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HomeMy WebLinkAboutORDINANCES-1988-060-O-88• ORDINANCE NO. 60-0-88 AN ORDINANCE authorizing and providing for the issue of $1,000,000 Water Revenue Bonds, Series 1988, of the City of Evanston, Cook County, Illinois, for the purpose of defraying the cost of improving and extending the present waterworks system of said. City,. prescribing all the details of said bonds, and providing for the collection, segregation and distribution of the revenue of the waterworks system of said City. WEEREAS it is deemed advisable, necessary and for the best interests of the City of Evanston, Cook County, Illinois (the "City") that improvements and extensions to its municipally - owned waterworks system be constructed and installed, including • the following: together with all necessary pipes, valves, fittings, connections, • ancillary facilities and appurtenances, costs of engineering, legal and financing services, and contingencies, and the total • estimated cost of such project (the "Project") is the sum of $ , all in accordance with the preliminary report and estimate of cost prepared by consulting engineers employed by the .City, and heretofore approved by the City Council and now on file in the office of the City Clerk for public inspection; and W EREAS the City does not have funds available for the purpose of paying the cost of the Project, and it will be neces- sary for the City to borrow the principal sum of $1,000,000 and • in evidence thereof issue its revenue bonds therefor; and WHEREAS pursuant to the provisions of Division 129 of Article 11 of the Illinois Municipal Code, as amended, and its powers as a home rule unit, the City is authorized to issue water revenue bonds for the purpose of paying the cost of said improvements and extensions; and WHEREAS the City Council (the "City Council") of the City has heretofore, pursuant to Ordinance adopted on April 13, 1964, authorized and issued $4,080,000 Water Revenue Bonds, dated May 1, 1964, of which bonds in the amount of $1,540,000 are presently outstanding, and pursuant to Ordinance No. 76-0-72, adopted on November 6, 1972, authorized and issued $1,400,000 Water Revenue Bonds, Series 1973, dated May 1, 1974, of which • bonds in the amount of $625,000 are presently outstanding, and pursuant to Ordinance No. 25-0-80, adopted on April 8, 1980, -2- • authorized and issued $5,000,000 Water Revenue Bonds, Series 1980, dated May 1,- 1980, of which bonds in the amount of $4,750,000 are presently outstanding, and pursuant to Ordinance No. 99-0-82, adopted on October 4, 1982, authorized and issued $5,000,000 Water Revenue Bonds, Series 1982, dated October 1, 1982, of which bonds in the amount of $4,750,000 are presently outstanding, and pursuant. to Ordinance No. 119-0-84, adopted on October 22, 1984, authorized and issued $3,300,000 Water Revenue Bonds, Series 1984, of which bonds in the amount of $3,075,000 are presently outstanding, all which said outstanding bonds (the • "Currently Outstanding Bonds") aggregate the principal amount of $14,740,000; and WHEREAS pursuant to the provisions of said. ordinances (the "Currently Outstanding Bond Ordinances") adopted by the City Council authorizing the Currently Outstanding Bonds, while the Currently Outstanding Bonds are outstanding, no additional bonds shall be issued to share ratably and equally in the income derived from the operation of the waterworks system (as hereinafter more specifically defined, the "System") of the City unless the revenues for the fiscal year then next preceding were sufficient to comply with the specific restrictions set forth in each of the Currently Outstanding Bond Ordinances; and WHEREAS the City Council has caused an audit of the • earnings of the System to be made for the last preceding fiscal year, and the City Council has heretofore determined and does -3- • hereby determine that the earnings of the System for the last preceding fiscal year comply with the covenants and restrictions. provided for in and by each of the Currently Outstanding Bond. Ordinances, and that the earnings for such last preceding fiscal year, are sufficient to permit the issuance of the $1,000,000 additional Water Revenue Bonds, Series 1988, herein provided for, to share ratably and equally in the income derived from the operation of the System with the Currently Outstanding Bonds; NOW,. TEEREFORE, Be I.t Ordained by the City Council of the City of Evanston, Cook County, Illinois, in the exercise of • its home rule powers, as follows: Section 1. Definitions The following words and terms used in this ordinance shall have the following meanings unless the context or use clearly indicates another or different meaning is intended: "Act" means the Illinois Municipal Code, as supple- mented and amended, and the home rule powers of the City under Section 6 of Article VII of the Illinois Constitution of 1970. 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 $1,000,000 Waterworks Revenue Bonds, Series 1988, authorized • to be issued by this Ordinance. -4- "Bond Register" means the Books of the City kept by the Bond Registrar to evidence the registration and transfer of the Bonds. "Bond Registrar" means American National Bank and Trust Company of Chicago, a national banking association, with princi- pal corporate trust offices located in Chicago, Illinois, in its capacity as bond registrar and paying agent hereunder, or successor thereto or designated hereunder. "City" means the City of Evanston, Cook. County, Illi- nois. • "City Council" means the City Council of the City. "Code" means the Internal Revenue Code of 1986. "Currently Outstanding Bonds" means the bonds described and defined as such in the preambles hereto. "Currently Outstanding Bond Ordinances" means the ordinances described and defined as such in the preambles hereto. "Fiscal Year" means a twelve-month period beginning January 1 of the calendar year and ending on December 31 of such year or such other fiscal year as the City may select in accord- ance with the limitations herein set forth. "Maximum Annual Debt Service" means an amount of money equal to the highest future principal and interest requirement of all Outstanding Bonds required to be deposited into the Bond and • Inte.rest Account created by this ordinance in any Fiscal Year, including and subsequent to the Fiscal Year in which the compu- -5- • tation is made. Any Outstanding Bonds required to be redeemed pursuant to mandatory redemption from said Bond and Interest Account shall be treated as falling due on the date required to be redeemed (except in the case of failure to make any such man- datory redemption) and. not on the stated_ maturity date of such Outstanding Bonds. "Net Revenues" means Revenues minus Operation and Main- tenance Costs. "Operation and Maintenance Costs" means all costs of operating, maintaining and routine repair of the System, includ- ing wages, salaries, costs- of materials and supplies, taxes, power, fuel, insurance, purchase of water or sewage treatment services (including all payments by the City pursuant to long term contracts for such services to the extent provided in such contracts); but excluding debt service, depreciation, or any reserve requirements; and otherwise determined in accordance with generally accepted accounting principles for municipal enterprise funds. "Outstanding Bonds" means Currently Outstanding Bonds, Bonds and Parity Bonds which are outstanding and unpaid; provided, however, such term shall not include Bonds or Parity Bonds (i) which have matured and for which moneys are on deposit with proper paying agents, or are otherwise properly available, • sufficient to pay all principal thereof and interest thereon, or (ii) the provision for payment of which has been made by the City • by the deposit in an irrevocable trust or escrow of funds, which may be invested in direct, full faith and credit obligations of the United States of America, the principal of and interest on which will be sufficient, with any funds left uninvested, to pay at. maturity or as called for redemption all the principal of and interest on such Bonds or Parity Bonds. "Parity Bonds means bonds or any other obligation to be issued subsequent in time to the Bonds and which will share ratably and equally in the earnings of the System with the Currently Outstanding Bonds and the Bonds. • "Project" means. the project described and defined as such in the preambles hereto. "Revenues"' means all gross revenues or income from whatever, source derived from the System, including (i) investment income; (ii) connection, permit and inspection fees and the like; (iii) penalties and delinquency charges; (iv) capital develop- ment, reimbursement, or recovery charges and the like; (v) annexation or pre -annexation charges insofar as designated by the City Council as paid for System connection or service; but excluding expressly (a) non -recurring income from the sale of property of the System; (b) governmental or other grants; (c) advances or grants made from the City; and as otherwise de- termined in accordance with generally accepted accounting prin- ciples for municipalenterprise funds. -7- • "System" refers to all property, real, personal or otherwise owned or to be owned by the City or under the control of the City, and used for waterworks purposes, and any and all further extensions, improvements and additions to the System. "Water Fund" means the "Water Fund of the City of Evanston." Section 2. Incorporation of Preambles The City Council hereby finds that all of the recitals contained in the preambles to this ordinance are full, true and correct and does incorporate them into this ordinance by this • reference. Section 3. Determination To Issue Bonds for Project It is necessary and in the best interests of the City - to issue the Bonds to acquire and construct the Project for the public health, safety and welfare. Section 4. Determination of Useful Life The City Council does hereby determine the period of usefulness of the System and the Project to be 40 years from the date of the Bonds. Section 5. Bond Details For the purpose of paying a part of the costs of the Project, there shall be issued and sold the Bonds in the princi- pal amount of $1,000,000. The Bonds shall each be designated • "Water Revenue Bond, Series 1988" and be dated as of September 1, 1988 (the "Dated Date"), and shall also bear the date of -8- • authentication thereof. The Bonds shall be in fully registered form, shall be in denominations of $5,000 and authorized integral multiples thereof (but no single Bond shall represent principal maturing on more than one date), shall be numbered in such reasonable fashion as may be selected by the Bond Registrar, shall bear interest at a rate or rates not to exceed the maximum interest rate provided by law at the time of the sale of Bonds, and shall mature serially on January 1 of the years and in the amounts as follows (subject to the right of prior redemption hereinafter stated): • Year Amount ($) Year Amount ($) Each Bond shall bear interest from the later of its Dated Date as herein provided or from the most recent interest payment date to which interest has been paid or duly provided for, until the principal amount of such Bond is paid or duly pro- vided for, such interest (computed upon the basis of a 360-day year of twelve 30-day months) being payable on January 1, 1989, • and semiannually thereafter on July 1 and January 1 of each year. Interest on each Bond shall be paid by check or draft of • the Bond Registrar, payable upon presentation in lawful money of the United States of America, to the person in whose name such Bond is registered at the close of business on the 15th day of the month next preceding the interest payment date. The princi- pal of and premium (if any) on the Bonds shall be payable upon presentation in lawful money of the United States of America at the principal corporate trust office of the Bond Registrar or at successor Bond Registrar and locality. Section 6. Redemption Those of the Bonds due on or after January 1, , are subject to redemption and payment prior to their maturity, at the option of the City, in whole or in part, from any available funds, on any interest payment date on or after January 1, , and if in part, in integral multiples of $5,000, in inverse order of maturity and within any maturity selected by lot by the Bond Registrar as hereinafter provided, at a redemption price of par plus a premium, expressed as a percentage of principal amount redeemed, plus accrued interest to the date fixed for redemption, as follows: Period (Dates inclusive) Premium M Unless waived by the Bond Registrar, the City shall . notify the Bond Registrar of the redemption of Bonds (by maturity and amount per maturity, if less than all Bonds of a maturity are -10- • to be redeemed) not less than 45 days prior to the date of redemption. In the event of a partial redemption of Bonds of a given maturity, the particular Bonds or portions thereof to be redeemed shall be selected. by lot not more than 60 days prior to the redemption date by the Bond Registrar.. With respect to par- tial redemptions, the- Bond Registrar shall select the Bonds or portion thereof to be redeemed 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 $5,000 Bond or $5,000 por- tion 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 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 owners to the Bond Registrar. -11- E All official notices of redemption shall include at least the information as follows: (1) the redemption date; (2) the redemption price; (3) if less than all of the Bonds of a single maturity are to be redeemed, the identification (and, in the case of partial redemption of any Bonds, the respective principal amounts) of the Bonds to be redeemed; (4) a statement that. on the redemption date the redemption price will become due and payable upon each such Bond or portion • thereof called for redemption and that interest thereon shall cease to accrue from and after said date; and (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. 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. 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 inter- -12- • est. Neither the failure to mail such redemption notice, nor any defect in any- notice so mailed, to any particular registered owner, shall. affect the sufficiency of such notice with respect to other Bonds. Notice having been properly given, failure of a Bondholder to receive -such notice shall not be deemed to invali- date, limit or -delay the effect of the notice or redemption action described in the notice. Such notice may be waived in writing by the registered owner 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 accor- dance with said notice, such Bonds shall be paid by the Bond Registrar at the redemption price. The procedure for payment of interest due on or prior to the redemption date shall be as herein provided for payment of interest otherwise due. Upon sur- render for any partial redemption of any Bond, there shall be prepared for the registered owner a new Bond or Bonds of like tenor, of authorized denominations, of the same maturity and bearing the same rate of interest in the amount of the unpaid principal. If any Bond or portion of Bond called for redemption • shall not be so paid upon surrender thereof for redemption, the principal shall, until paid or duly provided for, bear interest -13- • 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 andshall 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 invalidate, limit or delay the redemption action if notice thereof is given as above prescribed. 0 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 re- deemed; (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 certi- fied mail or overnight delivery service to all registered secu- rities depositories then in the business of holding substantial amounts of obligations of types comprising the Bonds (such depos- itories now being Depository Trust Company of New York, New York, • and Midwest Securities Trust Company of Chicago, Illinois) and to -14- �J 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. Each such further notice shall be published one time in The Bond Buyer, New York, New York or, if such publication is impractical or unlikely to reach a substantial number of the reg- istered owners of the Bonds, in some other financial newspaper or journal which regularly carries notices of redemption of other obligations similar to the Bonds, such publication to be made at least 30 days prior to the date fixed for redemption. . Upom 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. Parity Bonds hereinafter issued pursuant to the terms hereof may be redeemable at such times and upon such terms as may be determined at the time of authorization thereof. Section 7. Amendment The rights and obligations of the City and of the reg- istered owners of. Outstanding Bonds may from time to time be modified or amended by a supplemental ordinance adopted by the City Council with the written consent of the holders and regis- tered owners of not less than two-thirds of the principal amount of all Outstanding Bonds (excluding any of said bonds owned by or -15- • under the control of the City); provided, however, that no such modification or amendment may become effective until all of the outstanding Water Revenue Bonds, dated May 1, 1964, of the City have been paid in full, both as to principal and interest, or provision made for the payment thereof; and, provided further, that no such modification or amendment shall extend or change the maturity of or date of redemption prior to maturity, or reduce the. interest rate on, or permit the creation of a preference or priority of any Outstanding Bond or Outstanding Bonds over any other Outstanding Bond or Outstanding Bonds, or otherwise alter • or impair the obligation of the City to pay the principal of, interest on and redemption premium (if any) on any of the Outstanding Bonds at the time, place, rate, and in the currency provided therein, or alter or impair the obligations of the City with respect to registration, transfer, exchange or notice of redemption of Bonds, without the express consent of the holders and registered owners of all the Outstanding Bonds affected; nor shall any such modification or amendment reduce the percentage of the holders and registered owners of Outstanding Bonds required for the written consent of such modification or amendment without the consent of the holders and owners of all of the Outstanding Bonds. Ownership of Bonds for purposes of consent by the reg- • istered owners thereof shall be conclusively proved by the Bond Register. In obtaining or receiving the consents of registered -16- owners, the City may establish reasonable rules of procedure including, without limitation, rules relating to (i) a record date to fix the registered owners who are entitled to vote-, (ii) solicitation of proxies and (iii) a meeting of the regis- tered owners for the taking of actions. The registered owners of Bonds may vote their Bond interest in fractional shares. In the event that Bonds are registered in the name or names of nominees or depositories, consent of such owners by proxy in accordance with the applicable customs of the securities industry or rules of the Securities Exchange Commission, Municipal Securities Rule making Board or other association or agency having jurisdiction shall be sufficient. Section 8. Execution; Authentication The Bonds shall be executed on behalf of the City with the manual or facsimile signature of the Mayor and attested with the manual or facsimile signature of the City Clerk, as they may determine, and shall have impressed or imprinted thereon the cor- porate seal or facsimile thereof of the City. In case any offi- cer 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 authenti- cation substantially in the form hereinafter set forth duly exe- cuted by the Bond Registrar as authenticating agent of the City -17- • 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 Regis- trar 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. Owners Section 9. Registration of Bonds; Persons Treated as 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 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 -18- �J 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 like tenor, of the same maturity, bearing the same interest rate., of authorized denomina- tions, 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 15th day of the calendar month preceding an interest payment date on the Bonds 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 sha_Il constitute full and due authorization of such Bond, and the Bond Registrar shall thereby be authorized to authenticate, date and deliver such Bond; provided, however, the principal amount of Bonds of each maturity authenticated by the Bond Registrar shall not at any one time exceed the authorized principal amount of Bonds for such maturity less the amount of such Bonds which have been paid. i -19- • 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 or premium on any Bond shall be made only to or upon the order of the registered owner thereof or said owner's legal represen- tative. 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 govern- mental 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. Section 10. Form of Bond The Bonds shall be in substantially the form herein- after 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. • -20- • • [Form of Bond - Front Side] REGISTERED REGISTERED NO. $ UNITED STATES OF AMERICA STATE OF ILLINOIS A.Y OF COOK CITY OF EVANSTON WATER REVENUE BOND SERIES 1988 See Reverse Side for Additional Provisions Interest Maturity Dated Rate: Date: Date: CUSIP Registered Owner: Principal Amount: KNOW ALL PERSONS BY THESE PRESENTS that the City of Evanston, Cook County, Illinois, a municipality and political subdivision of the State of Illinois (the "City") hereby acknow- ledges itself to owe and for value received promises to pay to the Registered Owner identified above, or registered assigns as hereinafter provided, on the Maturity Date identified above, the • Principal Amount identified above and to pay interest (computed on the basis of a 360-day year of twelve 30-day months) on such -21- • Principal Amount from the later of the Dated Date of this Bond identified above or fromthe 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, 1989, and semiannually thereafter on July 1 and January 1 of each year until said Principal Amount is paid or duly provided for, and except as the provisions hereinafter set forth with respect to redemption prior to maturity may be and become -applicable hereto. Principal of and premium (if any) on this Bond are payable in lawful money of the United States of America.upon presentation hereof at the principal corporate trust • office of American National Bank and Trust Company of Chicago, Chicago, Illinois, as bond registrar and paying agent (the "Bond Registrar"). Payment of interest shall be made to the Registered Owner hereof as appearing on the registration books of the City maintained by the Bond Registrar at the close of business on the 15th day of the month next preceding the interest payment date and shall be paid by check or draft of the Bond Registrar, 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 Regis- trar. Reference is hereby made to the further provisions of • this Bond set forth on the reverse hereof, and such further pro- -22- • visions shall for all purposes have the same effect as if set forth at this place. It is hereby certified and recited that all acts, conditions and things required to be done precedent to and in the issuance of this Bond have been done and have happened and have been performed in regular and due form of law and that provision has been made for depositing into the Water Fund the entire Revenues received from the operation of the System to be applied in the manner as hereinabove set. forth; and the City hereby covenants and agrees that it will fix and maintain rates for the use and service of the System and collect and account for the • Revenues derived therefrom sufficient at all time to pay Operation and Maintenance Costs, to promptly pay principal of and interest on all bonds issued by the City which are payable solely from the Revenues of the System, and to provide an adequate depreciation fund, and to comply with all the covenants of and to maintain the accounts created by the Ordinance. The City covenants that in each Fiscal Year the Net Revenues shall be adequate to produce an amount sufficient to provide not less than 125% of the principal and interest requirements of all Outstand- ing Bonds for such Fiscal Year. 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. • -23- • The City has properly designated this Bond as a "quali- fied tax-exempt obligation" under Section 265(b)(3) of the Internal Revenue Code of 1986. IN WITNESS WHEREOF the City of Evanston, Cook County, Illinois, by its City Council, has caused. this Bond to be executed with the duly authorized manual or facsimile signature of its Mayor and attested by the duly authorized manual or facsi- mile signature of its City Clerk and its corporate seal or a fac- simile thereof to be impressed or reproduced hereon, all. as appearing hereon and asof the Dated Date identified above. • Attest: City Clerk, City of Evanston Cook County, Illinois (SEAL) .7 Mayor, City of Evanston Cook County, Illinois -24- r1 U Date of Authentication:. CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within mentioned Ordinance and is one of the Water Revenue Bonds., Series 1988, having a. Dated Date of September 1, 1988, of the City of Evanston, Cook County, Illinois. American National Bank and Trust Company of Chicago as Bond Registrar By Authorized Officer Bond Registrar and Paying Agent:. American National Bank and Trust Company of Chicago Chicago, Illinois [Form of Bond - Reverse Side] City of Evanston, Cook County, Illinois Water Revenue Bond, Series 1988 This bond and the bonds of the series of which it forms a part ("Bond" and "Bonds" respectively) are of an authorized issue of One Million Dollars ($1,000,000) of like Dated Date and tenor except as to maturity, rate of interest and privilege of redemption. The Bonds are payable solely from the Revenues derived from the operation of the waterworks system of the City (the "System") after payment of Operation and Maintenance Costs, and not otherwise, and are issued under authority of the provisions of Division 129 of Article 11 of the Illinois Munici- pal 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 -25- • Article VII of the Illinois Constitution of 1970 (such code and powers being the "Act"), for the purpose of paying a part of the cost of a Project for- the improvement and extension of the System as more fully described in the Ordinance herein defined. The Bonds are issued pursuant to Ordinance Number , passed by the City Council of the City on the day of 1988 (the "Ordinance"), to which reference is hereby expressly made for further definitions and terms and to all the provisions of which the holder and registered owner by the acceptance of this Bond assents. This Bond does not constitute an indebtedness of the • City within the meaning of any constitutional or statutory provision or limitation. Under the Act and the Ordinance, the Revenues from the i operation of the- System shall be deposited into the Water Fund, which shall be used only and is hereby pledged for paying Operation and Maintenance Costs, paying the principal of and interest on all bonds of the City that are payable by their terms only from the Revenues of the System, providing an adequate depreciation fund, and in making all payments required to main- tain the accounts established under the terms of the Ordinance. Parity Bonds may be issued pursuant to the terms of the Ordinance. Outstanding Bonds issued and authenticated pursuant to the Ordinance are coequal as to the lien on the Revenues of the • System for their payment and share ratably, without any prefer- -26- • ence, priority, or distinction, the one over the other, as to the source or method of payment and security of the Outstanding Bonds. The rights and obligations of the City and of the holders and registered owners of the Bonds may from time to time be modified or amended by a supplemental ordinance adopted by the City Council with the written consent of the holders and regis- tered owners of not less than two-thirds of the principal amount. of all Outstanding Bonds (excluding any of said bonds owned by or under, the control of the City); provided, however, that no such. • modification or amendment may become effective until all of the outstanding Water Revenue Bonds, dated May 1, 1964, of the City have been paid in full, both as to principal and interest, or provision made for the payment thereof; and, provided further, that no such modification or amendment shall extend or change the maturity of or date of redemption prior to maturity, or reduce the interest rate or premium on, or permit the creation of a preference or priority of any Outstanding Bond or Outstanding Bonds over any other Outstanding Bond or Outstanding Bonds, or otherwise alter or impair the obligation of the City to pay the principal of, interest on and redemption premium (if any) on any of the Outstanding Bonds at the time, place, rate and in the currency provided therein or alter or impair the obligations of the City with respect to registration, transfer, exchange or • notice of redemption of Bonds, without the express consent of the -27- holders andregistered owners of all the Outstanding Bonds affected; nor shall. any such modification or amendment reduce the percentage of the holders and registered owners of Outstanding Bonds required for the written consent to such modification or amendment without the consent of. the holders and owners of all of the Outstanding Bonds-. Those of the Bonds due on or after January 1, are subject to redemption .at the option of the City, in whole or in part, on any interest payment date on or after January 1, , in integral multiples of $5,000, in inverse order of maturity and within any maturity selected by lot by the Bond Registrar in the • manner provided in the Ordinance, at a redemption price of par plus a premium, expressed as a percentage of principal amount redeemed, plus accrued interest to the date fixed for redemption, as follows: Period (Dates inclusive) Premium M Unless waived by the Registered Owner of Bonds to be redeemed, notice of any such redemption shall be given by the Bcnd 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 -28- 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 Regis- trar. 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. 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 surren- der of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Bond Registrar at the redemption price. The procedure for the payment of interest due on or prior to the redemption date shall be as herein provided for payment of • interest otherwise due. Upon surrender for any partial redemp- tion of any Bond, there shall be prepared for the Registered MM • Owner a, new Bond or Bonds of like tenor, of authorized denomina- tions, of the same maturity, and bearing the same rate of interest in the amount of the unpaid principal. 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 the Ordinance. Upon surrender for trans- fer or exchange of this Bond at the principalcorporate trust office of the Bond Registrar in the City of Chicago, Illinois, duly endorsed by or accompanied by a written instrument or instruments of transfer 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 like tenor, of the same maturity, bearing the same interest rate, of authorized denominations, 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 15th day of the calendar month preceding an interest payment date on the Bonds 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. -30- • The City- and. the Bond Registrar may deem and treat the Registered Owner hereof as the absolute owner hereof for the pur- pose of receiving payment of or on account of principal hereof, premium, if any, hereon and interest due hereon 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 • (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 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. -31- �J Section 11. Bonds Limited Obligations The Bonds shall be payable solely from the Net Revenues as derived from the operation of the System, and shall not con- stitute an indebtedness of the City within the meaning of any constitutional or statutory limitation. Section 12. Fiscal Year and Deposit of Revenues Upon the issuance of any of the Bonds the entire System, for the purpose of this ordinance and while any of the Bonds remain outstanding, shall be operated on a fiscal year basis commencing the first day of January and ending the last day • of December of each succeeding year; provided, however, that the City reserves the right to adopt a new Fiscal Year for the System at such time as the outstanding Water Revenue Bonds, dated May 1, 1964, dated December 1, 1972 (Series 1972) and dated May 1, 1974 (Series 1973) have been paid in full, or provision made for their payment, both as to principal and interest. From and after the delivery of any of the Bonds, all of the Revenues shall be set aside as collected and be deposited into a bank account separate and apart from all other City accounts and heretofore designated, accounted for and known as the "Water Revenue Fund of the City of Evanston." The fund shall constitute a trust fund for the sole purpose of carrying out the covenants, terms and conditions of this ordinance, and of cne Currently Outstanding Bond Ordinances. Said ordinances did establish, continue and maintain such fund; sufficient revenues -32- • derived from the operation of the System were thereby and are hereby required to be deposited to be used only in paying the cost of operation and maintenance of the System, providing an adequate depreciation fund, and paying the principal of and interest on all bonds of the City which are payable by their terms only from the Revenues, and for the creation of and maintenance of the several respective accounts hereinafter named. Section 13. Accounts and Flow of Funds The functions and. obligations of the Water Fund shall be continued and maintained by the- maintenance in the Water Fund of separate special accounts designated severally the "Operation • and Maintenance Account," "Depreciation Account," "Bond and Interest Account" and "Bond Reserve Account". In addition, there have been created and established and are hereby maintained separate special accounts designated the "Depreciation, Improvement and Extension Account" and "Surplus Revenue Account". Into said accounts, there shall be set aside on the first business day of each month without any further official action or direction all moneys held in the Water Fund of the City, in accordance with the following priority: A. Operation and Maintenance Account There shall be credited to the Operation and Main- tenance F-_count on the first business day of each month an amount sufficient to pay the reasonable Operation and Maintenance Costs • of the System for the next succeeding month. -33- Money in this account shall be used to pay Operation and Maintenance Costs. Money in this account shall not be used to pay the costs of extraordinary or unusual repairs and maintenance, capital expenditures, or to provide for any transfer in lieu of corporate taxes, or general supervision or admin- istrative charges by the City. B. Depreciation Account The Depreciation Fund heretofore created shall continue to be: accumulated at an annual rate of $25,000 while any of the Water Revenue Bonds of the City, dated May 1, 1964 (which herein- after may- be referred to as the "1964 Bonds") remain outstanding and. unpaid, or until provision has been made for the payment thereof, as to both principal and interest. Said fund shall be used from time to time only for the purpose of meeting any emergency or expense in the replacement of any portion of the System. Said Depreciation Fund shall be maintained in the amount of $300,000, and no further transfers into the Depreciation Fund shall be required while any of the 1964 Bonds are outstanding, as aforesaid, except that any moneys used from the Depreciation Fund shall be restored from the first moneys available for that purpose. At such time as all of the 1964 Bonds shall have been paid, or until provision has been made for the payment thereof, as to both principal and interest, any • amount remaining in said Depreciation Account shall be -34- n transferred to the Depreciation, Improvement and Extension Account as hereinafter established and maintained pursuant to paragraph (E) of this section,. and said Depreciation Account shall thereafter be discontinued. C. Bond and Interest Account All amounts required to be set aside for the purpose of paying principal of and interest on the 1964 Bonds as provided in Section 6 of the ordinance authorizing the issuance of said bonds, shall be set. aside monthly as directed. Beginning on the first day of the month following delivery of the Bonds herein authorized, there next shall be • credited to the Bond and Interest Account an amount at least equal to one -fifth of the interest becoming due on all Outstanding Bonds authorized and issued pursuant to the Currently Outstanding Bond Ordinances and this ordinance (except said ordinance for the 1964 Bonds, which shall have been provided for under the first paragraph hereof), and including the interest to become due on all Parity Bonds herein authorized, until there is on hand in said account the full amount of the interest payable on the next succeeding interest payment date; and there shall be credited to the Bond and Interest Account on the first business day of each month an amount at least equal to one -tenth of the principal of all Outstanding Bonds authorized and issued pursuant to the Currently Outstanding Bond Ordinances (except said ordi- nance for the 1964 Bonds, which shall have been provided for -35- • under the first paragraph hereof) and this ordinance, and includ- ing all Parity Bonds herein authorized, until there is on hand in said account the full amount of the principal becoming due (or subject to mandatory redemption) on the next succeeding principal payment date. Credits to the Bond and Interest Account may be suspended at such time as there shall be sufficient money in said account to pay principal and interest due on the next payment date, but such credits shall again be resumed at the time of such payment date. All moneys in the Bond and Interest Account shall be used only for the purpose of paying interest on and principal of Outstanding Bonds. Any and all sums received from the purchaser of the Bonds as accrued interest thereon to the date of delivery shall be credited to said Bond and Interest Account and applied to pay interest on the Bonds. Funds to pay all of said principal and interest, together with the fees and expenses of any paying agent or bond registrar for Outstanding Bonds (including the Bond Registrar hereunder), shall be remitted to any such paying agent or bond registrar at least fifteen (15) days prior to the date of payment of such principal or interest; provided that all fees therefor shall be paid from the Operation and Maintenance Account. ar-M • D. Bond Reserve Account Beginning on the first business day of the month following the delivery of the Bonds, the sum of $12,150 is to be credited each month. to the interest reserve fund heretofore created and established and now designated as the Bond Reserve Account, and to be accumulated at an annual rate of $145,800 each year until all of the Bonds shall have been paid or otherwise are no longer deemed Outstanding. Moneys in said Bond Reserve Account shall be retained and used only for the payment of principal of or interest on Outstanding Bonds, at any time when there are insufficient. funds • available in the Bond and Interest Account to pay such principal of or interest on such bonds as the same become due; provided, however, that whenever the balance in said account is equal to Maximum Annual Debt Service, any surplus over and above said maximum amount shall be transferred to any other account within the Water Fund as directed by the City Council. E. Depreciation, Improvement and Extension Account There shall be credited to the Depreciation, Improve- ment and Extension Account, after distribution has been made to accounts enumerated in paragraphs (A) to (D), inclusive, the sum of at least $3,000 each month while any of the 1964 Bonds are outstanding; provided, however, that at such time as the 1964 Bonds have been paid in full, both principal and interest, or • provision made for their payment, the amount remaining in the -37- -• Depreciation Account shall be transferred to the Depreciation, Improvement and Extension Account as provided in paragraph (B) of this section. Beginning. on the first day of the month following the payment of or provision for payment of the 1964 Bonds, as afore- said, there shall be credited to the Depreciation, Improvement and Extension Account on the first business day of each month the sum of $5,100, or such greater amount as may be designated from time to time by the City Council. The moneys in said account shall be used first to • provide an adequate allowance for depreciation as shall be determined from time to time by the City Council, and may be used from time to time to pay for any extraordinary maintenance, repairs and necessary replacements, or if not so needed then for improvement or extension of the System. Said funds shall be used at any time to pay principal of or interest on any Outstanding Bonds whenever there are no other funds available to pay the • same. From and after such time as said account aggregates the sum of $400,000, any sums in excess thereof may be transferred to any other account within the Water Fund of the City, at the discretion of the City Council. All prcceeds received from the disposition of any property of the System shall be credited to this account. -38- • F. Surplus Revenue Account All revenues remaining in the Water Fund, after all credits have been made to the respective accounts herein provided for, shall at the end of each month be credited to the Surplus Revenue Account, and the amount so credited shall be held and used for the following purposes: 1. For making up any deficiency necessary to credit accounts enumerated in paragraphs (A) to (E), inclusive, with the required amounts therefor for each month as hereinabove provided. 2. For paying principal of and interest on any junior lien • bonds (subordinate issue). 3. For transfer to any other account of the fund, or at the discretion of the City Council for any lawful corporate purpose, including, but not limited to, any extraordinary, costs of operation and maintenance of the System not otherwise provided for, or any authorized payments in lieu of taxes, general supervision and administrative charges by the City. 4. For any lawful corporate purpose, in the discretion of the City Council. G. Investments Moneys on deposit in any of the accounts abo a may by resolution of the City Council be invested from time to time in • direct obligations of the United States Government, or -39- • investments fully guaranteed by the United States Government, maturing not later than the earliest date on which it is estimated the moneys in said account will be needed, but in no event later than five (5) years from the date of such investment. Such securities shall be sold from time to time without further authority of the City Council as moneys may be needed for the purpose for which said accounts have been created. All accrued interest on any moneys so invested shall first be credited to the Water Fund of said. City and then credited to the account for which the investment was made. All uninvested. money on hand shall be deposited in • banks selected as depositories by the City Council from time to time so as to be available when needed. Such bank accounts shall be separate from all other City accounts, provided that all money in the Water Fund may be deposited in a single bank account, except money in accounts enumerated in paragraphs (C) and (D) thereof, which shall be deposited in one or more separate bank accounts. Section 14. General Covenants The City covenants and agrees with the holders and registered owners of the Outstanding Bonds as follows: A. The City will maintain the System and all improvements and extensions thereto in good repair and working order, will operate the same efficiently and faithfully, and will • punctually perform all duties with respect thereto required by -40- 0 the Constitution and laws of the State of Illinois and the United States.. B. The City will establish and maintain at all times reasonable fees, charges and rates for all users of the service of the System, and provide for the collection thereof and for the segregation and application of the Revenues in the manner provided by this ordinance,_ and sufficient at all times to pay the reasonable Operation and Maintenance Costs, to pay the principal of and interest on all revenue bonds of the City which by their terms are payable from the Revenues, and to provide for the creation and maintenance of the respective accounts as • provided in Section 13 of this ordinance, and from time to time make all needful and. proper repairs, replacements, additions and betterments thereto, so that the System may at all times be operated properly and advantageously, and when any equipment or facility shall have been worn out, destroyed or otherwise is insufficient for proper use, it shall be promptly replaced or repaired so that the value and efficiency of the System shall be at all times fully maintained. The City covenants that the City will establish and maintain fees, charges and rates that will be adequate to produce Net Revenues in an amount not less than 125% of the principal and interest requirements for all Outstanding Bonds for the then current Fiscal Year. • -41- Charges for service rendered the City shall be made against said City, and payment for the same from the corporate funds shall be made monthly into the Water Fund, as Revenues, in the same manner as other Revenues are required to be deposited. No free -service of the. System shall be furnished to any person, firm, organization or corporation, public or private, and to the extent permitted by law it is expressly herein covenanted and agreed that the City will not grant a franchise, for the operation of any other or competing waterworks system within the City, and that the Bonds herein authorized to be executed shall constitute legally enforceable liens on the Revenues. • C.. The City will establish such rules and regulations for the control and operation of the System necessary for the efficient and economical operation thereof, and rates and charges shall be fixed and revised from time to time as may be necessary to produce funds sufficient for all purposes herein provided. D. The City will make and keep proper books and accounts (separate and apart from all other records and accounts of said City), in which complete entries shall be made of all transactions relating to the System, and hereby covenants that within ninety (90) days following the close of each Fiscal Year it will cause the books and accounts of the System to be audited annually by independent certified public accountants showing the receipts and disbursements on account of the System, and that • said audit will be available for inspection by the registered owners of any of the Bonds. -42- Each such audit, in addition to whatever matters may be thought proper by the accountants to be included therein, shall, without limiting the generality of the foregoing, include the following: 1.. A statement in detail of the income and expendi- tures of the system for such Fiscal Year, and including credits to the various accounts provided herein. 2. A balance sheet as of the end of such Fiscal Year. 3. The accountant's comment regarding the manner in which the City has carried out the accounting requirements of this ordinance, and the accountant's recommendations for any • changes or improvements in the operation of the System. 4. A list of all insurance policies in force at the end of the fiscal year, setting out as to each policy the amount of the policy, the risks covered, the name of the insurer, and the expiration date of the policy. 5. The number of metered water customers and the number of unmetered water customers at the end of the year, and the quantity of water pumped and billed. All expenses incurred in the making of the audit required by this section shall be regarded and paid as an Operation and Maintenance Cost. In addition, statements of revenues and expenditures of- the System shall be furnished to the City Council at least quarterly during each Fiscal Year. Copies • of the audits and statements shall be supplied to any registered owner of a Bond upon request. -43- U E. The City will not sell, lease, loan, mortgage, or in any manner dispose of or encumber the System (subject to the reserved right of the City to issue additional obligations as provided in Section 15 hereof); provided, however, that this covenant shall not. prevent said City from disposing of any property which in the judgment of the City Council is no longer useful or profitable in the operation of the System, nor essen- tial to the continued operation of the System. The proceeds from the sale of any property shall be credited to the Depreciation, Improvement and Extension Account. • F. The provisions of this ordinance shall constitute a contract between the City and the holders and registered owners of the Bonds, and after the issuance of the Bonds no changes, additions or alterations of any kind shall be made hereto, except as hereinabove provided for amendments hereto. Any holder or registered owner of a Bond or Bonds issued hereunder may proceed by civil action, mandamus, or other proceeding to enforce or compel performance by the officials of said City of all duties required by law, the Act and this ordinance, including the making and collecting of sufficient charges and rates for the water services supplied by the System, and the application of the income and revenue therefrom. G. The City will carry insurance on the System of the kinds and in the amounts which are usually carried by private • parties operating similar properties, including, without limiting -44- the generality of the foregoing,fire, windstorm insurance, public liability, and all additional insurance covering such risks as shall be recommended by a competent consulting engineer employed for the purpose of making such recommendation, and all moneys received for loss: under such insurance policies shall be. deposited in the Depreciation, Improvement and Extension Account, and used in making good the loss or damage in respect of which they were paid, either by repairing the property damaged or replacing the property destroyed, and provision for making good such loss or damage shall be made within ninety (90) days from • date of loss. The payment of premiums for all insurance policies required under the provisions of this covenant shall be con- sidered an operation and maintenance expense. The proceeds derived from any and all policies for public liability shall be credited to the Operation and Maintenance Account and used in paying the claims on account of which they were received. H. The City covenants that it will at all times retain a Bond Registrar with respect to the Bonds, that it will maintain at the designated office of such Bond Registrar a place or places where Bonds may be presented for payment or registration of transfer or exchange, and that it will require that the Bond Registrar properly maintain the Bond Register and perform the other duties and obligations imposed upon it by this ordinance in • a manner consistent with the standards, customs and practices of the municipal securities industry. -45- • The Bond Registrar shall signify its acceptance of the duties and obligations imposed upon it by this ordinance by executing the certificate of authentication on any Bond, and by such execution the Bond Registrar shall be deemed to have certified to the City that it has all requisite power to accept and has accepted such duties and obligations. The Bond Registrar is the agent of the City and shall not be liable in connection with the performance of its duties except for its own negligence or willful. -wrongdoing. The Bond Registrar shall, however, be responsible for any representation in its certificate of authentication on the Bonds. The City may remove the Bond Registrar at any time. In case atany time the Bond Registrar shall resign, shall be removed, shall become incapable of acting, or shall be adjudged as bankrupt or insolvent, or if a, receiver, liquidator or con- servator of the Bond Registrar, or of the property thereof, shall be appointed, or if any public officer shall take charge or control of the Bond Registrar, or of the property or affairs thereof, the City covenants and agrees that it will thereupon appoint a successor Bond Registrar. The City shall mail notice of any such appointment made by it to each registered owner of any Bond within twenty (20) days after such appointment. Any Bond Registrar appointed under the provisions of this Section shall be a bank, trust company or national banking association. -46- • Section 15. Parity Bonds. It is hereby covenanted and agreed that, while any of the Bonds issued hereunder are outstanding, the City will not issue -any other bonds or obligations of any kind or nature having a pledge on the Revenues which is prior to the lien on the Revenues of the Bonds herein authorized. The City further covenants and agrees as follows: A.. While any of the 1964 Bonds remain outstanding, Parity Bonds shall not be issued unless the Revenues for the Fiscal Year then next preceding were sufficient to pay all • Operation and Maintenance Costs, provide the required deprecia- tion fund and interest reserve fund, and leave a balance equal to at least one hundred ten per cent (110%) of the aggregate of - 1. The principal and interest requirements for such year on all then Outstanding Bonds; 2. One year's interest on the total issue of Parity Bonds then proposed to be issued; and 3. An amount of principal of such Parity Bonds computed by dividing the total amount of such issue by the number of years to the final maturity date of such issue. B. At such time as all of the 1964 Bonds, or provision made for their payment, both as to principal and interest, and from time to time as shall be found necessary and for the best • interests of the City, Parity Bonds may be issued for the purpose -47- of constructing or acquiring improvements, replacements and extensions of the System, or for the purpose of refunding any of the Outstanding Bonds of the City, or for any combination of such purposes, but only provided the the City shall have complied with the following requirements: 1. The amounts required to have been credited to the respective accounts enumerated in paragraphs (A) to (E), inclu- sive, of Section 13 of this ordinance, up to the date of autho- rization of said Parity Bonds shall have been credited to said respective accounts; and 2. The Net Revenues of the System for the Fiscal Year • then nextpreceding, or the adjusted Net Revenues of the System for the next preceding Fiscal Year, if such revenues are adjusted as herein provided, have been equal to not less than one hundred thirty per cent (130%) of Maximum Annual Debt Service on (a) all then Outstanding Bonds; and (b) on the additional Parity Bonds then proposed to be issued. Net Revenues shall be evidenced by an audit of an independent certified public accountant. In the event there shall have been a change in the rates of the System from the rates in effect for the immediately preceding Fiscal Year, which change is in effect at the time of the issuance of any such Parity Bonds, then the Net Revenues as • provided in this subparagraph (2) shall be adjusted to reflect -48- U the Net Revenues of the System for the immediately preceding Fiscal Year as they would have been had said then existing rates been in effect during all of said year. Any such adjusted Net Revenues shallbe evidenced by the certificate of a certified public accountant or an independent consulting engineer employed for that purpose, which certificate shall be approved by the City Council prior to the issuance of the Parity Bonds and filed with the. City Clerk upon its approval. C. Notwithstanding the foregoing provisions, the City reserves the further right to issue Parity Bonds to refund any of • Outstanding Bonds, provided they are issued to refund such bonds due within_ three (3) months of the date of refunding and for the payment of which no other funds are or will be available at the. maturity thereof. D. Parity Bonds shall be on an equal basis in all respects with the Bonds herein authorized, shall share ratably and equally in the Revenues, and shall mature as to principal on January 1 and as to interest on January 1 and July 1. Section 16. Sale of Bonds As soon as may be after this ordinance becomes effec- tive, the Bonds shall be sold as a whole or in part, and from time to time by the City Council in such manner as they may hereafter determine. The City Council shall, upon making the award of sale of the Bonds to such bidder, adopt a resolution • confirming the sale and fixing the interest rate or rates on such -49- U Bonds in accordance with the terms of the acceptable bid. Such Bonds shall thereafter be prepared bearing interest at such interest rate or rates in accordance with the resolution confirming sale thereof, and after the execution of said Bonds in the manner as herein provided, the same shall then be delivered to the purchaser thereof upon receipt of the purchase price therefor. Section 17. Application of Proceeds to Funds The Bond proceeds, exclusive of accrued interest, shall be placed in a bank or banks designated as depositories by the • City Council in a separate account to be designated the "Waterworks Construction Fund Account (1988) of the City of Evanston." The accrued interest shall be credited to the Bond and Interest Account herein maintained and applied to pay first interest due on the Bonds. The money in said Construction Fund Account shall be held for the benefit of the City for the purposes herein provided, and for the benefit of the registered owners of the Bonds hereby authorized as their interests may appear, and said funds shall be withdrawn from the depository from time to time by the Comptroller of the City only upon submission to him of the following: (a) An order signed by the Mayor and City Clerk, or such other officers that may from time to time be by law authorized to sign and countersign orders on the Comptroller • of the City, stating specifically the purpose for which the -50- • order is issued and indicating that the payment for which the order is issued has been approved by the City Council; and (b) For each order for withdrawal of funds by the Comptroller for payment to a contractor or contractors for work done in connection with the construction of the Project shall also be accompanied by a certificate executed by the engineer in charge of the construction, stating the nature of the work completed and the amount due and payable thereon. The moneys deposited in the Construction Fund Account • may be temporarily invested from time to time in direct or fully guaranteed obligations of the United States Government having a maturity date not later than the date or dates on which such funds will be needed. All payments received as principal or interest derived from such investment shall be credited to the Construction Fund Account. Within sixty (60) days after completion of the Project in accordance with the plans and specifications therefor, as approved by the City Council, and after all costs have been paid in connection with the construction thereof, the engineers shall certify to the City Council the fact that the work has been completed according to said plans and specifications, and upon approval of the completion of the work based upon the engineer's certificate by the City Council, and after all costs have been • paid, the Mayor, City Clerk and Engineer shall execute a certifi- -51- 0 sate and file it with the depository certifying that the work has been completed in accordance with the plans and specifications, that all costs have been paid, and if at that time any funds remain in said Construction Fund Account the same shall be trans- mitted by said depository to the Comptroller of said City, who shall credit said funds to the Depreciation, Improvement and Extension Account. The costs. of engineering, legal and financing services, the costs of surveys, designs, soundings, borings, rights -of -way, and all other necessary and incidental expenses, shall be deemed • items of cost of construction of the Project. Said fund may also be closed by action of the Comptroller alone, but only upon its being fully depleted, and notwithstanding that the Project has not then been completed. Section 18. Not Private Activity Bonds None of the Bonds is a "private activity bond" as defined in Section. 141(a) of the Code. In support of such conclusion, the City certifies, represents and covenants as follows: A. None of the proceeds of the Bonds is to be used and neither the Project nor the System is to be used, directly or indirectly, in any trade or business carried on by any person other than a state or local governmental unit. B. No direct or indirect payments are to be made on • any Bond with respect to any private business use by any person other than a state or local governmental unit. -52- • C. None of the proceeds of the Bonds are to be used, directly or indirectly, to make or finance loans to persons other than a state or local governmental unit. D. No user of the Project or the System other than the City or another local government unit will use the same on any basis other than the same basis asthe general public; and no person other than the City will be a user of the Project or the System as a result of (i) ownership or (ii) actual or beneficial use pursuant to a. lease, a management or incentive payment contract, or (iii) any other similar arrangement including a take or pay contract for use of service from the System (other than • from another local government unit). Section 19. General Arbitrage Covenants The City represents and certifies as follows with respect to the Bonds: A. The City has not been notified of any disqualifi- cation or proposed disqualification of it by the Commissioner of the Internal Revenue Service as a bond issuer which may certify bond issues under Treasury Regulations Section 1.103-13 (a)(2)(ii) (1979). B. Moneys on deposit in any fund or account in connec- tion 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 -53- • lawful regulations promulgated thereunder, including Treasury Regulations Sections 1.103-13, 1.103-14 and 1.103-15 (1979) as the same presently exist or may from time to time hereafter be amended, supplemented or revised. Section 20. Arbitrage Rebate Exemption The City recognizes that the provisions of Section 148 of the Code require a rebate to the United States in certain circumstances. An exemption to rebate requirements appears at Section 148(f)(4)(C) of. the Code and applies to the Bonds. No rebate is required or planned by the City. In support of this conclusion, the City covenants, represents and certifies as • follows: A. The City is a governmental unit with general taxing powers. B. No Bond in this issue, is a "private activity bond" as defined in Section 141(a) of the Code. C. All the net proceeds of the Bonds are to be used for the local government activities of the City described in this Ordinance (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City). . D. The aggregate face amount of all Tax-exempt bonds (other than "private activity bonds" as defined in the Code) issued by the City (and all subordinate entities thereof) during calendar year 1988 is not reasonably expected to exceed • $5,000,000. -54- • Section 21. 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 for the interest thereon 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 22. Further Tax Covenants The City agrees to comply with all provisions of the Code which, if not complied with by the City, would cause the interest on 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 certi- ficates or agreements as may be prepared by counsel approving the Bonds; (c) to consult with such counsel and to comply with such advice as may be given; (d) to pay to the United States, if necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Bonds; (e) to file such forms, statements and supporting documents as may be required and in a timely manner; and ;_`) if deemed necessary or advisable by its officers, to employ and pay fiscal agents, financial advis- ors, attorneys and other persons to assist the City in such compliance. -55- • Section 23. Opinion of Counsel Exception The City reserves the right to use or invest moneys in connection with the Bonds or operate the System in any manner, notwithstanding the covenants in Sections 18 to 22 herein, provided it shall first have received an opinion from an attorney or a firm of attorneys of nationally recognized standing as municipal bond counsel to the effect that such use or investment of such moneys or such operation of the System as contemplated will not result in loss of or otherwise adversely affect the Tax- exempt status of interest on the Bonds. • Section 24.. Qualified Tax-exempt Obligations The City recognizes the provisions of Section 265(b)(3) of the Code which provide that a "qualified tax-exempt obliga- tion" as therein defined may be treated by certain financial institutions as if it were acquired on August 7,. 1986, for certain purposes. The City hereby designates each of the Bonds as may be from time to time outstanding for purposes of Section 265(b)(3) of the Code as a "qualified tax-exempt obligation" as provided therein. In support of such designation, the City certifies, represents and covenants as follows: A. None of the Bonds is a "private activity bond" as defined in Section 141(a) of the Code. B. Including the Bonds, the City (including any enti- ties subordinate thereto) has not and does not reasonably expect -56- • to issue in excess of $10,000,000 in "qualified tax-exempt obli- gations" during calendar year 1988. C. Including the Bonds, not more than $10,000,000 of obligations issued by the City (including any entities subor- dinate thereto) during the calendar year 1988 have been to date or will be designated by the City for purposes of said Section 265(b)(3). Section 25. Provisions a Contract The provisionsof this ordinance shall constitute a contract between the City and the holders and registered owners • of the Outstanding Bonds; and no changes, additions, or altera- tions of any kind shall be made hereto, except as herein provided, so long as there are any Outstanding Bonds. Section 26. Defeasance Bonds which are no longer- Outstanding Bonds as defined in this Ordinance shall cease to have any lien on or right to receive or be paid from Revenues and shall no longer have the benefits of any covenant for the holders or registered owners of Outstanding Bonds as set forth herein. Section.27. 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. • -57- • Section 28. Superseder All ordinances, resolutions or orders, or parts there- of, in conflict with the provisions of this ordinance are to the extent of such conflict hereby superseded. Section 29.. Publication This ordinance within ten (10) days after its passage by the City Council shall be published once in pamphlet form by authority of the City Council, and shall thereupon be in full force and.effect immediately. PASSED: �, 1988. • VOTE AYES: Aldermen Rudv. Drummer. Davis. Bradv. Korshak. Raden. Morton. Summers, Wold, Nelson, Bleveans, Collens, Rainey, Larson, Warshaw. Felten NAYS: None ABSENT: Juliar and Paden APPROVED: 141, 1988 0 Mayor Attest: I 1 City Clerk proved as o form: t , � 1 Corporion Counsel -58-