(iv) Sewerage System Revenue Bonds
(State Revolving Fund Program) Series 1996A, dated April 1, 1996, in the
original principal amount of $24,000,000.00 (the Series 1996A Bonds),
authorized by Committee Substitute for Ordinance No. 960253 passed on March 28,
1996 and Ordinance No. 960440 passed on April 18, 1996 (the Series 1996A Bond
Ordinance); and
(v) the City has issued its
Sewerage System Revenue Bonds (State Revolving Fund Program) Series 1997A,
dated April 24, 1997, in the original principal amount of $22,235,000.00 (the
Series 1997A Bonds), authorized by Ordinance No. 970285 passed on March 27,
1997 and Ordinance No. 970478 passed on April 10, 1997 (the Series 1997A Bond
Ordinance); and
WHEREAS,
pursuant to the SRF Program the Authority has purchased:
(i) the Series 1992A Bonds with a
portion of the proceeds of the Authoritys $48,295,000.00 aggregate principal
amount of Water Pollution Control Revenue Bonds (State Revolving Fund Program _
Multiple Participant Series) Series 1992A (the Series 1992A Authority Bonds),
issued pursuant to the Bond Indenture dated as of June 1, 1992, as amended (the
Series 1992A Indenture), by and between the Authority and State Street Bank
and Trust Company of Missouri, N.A., as successor trustee (the Series 1992A
Trustee),
(ii) the Series 1995A Bonds with
the proceeds of the Authoritys $18,000,000.00 aggregate principal amount of
Water Pollution Control Revenue Bonds (State Revolving Fund Program _ City of
Kansas City Project) Series 1995B (the Series 1995B Authority Bonds), issued
pursuant to the Bond Indenture dated as of April 1, 1995, as amended (the
Series 1995B Indenture), by and between the Authority and State Street Bank
and Trust Company of Missouri, N.A., as successor trustee (the Series 1995B
Trustee);
(iii) the Series 1996A Bonds with
the proceeds of the Authoritys $24,000,000.00 aggregate principal amount of
Water Pollution Control Revenue Bonds (State Revolving Fund Program _ City of
Kansas City Project) Series 1996A (the Series 1996A Authority Bonds), issued
pursuant to the Bond Indenture dated as of April 1, 1996, as amended (the
Series 1996A Indenture), by and between the Authority and State Street Bank
and Trust Company of Missouri, N.A., as successor trustee (the Series 1996A Trustee);
and
(iv) the Series 1997A Bonds with the
proceeds of the Authoritys $23,235,000.00 aggregate principal amount of Water
Pollution Control Revenue Bonds (State Revolving Fund Program _ City of Kansas
City Project) Series 1997B (the Series 1997B Authority Bonds), issued
pursuant to the Bond Indenture dated as of April 1, 1997, as amended (the
Series 1997B Indenture), by and between the Authority and State Street Bank
and Trust Company of Missouri, N.A., as successor trustee (the Series 1997B
Trustee); and
WHEREAS,
the Council finds and determines that it is in the best interests of the City
to obtain the benefit of the net interest savings relating to the refunding of
certain Series 1992A Authority Bonds, Series 1995B Authority Bonds, Series
1996A Authority Bonds and Series 1997B Authority Bonds and to amend the Series
1992A Bond Ordinance, the Series 1992B Bond Ordinance, the Series 1995A Bond
Ordinance, the Series 1996A Ordinance and the Series 1997A Bond Ordinance in
order to provide for the credit of net interest savings resulting from the
refunding of the Series 1992A Authority Bonds, Series 1995B Authority Bonds,
Series 1996A Authority Bonds and Series 1997B Authority Bonds to the payments
on the Series 1992A Bonds, the Series 1992B Bonds, the Series 1995A Bonds, the
Series 1996A Bonds and the Series 1997A Bonds, to further amend the Series
1992A Bond Ordinance, the Series 1992B Bond Ordinance, the Series 1995A Bond
Ordinance, the Series 1996A Ordinance and the Series 1997A Bond Ordinance as
requested by the Authority and DNR in connection with the issuance of the
Authority Refunding Bonds (defined below), and to provide for certain other
matters; NOW, THEREFORE,
BE
IT ORDAINED BY THE COUNCIL OF KANSAS CITY:
Section
1. Series 1992A Bond Ordinance Amendments. In consideration of the
Citys receipt of the portion of the net savings resulting from the refunding
of the Series 1992A Authority Bonds which are allocable to the City (as further
described below) and in order to provide for the proper credit of investment
earnings to be received by the City pursuant to the Citys participation in the
SRF Program under the Series 1992A Bond Ordinance, the Series 1992A Bond
Ordinance is amended as provided in this Section. Terms not otherwise defined
in this Section have the meanings set forth in the Series 1992A Bond Ordinance.
Definitions.
Committee Substitute for Ordinance No. 920635 is amended by enacting a new
section, Section 101A, to read as follows:
Section 101A. Additional Definitions
of Words and Terms. In addition to the words and terms defined in Section
101 and elsewhere in this Ordinance, the following capitalized words and terms
as used in this Ordinance shall have the following meanings:
Authority Refunding Bonds means the
Water Pollution Control Revenue Refunding Bonds (State Revolving Fund Program -
Master Trust) Series 2001B of the Authority.
Authority Refunding Bonds Trustee means
the bond trustee with respect to the Authority Refunding Bonds, and its
successors and assigns.
Section
2. Committee Substitute for Ordinance No. 920635 is amended by enacting a new
section, Section 101B, to read as follows:
Section 101B. Optional Redemption.
The Director of Finance is authorized and directed to provide written
instructions to the Trustee directing the optional redemption of the Series
1992A Authority Bonds allocable to the Series 1992A Bonds which are being
refunded by the Authority (the Series 1992A Refunded Authority Bonds (KC
Series 1992A)). The initial schedule of the Series 1992A Refunded Authority
Bonds (KC Series 1992A) is set forth in Schedule 1. The Director of
Finance is authorized to approve a final schedule of Series 1992A Refunded
Authority Bonds (KC Series 1992A) and authorize the Authority to redeem the
Series 1992A Refunded Authority Bonds (KC Series 1992A) on the redemption date
for the Series 1992A Refunded Authority Bonds as designated by the Authority.
The signature of the Director of Finance to a certificate to which the final
schedule of Series 1992A Refunded Authority Bonds (KC Series 1992A) is attached
will be conclusive evidence of approval of the final schedule.
Section
3. Committee Substitute for Ordinance No. 920635 is amended by repealing
Section 302 and enacting in its place a new section to read as follows:
Section
302. Optional Redemption.
(a) Except as provided in
paragraphs (b) and (c), Bonds maturing July 1, 2007 may be called for
redemption and payment prior to maturity, at the option of the City, in whole
or in part on each June 1 and December 1, commencing June 1, 2002, at the
redemption prices set forth below (expressed as percentages of principal
amount) plus accrued interest thereon to the date of redemption:
Redemption Redemption
Dates Prices
June
1, 2002 and December 1, 2002 102%
June
1, 2003 and December 1, 2003 101
June
1, 2004 and thereafter 100
Bonds to be redeemed pursuant to the optional
redemption provisions shall be selected by lot on a proportionate basis from
all outstanding maturities of the Bonds. Upon such redemption, the sinking
fund installments described in Section 301 above shall be proportionately
reduced, subject to rounding to integral multiples of $5,000, or with the prior
written consent of the Bondowner, integral multiples of $1. In the event of
the redemption of the Bonds in part, the City shall designate the amount of
each maturity redeemed and of the reduction in each sinking fund installment in
writing to the Trustee, subject to the foregoing requirements and verification
thereof by the Trustee. In exercising its option to redeem the Bonds pursuant
to this provision, the City shall deposit with the Bondowner, in addition to
the principal of, premium, if any, as calculated above and interest on the
Bonds, an additional premium equal to interest that would otherwise have
accrued on the Bonds for an additional 30-day period.
(b) The City irrevocably and
unconditionally waives its right to optionally redeem Bonds maturing or subject
to mandatory sinking fund redemption on the dates and in the principal amounts
corresponding to the Series 1992A Refunded Authority Bonds (the Series 1992A
Non-refundable Bonds (KC Series 1992A)). The initial schedule of the Series
1992A Non-refundable Bonds is set forth in Schedule 2. The Director of Finance
is authorized to approve a final schedule of Series 1992A Non-refundable Bonds
(KC Series 1992A). The signature of the Director of Finance to a certificate
to which the final schedule of Series 1992A Non-refundable Bonds (KC Series
1992A) is attached will be conclusive evidence of approval of the final
schedule.
(c) The City will not exercise its
right to optionally redeem any other Bonds without the prior written consent of
the Authority, which consent is not to be unreasonably withheld and is
conditioned upon a determination by the Authority that such redemption would
not adversely affect the timely payment of the principal of and interest on the
portion of the Authority Refunding Bonds allocable to the Series 1992A Refunded
Authority Bonds (KC Series 1992A).
Section
4. Application of Moneys in Revenue Fund. Committee Substitute for
Ordinance No. 920635 is amended by repealing Section 702 and enacting in its
place a new section to read as follows:
Section 702. Application of Moneys in
Funds and Accounts. The City covenants and agrees that from and after the
delivery of the Bonds and continuing so long as any of the Bonds shall remain
Outstanding, the City will administer and allocate all of the moneys then held
in the Sewer Special Assessment Fund and the General Debt and Interest Fund, in
that order, on the dates and in the amounts as follows:
(1) There shall first be paid and
credited to the Trustee for credit to the Interest Account and the Principal
Account, to the extent necessary to pay the interest on and principal of the
Bonds when due, the following sums:
(A) Beginning with the first of said
quarterly deposits and continuing thereafter to and including the December 20,
1992 quarterly deposit, an equal pro rata portion of the amount of interest
becoming due on the Bonds on January l, 1993; and thereafter, beginning on the
March 20, 1993 quarterly deposit, and continuing thereafter so long as any of
the Bonds shall remain outstanding and unpaid, an amount not less than 1/2 of
the amount of interest that will become due on the Bonds on the next succeeding
Interest Payment Date; payments to the Interest Account shall be reduced as
follows:
(i) upon the Citys receipt of the
Trustees semiannual notice of the balances remaining in the Debt Service
Account and the Interest Account as of the Business Day following the transfer
by the Trustee to the Refunding Bonds Trustee pursuant to the Indenture, an
amount equal to such balances credited in equal installments against the
monthly deposits due on and prior to the next Interest Payment Date; and
(ii) upon the Citys receipt of the
Trustees semiannual notice of (a) projected investment earnings in the Reserve
Account for the current Interest Period and (b) actual investment earnings in
the Construction Account and in the Reserve Account (less the earnings in the
Reserve Account projected pursuant to subclause (a)) for the prior Interest
Period, an amount equal to such projected earnings and actual earnings will be
credited in equal installments against the monthly deposits due on and prior to
the next Interest Payment Date; and
(B) Beginning on the fourth
Quarterly Payment Date preceding the first date principal on the Bonds is due
and payable, and continuing thereafter on each Quarterly Payment Date so long
as any of the Bonds shall remain outstanding and unpaid, an amount not less
than 1/4 of the amount of principal that will become due on the Bonds on the
next succeeding principal payment date.
(2) There shall next be paid to the
Trustee for deposit to the Administrative Expense Fund, on each Interest
Payment Date that the Allocable Portion of the Trustees Fee and the
Administrative Fee are scheduled to become due, such amounts as may be required
to pay the Allocable Portion of the Trustees Fee and the Administrative Fee
becoming due on such date.
Section
5. Series 1992B Bond Ordinance Amendments. In consideration of the
Citys receipt of the portion of the net savings resulting from the refunding
of the Series 1992B Authority Bonds which are allocable to the City (as further
described below) and in order to provide for the proper credit of investment
earnings to be received by the City pursuant to the Citys participation in the
SRF Program under the Series 1992B Bond Ordinance, the Series 1992B Bond
Ordinance is amended as provided in this Section. Terms not otherwise defined
in this Section have the meanings set forth in the Series 1992B Bond Ordinance.
Definitions.
Committee Substitute for Ordinance No. 920636 is amended by repealing Section
101 and enacting in its place a new section to read as follows:
Section 101. Additional Definitions of
Words and Terms. Words and terms not otherwise defined herein shall have
the meanings as set forth in the hereinafter described Indenture and Purchase
Agreement. In addition to the foregoing and words and terms defined elsewhere
in this Ordinance, the following capitalized words and terms as used in this
Ordinance shall have the following meanings:
Act
means Chapter 250, RSMo.
Administrative Fee means the fee payable
to the Trustee for transfer to DNR as described in Section 212.
Authority means the State Environmental
Improvement and Energy Resources Authority, a body corporate and politic and a
governmental instrumentality of the State.
Authority Bonds means the Water
Pollution Control Revenue Bonds (State Revolving Fund Program) Series 1992B.
Authority Program Bonds means the
Authority Bonds and any other bonds of the Authority issued under the SRF
Program, all or a portion of the proceeds of which are loaned to the City
pursuant to the SRF Program.
Authority Refunding Bonds means the
Water Pollution Control Revenue Refunding Bonds (State Revolving Fund Program -
Master Trust) Series 2001B of the Authority.
Authority Refunding Bonds Trustee means
the bond trustee with respect to the Authority Refunding Bonds, and its successors
and assigns.
Authorized Representative means the
representative of the City designated as such by the City in accordance with
the Regulations.
Bondowner
means the Authority or its assigns.
Bond Register means the books for the
registration, transfer and exchange of Bonds kept at the office of the Paying
Agent.
Consulting Engineer means each
independent engineer or engineering firm or corporation of reputation for skill
and experience with respect to the design and construction of wastewater
treatment, sanitary sewerage or water pollution control facilities as may from
time to time be retained by the City.
Current Expenses means all reasonable
and necessary expenses of operation, maintenance and repair of the System and
keeping the System in good repair and working order, including without limiting
the generality of the foregoing, current maintenance charges, expenses of
reasonable upkeep and repairs, salaries, wages, costs of materials and supplies,
Paying Agent fees and expenses, annual audits, periodic Consulting Engineers
reports, properly allocated share of charges for insurance, and all other
expenses incident to the operation of the System, but shall exclude interest
paid on System Revenue Bonds, depreciation and amortization charges, all
general administrative expenses of the City not related to the operation of the
System, and the payments into the Depreciation and Replacement Account
hereinafter provided for, all as determined in accordance with generally
accepted accounting principles.
Defeasance Securities means (i) Federal
Securities, (ii) obligations of the Resolution Funding Corporation or any
successor thereto, but only if the use of such obligations to pay and discharge
Bonds pursuant to Article XII will cause such Bonds to be rated in the
highest long-term rating category by the Rating Agency, or (iii) any bonds or
any other obligations of any state of the United States of America or of any
agency, instrumentality or local governmental unit of any such state which are
not callable at the option of the obligor prior to maturity or as to which
irrevocable instructions have been given by the obligor to call on the date
specified in the notice; and (A) which are fully secured as to principal and
interest and redemption premium, if any, by a fund consisting only of cash or
Federal Securities, which fund may be applied only to the payment of such
principal of and interest on and prior to the redemption date or dates pursuant
to such irrevocable instructions, as appropriate, and (B) which fund is
sufficient, as verified by a nationally recognized independent certified public
accountant, to pay principal of and interest and redemption premium, if any, on
the bonds or other obligations described in this paragraph on the maturity date
or dates thereof or on the redemption date or dates specified in the
irrevocable instructions referred to above, as appropriate.
Depreciation and Replacement Account
means the fund by that name created or ratified and confirmed by Section 501.
Depreciation and Replacement Account
Requirement means the amount set forth in Exhibit A.
DNR means the Department of Natural
Resources, a department of the State.
Federal Securities means any direct
obligation of, or obligation the timely payment of the principal of and
interest on which are unconditionally guaranteed by, the United States of
America and backed by the full faith and credit thereof.
Indenture means the Bond Indenture dated
as of June 1, 1992 between the Authority and the Trustee pursuant to which the
Authority Bonds are issued, as amended in accordance with its terms.
Net Revenues Available for Debt Service
means, for the period of determination, all income and revenues derived by the
City from the operation of the System, including investment and rental income,
net proceeds from business interruption insurance, and any amounts deposited in
escrow in connection with the acquisition, construction, remodeling, renovation
and equipping of facilities to be applied during the period of determination to
pay interest on System Revenue Bonds, less all Current Expenses (other than
interest paid on System Revenue Bonds, depreciation and amortization charges
during the period of determination) and other proper charges, all as determined
in accordance with generally accepted accounting principles, but excluding any
profits or losses on the early extinguishment of debt or on the sale or other
disposition, not in the ordinary course of business, of investments or fixed or
capital assets.
Ordinance means this Ordinance as from
time to time amended in accordance with the terms hereof.
Outstanding when used with respect to
Bonds means, as of the date of determination, all Bonds theretofore issued and
delivered under this Ordinance, except:
(1) Bonds theretofore canceled by
the Paying Agent or delivered to the Paying Agent for cancellation;
(2) Bonds for whose payment or
redemption money in the necessary amount has been theretofore deposited with
the Paying Agent in trust for the Owners of such Bonds, provided that, if such
Bonds are to be redeemed, notice of such redemption has been duly given
pursuant to this Ordinance, irrevocably provided for to the satisfaction of the
Paying Agent, or waived;
(3) Bonds in exchange for or in
lieu of which other Bonds have been registered and delivered pursuant to this
Ordinance;
(4) Bonds alleged to have been
mutilated, destroyed, lost, or stolen which have been paid as provided in Section
208; and
(5) Bonds for the payment of the
principal (or redemption price) of and interest on which money or Government
Obligations or both are held by the Paying Agent or other bank or trust company
with the effect specified in Section 1201.
Owner or Registered Owner means the
same as the term Bondowner.
Parity Bonds means the Outstanding
Parity Bonds and any parity bonds hereafter issued pursuant to Section 1002
and standing on a parity and equality with the Bonds with respect to the
payment of principal and interest out of the Revenues of the System.
Parity Ordinances means the ordinances
under which any Parity Bonds shall hereafter be issued pursuant to Section
1002.
Purchase Agreement means the Purchase Agreement
dated as of June 1, 1992, by and between the City and the Bondowner and DNR.
Record Date for the interest payable on
any Interest Payment Date means the 15th day (whether or not a Business Day) of
the calendar month next preceding such Interest Payment Date.
Revolving Fund Agreement means the
Revolving Fund Agreement dated as of June 1, 1992, by and between the City and
the Bondowner and DNR.
SRF Program Bonds means the Public
Entity Bonds and any other System Revenue Bonds issued in connection with the
Citys participation in the SRF Program.
SRF Subsidy means the amount of
investment earnings which will accrue on the Reserve Account during each Fiscal
Year (taking into account scheduled transfers from the Reserve Account which
will occur upon the payment of principal on the Authority Program Bonds and
assuming that the construction for the applicable project has been completed),
if the Reserve Security is equal to the Reserve Percentage of the principal
amount of the SRF Program Bonds outstanding, the Reserve Account is invested in
an investment agreement at a fixed interest rate during the calculation period
and earnings are reduced by the Administrative Fee payable to DNR.
Administrative Fee, Reserve Account, Reserve Percentage and Reserve Security as
used in this definition have the respective meanings set forth in the bond
indentures for the applicable Authority Program Bonds.
State
means the State of Missouri.
System Revenue Bonds means collectively
the Bonds, the Parity Bonds and all other revenue bonds which are payable out
of, or secured by an interest in, the income and revenues derived by the City
from the operation of the System.
Trustee means the trustee acting at any
time as Trustee under the Indenture.
Section
6. Committee Substitute for Ordinance No. 920636 is amended by enacting a new
section, Section 101A, to read as follows:
Section 101A. Optional Redemption.
The Director of Finance is authorized and directed to provide written
instructions to the Trustee directing the optional redemption of the Series
1992A Authority Bonds allocable to the Series 1992B Bonds which are being
refunded by the Authority (the Series 1992A Refunded Authority Bonds (KC
Series 1992B)). The initial schedule of the Series 1992A Refunded Authority
Bonds (KC Series 1992B) is set forth in Schedule 1. The Director of
Finance is authorized to approve a final schedule of Series 1992A Refunded
Authority Bonds (KC Series 1992B) and authorize the Authority to redeem the
Series 1992A Refunded Authority Bonds (KC Series 1992B) on the redemption date
for the Series 1992A Refunded Authority Bonds as designated by the Authority.
The signature of the Director of Finance to a certificate to which the final
schedule of Series 1992A Refunded Authority Bonds (KC Series 1992B) is attached
will be conclusive evidence of approval of the final schedule.
Section
7. Committee Substitute for Ordinance No. 920636 is amended by repealing
Section 302 and enacting in its place a new section to read as follows:
Section
302. Optional Redemption.
(a) Except as provided in
paragraphs (b) and (c), Bonds maturing July 1, 2008 and July 1, 2013 may be
called for redemption and payment prior to maturity, at the option of the City,
in whole or in part on each June 1 and December 1, commencing June 1, 2002, at
the redemption prices set forth below (expressed as percentages of principal
amount) plus accrued interest thereon to the date of redemption:
Redemption Redemption
Dates Prices
June
1, 2002 and December 1, 2002 102%
June
1, 2003 and December 1, 2003 101
June
1, 2004 and thereafter 100
Bonds to be redeemed pursuant to the optional
redemption provisions shall be selected by lot on a proportionate basis from
all outstanding maturities of the Bonds. Upon such redemption, the sinking
fund installments described in Section 301 above shall be
proportionately reduced, subject to rounding to integral multiples of $5,000,
or with the prior written consent of the Bondowner, integral multiples of $1.
In the event of the redemption of the Bonds in part, the City shall designate
the amount of each maturity redeemed and of the reduction in each sinking fund
installment in writing to the Trustee, subject to the foregoing requirements
and verification thereof by the Trustee. In exercising its option to redeem
the Bonds pursuant to this provision, the City shall deposit with the
Bondowner, in addition to the principal of, premium, if any, as calculated
above and interest on the Bonds, an additional premium equal to interest that
would otherwise have accrued on the Bonds for an additional 30-day period.
(b) The City irrevocably and
unconditionally waives its right to optionally redeem Bonds maturing or subject
to mandatory sinking fund redemption on the dates and in the principal amounts
corresponding to the Series 1992A Refunded Authority Bonds (the Series 1992A
Non-refundable Bonds (KC Series 1992B)). The initial schedule of the Series
1992A Non-refundable Bonds is set forth in Schedule 2. The Director of
Finance is authorized to approve a final schedule of Series 1992A
Non-refundable Bonds (KC Series 1992B). The signature of the Director of
Finance to a certificate to which the final schedule of Series 1992A
Non-refundable Bonds (KC Series 1992B) is attached will be conclusive evidence
of approval of the final schedule.
(c) The City will not exercise its
right to optionally redeem any other Bonds without the prior written consent of
the Authority, which consent is not to be unreasonably withheld and is
conditioned upon a determination by the Authority that such redemption would
not adversely affect the timely payment of the principal of and interest on the
portion of the Authority Refunding Bonds allocable to the Series 1992A Refunded
Authority Bonds (KC Series 1992B).
Section
8. Application of Moneys in Revenue Fund. Committee Substitute for
Ordinance No. 920636 is amended by repealing Section 702 and enacting in its
place a new section to read as follows:
Section 702. Application of Moneys in
Funds and Accounts. The City covenants and agrees that from and after the
delivery of the Bonds and continuing so long as any of the Bonds shall remain
Outstanding, the City will administer and allocate all of the moneys then held
in the Revenue Fund on the dates and in the amounts as follows:
(a) There shall first be paid and
credited on the first day of each month to the Operation and Maintenance
Account an amount sufficient to pay the estimated cost of operating and
maintaining the System during the ensuing 30-day period. All amounts paid and
credited to the Operation and Maintenance Account shall be expended and used by
the City solely for the purpose of paying the Current Expenses of the System.
(b) (1) There shall next be
paid and credited on a parity basis on the first day of each month to the
Outstanding Parity Bond Debt Service Account any amounts at the time required
to be paid and credited to such account under the Parity Bond Ordinance and to
the Trustee for credit to the Interest Account and the Principal Account, to
the extent necessary to pay the interest on and principal of the Bonds when
due, the following sums:
(A) Beginning with the first of said
monthly deposits and continuing thereafter to and including the January 1, 1993
monthly deposit, an equal pro rata portion of the amount of interest becoming
due on the Bonds on January l, 1993; and thereafter, beginning on the February
1, 1993 monthly deposit, and continuing thereafter so long as any of the Bonds
shall remain outstanding and unpaid, an amount not less than 1/6 of the amount
of interest that will become due on the Bonds on the next succeeding Interest
Payment Date; payments to the Interest Account shall be reduced as follows:
(i) upon the Citys receipt of the
Trustees semiannual notice of the balances remaining in the Debt Service
Account and the Interest Account as of the Business Day following the transfer
by the Trustee to the Refunding Bonds Trustee pursuant to the Indenture, an
amount equal to such balances credited in equal installments against the
monthly deposits due on and prior to the next Interest Payment Date; and
(ii) upon the Citys receipt of the
Trustees semiannual notice of (a) projected investment earnings in the Reserve
Account for the current Interest Period and (b) actual investment earnings in
the Construction Account and in the Reserve Account (less the earnings in the
Reserve Account projected pursuant to subclause (a)) for the prior Interest
Period, an amount equal to such projected earnings and actual earnings will be
credited in equal installments against the monthly deposits due on and prior to
the next Interest Payment Date; and
(B) Beginning on the first day of
the twelfth month preceding the first date principal on the Bonds is due and
payable, and continuing thereafter on the first day of each month so long as
any of the Bonds shall remain outstanding and unpaid, an amount not less than
1/12 of the amount of principal that will become due on the Bonds on the next
succeeding principal payment date.
(2) There shall next be paid to the
Trustee for deposit to the Administrative Expense Fund, on each Interest
Payment Date that the Allocable Portion of the Trustees Fee and the
Administrative Fee are scheduled to become due, such amounts as may be required
to pay the Allocable Portion of the Trustees Fee and the Administrative Fee
becoming due on such date.
If at any time the moneys in the Revenue
Fund shall be insufficient to make in full the payments and credits at the time
required to be made by the City to the Interest Account and the Principal
Account and to the debt service accounts established by the City to pay the
principal of and interest on the outstanding Parity Bonds, the available moneys
in the Revenue Fund shall be divided among the Interest Account and the
Principal Account and such principal and interest debt service accounts in
proportion to the respective principal amounts of said series of the Parity
Bonds of the City at the time Outstanding which are payable from the moneys in
the Repayment Fund and such debt service accounts.
(c) After all payments and credits
required at the time to be made under the provisions of paragraphs (a) and (b)
of this Section have been made, there shall next be paid and credited on the
first day of each month to the Outstanding Parity Bond Debt Service Reserve
Account such amount as shall be required to be paid and credited to the Outstanding
Parity Bond Debt Service Reserve Account and, in the event the Trustee has
withdrawn moneys from the Reserve Account (other than investment earnings or
the amount transferred from the Reserve Account upon the payment of principal
on the Bonds), beginning with the first day of each month after such
withdrawal, and continuing on the first day of each month thereafter (to and
including the sixth such month), there shall next be paid to the Trustee for
credit to the Reserve Account an equal pro rata portion of the amount withdrawn
from the Reserve Account.
If at any time the moneys in the Revenue
Fund shall be insufficient to make in full the payments and credits at the time
required to be made to the Reserve Account and to the reserve funds established
for any outstanding Parity Bonds, the available moneys in the Revenue Fund
shall be divided among such funds in proportion to the respective principal
amounts of said series of bonds at the time outstanding which are payable from
the moneys in such accounts.
(d) After all payments and credits
required at the time to be made by the City under the provisions of paragraphs
(a), (b) and (c) of this Section have been made, there shall next be paid and
credited on the first day of each month to the Depreciation and Replacement
Account, an amount equal to the amount required to be deposited pursuant to any
Parity Ordinance plus 1/24 of the Depreciation and Replacement Account
Requirement until said Account shall aggregate the sum of the amount
established in the Parity Ordinances plus the Depreciation and Replacement
Account Requirement, which amount shall remain in said Account for so long as
any of the Bonds remain Outstanding. Except as hereinafter provided in Section
704, moneys in the Depreciation and Replacement Account shall be expended
and used by the City, if no other funds are available therefor, solely for the
purpose of making emergency replacements and repairs in and to the System as
may be necessary to keep the System in good repair and working order and to
assure the continued effective and efficient operation thereof. After the
Depreciation and Replacement Account aggregates the Depreciation and
Replacement Account Requirement, no further payments into said Account shall be
required, but if the City shall ever be required to expend and use a part of
the moneys in said Account for its authorized purposes and such expenditure
shall reduce the amount of said Account below the Depreciation and Replacement
Account Requirement, then the City shall resume and continue said monthly
payments into said Account until said Account shall again aggregate the
Depreciation and Replacement Account Requirement.
(e) After all payments and credits
required at the time to be made by the City under the provisions of paragraphs
(a), (b), (c) and (d) of this Section have been made, all moneys remaining in
the Revenue Fund on the first day of each month shall be paid and credited to
the Surplus Account. Moneys in the Surplus Account may be expended and used
for the following purposes as determined by the Governing Body of the City:
(1) Paying the cost of the
operation, maintenance and repair of the System to the extent that may be
necessary after the application of the moneys held in the Operation and
Maintenance Account under the provisions of paragraph (a) of this Section;
(2) Paying the cost of extending,
enlarging or improving the System;
(3) Preventing default in,
anticipating payments into or increasing the amounts in the accounts confirmed
in Section 502 hereof, the Principal Account, the Interest Account, the
Reserve Account or the Depreciation and Replacement Account referred to in
paragraphs (b), (c) and (d) of this Section, or any one of them, or establishing
or increasing the amount of any principal and interest account or bond reserve
account created by the City for the payment of any Parity Bonds of the City
hereafter issued; or
(4) Calling, redeeming and paying
prior to maturity, or, at the option of the City, purchasing in the open market
at the best price obtainable not exceeding the call price (if any bonds are
callable), the Bonds or any other Parity Bonds of the City hereafter issued
under the conditions hereinafter specified and standing on a parity with the
Bonds, including principal, interest and redemption premium, if any.
So long as any of the Bonds remain
Outstanding, no moneys derived by the City from the operation of the System
shall be diverted to the general governmental or municipal functions of the
City.
Section
9. Rate Covenant. Committee Substitute for Ordinance No. 920636 is
amended by repealing Section 902 and enacting in its place a new section to
read as follows:
Section 902. Rate Covenant. The
City will fix, establish, maintain and collect such rates and charges for the
use and services furnished by or through the System, including all extensions
and improvements thereto hereafter constructed or acquired by the City, as will
produce revenues sufficient to (a) pay the costs of the operation and
maintenance of the System; (b) pay the principal of and interest on the Bonds
as and when the same become due; (c) enable the City to have in each fiscal
year Net Revenues Available for Debt Service in an amount not less than 110% of
the amount required to be paid by the City in such fiscal year on account of
both principal of and interest on all System Revenue Bonds at the time
outstanding; provided that interest on any SRF Program Bonds will be reduced by
the SRF Subsidy, if any; and (d) provide reasonable and adequate reserves for
the payment of the Bonds and the interest thereon and for the protection and
benefit of the System as provided in this Ordinance. The City will require the
prompt payment of accounts for service rendered by or through the System and
will promptly take whatever action is legally permissible to enforce and
collect delinquent charges.
Section
10. Parity Lien Bonds. Committee Substitute for Ordinance No. 920636
is amended by repealing Section 1002 and enacting in its place a new section to
read as follows:
Section 1002. Parity Lien Bonds or
Obligations. The City covenants and agrees that so long as any of the
Bonds remain Outstanding, the City will not issue any additional bonds or other
long-term obligations payable out of the net income and revenues of the System
or any part thereof which stand on a parity or equality with the Bonds unless
the following conditions are met:
(a) The City shall not be in
default in the payment of principal of or interest on any Bonds or the Parity
Bonds or in making any payment at the time required to be made into the
respective funds and accounts created by and referred to in this Ordinance or
any Parity Ordinance; and
(b) The City shall obtain a
certificate showing either of the following:
(1) The average annual Net Revenues
Available for Debt Service derived by the City from the operation of the System
as set forth in the last available audit, for the two fiscal years immediately
preceding the issuance of additional bonds, shall have been equal to at least
110% of the average annual amount required to be paid out of said Net Revenues
Available for Debt Service in succeeding fiscal years on account of both
principal (at maturity or upon mandatory redemption) and interest becoming due
with respect to all System Revenue Bonds of the City, including the additional
bonds proposed to be issued; provided that interest on any SRF Program Bonds
will be reduced by the SRF Subsidy, if any. In determining the Net Revenues
Available for Debt Service for the purpose of this subsection, the City may
adjust said Net Revenues Available for Debt Service by adding thereto, in the
event the City shall have made any increase in rates for the use and services
of the System and such increase shall not have been in effect during all of the
two fiscal years immediately preceding the issuance of additional bonds, the
amount of the additional Net Revenues Available for Debt Service which would
have resulted from the operation of the System during said two preceding fiscal
years had such rate increase been in effect for the entire period; or
(2) The estimated average annual
Net Revenues Available for Debt Service derived by the City from the operation
of the System for the two fiscal years immediately following the fiscal year in
which the improvements to the System, the cost of which is being financed by
such additional bonds, are to be in commercial operation, as certified by the
Consulting Engineer shall be equal to at least 110% of the average annual
amount required to be paid out of said revenues in succeeding fiscal years
following such commercial operation on account of both principal (at maturity
or upon mandatory redemption) and interest becoming due with respect to all
System Revenue Bonds of the City, including the additional bonds proposed to be
issued; provided that interest on any SRF Program Bonds will be reduced by the
SRF Subsidy, if any. In determining the amount of estimated Net Revenues
Available for Debt Service for the purpose of this subsection, the Consulting
Engineer may adjust said estimated net revenues by adding thereto any estimated
increase in Net Revenues Available for Debt Service resulting from any increase
in rates for the use and services of the System which have been approved by the
City.
Additional revenue bonds or other
obligations of the City issued under the conditions set forth in this Section
shall stand on a parity with the Bonds and shall enjoy complete equality of
lien on and claim against the net revenues of the System with the Bonds, and
the City may make equal provision for paying said bonds and the interest
thereon out of the Revenue Fund and may likewise provide for the creation of
reasonable system debt service funds and system debt service reserve funds for
the payment of such additional bonds and the interest thereon out of moneys in
the Revenue Fund.
Section
11. Parity Lien Bonds. Committee Substitute for Ordinance No. 920636
is amended by repealing Section 1004 and enacting in its place a new section to
read as follows:
Section 1004. Refunding Bonds.
The City shall have the right, if it shall find it desirable, without complying
with the provisions of Section 1002 to refund any of the Bonds under the
provisions of any law then available and the refunding bonds so issued shall
enjoy complete equality of pledge with any of the Bonds which are not refunded,
if any, upon the revenues of the System; provided, however, that if only a
portion of the Bonds be refunded and if said Bonds are refunded in such manner
that the refunding bonds bear a higher average rate of interest or become due
on a date earlier than that of the Bonds which are refunded, then said Bonds
may be refunded without complying with the provisions of Section 1002
only by and with the written consent of the Authority and DNR. Nothing in this
Section will be deemed to modify the limitations of Section 302(b) and (c).
Section
12. Series 1995A Bond Ordinance Amendments. In consideration of the
Citys receipt of the net savings resulting from the refunding of certain
Series 1995B Authority Bonds and in order to provide for the proper credit of
investment earnings to be received by the City pursuant to the Citys
participation in the SRF Program under the Series 1995A Bond Ordinance, the
Series 1995A Bond Ordinance is amended as provided in this Section. Terms not
otherwise defined in this Section have the meanings set forth in the Series
1995A Bond Ordinance.
Definitions.
Committee Substitute for Ordinance No. 950353 is amended by repealing Section
101 and enacting in its place a new section to read as follows:
Section 101. Additional Definitions of
Words and Terms. Words and terms not otherwise defined herein shall have
the meanings as set forth in the hereinafter described Indenture and Purchase
Agreement. In addition to the foregoing and words and terms defined elsewhere
in this Ordinance, the following capitalized words and terms as used in this
Ordinance shall have the following meanings:
Act
means Chapter 250 and Section 108.140, RSMo.
Administrative Fee means the fee payable
to the Trustee for transfer to DNR as described in Section 212.
Authority means the State Environmental
Improvement and Energy Resources Authority, a body corporate and politic and a
governmental instrumentality of the State.
Authority Bonds means the Water
Pollution Control Revenue Bonds (State Revolving Fund Program City of Kansas
City Project) Series 1995B of the Authority.
Authority Program Bonds means the
Authority Bonds and any other bonds of the Authority issued under the SRF
Program, all or a portion of the proceeds of which are loaned to the City
pursuant to the SRF Program.
Authority Refunding Bonds means the
Water Pollution Control Revenue Refunding Bonds (State Revolving Fund Program -
Master Trust) Series 2001B of the Authority.
Authority Refunding Bonds Trustee means
the bond trustee with respect to the Authority Refunding Bonds, and its
successors and assigns.
Authorized Representative means the
representative of the City designated as such by the City in accordance with
the Regulations.
Bondowner
means the Authority or its assigns.
Bond Register means the books for the
registration, transfer and exchange of Public Entity Bonds kept at the office
of the Paying Agent.
Consulting Engineer means each
independent engineer or engineering firm or corporation of reputation for skill
and experience with respect to the design and construction of wastewater treatment,
sanitary sewerage or water pollution control facilities as may from time to
time be retained by the City.
Current Expenses means all reasonable
and necessary expenses of operation, maintenance and repair of the System and
keeping the System in good repair and working order, including without limiting
the generality of the foregoing, current maintenance charges, expenses of
reasonable upkeep and repairs, salaries, wages, costs of materials and
supplies, Paying Agent fees and expenses, annual audits, periodic Consulting
Engineers reports, properly allocated share of charges for insurance, and all
other expenses incident to the operation of the System, but shall exclude
interest paid on System Revenue Bonds, depreciation and amortization charges, all
general administrative expenses of the City not related to the operation of the
System, and the payments into the Depreciation and Replacement Account
hereinafter provided for, all as determined in accordance with generally
accepted accounting principles.
Defeasance Securities means (i) Federal
Securities, (ii) obligations of the Resolution Funding Corporation or any
successor thereto, but only if the use of such obligations to pay and discharge
Public Entity Bonds pursuant to Article XII will cause such Public
Entity Bonds to be rated in the highest long_term rating category by the Rating
Agency, or (iii) any bonds or any other obligations of any state of the United
States of America or of any agency, instrumentality or local governmental unit
of any such state which are not callable at the option of the obligor prior to
maturity or as to which irrevocable instructions have been given by the obligor
to call on the date specified in the notice; and (A) which are fully secured as
to principal and interest and redemption premium, if any, by a fund consisting
only of cash or Federal Securities, which fund may be applied only to the
payment of such principal of and interest on and prior to the redemption date
or dates pursuant to such irrevocable instructions, as appropriate, and (B)
which fund is sufficient, as verified by a nationally recognized independent
certified public accountant, to pay principal of and interest and redemption
premium, if any, on the bonds or other obligations described in this paragraph
on the maturity date or dates thereof or on the redemption date or dates
specified in the irrevocable instructions referred to above, as appropriate.
Depreciation and Replacement Account
means the account by that name created or ratified and confirmed by Section
501.
DNR means the Missouri Department of
Natural Resources, a department of the State.
Federal Securities means any direct
obligation of, or obligation the timely payment of the principal of and
interest on which are unconditionally guaranteed by, the United States of
America and backed by the full faith and credit thereof.
Indenture means the Bond Indenture dated
as of April 1, 1995 between the Authority and the Trustee pursuant to which the
Authority Bonds are issued, as amended in accordance with its terms.
Net Revenues Available for Debt Service
means, for the period of determination, all income and revenues derived by the
City from the operation of the System, including investment and rental income,
net proceeds from business interruption insurance, sales tax revenues which
have been annually appropriated by the City or which are limited solely to the
payment of improvements to or expenses of the System and any amounts deposited
in escrow in connection with the acquisition, construction, remodeling,
renovation and equipping of facilities to be applied during the period of
determination to pay interest on System Revenue Bonds, less all Current
Expenses (other than interest paid on System Revenue Bonds, depreciation and
amortization charges during the period of determination) and other proper
charges, all as determined in accordance with generally accepted accounting
principles, but excluding any profits or losses on the early extinguishment of
debt or on the sale or other disposition, not in the ordinary course of
business, of investments or fixed or capital assets.
Ordinance means this Ordinance as from
time to time amended and supplemented in accordance with the terms hereof.
Outstanding when used with respect to
Public Entity Bonds means, as of the date of determination, all Public Entity
Bonds theretofore issued and delivered under this Ordinance, except:
(1) Public Entity Bonds theretofore
cancelled by the Paying Agent or delivered to the Paying Agent for
cancellation;
(2) Public Entity Bonds for whose
payment or redemption money in the necessary amount has been theretofore
deposited with the Paying Agent in trust for the Owners of such Public Entity
Bonds, provided that, if such Public Entity Bonds are to be redeemed, notice of
such redemption has been duly given pursuant to this Ordinance, irrevocably
provided for to the satisfaction of the Paying Agent, or waived;
(3) Public Entity Bonds in exchange
for or in lieu of which other Public Entity Bonds have been registered and
delivered pursuant to this Ordinance;
(4) Public Entity Bonds alleged to
have been mutilated, destroyed, lost, or stolen which have been paid as
provided in Section 208; and
(5) Public Entity Bonds for the payment
of the principal (or redemption price) of and interest on which money or
Government Obligations or both are held by the Paying Agent or other bank or
trust company with the effect specified in Section 1201.
Owner or Registered Owner means the
same as the term Bondowner.
Parity Bonds means the Outstanding
Parity Bonds and any parity bonds hereafter issued pursuant to Section 1002
and standing on a parity and equality with the Public Entity Bonds with respect
to the payment of principal and interest out of the Revenues of the System.
Parity Ordinances means the Outstanding
Parity Bond Ordinance and the ordinances under which any Parity Bonds shall
hereafter be issued pursuant to Section 1002.
Purchase Agreement means the Purchase
Agreement dated as of April 1, 1995, by and among the City, the Authority and
DNR.
Record Date for the interest payable on
any Interest Payment Date means the 15th day (whether or not a Business Day) of
the calendar month next preceding such Interest Payment Date.
Revolving Fund Agreement means the
Revolving Fund Agreement dated as of April 1, 1995, by and among the City, the
Authority and DNR.
SRF Program Bonds means the Public
Entity Bonds and any other System Revenue Bonds issued in connection with the
Citys participation in the SRF Program.
SRF Subsidy means the amount of
investment earnings which will accrue on the Reserve Account during each Fiscal
Year (taking into account scheduled transfers from the Reserve Account which
will occur upon the payment of principal on the Authority Program Bonds and
assuming that the construction for the applicable project has been completed),
if the Reserve Security is equal to the Reserve Percentage of the principal
amount of the SRF Program Bonds outstanding, the Reserve Account is invested in
an investment agreement at a fixed interest rate during the calculation period
and earnings are reduced by the Administrative Fee payable to DNR.
Administrative Fee, Reserve Account, Reserve Percentage and Reserve Security as
used in this definition have the respective meanings set forth in the bond
indentures for the applicable Authority Program Bonds.
State
means the State of Missouri.
System Revenue Bonds means collectively
the Public Entity Bonds, the Parity Bonds and all other revenue bonds which are
payable out of, or secured by an interest in, the income and revenues derived
by the City from the operation of the System.
Terms Ordinance means an ordinance of
the City adopted prior to the issuance of the Public Entity Bonds, which
ordinance shall establish the maturities, interest rates and sinking fund
redemption provisions for the Public Entity Bonds.
Trustee means the trustee acting at any
time as Trustee under the Indenture.
Section
13. Committee Substitute for Ordinance No. 950353 is amended by enacting a new
section, Section 101A, to read as follows:
Section 101A. Optional Redemption.
The Director of Finance is authorized and directed to provide written instructions
to the Trustee directing the optional redemption of the Series 1995B Authority
Bonds allocable to the City which are being refunded by the Authority (the
Series 1995B Refunded Authority Bonds). The initial schedule of the Series
1995B Refunded Authority Bonds is set forth in Schedule 1. The Director
of Finance is authorized to approve a final schedule of Series 1995B Refunded
Authority Bonds and authorize the Authority to redeem the Series 1995B Refunded
Authority Bonds on the redemption date for the Series 1995B Refunded Authority
Bonds as designated by the Authority. The signature of the Director of Finance
to a certificate to which the final schedule of Series 1995B Refunded Authority
Bonds is attached will be conclusive evidence of approval of the final
schedule.
Section
14. Committee Substitute for Ordinance No. 950353 is amended by repealing
Section 302 and enacting in its place a new section to read as follows:
Section
302. Optional Redemption.
(a) Except as provided in
paragraphs (b) and (c), Public Entity Bonds maturing on and after January 1,
2006 may be called for redemption and payment prior to maturity, at the option
of the City, in whole or in part on each June 1 and December 1, commencing December
1, 2004, at the redemption prices set forth below (expressed as percentages of
principal amount) plus accrued interest thereon to the date of redemption:
Redemption Redemption
Dates Prices
December 1, 2004 through November 30, 2005 102%
December 1, 2005 through November
30, 2006 101
December 1, 2006 and thereafter 100
Public Entity Bonds to be
redeemed pursuant to the optional redemption provisions shall be selected by
lot on a proportionate basis from all outstanding maturities of the Public
Entity Bonds. Upon such redemption, the sinking fund installments described in
Section 301 above shall be proportionately reduced, subject to rounding
to integral multiples of $5,000, or with the prior written consent of the
Bondowner, integral multiples of $1. In the event of the redemption of the
Public Entity Bonds in part, the City shall designate the amount of each
maturity redeemed and of the reduction in each sinking fund installment in
writing to the Trustee, subject to the foregoing requirements and verification
thereof by the Trustee. In exercising its option to redeem the Public Entity
Bonds pursuant to this provision, the City shall deposit with the Bondowner, in
addition to the principal of, premium, if any, as calculated above and interest
on the Public Entity Bonds, an additional premium equal to interest that would
otherwise have accrued on the Public Entity Bonds for an additional 30-day
period.
(b) The City
irrevocably and unconditionally waives its right to optionally redeem Public
Entity Bonds maturing or subject to mandatory sinking fund redemption on the
dates and in the principal amounts corresponding to the Series 1995B Refunded
Authority Bonds (the Series 1995B Non-refundable Bonds). The initial schedule
of the Series 1995B Non-refundable Bonds is set forth in Schedule 2.
The Director of Finance is authorized to approve a final schedule of Series
1995B Non-refundable Bonds. The signature of the Director of Finance to a
certificate to which the final schedule of Series 1995B Non-refundable Bonds is
attached will be conclusive evidence of approval of the final schedule.
(c) The City
will not exercise its right to optionally redeem any other Public Entity Bonds
without the prior written consent of the Authority, which consent is not to be
unreasonably withheld and is conditioned upon a determination by the Authority
that such redemption would not adversely affect the timely payment of the
principal of and interest on the portion of the Authority Refunding Bonds allocable
to the Series 1995B Refunded Authority Bonds.
Section 15. Application of Moneys in
Revenue Fund. Committee Substitute for Ordinance No. 950353 is amended by
repealing Section 702 and enacting in its place a new section to read as
follows:
Section 702. Application
of Moneys in Funds and Accounts. The City covenants and agrees that from
and after the delivery of the Public Entity Bonds and continuing so long as any
of the Public Entity Bonds shall remain Outstanding, the City will administer
and allocate all of the moneys then held in the Sewer Fund on the dates and in
the amounts as follows:
(a) There
shall first be paid, or provision therefor made, each month an amount
sufficient to pay the estimated cost of operating and maintaining the System
during such month.
(b) (1) There
shall next be paid and credited on a parity basis on the first day of each
month to the Outstanding Parity Bond Debt Service Account any amounts at the
time required to be paid and credited to such account under the Outstanding
Parity Bond Ordinance and to the Trustee for credit to the Interest Account and
the Principal Account, to the extent necessary to pay the interest on and
principal of the Public Entity Bonds when due, the following sums:
(A) Beginning with
the first of said monthly deposits and continuing thereafter to and including
the January 1, 1996 monthly deposit, an equal pro rata portion of the amount of
interest becoming due on the Public Entity Bonds on January l, 1996; and
thereafter, beginning on the February 1, 1996 monthly deposit, and continuing
thereafter so long as any of the Public Entity Bonds shall remain outstanding
and unpaid, an amount not less than 1/6 of the amount of interest that will
become due on the Public Entity Bonds on the next succeeding Interest Payment
Date; payments to the Interest Account shall be reduced as follows:
(i) upon the
Citys receipt of the Trustees semiannual notice of the balances remaining in
the Debt Service Account and the Interest Account as of the Business Day
following the transfer by the Trustee to the Refunding Bonds Trustee pursuant
to the Indenture, an amount equal to such balances credited in equal
installments against the monthly deposits due on and prior to the next Interest
Payment Date; and
(ii) upon the
Citys receipt of the Trustees semiannual notice of (a) projected investment
earnings in the Reserve Account for the current Interest Period and (b) actual
investment earnings in the Construction Account and in the Reserve Account
(less the earnings in the Reserve Account projected pursuant to subclause (a))
for the prior Interest Period, an amount equal to such projected earnings and
actual earnings will be credited in equal installments against the monthly
deposits due on and prior to the next Interest Payment Date; and
(B) Beginning
with the first of said monthly deposits and continuing thereafter to and
including the January 1, 1996 monthly deposit, an equal pro rata portion of the
amount of principal becoming due on the Public Entity Bonds on January l, 1996;
and thereafter, beginning on the February 1, 1996 monthly deposit and
continuing thereafter on the first day of each month so long as any of the
Public Entity Bonds shall remain outstanding and unpaid, an amount not less
than 1/12 of the amount of principal that will become due on the Public Entity
Bonds on the next succeeding principal payment date.
(2) The
completion of construction of the Project shall be evidenced to the Authority,
the Trustee and DNR by a certificate signed by the Authorized Representative of
the City stating (i) that the construction of the Project has been completed in
accordance with the plans and specifications therefor, (ii) that all costs and
expenses incurred in the construction of the Project have been paid except
costs and expenses the payment of which is not yet due or is being retained or
contested in good faith by the City and (iii) the Initiation of Operations.
(3) The
provisions of this subparagraph (3) shall be applicable in the event that the
Initiation of Operation occurs prior to the expected date for the Initiation of
Operation set forth on the Citys signature page to the Purchase Agreement.
Notwithstanding the above provisions of subparagraph (1) of this paragraph (b)
with respect to the payment of installments of principal, the first monthly
installment of principal shall be paid and credited to the Trustee no later
than the first day of the month which is not more than 12 months after the
Initiation of Operation. On the first day of the month which is not more than
20 years after the Initiation of Operation, all remaining unpaid principal
installments shall be paid and credited to the Trustee.
(4) There
shall next be paid to the Trustee for deposit to the Administrative Expense
Fund, on each Interest Payment Date that the Trustees Fee and the
Administrative Fee are scheduled to become due, such amounts as may be required
to pay the Trustees Fee and the Administrative Fee becoming due on such date.
If at any time the
moneys in the Sewer Fund shall be insufficient to make in full the payments and
credits at the time required to be made by the City to the Interest Account and
the Principal Account and to the debt service accounts established by the City
to pay the principal of and interest on the Outstanding Parity Bonds, the
available moneys in the Sewer Fund shall be applied to the payment of debt
service on the Public Entity Bonds and the Outstanding Parity Bonds in
proportion to the respective outstanding principal amounts of the Public Entity
Bonds and the Outstanding Parity Bonds which are payable from the moneys in the
Interest Account and the Principal Account and such debt service accounts for
the Outstanding Parity Bonds.
(c) After all
payments and credits required at the time to be made under the provisions of
paragraphs (a) and (b) of this Section have been made, there shall next be paid
and credited on the first day of each month to the Outstanding Parity Bond Debt
Service Reserve Account such amount as shall be required to be paid and
credited to the Outstanding Parity Bond Debt Service Reserve Account and, in
the event the Trustee has withdrawn moneys from the Reserve Fund (other than
investment earnings or the amount transferred from the Reserve Fund upon the
payment of principal on the Public Entity Bonds), beginning with the first day
of each month after such withdrawal, and continuing on the first day of each
month thereafter (to and including the sixth such month), there shall next be
paid to the Trustee for credit to the Reserve Fund an equal pro rata portion of
the amount withdrawn from the Reserve Fund.
If at any time the
moneys in the Sewer Fund shall be insufficient to make in full the payments and
credits at the time required to be made to the Reserve Fund and to the reserve
funds established for any outstanding Parity Bonds, the available moneys in the
Sewer Fund shall be divided among such funds in proportion to the respective
principal amounts of said series of bonds at the time outstanding which are
payable from the moneys in such accounts.
(d) So long as
any of the Series 1992A Bonds remain Outstanding and unpaid, the City shall
comply with the provisions of Section 21(d) of the Series 1992A Ordinance.
Thereafter, the provisions of this paragraph shall be followed. After all
payments and credits required at the time to be made by the City under the
provisions of paragraphs (a), (b) and (c) of this Section have been made, all
moneys remaining in the Sewer Fund on the first day of each month shall be paid
and credited to the Surplus Account. Moneys in the Surplus Account may be
expended and used for the following purposes as determined by the Governing
Body of the City:
(1) Paying the
cost of the operation, maintenance and repair of the System to the extent that
may be necessary after the application of the moneys held in the Operation and
Maintenance Account under the provisions of paragraph (a) of this Section;
(2) Paying the
cost of extending, enlarging or improving the System;
(3) Preventing
default in, anticipating payments into or increasing the amounts in the
accounts confirmed in Section 502, the Principal Account, the Interest
Account, the Reserve Fund or the Depreciation and Replacement Account referred
to in paragraphs (b) and (c) of this Section, or any one of them, or
establishing or increasing the amount of any principal and interest account or
bond reserve account created by the City for the payment of any Parity Bonds of
the City hereafter issued; or
(4) Calling,
redeeming and paying prior to maturity, or, at the option of the City,
purchasing in the open market at the best price obtainable not exceeding the
call price (if any bonds are callable), the Public Entity Bonds or any other
Parity Bonds of the City hereafter issued under the conditions hereinafter
specified and standing on a parity with the Public Entity Bonds, including
principal, interest and redemption premium, if any.
So long as any of the
Public Entity Bonds remain Outstanding, no moneys derived by the City from the
operation of the System shall be diverted to the general governmental or
municipal functions of the City.
Section 16. Rate Covenant. Committee
Substitute for Ordinance No. 950353 is amended by repealing Section 902 and
enacting in its place a new section to read as follows:
Section 902. Rate
Covenant. The City will fix, establish, maintain and collect such rates
and charges for the use of and services furnished by or through the System,
including all extensions and improvements thereto hereafter constructed or
acquired by the City, as will produce revenues sufficient to (a) pay the costs
of the operation and maintenance of the System; (b) pay the principal of and
interest on the Public Entity Bonds as and when the same become due; (c) enable
the City to have in each fiscal year Net Revenues Available for Debt Service in
an amount not less than 110% of the amount required to be paid by the City in
such fiscal year on account of both principal of and interest on all System
Revenue Bonds at the time outstanding; provided that interest on any SRF
Program Bonds will be reduced by the SRF Subsidy, if any; and (d) provide
reasonable and adequate reserves for the payment of the Public Entity Bonds and
the interest thereon and for the protection and benefit of the System as
provided in this Ordinance. The City will require the prompt payment of
accounts for service rendered by or through the System and will promptly take
whatever action is legally permissible to enforce and collect delinquent
charges.
Section 17. Parity Lien Bonds.
Committee Substitute for Ordinance No. 950353 is amended by repealing Section
1002 and enacting in its place a new section to read as follows:
Section 1002. Parity
Lien Bonds or Obligations. The City covenants and agrees that so long as
any of the Public Entity Bonds remain Outstanding, the City will not issue any
additional bonds or other long_term obligations payable out of the net income
and revenues of the System or any part thereof which stand on a parity or
equality with the Public Entity Bonds unless the following conditions are met:
(a) The City
shall not be in default in the payment of principal of or interest on any
Public Entity Bonds or the Parity Bonds or in making any payment at the time
required to be made into the respective funds and accounts created by and
referred to in this Ordinance or any Parity Ordinance; and
(b) The City
shall obtain a certificate showing either of the following:
(1) The
average annual Net Revenues Available for Debt Service derived by the City from
the operation of the System as set forth in the last available audit, for the
two fiscal years immediately preceding the issuance of additional bonds, shall
have been equal to at least 110% of the average annual amount required to be
paid out of said Net Revenues Available for Debt Service in succeeding fiscal
years on account of both principal (at maturity or upon mandatory redemption)
and interest becoming due with respect to all System Revenue Bonds of the City,
including the additional bonds proposed to be issued; provided that interest on
any SRF Program Bonds will be reduced by the SRF Subsidy, if any. In
determining the Net Revenues Available for Debt Service for the purpose of this
subsection, the City may adjust said Net Revenues Available for Debt Service by
adding thereto, in the event the City shall have made any increase in rates for
the use and services of the System and such increase shall not have been in effect
during all of the two fiscal years immediately preceding the issuance of
additional bonds, the amount of the additional Net Revenues Available for Debt
Service which would have resulted from the operation of the System during said
two preceding fiscal years had such rate increase been in effect for the entire
period; or
(2) The
estimated average annual Net Revenues Available for Debt Service derived by the
City from the operation of the System for the two fiscal years immediately
following the fiscal year in which the improvements to the System, the cost of
which is being financed by such additional bonds, are to be in commercial
operation, as certified by the Consulting Engineer, shall be equal to at least
110% of the average annual amount required to be paid out of said revenues in
succeeding fiscal years following such commercial operation on account of both
principal (at maturity or upon mandatory redemption) and interest becoming due
with respect to all System Revenue Bonds of the City, including the additional
bonds proposed to be issued; provided that interest on any SRF Program Bonds
will be reduced by the SRF Subsidy, if any. In determining the amount of
estimated Net Revenues Available for Debt Service for the purpose of this
subsection, the Consulting Engineer may adjust said estimated net revenues by
adding thereto any estimated increase in Net Revenues Available for Debt
Service resulting from any increase in rates for the use and services of the
System which have been approved by the City.
Additional revenue
bonds or other obligations of the City issued under the conditions set forth in
this Section shall stand on a parity with the Public Entity Bonds and shall
enjoy complete equality of lien on and claim against the net revenues of the System
with the Public Entity Bonds, and the City may make equal provision for paying
said bonds and the interest thereon out of the Sewer Fund and may likewise
provide for the creation of reasonable system debt service funds and system
debt service reserve funds for the payment of such additional bonds and the
interest thereon out of moneys in the Sewer Fund.
Section 18. Parity Lien Bonds.
Committee Substitute for Ordinance No. 950252 is amended by repealing Section
1004 and enacting in its place a new section to read as follows:
Section 1004. Refunding
Bonds. The City shall have the right, if it shall find it desirable,
without complying with the provisions of Section 1002 to refund any of
the Public Entity Bonds under the provisions of any law then available and the
refunding bonds so issued shall enjoy complete equality of pledge with any of
the Public Entity Bonds which are not refunded, if any, upon the revenues of
the System; provided, however, that if only a portion of the Bonds be refunded
and if said Public Entity Bonds are refunded in such manner that the refunding
bonds bear a higher average rate of interest or become due on a date earlier
than that of the Public Entity Bonds which are refunded, then said Public
Entity Bonds may be refunded without complying with the provisions of Section
1002 only by and with the written consent of the Authority and DNR.
Nothing in this Section will be deemed to modify the limitations of Section
302(b) and (c).
Section 19. Series 1996A Bond Ordinance
Amendments. In consideration of the Citys receipt of the net savings
resulting from the refunding of certain Series 1996A Authority Bonds and in
order to provide for the proper credit of investment earnings to be received by
the City pursuant to the Citys participation in the SRF Program under the
Series 1996A Bond Ordinance, the Series 1996A Bond Ordinance is amended as
provided in this Section. Terms not otherwise defined in this Section have the
meanings set forth in the Series 1996A Bond Ordinance.
Definitions. Committee Substitute for
Ordinance No. 960253 is amended by enacting a new section, Section 101A, to
read as follows:
Section 101A. Additional
Definitions of Words and Terms. In addition to the words and terms defined
in Section 101 and elsewhere in this Ordinance, the following capitalized words
and terms as used in this Ordinance shall have the following meanings:
Authority Refunding
Bonds means the Water Pollution Control Revenue Refunding Bonds (State
Revolving Fund Program - Master Trust) Series 2001B of the Authority.
Authority Refunding
Bonds Trustee means the bond trustee with respect to the Authority Refunding
Bonds, and its successors and assigns.
Section 20. Committee Substitute for
Ordinance No. 960253 is amended by enacting a new section, Section 101B, to
read as follows:
Section 101B. Optional
Redemption. The Director of Finance is authorized and directed to provide
written instructions to the Trustee directing the optional redemption of the
Series 1996A Authority Bonds allocable to the City which are being refunded by
the Authority (the Series 1996A Refunded Authority Bonds). The initial
schedule of the Series 1996A Refunded Authority Bonds is set forth in Schedule
1. The Director of Finance is authorized to approve a final schedule of
Series 1996A Refunded Authority Bonds and authorize the Authority to redeem the
Series 1996A Refunded Authority Bonds on the redemption date for the Series
1996A Refunded Authority Bonds as designated by the Authority. The signature
of the Director of Finance to a certificate to which the final schedule of
Series 1996A Refunded Authority Bonds is attached will be conclusive evidence
of approval of the final schedule.
Section 21. Committee Substitute for
Ordinance No. 960253 is amended by repealing Section 302 and enacting in its
place a new section to read as follows:
Section 302. Optional
Redemption.
(a) Except as
provided in paragraphs (b) and (c), Bonds maturing on and after January 1, 2007
may be called for redemption and payment prior to maturity, at the option of
the City, in whole or in part on any date, commencing January 1, 2006, at the
redemption prices set forth below (expressed as percentages of principal
amount) plus accrued interest thereon to the date of redemption:
Redemption Redemption
Dates Prices
January 1, 2006 through December
31, 2006 101.0%
January 1, 2007 through December
31, 2007 100.5
January 1, 2008 and thereafter 100.0
Bonds to be redeemed pursuant to
the optional redemption provisions shall be selected by lot on a proportionate
basis from all outstanding maturities of the Bonds. Upon such redemption, the
sinking fund installments described in Section 301 shall be proportionately
reduced, subject to rounding to integral multiples of $5,000, or with the prior
written consent of the Bondowner, integral multiples of $1. In the event of
the redemption of the Bonds in part, the City shall designate the amount of
each maturity redeemed and of the reduction in each sinking fund installment in
writing to the Trustee, subject to the foregoing requirements and verification
thereof by the Trustee. In exercising its option to redeem the Bonds pursuant
to this provision, the City shall deposit with the Bondowner, in addition to
the principal of, premium, if any, as calculated above and interest on the
Bonds, an additional premium equal to interest that would otherwise have
accrued on the Bonds for an additional 30-day period.
(b) The City
irrevocably and unconditionally waives its right to optionally redeem Bonds
maturing or subject to mandatory sinking fund redemption on the dates and in
the principal amounts corresponding to the Series 1995B Refunded Authority
Bonds (the Series 1996A Non-refundable Bonds). The initial schedule of the
Series 1996A Non-refundable Bonds is set forth in Schedule 2. The
Director of Finance is authorized to approve a final schedule of Series 1996A
Non-refundable Bonds. The signature of the Director of Finance to a
certificate to which the final schedule of Series 1996A Non-refundable Bonds is
attached will be conclusive evidence of approval of the final schedule.
(c) The City
will not exercise its right to optionally redeem any other Bonds without the
prior written consent of the Authority, which consent is not to be unreasonably
withheld and is conditioned upon a determination by the Authority that such
redemption would not adversely affect the timely payment of the principal of
and interest on the portion of the Authority Refunding Bonds allocable to the
Series 1996A Refunded Authority Bonds.
Section 22. Application of Moneys in
Revenue Fund. Committee Substitute for Ordinance No. 960253 is amended by
repealing Section 702 and enacting in its place a new section to read as
follows:
Section 702. Application
of Moneys in Funds and Accounts. The City covenants and agrees that from
and after the delivery of the Bonds and continuing so long as any of the Bonds
shall remain Outstanding, the City will administer and allocate all of the
moneys then held in the Sewer Fund on the dates and in the amounts as follows:
(a) There
shall first be paid, or provision therefor made, each month an amount
sufficient to pay the estimated cost of operating and maintaining the System
during such month.
(b) (1) There shall
next be paid and credited on a parity basis on the first day of each month (or
if such day is not a Business Day, on the next preceding day which is a
Business Day) to the Outstanding Parity Bond Debt Service Account any amounts
at the time required to be paid and credited to such account under the
Outstanding Parity Bond Ordinance and to the Trustee for credit to the Interest
Account and the Principal Account, to the extent necessary to pay the interest
on and principal of the Bonds when due, the following sums:
(A) Beginning
with the first of said monthly deposits and continuing thereafter to and
including the December 31, 1996 monthly deposit, an equal pro rata portion of
the amount of interest becoming due on the Bonds on January l, 1997; and
thereafter, beginning on the January 31, 1997 monthly deposit, and continuing
thereafter so long as any of the Bonds shall remain outstanding and unpaid, an
amount not less than 1/6 of the amount of interest that will become due on the
Bonds on the next succeeding Interest Payment Date; provided, however, that
payments to the Interest Account shall be reduced as follows:
(i) upon the
Citys receipt of the Trustees semiannual notice of the balances remaining in
the Debt Service Account and the Interest Account as of the Business Day
following the transfer by the Trustee to the Refunding Bonds Trustee pursuant
to the Indenture, an amount equal to such balances credited in equal
installments against the monthly deposits due on and prior to the next Interest
Payment Date; and
(ii) upon the
Citys receipt of the Trustees semiannual notice of (a) projected investment
earnings in the Reserve Account for the current Interest Period and (b) actual
investment earnings in the Construction Account and in the Reserve Account
(less the earnings in the Reserve Account projected pursuant to subclause (a))
for the prior Interest Period, an amount equal to such projected earnings and
actual earnings will be credited in equal installments against the monthly
deposits due on and prior to the next Interest Payment Date; and
(B) Beginning
on the twelfth monthly payment date preceding the first date principal on the
Bonds is due and payable, and continuing thereafter on each monthly payment
date so long as any of the Bonds shall remain outstanding and unpaid, an amount
not less than 1/12 of the amount of principal that will become due on the Bonds
on the next succeeding principal payment date, whether at maturity or upon
mandatory sinking fund redemption.
(2) The
completion of construction of the Project shall be evidenced to the Authority,
the Trustee and DNR by a certificate signed by the Authorized Representative of
the City stating (i) that the construction of the Project has been completed in
accordance with the plans and specifications therefor, (ii) that all costs and
expenses incurred in the construction of the Project have been paid except
costs and expenses the payment of which is not yet due or is being retained or
contested in good faith by the City and (iii) the Initiation of Operation.
(3) The
provisions of this subparagraph (3) shall be applicable in the event that the
Initiation of Operation occurs prior to the expected date for the Initiation of
Operation set forth on the Citys signature page to the Purchase Agreement.
Notwithstanding the above provisions of subparagraph (1) of this paragraph (b)
with respect to the payment of installments of principal, the first monthly
installment of principal shall be paid and credited to the Trustee no later
than the first day of the month which is not more than 12 months after the
Initiation of Operation. On the first day of the month which is not more than
20 years after the Initiation of Operation, all remaining unpaid principal
installments shall be paid and credited to the Trustee.
(4) There
shall next be paid to the Trustee for deposit to the Administrative Expense
Fund, on each Interest Payment Date that the Trustees Fee, the Administrative
Fee and the Master Trustees Disclosure Fee are scheduled to become due, such
amounts as may be required to pay the Trustees Fee, the Administrative Fee and
the Master Trustees Disclosure Fee becoming due on such date.
If at any time the
moneys in the Sewer Fund shall be insufficient to make in full the payments and
credits at the time required to be made by the City to the Interest Account and
the Principal Account and to the debt service accounts established by the City
to pay the principal of and interest on the Outstanding Parity Bonds, the
available moneys in the Sewer Fund shall be applied to the payment of debt
service on the Bonds and the Outstanding Parity Bonds in proportion to the
respective outstanding principal amounts of the Bonds and the Outstanding
Parity Bonds which are payable from the moneys in the Interest Account and the
Principal Account and such debt service accounts for the Outstanding Parity
Bonds.
(c) After all
payments and credits required at the time to be made under the provisions of
paragraphs (a) and (b) of this Section have been made, there shall next be paid
and credited on the first day of each month in the event the Trustee has
withdrawn moneys from the Reserve Fund (other than investment earnings or the
amount transferred from the Reserve Fund upon the payment of principal on the
Bonds), beginning with the first day of each month after such withdrawal, and
continuing on the first day of each month thereafter (to and including the
sixth such month), there shall next be paid to the Trustee for credit to the
Reserve Fund all available moneys until an amount equal to the amount withdrawn
from the Reserve Fund has been deposited in the Reserve Fund.
If at any time the
moneys in the Sewer Fund shall be insufficient to make in full the payments and
credits at the time required to be made to the Reserve Fund and to the reserve
funds established for any outstanding Parity Bonds, the available moneys in the
Sewer Fund shall be divided among such funds in proportion to the respective
principal amounts of said series of bonds at the time outstanding which are
payable from the moneys in such accounts.
(d) So long as
any of the Series 1992A Bonds remain Outstanding and unpaid, the City shall
comply with the provisions of Section 21(d) of the Series 1992A Ordinance.
Thereafter, the provisions of this paragraph shall be followed. After all
payments and credits required at the time to be made by the City under the
provisions of paragraphs (a), (b) and (c) of this Section have been made, all
moneys remaining in the Sewer Fund on the first day of each month shall be paid
and credited to the Surplus Account. Moneys in the Surplus Account may be
expended and used for the following purposes as determined by the Council of
the City:
(1) Paying the
cost of the operation, maintenance and repair of the System to the extent that
may be necessary after the application of the moneys held in the Operation and
Maintenance Account under the provisions of paragraph (a) of this Section;
(2) Paying the
cost of extending, enlarging or improving the System;
(3) Preventing
default in, anticipating payments into or increasing the amounts in the
accounts confirmed in Section 502 , the Principal Account, the Interest
Account, the Reserve Fund or the Depreciation and Replacement Account referred
to in paragraphs (b) and (c) of this Section, or any one of them, or
establishing or increasing the amount of any principal and interest account or
bond reserve account created by the City for the payment of any Parity Bonds of
the City hereafter issued; or
(4) Calling,
redeeming and paying prior to maturity, or, at the option of the City,
purchasing in the open market at the best price obtainable not exceeding the
call price (if any bonds are callable), the Bonds or any other Parity Bonds of
the City hereafter issued under the conditions hereinafter specified and
standing on a parity with the Bonds, including principal, interest and
redemption premium, if any.
So long as any of the
Bonds remain Outstanding, no moneys derived by the City from the ownership and
operation of the System shall be diverted to the general governmental or
municipal functions of the City.
Section 23. Parity Lien Bonds.
Committee Substitute for Ordinance No. 960253 is amended by repealing Section
1004 and enacting in its place a new section to read as follows:
Section 1004. Refunding
Bonds. The City shall have the right, if it shall find it desirable,
without complying with the provisions of Section 1002 to refund any of
the Bonds under the provisions of any law then available and the refunding
bonds so issued shall enjoy complete equality of pledge with any of the Bonds
which are not refunded, if any, upon the income and revenues of the System;
provided, however, that if only a portion of the Bonds be refunded and if said
Bonds are refunded in such manner that the refunding bonds bear a higher
average rate of interest or become due on a date earlier than that of the Bonds
which are refunded, then said Bonds may be refunded without complying with the
provisions of Section 1002 only by and with the written consent of the
Authority and DNR. Nothing in this Section will be deemed to modify the limitations
of Section 302(b) and (c).
Section 24. Series 1997A Bond Ordinance
Amendments. In consideration of the Citys receipt of the net savings
resulting from the refunding of certain Series 1997B Authority Bonds and in
order to provide for the proper credit of investment earnings to be received by
the City pursuant to the Citys participation in the SRF Program under the
Series 1997A Bond Ordinance, the Series 1997A Bond Ordinance is amended as
provided in this Section. Terms not otherwise defined in this Section have the
meanings set forth in the Series 1997A Bond Ordinance.
Definitions. Ordinance No. 960285 is
amended by enacting a new section, Section 101A, to read as follows:
Section 101A. Additional
Definitions of Words and Terms. In addition to the words and terms defined
in Section 101 and elsewhere in this Ordinance, the following capitalized words
and terms as used in this Ordinance shall have the following meanings:
Authority Refunding
Bonds means the Water Pollution Control Revenue Refunding Bonds (State
Revolving Fund Program - Master Trust) Series 2001B of the Authority.
Authority Refunding
Bonds Trustee means the bond trustee with respect to the Authority Refunding
Bonds, and its successors and assigns.
Section 25. Ordinance No. 970285 is amended
by enacting a new section, Section 101B to read as follows:
Section 101B. Optional
Redemption. The Director of Finance is authorized and directed to provide
written instructions to the Trustee directing the optional redemption of the
Series 1997B Authority Bonds allocable to the City which are being refunded by
the Authority (the Series 1997B Refunded Authority Bonds). The initial schedule
of the Series 1997B Refunded Authority Bonds is set forth in Schedule 1.
The Director of Finance is authorized to approve a final schedule of Series
1997B Refunded Authority Bonds and authorize the Authority to redeem the Series
1997B Refunded Authority Bonds on the redemption date for the Series 1997B
Refunded Authority Bonds as designated by the Authority. The signature of the
Director of Finance to a certificate to which the final schedule of Series
1997B Refunded Authority Bonds is attached will be conclusive evidence of
approval of the final schedule.
Section 26. Ordinance No. 970285 is amended
by repealing Section 302 and enacting in its place a new section to read as
follows:
Section 302. Optional
Redemption.
(a) Except as
provided in paragraphs (c) and (d), Bonds maturing on and after January 1, 2008
may be called for redemption and payment prior to maturity, at the option of
the City, in whole or in part on any date with the consent of the Bondowner, or
on each Interest Payment Date, commencing January 1, 2007, at the redemption
prices set forth below (expressed as percentages of principal amount) plus
accrued interest to the redemption date:
Redemption Dates (Inclusive) Redemption
Price
January 1, 2007 through December
31, 2007 101.0%
January 1, 2008 through December
31, 2008 100.5
January 1, 2009 and thereafter 100.0
(b) Bonds will
be optionally redeemed in part in integral multiples of $5,000 (unless
otherwise approved in writing by the Bondowner) from the maturities selected by
the City with the prior written consent of the Bondowner. Upon redemption, the
sinking fund redemption amounts for each Term Bond in Exhibit A will be
proportionately reduced, subject to rounding to integral multiples of $5,000
(unless otherwise approved in writing by the Bondowner). The City will give
written notice to the Trustee designating the amount of each maturity redeemed
and the reduction in each sinking fund redemption amount, subject to
verification by the Trustee.
(c) The City
irrevocably and unconditionally waives its right to optionally redeem Bonds
maturing or subject to mandatory sinking fund redemption on the dates and in
the principal amounts corresponding to the Series 1997B Refunded Authority
Bonds (the Series 1997B Non-refundable Bonds). The initial schedule of the
Series 1997B Non-refundable Bonds is set forth in Schedule 2. The
Director of Finance is authorized to approve a final schedule of Series 1997B
Non-refundable Bonds. The signature of the Director of Finance to a
certificate to which the final schedule of Series 1997B Non-refundable Bonds is
attached will be conclusive evidence of approval of the final schedule.
(d) The City
will not exercise its right to optionally redeem any other Bonds without the
prior written consent of the Authority, which consent is not to be unreasonably
withheld and is conditioned upon a determination by the Authority that such
redemption would not adversely affect the timely payment of the principal of
and interest on the portion of the Authority Refunding Bonds allocable to the
Series 1997B Refunded Authority Bonds.
Section 27. Application of Moneys in
Revenue Fund. Ordinance No. 970285 is amended by repealing Section 602 and
enacting in its place a new section to read as follows:
Section 602. Application of
Moneys in Funds and Accounts.
(a) The City
will apply moneys in the Sewer Fund on the dates, in the amounts and in the
order as follows:
(1) On the
first day of each month to the Operation and Maintenance Account an amount
sufficient to pay the estimated cost of operating and maintaining the System
during the ensuing 30-day period;
(2) On the
25th day of each month, on a parity basis (i) to the Outstanding Parity Bond
Debt Service Account the amount required under the Outstanding Parity Bond
Ordinance and (ii) the following amounts to the Trustee for credit to the Sewer
System Interest Account and the Sewer System Principal Account:
(A) on May 25,
1997 to and including December 25, 1997, to the Sewer System Interest Account
1/8 of the amount of interest on the Bonds due on January 1, 1998 less accrued
interest deposited to the Sewer System Interest Account; and on January 25,
1998 and thereafter 1/6 of the amount of interest due on the Bonds on the next
Interest Payment Date, with these monthly payments to be reduced as follows:
(I) upon the
Citys receipt of the Trustees semiannual notice of the balances remaining in
the Sewer System Debt Service Account and the Sewer System Interest Account as
of the Business Day following the transfer by the Trustee to the Refunding
Bonds Trustee pursuant to the Indenture, an amount equal to such balances
credited in equal installments against the monthly deposits due prior to the
next Interest Payment Date; and
(II) upon the
Citys receipt of the Trustees semiannual notice of: (a) projected investment
earnings in the Sewer System Reserve Account for the current Interest Period
and (b) actual investment earnings in the Sewer System Project Account and in
the Sewer System Reserve Account (less the earnings in the Reserve Account
projected pursuant to subclause (a)) for the prior Interest Period, an amount
equal to such projected earnings and actual earnings will be credited in equal
installments against the monthly deposits due prior to the next Interest
Payment Date; and
(B) On May 25,
1997 to and including December 25, 1997, to the Sewer System Principal Account
1/8 of the amount of principal on the Bonds due on January 1, 1998, and on
January 25, 1998 and thereafter, to the Sewer System Principal Account 1/12 of
the principal due on the Bonds on the next succeeding principal payment date,
whether at maturity or upon mandatory sinking fund redemption. If the
Initiation of Operation specified in the certificate delivered by the City
under Section 3.5 of the Purchase Agreement is earlier than the expected
Initiation of Operation as defined in the Purchase Agreement, (i) the first
monthly installment of principal will be paid no later than the monthly payment
date which is not more than 12 months after the Initiation of Operation, and
(ii) on the monthly payment date which is not more than 20 years after the
Initiation of Operation, all remaining unpaid principal installments will be
paid;
(3) On the
dates required by Section 211(a), to the Trustee, for deposit to the
Administrative Expense Fund, the amount required to pay the Administrative Fee,
the Trustees Fee and the Master Trustees Disclosure Fee;
(4) On the
first day of each month, to the Outstanding Parity Bond Debt Service Reserve
Account as required by the Outstanding Parity Bond Ordinance and, in the event
the Trustee has withdrawn moneys from the Sewer System Reserve Account (other
than investment earnings or the amount transferred from the Sewer System
Reserve Account upon the payment of principal on the Bonds), to the Sewer
System Reserve Account all available moneys until the Sewer System Reserve
Account has been replenished; and
(5) On the
first day of each month the remaining balance to the Surplus Account.
(b) If the
amount in the Sewer Fund is not sufficient to make the payments at the time
required to be made by the City to the Sewer System Interest Account, the Sewer
System Principal Account and the Outstanding Parity Bond Debt Service Account,
the City will apply the remaining balance in the Sewer Fund on a proportionate
basis (based upon the outstanding principal amounts of the Bonds and the
Outstanding Parity Bonds) to the Sewer System Principal Account, the Sewer
System Interest Account and the Outstanding Parity Bond Debt Service Account.
(c) If the
amount in the Sewer Fund is not sufficient to make the payments at the time
required to be made by the City to the Sewer System Reserve Account and to the
Outstanding Parity Bond Debt Service Reserve Account, the City will divide the
balance in the Sewer Fund between the Sewer System Reserve Account and the
Outstanding Parity Bond Debt Service Reserve Account on a proportionate basis
(based upon the outstanding principal amounts of the Bonds and the Outstanding
Parity Bonds).
(d) While the
Series 1992A Bonds remain Outstanding and unpaid, the City shall comply with
the provisions of Section 21(d) of the Series 1992A Ordinance. Moneys in the
Surplus Account are to be expended for the following purposes as determined by
the Governing Body:
(1) Paying the
cost of the operation, maintenance and repair of the System to the extent
necessary after the application of the moneys held in the Operation and Maintenance
Account;
(2) Paying
the cost of extending, enlarging or improving the System;
(3) Preventing
default in, anticipating payments into or increasing the amounts in the
accounts confirmed or established in Section 402, the Sewer System
Principal Account, the Sewer System Interest Account or the Sewer System
Reserve Account, or establishing or increasing the amount of any principal and
Sewer System Interest Account or debt service reserve account created by the
City for the payment of any System Revenue Bonds subsequently issued; or
(4) Redeeming
and paying prior to maturity, or, at the option of the City, purchasing in the
open market at the best price obtainable not exceeding the call price (if any
bonds are callable), the Bonds, the Outstanding Parity Bonds or any other
System Revenue Bonds of the City hereafter issued under the conditions
hereinafter specified and standing on a parity with the Bonds, including
principal, redemption premium, if any, and interest.
(e) All
amounts paid and credited to the Operation and Maintenance Account will be
expended solely for the purpose of paying the Current Expenses of the System.
(f) No moneys
derived by the City from the System will be diverted to the general
governmental or municipal functions of the City.
Section 28. Parity Lien Bonds.
Committee Substitute for Ordinance No. 960253 is amended by repealing Section
904 and enacting in its place a new section to read as follows:
Section 904. Refunding
Bonds. The City may, without complying with the provisions of Section
902, refund any of the Bonds in a manner which provides debt service
savings to the City, and the refunding bonds so issued will be on a parity with
any of the Bonds that are not refunded. If the Bonds are refunded in part and
the refunding bonds bear a higher average rate of interest or become due on a
date earlier than that of the Bonds which are refunded, the City must obtain
the prior written consent of the Bondowner and DNR to the issuance of the
refunding bonds. Nothing in this Section will be deemed to modify the
limitations of Section 302(c) and (d).
Section 29. Arbitrage Rebate.
(a) In addition to the current
obligation of the City to pay to the Series 1992A Trustee arbitrage rebate and
the Citys allocable portion of the costs of calculating arbitrage rebate in
connection with the Series 1992A Authority Bonds, the City will pay to the
Series 1992A Trustee and the Authority Refunding Bonds Trustee, as appropriate,
arbitrage rebate and the extraordinary expenses incurred by the Series 1992A
Trustee and the Authority Refunding Bonds Trustee in connection with the
calculation of arbitrage rebate which results from any remaining balance in the
Construction Account (Series 1992A) or Construction Account (Series 1992B) held
under the Series 1992A Indenture as of January 1, 2002.
(b) In addition to the current
obligation of the City to pay to the Series 1995B Trustee arbitrage rebate and,
if the City fails to calculate arbitrage rebate, the costs of calculating
arbitrage rebate in connection with the Series 1995B Authority Bonds, the City
will pay to the Series 1995B Trustee and the Authority Refunding Bonds Trustee,
as appropriate, arbitrage rebate and, if the City fails to make the appropriate
calculations, the extraordinary expenses incurred by the Series 1995B Trustee
and the Authority Refunding Bonds Trustee in connection with the calculation of
arbitrage rebate which results from any remaining balance in the Construction
Loan Fund held under the Series 1995B Indenture as of January 1, 2002.
(c) In addition to the current
obligation of the City to pay to the Series 1996A Trustee arbitrage rebate and,
if the City fails to calculate arbitrage rebate, the costs of calculating
arbitrage rebate in connection with the Series 1996A Authority Bonds, the City
will pay to the Series 1996A Trustee and the Authority Refunding Bonds Trustee,
as appropriate, arbitrage rebate and, if the City fails to make the appropriate
calculations, the extraordinary expenses incurred by the Series 1996A Trustee
and the Authority Refunding Bonds Trustee in connection with the calculation of
arbitrage rebate which results from any remaining balance in the Construction
Loan Fund held under the Series 1996A Indenture as of January 1, 2002.
(d) In addition to the current
obligation of the City to pay to the Series 1997B Trustee arbitrage rebate and,
if the City fails to calculate arbitrage rebate, the costs of calculating
arbitrage rebate in connection with the Series 1997B Authority Bonds, the City
will pay to the Series 1997B Trustee and the Authority Refunding Bonds Trustee,
as appropriate, arbitrage rebate and, if the City fails to make the appropriate
calculations, the extraordinary expenses incurred by the Series 1997B Trustee
and the Authority Refunding Bonds Trustee in connection with the calculation of
arbitrage rebate which results from any remaining balance in the Sewer System
Project Account of the Construction Loan Fund held under the Series 1997B Indenture
as of January 1, 2002.
Section 30. Further Authority. The
City shall, and the Mayor, the City Clerk and the Director of Finance are
hereby authorized and directed to, take such further action, and execute such
other documents, certificates and instruments as may be necessary or desirable
to carry out and comply with the intent of this Ordinance.
____________________________________________________________________
Approved
as to form and legality:
_________________________________________
Assistant
City Attorney