KC Skyline

City Clerk Web Search

Search the Ordinances:

Legislation #: 080893 Introduction Date: 9/4/2008
Type: Ordinance Effective Date: 9/21/2008
Sponsor: None
Title: Authorizing the issuance of not to exceed $35,000,000.00 principal amount of Subordinate Water Revenue Bonds, Series 2008A, of the City of Kansas City, Missouri, prescribing the form and details of such revenue bonds; authorizing certain actions and documents and prescribing other matters relating thereto; and repealing Committee Substitute for Ordinance No. 080279 upon the issuance of the Series 2008B Bonds.

Legislation History
DateMinutesDescription
9/4/2008 Filed by the Clerk's office
9/4/2008 Referred to Finance and Audit Committee
9/10/2008 Advance and Do Pass as a Committee Substitute, Debate
9/11/2008 Passed as Substituted

View Attachments
FileTypeSizeDescription
080893.pdf Authenticated 1029K Authenticated
http://kansascity.granicus.com/ViewSearchResults.php?view_id=2&keywords=080893 Video Link 0K http://kansascity.granicus.com/ViewSearchResults.php?view_id=2&keywords=080893
$35MillionDraw Revised Sch.xls Other 38K Revised Project List
Water 2008A Fiscal Note 080893.xls Fiscal Note 29K rvied fiscal note
Water 2008A Fact Sheet for 080893.xls Fact Sheet 53K revised fact sheet
Summary of Major Changes (Series 2008A).doc Other 47K Summary of Changes-Series 2008A
Water104NearTermDraw_04Mar08.xls Other 42K Other
Water 2008A Fiscal Note for Amended Restated Comm. Sub for Ordinance 080279.xls Fiscal Note 29K Fiscal Notice
Water 2008A Amended Restated Committee Substitute for Ordinance No. 080279.xls Fact Sheet 53K Fact Sheet

Printer Friendly Version

COMMITTEE SUBSTITUTE FOR ORDINANCE NO. 080893

 

Authorizing the issuance of not to exceed $35,000,000.00 principal amount of Subordinate Water Revenue Bonds, Series 2008A, of the City of Kansas City, Missouri, prescribing the form and details of such revenue bonds; authorizing certain actions and documents and prescribing other matters relating thereto; and repealing Committee Substitute for Ordinance No. 080279 upon the issuance of the Series 2008B Bonds.

 

WHEREAS, the City of Kansas City, Missouri (the City) is a constitutional charter City and political subdivision duly organized and existing under the laws of the State of Missouri (the State) and the Citys Charter, as amended, approved by the voters for its government (the Charter), and owns and operates a revenue producing waterworks system (the System); and

 

WHEREAS, the City desires to make certain additions, extensions and improvements to the System and is authorized under the provisions of the Constitution and statutes of the State and its City Charter to issue and sell revenue bonds for the purpose of providing funds for such purposes, upon obtaining the required voter approval and provided that the principal of and interest on such revenue bonds shall be payable solely from the revenues derived from the operation of the System; and

 

WHEREAS, pursuant to such authority, a special bond election was duly held in the City at the primary election on August 6, 1996 (the Election), on the following question:

 

QUESTION NO. 1

 

Shall the City of Kansas City, Missouri, issue and sell waterworks revenue bonds in the principal amount of $150,000,000.00 for the purpose of extending and improving the waterworks system of the City including (1) the completion of the water main transmission system to all parts of the City, (2) replacement of small water mains, (3) replacement and additions to the water treatment plant and major pump stations, and (4) automation of the system, with the principal and interest of said bonds to be payable solely from the revenues derived by the City from the operation of its waterworks system, including all future improvements and extensions thereto?

 

and it was found and determined that more than a majority of the qualified electors of the City voting on the question had voted in favor of the issuance of the revenue bonds for the purpose aforesaid, the vote on such question having been 28,959 votes for the question to 8,821 votes against the question; and

 

WHEREAS, the City has previously issued $139,910,000.00 of water revenue bonds authorized pursuant to the 1996 Election and $10,090,000.00 of the water revenue bonds authorized pursuant to the 1996 Election remain unissued; and

 

WHEREAS, the City proposes to issue the remaining $10,090,000.00 so authorized to provide funds for said purpose. After the issuance of the Series 2008A Bonds, the City will have no authorized but unissued water revenue bonds authorized by the 1996 Election; and

 

WHEREAS, pursuant to such authority, a special bond election was duly held in the City on August 2, 2005 (the 2005 Election) on the following question:

 

QUESTION NO. 1

 

Shall the City of Kansas City, Missouri issue and sell waterworks revenue bonds in the principal amount of $250,000,000.00 for the purpose of extending and improving the waterworks system of the City including, without limitation (1) the continued expansion of the water main transmission system, (2) replacement of small water mains, (3) replacements of and additions to the water treatment plant, major pump stations, and other water facilities, and (4) ensuring a reliable water supply to include intake modifications and/or supplemental ground water supply, with the principal and interest of said bonds to be payable solely from the revenues derived by the City from the operation of its waterworks system, including all future improvements and extensions thereto?

 

and it was found and determined that more than a simple majority of the qualified electors of the City voting on the question had voted in favor of the issuance of said revenue bonds for the purpose aforesaid, the vote on said question having been 15,525 votes for the question to 5,347 votes against the question; and

 

WHEREAS, none of the revenue bonds so authorized by the 2005 Election have heretofore been issued, and the City proposes to issue a portion of the revenue bonds so authorized to provide funds for said purpose. After the issuance of the Series 2008A Bonds, the City will have no authorized but unissued water revenue bonds other than those authorized by the 2005 Election; and

 

WHEREAS, plans for such additions, extensions and improvements and an estimate of the cost thereof have been prepared and made by the Director of the Department of Water Services of the City and the Consulting Engineer (as defined below) and the same are hereby accepted and approved and are on file in the office of the Director of Water Services; and

 

WHEREAS, the City has heretofore issued its Water Refunding Revenue Bonds, Series 1996A in the original principal amount of $45,550,000.00, of which $8,135,000.00 principal amount remains outstanding (the Series 1996A Senior Bonds); and

 

WHEREAS, the City has heretofore issued its Water Revenue Bonds, Series 1996B in the original principal amount of $28,000,000.00, of which $16,080,000.00 principal amount remains outstanding (the Series 1996B Senior Bonds); and

 

WHEREAS, the City has heretofore issued its Water Refunding Revenue Bonds, Series 1998A in the original principal amount of $38,260,000.00, of which $25,005,000.00 principal amount remains outstanding (the Series 1998A Senior Bonds) pursuant to Committee Substitute for Ordinance No. 980278; and

 

WHEREAS, the City has heretofore issued its Water Revenue Bonds, Series 1998B in the original principal amount of $14,410,000.00, of which $9,580,000.00 principal amount remains outstanding (the Series 1998B Senior Bonds); and

 

WHEREAS, the City has heretofore issued its Water Revenue Bonds, Series 2000A in the original principal amount of $25,000,000.00, of which $18,515,000.00 principal amount remains outstanding (the Series 2000A Senior Bonds); and

 

WHEREAS, the City has heretofore issued its Water Revenue Bonds, Series 2002C in the original principal amount of $17,500,000.00, of which $14,045,000.00 principal amount remains outstanding (the Series 2002C Senior Bonds); and

 

WHEREAS, the City has heretofore issued its Water Revenue Bonds, Series 2004D in the original principal amount of $25,000,000.00, of which $24,750,000.00 principal amount remains outstanding (the Series 2004D Senior Bonds); and

 

WHEREAS, the City has heretofore issued its Water Revenue Bonds, Series 2005F in the original principal amount of $30,000,000.00, of which $30,000,000.00 principal amount remains outstanding (the Series 2005F Senior Bonds); and

 

WHEREAS, the City has adopted Committee Substitute for Ordinance No. 080197 (the Master Bond Ordinance) for purposes of issuing water revenue bonds for the System and the Master Bond Ordinance provides for the issuance of water revenue bonds pursuant to a Series Ordinance (as defined in the Master Bond Ordinance; and

 

WHEREAS, the Series 1996A Senior Bonds, the Series 1996B Senior Bonds, the Series 1998A Senior Bonds, the 1998B Senior Bonds, the Series 2000A Senior Bonds, the Series 2002C Senior Bonds, the Series 2004D Senior Bonds and the Series 2005F Senior Bonds are collectively referred to herein as the (Refunded Bonds), which Refunded Bonds are expected to be refunded by the Citys Water Refunding and Improvement Revenue Bonds, Series 2008B (the Series 2008B Bonds) to be issued in the maximum principal amount of $260,000,000.00 pursuant to a Series Ordinance.

 

WHEREAS, the City has determined that it is necessary and desirable and in the best interests of the citizens of the area served by the System for the City to make the additions, extensions and improvements to the System described above by issuing its Subordinate Water Revenue Bonds in the aggregate principal amount of $35,000,000.00 subject to the Certificate of Final Terms (the Series 2008A Bonds) and to amend and restate Ordinance No. 080279 as herein provided and to designate such ordinance as a Series Ordinance governing the terms of the Series 2008A Bonds under the Master Bond Ordinance; NOW, THEREFORE,

 

BE IT ORDAINED BY THE COUNCIL OF KANSAS CITY:

 

ARTICLE I

 

DEFINITIONS

 

For all purposes of this Series Ordinance, except as otherwise provided or unless the context otherwise requires, words and terms used in this Series Ordinance shall have the meanings set forth in Section 1.1 of the Master Bond Ordinance and the following meanings set forth in this Section. Any words and terms defined herein that are not already defined in the Master Bond Ordinance are intended to supplement the definitions contained therein. Any words and terms defined herein that are already defined in the Master Bond Ordinance are intended to replace and supersede such definitions already contained therein for purposes related to the Series 2008A Bonds. If any of the following definitions conflict with the definitions already set forth in the Master Bond Ordinance, the definitions set forth herein shall take precedence:

 

Bond Ordinance means collectively this Series Ordinance and the Master Bond Ordinance.

 

Bond Registrar means any bank or trust company designated as such by the City in the Bond Ordinance with respect to any of the Bonds. Such Bond Registrar shall perform the duties required of the Bond Registrar in the Bond Ordinance. The Bank of New York Mellon Trust Company, N.A. is hereby designated as Bond Registrar for the Bonds; provided, however, that in connection with the issuance of any SRF Bonds, the City shall appoint such separate Bond Registrar designated by the issuer of the SRF Bonds.

 

Certificate of Final Terms means the Certificate of Final Terms executed and delivered by the Mayor pursuant to Section 4.2 hereof a copy of which is attached to Exhibit B.

Master Bond Ordinance means Master Water Revenue Bond Committee Substitute for Ordinance No. 080197 adopted by the City on August 14, 2008.

 

Original Principal Amount means the principal amount of Series 2008A Bonds originally issued and delivered pursuant to the Master Bond Ordinance and this Series Ordinance, in the amount specified in the Certificate of Final Terms, subject to the terms in Exhibit A.

 

Paying Agent means any bank or trust company, including any successors and assigns thereof, authorized by the City to pay the Principal of, premium, if any, or interest on any Bonds on behalf of the City. Such Paying Agent shall perform the duties required of the Paying Agent in the Master Bond Ordinance and this Series Ordinance. The Bank of New York Mellon Trust Company, N.A., is hereby designated as Paying Agent for the Bonds; provided, however, that in connection with the issuance of any SRF Bonds, the City shall appoint such Paying Agent designated by the issuer of the SRF Bonds.

 

Senior Bonds means the Series 2008B Bonds and any Bonds, including Senior SRF Bonds, issued with a right to payment and secured by a lien on a parity with the Series 2008B Bonds (except with respect to any Credit Facility which may be available only to one or more series of Senior Bonds and except that Senior SRF Bonds shall not be secured by the Debt Service Reserve Account) pursuant to Section 5.3 of the Master Bond Ordinance.

 

Series Ordinance means this ordinance as from time to time amended.

 

ARTICLE II

 

AUTHORIZATION OF BONDS

 

Section 2.1. Authorization of Series 2008A Bonds; Details. The City hereby authorizes the execution, issuance, and delivery of a series of Bonds to be designated City of Kansas City, Missouri Subordinate Water Revenue Bonds, Series 2008A, in the aggregate Principal amount not to exceed $35,000,000.00, which series of Bonds shall be executed, issued, and delivered under, and secured by this Series Ordinance. From and after the date of adoption of this Series Ordinance, the officials, employees, and agents of the City are hereby authorized to do all such acts and things and to execute and deliver any and all other documents, agreements, certificates and instruments as may be necessary or desirable in connection with the execution, delivery and sale of the Series 2008A Bonds, the investment of the proceeds of the Series 2008A Bonds and the transactions contemplated on the part of the City by this Series Ordinance.

 

The Series 2008A Bonds shall bear interest at the rates per annum to be determined upon the sale of the Bonds as set forth in the Certificate of Final Terms, computed on the basis of a 360-day year consisting of twelve 30-day months, payable on December 1, 2008 and semiannually thereafter on each June 1 and December 1 of each year and shall mature on December 1 in the years and in the Principal amounts to be determined upon the sale of the Bonds as set forth in the Certificate of Final Terms, unless earlier called for redemption.

 

Section 2.2. Description of the Bonds. The Bonds shall consist of fully registered bonds without coupons, numbered from R-1 upward, in the denomination of $5,000.00 or any integral multiple thereof and not exceeding the principal amount of Bonds maturing in the year in which such Bond becomes due, as may be specified by the Registered Owner of such Bond. The Bonds, as originally issued or issued upon transfer, exchange or substitution, shall be substantially in the form set forth in Section 4.1 of this Series Ordinance, with appropriate insertions and deletions as are approved by the Mayor, which approval will be conclusively evidenced by the Mayors signature on the Bonds. The Bonds shall be dated April 15, 2008, shall become due in the amounts on the Stated Maturities (subject to optional and mandatory redemption prior to their Stated Maturities as provided in Article III hereof), and shall bear interest at the rates per annum to be determined upon the sale of the Bonds as set forth in the Certificate of Final Terms.

 

The Bonds shall bear interest (computed on the basis of a 360-day year of twelve 30-day months) from the most recent Interest Payment Date to which interest has been paid in full or, if no interest has been paid, from April 15, 2008. Interest on the Bonds shall be payable semiannually on June 1 and December 1 in each year, commencing December 1, 2008, and at their Stated Maturity.

 

Section 2.3. Designation of Paying Agent and Bond Registrar. The Director of Finance shall designate the Paying Agent for the payment of principal of and interest on the Bonds and bond registrar with respect to the registration, transfer and exchange of Bonds (in such capacity, the "Bond Registrar").

 

The City will at all time maintain a Paying Agent meeting the qualifications herein described for the performance of the duties hereunder. The City reserves the right to appoint a successor Paying Agent by (1) filing with the bank or trust company then performing such function a certified copy of the proceedings giving notice of the termination of such bank or trust company and appointing a successor, and (2) causing notice to be given by first class mail to each Bondowner. No resignation or removal of the Paying Agent shall become effective until a successor has been appointed and has accepted the duties of the Paying Agent.

 

Every Paying Agent appointed hereunder shall at all times be (1) a commercial banking association or corporation or trust company located in the State of Missouri organized and in good standing and doing business under the laws of the United States of America or of the State of Missouri and subject to supervision or examination by federal or state regulatory authority and (2) shall have a reported capital (exclusive of borrowed capital) plus surplus of not less than $100,000,000.00 or consideration may be given by the City to a bank not meeting this amount if the bank submits an acceptable form of guarantee for its financial obligations to the City. If such institution publishes reports of conditions at least annually pursuant to law or regulation, then for the purposes of this Section the capital and surplus of such institution shall be deemed to be its capital and surplus as set forth in its most recent report of condition so published.

 

The Paying Agent shall be paid in accordance with its proposal for fees and expenses submitted to the Director of Finance as an operating expense of the System.

 

ARTICLE III

 

REDEMPTION OF BONDS

 

Section 3.1. Redemption of Bonds. The Bonds shall be subject to redemption and payment prior to their Stated Maturities at the option of the City, Series 2008A Bonds or portions thereof may be called for redemption and payment prior to maturity in whole or in part at any time in such amounts for each maturity as shall be determined by the City at a redemption price equal to 100% of the Principal amount, plus accrued interest thereon to the redemption date, as set forth in the Certificate of Final Terms.

ARTICLE IV

 

FORM OF BONDS

 

Section 4.1. Form of Bonds. The Series 2008A Bonds will be in substantially the following form, with appropriate insertions and deletions as are approved by the Director of Finance, which approval will be conclusively evidenced by the Director of Finances signature on the Series 2008A Bonds.

 

FORM OF BOND

 

 

REGISTERED REGISTERED

NUMBER R ________ $ 35,000,000.00

 

UNITED STATES OF AMERICA

STATE OF MISSOURI

CITY OF KANSAS CITY

SUBORDINATE WATER REVENUE BOND

SERIES 2008A

 

Interest Rate Maturity Date Dated Date

4.660% December 1, 2027 April 15, 2008

 

 

REGISTERED OWNER:

 

PRINCIPAL AMOUNT: THIRTY-FIVE MILLION DOLLARS

 

THE CITY OF KANSAS CITY, MISSOURI, a constitutional charter city and a political subdivision of the State of Missouri (the City), for value received, promises to pay to the Registered Owner identified above, or registered assigns, but only from the source and in the manner hereinafter specified, on the Maturity Date identified above, unless called for redemption prior to maturity, the Principal Amount identified above and to pay interest thereon from said sources at the Interest Rate per annum specified above from the most recent interest payment date to which interest have been paid in full or, if no interest has been paid, from April 15, 2008, said interest being payable semiannually on June 1 and December 1 in each year, commencing December 1, 2008, until such principal amount has been paid.

 

The Principal Amount of, redemption premium, if any, and interest (computed on the basis of a 360-day year of twelve 30-day months) on this Bond are payable in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. Interest will be paid by check or draft mailed or wire transfer to the person in whose name this Bond (or one or more predecessor Bonds) is registered in the Bond Register maintained by the Bond Registrar at the close of business on the fifteenth day of the month next preceding each interest payment date (the Record Date). Interest not punctually paid will be paid as otherwise provided in the hereinafter referred to ordinance authorizing this Bond. The Principal Amount and redemption premium, if any, are payable by check or draft mailed or wire transfer to the Registered Owner on presentation and surrender hereof at the principal corporate trust office of the Paying Agent, THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., ST. LOUIS, MISSOURI, or such other office as the Paying Agent may designate.

 

THIS BOND is one of a duly authorized issue of fully registered bonds of the City designated Subordinate Water Revenue Bonds, Series 2008A aggregating the principal amount of $35,000,000.00 (the Series 2008A Bonds), issued pursuant to a Master Bond Ordinance and a Series Ordinance duly adopted by the City (collectively, the Bond Ordinance), for the purpose of financing the costs of certain additions, extension and improvements to the System under the authority of and in full compliance with the Constitution and laws of the State of Missouri, and the City Charter and pursuant to elections held in the City at which a majority of the qualified voters of the City voting on the questions voted in favor of the issuance of $150,000,000.00 and $250,000,000.00 principal amount of waterworks revenue bonds. The Series 2008A Bonds are all issued under and equally and ratably secured by and entitled to the benefit of the Master Bond Ordinance; provided, however, that the Series 2008A Bonds are Subordinate Bonds under the Bond Ordinance. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Bond Ordinance.

 

The Series 2008A Bonds and such other revenue bonds of the City as may in the future be issued on a parity therewith, are equally and ratably secured by pledge of the Pledged Revenues of the waterworks system (the System) of the City, which is defined in the Master Bond Ordinance to include gross operating revenues, certain amounts payable by any provider of a Hedge Agreement pursuant to such Hedge Agreement, moneys and securities from time to time on deposit in the funds and accounts established in the Bond Ordinance, and earnings on investments made with the foregoing moneys and securities, excluding any amounts required in the Bond Ordinance to be set aside pending, or used for, rebate to the United States government pursuant to Section 148(f) of the Internal Revenue Code of 1986, as amended, and any regulations promulgated with respect to any such rebate requirement.

 

THE SERIES 2008A BONDS SHALL NOT BE DEEMED TO CONSTITUTE A DEBT OF THE CITY NOR A PLEDGE OF THE FAITH AND CREDIT OF THE CITY. THE SERIES 2008A BONDS SHALL NOT BE PAYABLE FROM OR A CHARGE UPON ANY FUNDS OTHER THAN THE REVENUES AND AMOUNTS PLEDGED TO THE PAYMENT THEREOF, NOR SHALL THE CITY BE SUBJECT TO ANY PECUNIARY LIABILITY THEREON. NO OWNER OR OWNERS OF THIS BOND SHALL EVER HAVE THE RIGHT TO COMPEL ANY EXERCISE OF THE TAXING POWER OF THE CITY TO PAY THIS BOND OR THE INTEREST HEREON, NOR TO ENFORCE PAYMENT OF THIS BOND AGAINST ANY PROPERTY OF THE CITY; NOR SHALL THIS BOND CONSTITUTE A CHARGE, LIEN OR ENCUMBRANCE, LEGAL OR EQUITABLE, UPON ANY PROPERTY OF THE CITY, EXCEPT FOR THE PLEDGED REVENUES AND ANY OTHER FUNDS PLEDGED TO SECURE THE SERIES 2008A BONDS.

 

The City has covenanted and hereby covenants and agrees at all times while any Series 2008A Bonds are Outstanding and unpaid to prescribe, fix, maintain, and collect rates, fees, and other charges for the services, facilities, and commodities furnished by the System fully sufficient at all times to: (i) provide for 100% of the Expenses of Operation and Maintenance of the System, and (ii) produce Net Operating Revenues, adjusted to exclude any revenues or expenses resulting from a gain or loss, or mark-to-market change to any Hedge Agreement, in each Fiscal Year which, together with Investment Earnings, will: (a) equal at least 125% of the Debt Service Requirement on all Senior Bonds then Outstanding for the year of computation, 115% of the Debt Service Requirement on all Bonds then Outstanding for the year of computation and 110% of the Debt Service Requirement on all Bonds and Other System Obligations then Outstanding for the Fiscal Year of computation, (b) enable the City to make all required payments into the Debt Service Reserve Subaccount and the Rebate Account and to any Credit Facility Provider, any Reserve Account Credit Facility Provider, and any Qualified Hedge Provider, (c) enable the City to make all payments into the Renewal and Replacement Account, if any, required by the Operating and Capital Reserves Policy established and approved by the Water Services Department and the City Council, as may be amended from time to time, and (d) will remedy all deficiencies in required payments into any of the funds and accounts established under the Bond Ordinance from prior Fiscal Years.

 

The Bond Ordinance contains a more particular statement of the covenants and provisions securing the Bonds, the conditions under which the owner of this Bond may enforce covenants (other than the covenant to pay Principal of and interest on this Bond when due from the sources provided, the right to enforce which is unconditional), the conditions upon which additional revenue bonds may be issued on a parity or achieve parity status with this Bond under the Bond Ordinance, and the conditions upon which the Bond Ordinance may be amended with the consent of the owners of a majority in aggregate Principal of the Bonds of each class (senior and subordinate) Outstanding or the issuer of any Credit Facility, if any, of such Bonds. Upon the occurrence of an Event of Default under the Bond Ordinance, the owner of this Bond shall be entitled to the remedies provided by the Bond Ordinance.

 

AT THE OPTION of the City, the Series 2008A Bonds are subject to redemption and payment prior to maturity on and after June 1, 2018, as whole at any time or in part on any Interest Payment Date at a redemption prices equal to principal amount thereof, plus accrued interest thereon to the Redemption Date. Bonds to be redeemed and paid pursuant to the provisions described above shall be selected by the Bond Registrar in such manner as it shall deem fair and appropriate.

 

WHEN BONDS are called for redemption as aforesaid, written notice thereof will be given by first class mail mailed not less than ten (10) days prior to the redemption date to each Registered Owner of Bonds to be redeemed. All Bonds so called for redemption will cease to bear interest on the specified redemption date provided funds or certain securities in such funds are invested for their redemption are on deposit with the Paying Agent on such redemption date, and will no longer be secured by the Ordinance and will not be deemed to be outstanding under the provisions of the Ordinance. The failure of the Registered Owner of any Bond called for redemption to receive written notice mailed pursuant to the above provisions or any defect in such notice will not invalidate or affect the redemption of such Bond.

 

THE CITY hereby covenants with the Registered Owner of this Bond that it will keep and perform all covenants and agreements contained in the Ordinance, and will fix, establish, maintain and collect such rates, fees and charges for the use and services furnished by or through the System, as will produce revenues sufficient to pay the costs of operation and maintenance of the System, pay the principal of and interest on the Bonds as and when the same become due and provide reasonable and adequate reserve funds. Reference is made to the Ordinance for a description of the covenants and agreements made by the City with respect to the collection, segregation and application of the revenues of the System, the nature and extent of the security for the Bonds, the rights, duties and obligations of the City with respect thereto, and the rights of the Registered Owners thereof.

 

THIS BOND is transferable, as provided in the Ordinance, only in the Bond Register upon surrender of this Bond duly endorsed or accompanied by a written instrument of transfer satisfactory to the Bond Registrar duly executed by the Registered Owner hereof or his duly authorized attorney or legal representative, and thereupon a new Bond or Bonds in the same aggregate principal amount shall be issued to the transferee in exchange therefor subject to the conditions provided in the Ordinance. The Bonds for each maturity are issuable only in the form of fully registered Bond without coupons in denomination of $5,000.00 or any integral multiple thereof. The Registered Owner of any Bond or Bonds may surrender the same in exchange for an equal aggregate principal amount of Bonds of any authorized denomination in the manner and subject to the conditions provided in the Ordinance. No service charge will be made for any such transfer or exchange, but the Bond Registrar or City may require payment of any tax or governmental charge in connection therewith. The City, the Bond Registrar and the Paying Agent may deem and treat the person in whose name this Bond is registered as the absolute owner hereof for the purpose of receiving payment of, or on account of, the Principal Amount or redemption price hereof and interest due hereon and for all other purposes.

 

THIS BOND shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Ordinance until the Certificate of Authentication hereon shall have been dated and authenticated by the Bond Registrar.

 

IT IS HEREBY CERTIFIED AND DECLARED that all acts, conditions and things required to exist, happen and be performed precedent to and in the issuance of the Bonds have existed, happened and been performed in due time, form and manner as required by law, and that before the issuance of the bonds, provisions have been made for the collection and segregation of the revenues of the System and the application of the same as provided in the Ordinance.

 

IN WITNESS WHEREOF, THE CITY OF KANSAS CITY, MISSOURI, has executed this Bond by causing it to be signed by the manual or facsimile signature of its Mayor and attested by the manual or facsimile signature of its City Clerk, has caused its corporate seal to be affixed hereto or printed hereon, and has caused this Bond to be dated as of its registration date.

 

CITY OF KANSAS CITY, MISSOURI

 

 

By: _______________________________

Mayor

Attest:

 

 

By: ________________________________

City Clerk

 

CERTIFICATE OF AUTHENTICATION

 

This Bond is one of the Bonds described in the within mentioned Ordinance.

 

Registration Date: ______________________

 

THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Bond

Registrar and Paying Agent

 

By: _______________________________

 

ASSIGNMENT

 

FOR VALUE RECEIVED the undersigned hereby sell(s), assigns(s) and transfer(s) unto

 

______________________________________________________________________________

(Social Security or other identifying number of Transferee)

 

______________________________________________________________________________

(Please Print or Typewrite Name and Address of Transferee)

 

______________________________________________________________________________

the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints

 

______________________________________________________________________________

as agent to transfer with the within Bond on the Bond Register kept by the Bond Registrar

with full power and substitution in the premises.

 

Date: _________________

 

_________________________________________

NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever.

 

Signature Guaranteed:

 

_________________________________________

(Eligible Guarantor Institution)

 

By: ______________________________________

Authorized Officer

 

ARTICLE V

 

FUNDS AND ACCOUNTS

 

Section 5.1. Establishment of Funds and Accounts. In addition to the Funds and Accounts established in Section 4.2 of the Master Bond Ordinance, the City hereby establishes the following accounts, and the moneys deposited in such accounts shall be held in trust for the purposes set forth in the Master Bond Ordinance and this Series Ordinance:

 

(a) Within the City of Kansas City, Missouri Waterworks Project Fund a Series 2008A, Project Account (the Series 2008A Project Account), previously designated the Subordinate Water Revenue Bonds, Series 2008A, Project Fund;

 

(b) Within the City of Kansas City, Missouri Waterworks Project Fund a Series 2008A Costs of Issuance Account (the Series 2008A Costs of Issuance Account), previously designated the Subordinate Water Revenue Bonds, Series 2008A, Costs of Issuance Fund; and

 

(c) Within the City of Kansas City, Missouri Waterworks Rebate Account of the Revenue Fund a Series 2008A Rebate Subaccount (the Series 2008A Rebate Subaccount), previously designated the Rebate Fund for Subordinate Water Revenue Bonds, Series 2008A.

 

Each account listed above shall be held within the account under which it is created. All accounts listed above are further described in Article IV of the Master Bond Ordinance, except for (i) the Rebate Subaccount as further described in Section 6.11 of the Master Bond Ordinance and (ii) the Project Fund as further described in Article XI of the Master Bond Ordinance.

 

The following accounts previously created are hereby ratified and confirmed:

(a) Subordinate Water Revenue Bonds, Series 2008A, Principal and Interest Sinking Fund (the 2008A Water Debt Fund);

 

(b) Subordinate Water Revenue Bonds, Series 2008A, Reserve Account (the 2008A Bond Reserve Account).

 

The payment on the Bonds shall be made in accordance with Section 4.3(a)(7) of the Master Bond Ordinance.

 

Section 5.2. Application of Moneys in Project Fund. Moneys in the Project Fund shall be used solely for the purpose of paying part of the cost of the Project as hereinbefore provided, in accordance with the plans therefor and heretofore approved by the Council of the City and on file in the office of the Director of the Department of Water Services, including any alterations in or amendments to said plans deemed advisable by the Director of the Department of Water Services and approved by the Council of the City.

 

Withdrawals from the Project Fund shall be made only when authorized by the Council and only on duly authorized and executed warrants or vouchers therefor prepared in accordance with procedures issued by the Director of the Department of Water Services that such payment is being made for a purpose within the scope of this Ordinance and that the amount of such payment represents only the contract price of the property, equipment, labor, materials or service being paid for or, if such payment is not being made pursuant to an express contract, that such payment is not in excess of the reasonable value thereof.

 

Upon completion of the extensions and improvements to the System as hereinbefore provided, any surplus moneys remaining in the Project Fund and not required for the payment of unpaid costs thereof shall be deposited in the 2008A Water Debt Fund. Any surplus credited to the 2008A Water Debt Fund shall be applied by the Paying Agent as directed by the City solely to the payment of principal of, redemption premium, if any, and interest on the Bonds through the payment or redemption thereof at the earliest date permissible under the terms of this Ordinance. The balance transferred to the 2008A Water Debt Fund may first be used to pay any principal payment on the Bonds coming due in that current bond year. Any Bonds purchased by the Paying Agent pursuant to this provision with moneys from the 2008A Water Debt Fund will be deemed cancelled.

 

Section 5.3. Funding of the 2008A Bond Reserve Account. The Director of Finance is hereby authorized to deposit to the Series 2008A Bond Reserve Account the Series 2008A Bond Reserve Requirement, if any, as shown on the Certificate of Final Terms. All moneys in any Bond Reserve Account will be used for the payment of principal of and interest on the Series 2008A Bonds or to pay a like amount of the last maturing bonds. Should the City expend any portion of the 2008A Bond Reserve Account and thereby reduce the amount therein below the Bond Reserve Requirement, except for the purpose of retiring all Outstanding Bonds, or should a valuation of the 2008A Bond Reserve Account (which shall occur on each interest payment date) indicate that it is below the Bond Reserve Requirement, the City shall transfer monthly to such 2008A Bond Reserve Account all available funds in accordance with Section 4.3(a)(7) of the Master Bond Ordinance, until the 2008A Bond Reserve Account shall have again attained the Bond Reserve Requirement.

 

ARTICLE VI

 

SALE AND APPLICATION OF PROCEEDS OF SERIES 2008A BONDS

 

 

Section 6.1. Sale and Terms of Series 2008A Bonds; Authorization and Execution of Purchase Contract and Certificate of Final Terms. The Mayor is authorized and directed to approve the purchase price for the Bonds, the principal amounts by maturity, the interest rates, the terms of credit enhancement and the other final terms of the Bonds, including applicable redemption provisions, subject to the limitations set forth in this Section and Exhibit A hereto, and in that connection, to execute and deliver the Certificate of Final Terms for and on behalf of and as the act and deed of the City, which approval will be conclusively evidenced by the Mayors execution of the Certificate of Final Terms. Upon execution, the Certificate of Final Terms will be attached to this Series Ordinance as Exhibit B, and the City Clerk is hereby authorized to file the Certificate of Final Terms with this Series Ordinance. The City is authorized to enter into a Purchase Contract in accordance with the Certificate of Final Terms. The Director of Finance is authorized to execute the Purchase Contract for and on behalf of and as the act and deed of the City.

 

Section 6.2. Deposit of Bond Proceeds. The net proceeds received from the sale of the Bonds shall be deposited simultaneously with the delivery of the Bonds as follows:

 

(a) All accrued interest received from the sale of the Bonds shall be deposited in the 2008A Water Debt Fund.

 

(b) Proceeds of the Series 2008A Bonds shall be deposited in the Series 2008A Costs of Issuance Account to pay the costs of issuing the Series 2008A Bonds as authorized by the Director of Finance, in an amount as set forth in the Certificate of Final Terms.

 

(c) The remaining proceeds of the Series 2008A Bonds, including any premium received from the sale of the Bonds, shall be deposited in the Series 2008A Project Account as set forth in the Certificate of Final Terms.


ARTICLE V

 

ACCELERATION

 

Section 7.1. Acceleration of Maturity in Event of Default. The City covenants and agrees that if it shall default in the payment of the principal of or interest on any of the Series 2008A Bonds as the same shall become due on any bond payment date, or if the City or the Council of the City or any of the officers, agents, or employees thereof shall fail or refuse to comply with any of the provisions of this Ordinance, the Master Bond Ordinance or of the constitution or statutes of the State, and such default continues for a period of thirty (30) days, after written notice specifying such default has been given to the City by the Registered Owner of any Series 2008A Bond then Outstanding, then, at any time thereafter and while such default continues, the Registered Owners of twenty-five percent (25%) in principal amount of the Series 2008A Bonds then Outstanding by written notice to the City filed in the office of the City Clerk or delivered in person to the City Clerk, declare the principal of all Series 2008A Bonds then Outstanding to be due and payable immediately, and upon any such declaration given as aforesaid, all of the Series 2008A Bonds shall become and be immediately due and payable, anything in this Ordinance, the Master Bond Ordinance or in the Series 2008A Bonds contained to the contrary notwithstanding. This provision, however, is subject to the condition that if at any time after the principal of the Outstanding Series 2008A Bonds has been so declared to be due and payable, all arrears of interest upon all Outstanding Series 2008A Bonds, except interest accrued but not yet due on such Series 2008A Bonds, and all arrears of principal upon all of said Series 2008A Bonds shall have been paid in full, and all other defaults, if any, by the City under the provisions of this Ordinance, the Master Bond Ordinance and under the provisions of the statutes of the State shall have been cured, then and in every such case, the Registered Owners of a majority in principal amount of the Series 2008A Bonds then Outstanding by written notice to the City given as hereinbefore specified, rescind and annul such declaration and its consequences, but no such rescission or annulment shall extend to or affect any subsequent default or impair any rights consequent thereon.

 

ARTICLE VIII

 

MISCELLANEOUS PROVISIONS

Section 8.1. Applicability of Master Bond Ordinance.Except as otherwise provided in this Series Ordinance, the provisions of the Master Bond Ordinance are hereby ratified, approved and confirmed and incorporated herein and shall be applicable to the authorization, execution, authentication, issuance, redemption, payment, sale and delivery of the Series 2008A Bonds, the custody and the distribution of the proceeds and the security, payment, redemption and enforcement of payment thereof. The requirements of Article V of the Master Bond Ordinance regarding the issuance of additional Bonds have been satisfied.

 

Section 8.2. Further Authority. The officers of the City, including the Mayor and the City Clerk, shall be, and they hereby are, authorized and directed to execute all documents and take such actions as they deem necessary or advisable in order to carry out and perform the purposes of this Series Ordinance and to make ministerial alterations, changes or additions in the foregoing agreements, statements, instruments and other documents herein approved, authorized and confirmed which they may approve and the execution or taking of such action shall be conclusive evidence of such necessity or advisability.

 

Section 8.3. Continuing Disclosure. The City covenants and agrees to enter into a Continuing Disclosure Agreement for the benefit of the Bondholders or similar undertaking intended to satisfy the ongoing disclosure requirements of Securities and Exchange Commission Rule 15c2-12. The Director of Finance is authorized to enter in a Continuing Disclosure Agreement substantially in the form on file with the office of the Director of Finance, with such changes therein as she deems necessary or desirable.

 

Section 8.4. Severability. If any section or other part of this Series Ordinance, whether large or small, is for any reason held invalid, the invalidity thereof shall not affect the other provisions of this Series Ordinance.

 

Section 8.5. Electronic Storage. The City agrees that the transaction described herein may be conducted and related documents may be stored by electronic means.

 

Section 8.6. Governing Law. This Ordinance shall be governed exclusively by and construed in accordance with the applicable laws of the State.

 

Section 8.7. Applicability of Committee Substitute for Ordinance No. 080279. Upon issuance of the Series 2008B Bonds and exchange of the Series 2008A Bonds, this Series Ordinance and the Master Ordinance shall supersede the provisions of Committee Substitute for Ordinance No. 080279 and Committee Substitute for Ordinance No. 080279 shall be repealed. This Series Ordinance shall constitute a Series Ordinance as defined in the Master Ordinance.

 

Section 8.8. Effective Date. This Ordinance shall take effect and be in full force ten (10) days after its passage.

 

_____________________________________________

 

Approved as to form and legality:

 

 

___________________________________

Heather A. Brown

Assistant City Attorney


EXHIBIT A

 

TERMS OF BONDS

 

1. Purchase Price: Not greater than 105% of the Principal Amount.

 

2. Weighted Average Maturity of the Bonds: Not less than 12 nor more than 16 years.

 

3. True Interest Cost: Not to exceed 5.75%

 

4. Final Maturity: Not later than 2030.

 


EXHIBIT B

 

CERTIFICATE OF FINAL TERMS