approved by the City Council on advice of counsel, his or her approval to constitute full and complete acceptance by the City of such terms and provisions under authority of this section. Section 21. 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. Section 22. Severability. If any section, paragraph, clause or provision of this Ordinance shall be held invalid, the invalidity of such section, paragraph, clause or provision shall not affect any of the other provisions of this Ordinance. -29- Section 23. 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: Juan Figueroa,Robert Gilliam,David Kaptain, Brenda Rodgers,Thomas Sandor,John Walters, and Mayor Ed Schock NAYS: None ABSENT: None ADOPTED: April 27, 2005 APPROVED: April 27, 2005 Mayor, ity of Elgin Kane and Cook Counties, Illinois Recorded In City Records: April 27, 2005. Published in pamphlet form by authority of the City Council on April 27, 2005. ATTEST: 19-94,-v-49 City Clerk, City of Elgin Kane and Cook Counties, Illinois [SEAL] -30- • STATE OF ILLINOIS ) SS COUNTY OF KANE ) CERTIFICATION OF MINUTES AND ORDINANCE I, the undersigned, do hereby certify that I am the duly qualified and acting City Clerk of the City of Elgin, Kane and Cook Counties, Illinois (the "City"), and as such official I am the keeper of the official journal of proceedings, books, records, minutes and files of the City and of the City Council (the "City Council") thereof. I do further certify that the foregoing is a full, true and complete transcript of that portion of the minutes of the meeting of the City Council held on the 27th day of April, 2005 insofar as the same relates to the adoption of an ordinance, entitled: AN ORDINANCE providing for the issuance of $4,875,222.65 General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, 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. a true, correct and complete copy of which said ordinance as adopted at said meeting appears in the foregoing transcript of the minutes of said meeting. I do further certify that the deliberations of the City Council on the adoption of said ordinance were taken openly; that the vote on the adoption of said ordinance was taken openly; that said meeting was held at a specified time and place convenient to the public; that notice of said meeting was duly given to all newspapers, radio or television stations and other news media requesting such notice; that an agenda for said meeting was posted at the location where said meeting was held and at the principal office of the City Council at least 48 hours in advance of the holding of said meeting; that said agenda contained a separate specific item concerning the proposed adoption of said ordinance; a true, correct and complete copy of said agenda as so posted being attached to this certificate as Exhibit A; that said meeting was called and held in strict compliance with the provisions of the Open Meetings Act of the State of Illinois, as amended, and the Illinois Municipal Code, as amended, and that the City Council has complied with all of the provisions of said Act and said Code and with all of the procedural rules of the City Council in the adoption of said ordinance. IN WITNESS WHEREOF I hereunto affix my official signature and the seal of the City this 27th day of April, 2005. City Clerk [SEAL] STATE OF ILLINOIS ) ) SS COUNTY OF KANE ) CERTIFICATE OF PUBLICATION IN PAMPHLET FORM I, the undersigned, do hereby certify that I am the duly qualified and acting City Clerk of the City of Elgin, Kane and Cook Counties, Illinois (the "City'), and as such official I am the keeper of the official journal of proceedings,books, records, minutes, and files of the City and of the City Council(the "City Council")thereof. I do further certify that on the 27th day of April, 2005 there was published in pamphlet form, by authority of the City Council, a true, correct and complete copy of Ordinance Number S14-05of the City providing for the issuance of $4,875,222.65 General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, of the City and that said ordinance as so published was on said date readily available for public inspection and distribution, in sufficient number to meet the needs of the general public, at my office as City Clerk located in the City. IN WITNESS WHEREOF I have affixed hereto my official signature and the seal of the City this 27th day of April,2005. City Clerk [SEAL] r STATE OF ILLINOIS ) ) sS COUNTY OF COOK ) CERTIFICATE OF FILING I, the undersigned, do hereby certify that I am the duly qualified and acting County Clerk of The County of Cook, Illinois, and as such officer I do hereby certify that on the day of May, 2005 there was filed in my office a properly certified copy of Ordinance Number S 14-05, passed by the City Council of the City of Elgin, Kane and Cook Counties, Illinois, on the 27th day of April, 2005 and entitled: AN ORDINANCE providing for the issuance of $4,875,222.65 General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, 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. rand that the same has been deposited in, and all as appears from, the official files and records of my office. IN WITNESS WHEREOF I have hereunto affixed my official signature and the seal of The County of Cook,Illinois,this day of May,2005. County Clerk of The County of Cook, Illinois [SEAL] r STATE OF ILLINOIS ) SS COUNTY OF KANE ) CERTIFICATE OF FILING • I, the undersigned, do hereby certify that I am the duly qualified and acting County Clerk of The County of Kane, Illinois, and as such officer I do hereby certify that on the day of May, 2005 there was filed in my office a properly certified copy of Ordinance Number S 14-05, passed by the City Council of the City of Elgin, Kane and Cook Counties, Illinois, on the 27th day of April, 2005 and entitled: AN ORDINANCE providing for the issuance of $4,875,222.65 General Obligation Corporate Purpose (Capital Appreciation) Bonds, Series 2005C, 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. and that the same has been deposited in, and all as appears from, the official files and records of my office. IN WITNESS WHEREOF I have hereunto affixed my official signature and the seal of The County of Kane, Illinois,this day of May, 2005. County Clerk of The County of Kane, Illinois [SEAL] r