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HomeMy WebLinkAbout8359-93 Revenue Bonds Refund Outstanding Sewage Segregation r r ORDINANCE No. 8359-93 Passed by the Common Council of the City of South Bend, Indiana_ March 8, 93 - 19 Attest: City Clerk IRENE K. GAMMON Attest: ��-��« _ �' President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana_ March 9, 93 19 City Clerk IRENE K. GAMMON Approved and signed by me /' :1 C�''1,c2J l 19 ° Mayor t ORDINANCE NO. S736- 9- 9 3 AN ORDINANCE CONCERNING THE ISSUANCE OF REVENUE BONDS TO REFUND OUTSTANDING SEWAGE WORKS BONDS OF THE CITY, THE COLLECTION, SEGREGATION AND DISTRIBUTION OF THE REVENUES OF SAID WORKS, THE SAFEGUARDING OF THE INTERESTS OF THE OWNERS OF SAID REVENUE BONDS, OTHER MATTERS CONNECTED THEREWITH, AND REPEALING ORDINANCES INCONSISTENT THEREWITH STATEMENT OF PURPOSE AND INTENT: The City of South Bend, Indiana (the "City") has established, constructed and financed sewage works, and now owns and operates said sewage works pursuant to I.C. 36-9-23, as amended, and other applicable laws. The City has previously issued its bonds authorized by Ordinance No. 7951-88 and designated as "Sewage Works Revenue Bonds of 1989", dated February 1, 1989 (the "Prior Bonds") , now outstanding in principal amount of $8,925, 000, of which $7,575,000 matures on and after February 1, 1998 and is callable prior to maturity on February 1, 1997. I.C. 5-1-5 authorizes the refunding of the Prior Bonds in order to effect a savings or modify such restrictive covenants as may impede additional financing, by providing for payment of and defeasing the Prior Bonds from proceeds of other bonds. The Common Council deems it advisable to issue the refunding bonds authorized by this Ordinance as "City of South Bend, Indiana Sewage Works Refunding Revenue Bonds of 1993" in original principal amount not to exceed Eleven Million Dollars ($11, 000,000) (the "1993 Bonds") for the purpose of providing, together with certain funds on hand relating to the Prior Bonds, for the payment of (i) the principal amount of the Prior Bonds, (ii) the interest payable on the Prior Bonds, (iii) the costs of the refunding, and (iv) the costs of issuance of the 1993 Bonds (the "Refunding") . The Common Council deems it advisable to escrow certain proceeds of the 1993 Bonds, together with available funds on hand relating to the Prior Bonds, if any, and investment income thereon, pursuant to the terms of a refunding escrow agreement (the "Escrow Agreement") to be entered into with Norwest Bank Indiana, N.A. , South Bend, Indiana, as escrow agent (the "Escrow Agent") to provide for the payments of principal of and interest on the Prior Bonds as such becomes due and payable and at redemption prior to maturity. There is no encumbrance or lien of any kind whatsoever upon the revenues hereby pledged to the payment of the 1993 Bonds, other than the Prior Bonds, and such revenues are not pledged or assigned for any other purpose whatsoever. The Refunding will effect a savings. The Common Council now finds that all conditions precedent to the adoption of an ordinance authorizing the issuance of the 1993 Bonds have been complied with in accordance with the provisions of I.C. 5-1-5 and I.C. 36-9-23 (together, the "Act") . r r r r T works, " "works, " and other like terms where used in this Ordinance shall be construed to mean and include all structures and property of the City's sewer utility. Section 2. General Terms of Bonds. The City shall issue its sewage works refunding revenue bonds in an amount not to exceed Eleven Million Dollars ($11,000,000) , to be designated "Sewage Works Refunding Revenue Bonds of 1993, " for the purpose of procuring funds to apply to the cost of the Refunding. Such 1993 Bonds shall be signed in the name of the City by manual or facsimile signatures of the Mayor of the City (the "Mayor") and Controller of the City (the "Controller") and attested by the manual or facsimile signature of the Clerk of the City (the "Clerk") , who shall affix the seal of the City to each of the 1993 Bonds manually or shall have the seal imprinted or impressed thereon by facsimile or other means. In case any officer whose signature appears on the 1993 Bonds shall cease to be such officer before the delivery of such 1993 Bonds, such signature shall nevertheless be valid and sufficient for all purposes as if such officer had remained in office until delivery thereof. The 1993 Bonds shall also be authenticated by the manual signature of the Registrar (as defined below) . The 1993 Bonds shall be sold at a price not less than 98.6% of the par value thereof (exclusive of original issue discount) , shall be issued in fully registered form in denominations of Five Thousand Dollars ($5,000) or any integral multiple thereof, shall be numbered consecutively from 1 up, shall be originally dated as of the first day of the month in which the 1993 Bonds are sold or as otherwise determined by the Controller, and shall bear interest at a rate or rates not exceeding seven percent (7%) per annum (the exact rate or rates to be determined by negotiation) payable on the first (1st) day of June and December in each year, beginning on June 1, 1993. The 1993 Bonds shall mature serially on December 1 in the years and substantially in accord with the schedule set forth on Exhibit A, with such changes thereto as are approved by the Controller. All payments of interest on the 1993 Bonds shall be paid by check or draft mailed one business day prior to the interest payment date to the registered owners thereof as of the last day of the month preceding the interest payment date at the addresses as they appear on the registration books kept by the Registrar or at such other address as is provided to the Paying Agent (as defined below) in writing by such registered owner. All principal payments and premium, if any, on the 1993 Bonds shall be made upon surrender thereof at the principal corporate trust office of the Paying Agent in any coin or currency of the United States of America which on the date of such payment shall be legal tender for the payment of public and private debts. Interest on 1993 Bonds shall be payable from the interest payment date to which interest has been paid next preceding the authentication date thereof unless such 1993 Bonds are authenticated after the fifteenth (15th) day of the month preceding an interest payment date and on or before such interest payment date in which case they shall bear interest from such interest payment date, or unless authenticated on or before the fifteenth (15th) day of the month immediately preceding the first interest payment date, in which case they shall bear interest from the original date, until the principal shall be fully paid. The 1993 Bonds and any bonds ranking on a parity therewith, as to principal, premium and interest, shall be payable from and are hereby secured by an irrevocable pledge of and shall constitute a r a first charge on said net revenues. The City shall not be obligated to pay said bonds or the interest or premium, if any, thereon except from the net revenues of the works, and said bonds shall not constitute an indebtedness of the City within the meaning of the provisions and limitations of the constitution of the State of Indiana. Any 1993 Bonds issued under this Ordinance may be initially issued in temporary form exchangeable for definitive bonds. The temporary bonds may be printed, lithographed or typewritten, shall be of such denominations as may be determined by the Controller, shall be in fully registered form and may contain such reference to any of the provisions of this Ordinance as may be appropriate. If temporary bonds are issued, definitive bonds will be executed and furnished without delay and thereupon the temporary bonds shall be surrendered for cancellation at the principal corporate trust office of the Registrar and the Registrar shall deliver in exchange for such temporary bonds an equal aggregate principal amount of definitive bonds of the same interest rates and maturities. Until so exchanged, the temporary bonds shall be entitled to the same benefits under this Ordinance as definitive bonds issued hereunder. Each 1993 Bond shall be transferable or exchangeable only upon the books of the City kept for that purpose by the Registrar, by the registered owner thereof in person, or by his attorney duly authorized in writing, upon surrender of such 1993 Bond together with a written instrument of transfer or exchange satisfactory to the Registrar duly executed by the registered owner or his attorney duly authorized in writing, and thereupon a new fully registered bond or bonds in the same aggregate principal amount, and of the same maturity, shall be executed and delivered in the name of the transferee or transferees or the registered owner, as the case may be, in exchange therefor. The costs of such transfer or exchange shall be borne by the City. The City, Registrar and Paying Agent may treat and consider the persons in whose name such 1993 Bonds are registered as the absolute owners thereof for all purposes including for the purpose of receiving payment of, or on account of, the principal thereof and interest and premium, if any, due thereon. In the event any 1993 Bond is mutilated, lost, stolen or destroyed, the City may execute and the Registrar may authenticate a new bond of like date, maturity and denomination as that mutilated, lost, stolen or destroyed, which new bond shall be marked in a manner to distinguish it from the bond for which it was issued, provided that, in the case of any mutilated bond, such mutilated bond shall first be surrendered to the Registrar, and in the case of any lost, stolen or destroyed bond there shall be first furnished to the Registrar evidence of such loss, theft or destruction satisfactory to the City and the Registrar, together with indemnity satisfactory to them. In the event any such bond shall have matured, instead of issuing a duplicate bond, the City and the Registrar may, upon receiving indemnity satisfactory to them, pay the same without surrender thereof. The City and the Registrar may charge the owner of such 1993 Bond with their reasonable fees and expenses in this connection. Any bond issued pursuant to this paragraph shall be deemed an original, substitute contractual obligation of the City, whether or not the lost, stolen or destroyed 1993 Bond shall be found at any time, and shall be entitled to all the benefits of this Ordinance, equally and proportionately with any and all other 1993 Bonds issued hereunder. Section 3. Terms of Redemption. The 1993 Bonds maturing on or after December 1, 2003 are redeemable prior to maturity at the nntinn of the city on December 1, 2002 or any date thereafter, on Notice of such redemption shall be mailed by first-class mail or by registered or certified mail to the address of each registered owner as shown on the registration record of the City not more than sixty (60) days and not less than thirty (30) days prior to the date fixed for redemption except to extent such redemption notice is waived by the owners of 1993 Bonds redeemed, provided, however, that failure to give such notice by mailing, or any defect therein, with respect to any 1993 Bond shall not affect the validity of any proceedings for the redemption of any other 1993 Bonds. The notice shall specify the date and place of redemption, the redemption price and the CUSIP numbers of the 1993 Bonds called for redemption. The place of redemption may be determined by the City. Interest on the 1993 Bonds so called for redemption shall cease on the redemption date fixed in such notice if sufficient funds are available at the place of redemption to pay the redemption price on the date so named, and thereafter, such 1993 Bonds shall no longer be protected by this Ordinance and shall not be deemed to be outstanding hereunder, and the holders thereof shall have the right only to receive the redemption price. All 1993 Bonds which have been redeemed shall be cancelled and shall not be reissued; provided, however, that one or more new registered bonds shall be issued for the unredeemed portion of any 1993 Bond without charge to the holder thereof. Prior to the date fixed for redemption, funds shall be deposited with the Paying Agent to pay, and the Paying Agent is hereby authorized and directed to apply such funds to the payment of, the 1993 Bonds or portions thereof called for redemption, including accrued interest thereon to the redemption date. No payment shall be made by the Paying Agent upon any 1993 Bond or portion thereof called for redemption until such bond shall have been delivered for payment or cancellation or the Registrar shall have received the items required by this Ordinance with respect to any mutilated, lost, stolen or destroyed bond. Section 4. Appointment of Registrar and Paying Agent. Norwest Bank Indiana, N.A. , in South Bend, Indiana is hereby appointed to serve as registrar and paying agent for the 1993 Bonds ("Registrar" or "Paying Agent") . The Registrar is hereby charged with the responsibility of authenticating the 1993 Bonds, and shall keep and maintain at its principal corporate trust office books for the registration and transfer of the 1993 Bonds. The Mayor is hereby authorized to enter into such agreements or understandings with such institution as will enable the institution to perform the services required of the Registrar and Paying Agent. The Controller is authorized to pay such fees as the institution may charge for the services it provides as Registrar and Paying Agent, and such fees may be paid as fiscal agency charges from the Sewage Works Sinking Fund described herein to pay the principal of and interest on the 1993 Bonds. The Registrar and Paying Agent may at any time resign as Registrar and Paying Agent by giving thirty (30) days written notice to the City and by first-class mail to each registered owner of the 1993 Bonds then outstanding, and such resignation will take effect at the end of such thirty (30) days or upon the earlier appointment of a successor Registrar and Paying Agent by the City. Such notice to the City may be served personally or be sent by registered mail. The Registrar and Paying Agent may be removed at any time as Registrar and Paying Agent by the City, in which event the City may appoint a successor Registrar and Paying Agent. The City shall notify each registered owner of the 1993 Bonds then outstanding by first-class mail of the removal of the Registrar and Paving Agent. Notices to registered owners of the 1993 Bonds shall to the successor Registrar and Paying Agent. At all times, the same entity shall serve as Registrar and as Paying Agent. Section 5. Form of Bonds; Book-Entry Bonds. The form and tenor of the 1993 Bonds, shall be substantially as follows, all blanks to be filled in properly prior to delivery thereof: (Form of Bond) UNITED STATES OF AMERICA STATE OF INDIANA COUNTY OF ST. JOSEPH CITY OF SOUTH BEND SEWAGE WORKS REFUNDING REVENUE BOND OF 1993 Interest Maturity Original Authentication Rate Date Date Date CUSIP Registered Owner: Principal Sum: The City of South Bend, in St. Joseph County, State of Indiana, for value received, hereby promises to pay to the Registered Owner set forth above, solely out of the special fund hereinafter referred to, the Principal Sum set forth above on the Maturity Date set forth above (unless this bond be subject to and be called for redemption prior to maturity as hereinafter provided) , and to pay interest thereon until the Principal Sum shall be fully paid at the Interest Rate per annum specified above from the interest payment date to which interest has been paid next preceding the Authentication Date of this bond unless this bond is authenticated after the fifteenth day of the month preceding an interest payment date and on or before such interest payment date in which case interest shall be paid from such interest payment date, or unless this bond is authenticated on or before May 15, 1993 in which case it shall bear interest from the Original Date, which interest is payable semi-annually on the first day of June and December of each year, beginning on June 1, 1993. The principal of this bond is payable at the principal corporate trust office of Norwest Bank Indiana, N.A. (the "Registrar" or "Paying Agent") , in South Bend, Indiana. All payments of interest on this bond shall be paid by check or draft mailed one business day prior to the interest payment date to the registered owner hereof as of the fifteenth day of the month preceding the interest payment date at the address as it appears on the registration books kept by the Registrar or at such other address as is provided to the Paying Agent in writing by the registered owner. All payments of principal of this bond shall be made upon surrender thereof at the principal corporate trust office of the Paying Agent in any coin or currency of the United States of America which on the dates of such payment shall be legal tender State of Indiana, and the City shall not be obligated to pay this bond or the interest thereon except from the special fund provided from the net revenues of the City's sewage works utility. The terms and provisions of this bond are continued on the reverse side hereof and such terms and provisions shall for all purposes have the same effect as though fully set forth at this place. It is hereby certified and recited that all acts, conditions and things required to be done precedent to and in the preparation and complete execution, issuance and delivery of this bond have been done and performed in regular and due form as provided by law. This bond shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been executed by an authorized representative of the Registrar. IN WITNESS WHEREOF, the City of South Bend, in St. Joseph County, Indiana, has caused this bond to be executed in its corporate name by the manual or facsimile signatures of the Mayor and Controller, its corporate seal to be hereunto affixed, imprinted or impressed by any means and attested manually or by facsimile by its City Clerk. CITY OF SOUTH BEND, INDIANA (SEAL OF CITY) By Mayor By Controller ATTEST: City Clerk (Form of Registrar's Certificate of Authentication) It is hereby certified that this bond is one of the bonds described in the within-mentioned Ordinance duly authenticated by the Registrar. NORWEST BANK INDIANA, N.A. , as Registrar By Authorized Representative (To be printed on Reverse Side) This bond is one of an authorized issue of bonds of the City of South Bend, of like original date, tenor and the City's Sewage Works Revenue Bonds of 1989, and to pay incidental expenses, as authorized by Ordinance No. adopted by the Common Council of the City of South Bend on the day of , 1993, entitled "An Ordinance concerning the issuance of revenue bonds to refund outstanding sewage works bonds of the City, the collection, segregation and distribution of the revenues of said works, the safeguarding of the interests of the owners of said revenue bonds, other matters connected therewith, and repealing ordinances inconsistent therewith, " (the "Ordinance") and in strict compliance with the provisions of I.C. 36-9-23 and I.C. 5-1-5 and other applicable laws, as amended (collectively, the "Act") . Pursuant to the provisions of the Act and said Ordinance, the principal and interest of this bond and all other bonds of said issue and any bonds hereafter issued on a parity therewith are payable solely from the Sewage Works Sinking Fund to be provided from the net revenues (defined as the gross revenues of the sewage works of the City after deduction only for the payment of the reasonable expenses of operation, repair and maintenance but not including depreciation and payments in lieu of taxes) . This bond and the issue of which it is a part, together with any parity bonds hereafter issued, constitute a first charge against said net revenues. The City of South Bend irrevocably pledges the entire net revenues of said sewage works to the prompt payment of the principal of and interest on the bonds authorized by the Ordinance, of which this is one, and any bonds ranking on a parity therewith, to the extent necessary for that purpose, and covenants that it will cause to be fixed, maintained and collected such rates and charges for service rendered by said works as are sufficient in each year for the payment of the proper and reasonable expenses of operation, repair and maintenance of said works and for the payment of the sums required to be paid into said Sewage Works Sinking Fund under the provisions of the Ordinance. In the event the City or the proper officers thereof shall fail or refuse to so fix, maintain and collect such rates or charges, or if there be a default in payment of the interest on or principal of this bond, the owner of this bond shall have all of the rights and remedies provided for under Indiana law. The City of South Bend further covenants that it will set aside and pay into its Sewage Works Sinking Fund a sufficient amount of the net revenues of said works to (a) pay the principal and interest payments on all bonds payable from the net revenues of the sewage works, as such principal and interest shall fall due, and (b) pay the necessary fiscal agency charges for paying all bonds and interest as required by the Ordinance. Such required payments shall constitute a first charge upon all the net revenues of said works. The bonds of this issue maturing on or after December 1, 2003 are redeemable at the option of the City on December 1, 2002 or any date thereafter, on thirty (30) days' notice, in whole or in part, in any order of maturities selected by the City and by lot within a than sixty (60) days and not less than thirty (30) days prior to the date fixed for redemption to the address of the Registered Owner as shown on the registration record of the City except to the extent such redemption notice is waived by the owners of the bond or bonds redeemed, provided, however, that failure to give such notice by mailing, or any defect therein, with respect to any bond shall not affect the validity of any proceedings for the redemption of any other bonds. The notice shall specify the date and place of redemption, the redemption price and the CUSIP numbers of the bonds called for redemption. The place of redemption may be determined by the City. Interest on the bonds so called for redemption shall cease on the redemption date fixed in such notice if sufficient funds are available at the place of redemption to pay the redemption price on the date so named, and thereafter, such bonds shall no longer be protected by the Ordinance and shall not be deemed to be outstanding thereunder, and the holders thereof shall have the right only to receive the redemption price. If this bond shall not be presented for payment on the date fixed therefor, the City may deposit in trust with the Paying Agent or another financial institution approved by the City, an amount sufficient to pay such bond, and thereafter the Registered Owner shall look only to the funds so deposited in trust with said financial institution for payment and the City shall have no further obligation or liability in respect thereto. This bond is subject to defeasance prior to payment as provided in the Ordinance and the owner of this bond, by the acceptance hereof, hereby agrees to all the terms and provisions contained in the Ordinance. This bond is transferable or exchangeable only upon the books of the City kept for that purpose at the office of the Registrar by the Registered Owner in person, or by his attorney duly authorized in writing, upon surrender of this bond together with a written instrument of transfer or exchange satisfactory to the Registrar duly executed by the Registered Owner or his attorney duly authorized in writing, and thereupon a new fully registered bond or bonds in the same aggregate principal amount, and of the same maturity, shall be executed and delivered in the name of the transferee or transferees or the Registered Owner, as the case may be, in exchange therefor. The City, any registrar and any paying agent for this bond may treat and consider the person in whose name this bond is registered as the absolute owner hereof for all purposes including for the purpose of receiving payment of, or on account of, the principal hereof and interest due hereon. The bonds maturing in any one year are issuable only in fully registered form in the denomination of $5,000 or any integral multiple thereof not exceeding the aggregate principal amount of the bonds maturing in such year. STATEMENT OF INSURANCE Financial Guaranty Insurance Company ("Financial Guaranty") has issued a policy containing the following provisions with respect to this bond and all other bonds of this issue. such nolicv being on file at the principal on the bonds which is then due for payment and which the City shall have failed to provide. Due for payment means, with respect to the principal, the stated maturity date thereof and does not refer to any earlier date on which the payment of principal of the bonds is due by reason of call for redemption, acceleration or other advancement of maturity, and with respect to interest, the stated date for payment of such interest. Upon receipt of telephonic or telegraphic notice, subsequently confirmed in writing, or written notice by registered or certified mail, from a bondholder or the Paying Agent to Financial Guaranty that the required payment of principal or interest has not been made by the City to the Paying Agent, Financial Guaranty on the due date of such payment or within one business day after receipt of notice of such nonpayment, whichever is later, will make a deposit of funds, in an account with Citibank, N.A. , or its successor as its agent (the "Fiscal Agent") , sufficient to make the portion of such payment not paid by the City. Upon presentation to the Fiscal Agent of evidence satisfactory to it of the bondholder's right to receive such payment and any appropriate instruments of assignment required to vest all of such bondholder's right to such payment in Financial Guaranty, the Fiscal Agent will disburse such amount to the bondholder. As used herein the term "bondholder" means the person other than the City who at the time of nonpayment of a bond is entitled under the terms of such bond to payment thereof. The policy is non-cancellable for any reason. FINANCIAL GUARANTY INSURANCE COMPANY (Form of Assignment) FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto (Please Print or Typewrite Name and Address) $ principal amount (must be a multiple of $5,000) of the within bond and all rights thereunder, and hereby irrevocably constitutes and appoints , attorney to transfer the within bond on the books kept for the registration thereof with full power of substitution in the premises. NOTICE: The signature to this assignment must correspond with the name as it appears on the face of the within bond in every particular, without alteration or enlargement or any change whatsoever. Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a member firm of r { r The 1993 Bonds shall initially be issued and held in book- entry form on the books of the central depository system, The Depository Trust Company, its successors, or any successor central depository system appointed by the City from time to time (the "Clearing Agency") , without physical distribution of bonds to the public. One definitive 1993 Bond of each maturity shall be delivered to the Clearing Agency and held in its custody. The City and the Registrar and Paying Agent may, in connection herewith, do or perform or cause to be done or performed any acts or things not adverse to the rights of the holders of the 1993 Bonds as are necessary or appropriate to accomplish or recognize such book-entry form 1993 Bonds. So long as the 1993 Bonds remain and are held in book-entry form on the books of a Clearing Agency, then (1) any such 1993 Bond may be registered upon the books kept by the Registrar in the name of such Clearing Agency, or any nominee thereof, including CEDE & Co. , as nominee of The Depository Trust Company; (2) the Clearing Agency in whose name such 1993 Bond is so registered shall be, and the City and the Registrar and Paying Agent may deem and treat such Clearing Agency as, the absolute owner and holder of such 1993 Bond for all purposes of this Ordinance, including, without limitation, the receiving of payment of the principal of, premium, if any, and interest on such 1993 Bond, the receiving of notice and giving of consent; (3) neither the City nor the Registrar and Paying Agent shall have any responsibility or obligation hereunder to any direct or indirect participant, within the meaning of Section 17A of the Securities Exchange Act of 1934, as amended, of such Clearing Agency, or any person on behalf of which, or otherwise in respect of which, any such participant holds any interest in any 1993 Bond, including, without limitation, any responsibility or obligation hereunder to maintain accurate records of any interest in any 1993 Bond or any responsibility or obligation hereunder with respect to the receiving of payment of principal of, premium, if any, or interest on any 1993 Bonds, the receiving of notice or the giving of consent; and (4) the Clearing Agency is not required to present any 1993 Bond called for partial redemption prior to receiving payment so long as the Registrar and the Clearing Agency have agreed to the method for noting such partial redemption. If the City receives notice from the Clearing Agency which is currently the registered owner of the 1993 Bonds to the effect that such Clearing Agency is unable or unwilling to discharge its responsibility as a Clearing Agency for the 1993 Bonds or the City elects to discontinue its use of such Clearing Agency as a Clearing Agency for the 1993 Bonds, then the City and Registrar and Paying Agent each shall do or perform or cause to be done or performed all acts or things, not adverse to the rights of the holders of the 1993 Bonds, as are necessary or appropriate to discontinue use of such Clearing Agency as a Clearing Agency for the 1993 Bonds and to transfer the ownership of each of the 1993 Bonds to such person or persons, including any other Clearing Agency, as the holders of the 1993 Bonds may direct in accordance with this Ordinance. Any expenses of such discontinuance and transfer, including expenses of printing new certificates to evidence the 1993 Bonds, shall be paid by the City. So long as the 1993 Bonds remain and are held in book-entry form on the books of a Clearing Agency, the Registrar shall be entitled to request and rely upon a certificate or other written representation from the Clearing Agency or any participant or indirect participant with respect to the identity of any beneficial owner of 1993 Bonds as of a record date selected by the Registrar. For purposes of determining whether the consent, advice, direction nr demand of a registered owner of a 1993 Bond has been obtained, So long as the 1993 Bonds remain and are held in book-entry form on the books of The Depository Trust Company, the provisions of its standard form of Letter of Representations, if executed in connection with the issuance of the 1993 Bonds, as amended and supplemented, or any successor agreement shall control on the matters set forth herein. The Registrar, by accepting the duties of Registrar under this Ordinance, agrees that it will undertake the duties of "Agent" set forth therein and that those duties to be undertaken by either the "Agent" or the "Issuer" in paragraphs 2, 3, 4 and 12 thereof shall be the responsibility of the Registrar. Further, so long as the 1993 Bonds remain and are held in book- entry form, the provisions of Section 5 of this Ordinance shall control over conflicting provisions in any other section of this Ordinance. Section 6. Sale of Bonds. The Controller is hereby authorized and directed to have the 1993 Bonds prepared, and the Mayor, Controller and Clerk are hereby authorized and directed to execute the 1993 Bonds in substantially the form and the manner herein provided. The Controller is hereby authorized and directed to deliver the 1993 Bonds to the Treasurer of St. Joseph County, ex officio Treasurer of the City of South Bend, and shall take his receipt therefor, and upon the consummation of the sale of the 1993 Bonds the Controller shall certify to the Treasurer the amount which the purchaser is to pay for the same together with the name and address of the purchaser; thereupon, the Treasurer shall be authorized to receive from the purchaser the amount so certified by the Controller, and to deliver the 1993 Bonds to such purchaser and take the purchaser's receipt for the 1993 Bonds. The amount to be certified by the Controller and collected by the Treasurer shall be the full amount which the purchaser has agreed to pay therefor, which shall be not less than 98.6% of the face value of the 1993 Bonds (exclusive of original issue discount) plus accrued interest to the date of delivery. If the Treasurer is not available, then the Controller shall deliver the 1993 Bonds to the purchaser and deliver the proceeds to the Treasurer. The Mayor is authorized to enter into a bond purchase contract in customary form with First Chicago Capital Markets, Inc. and Raffensperger, Hughes & Co. , Inc. , as bond purchasers, on behalf of the City. The entry by the City into the purchase contract and the execution of the purchase contract on behalf of the City by the Mayor in accordance with this Ordinance are hereby authorized and approved. The 1993 Bonds, when fully paid for and delivered to the purchasers, shall be the binding special revenue obligations of the City, payable out of the net revenues of the City's sewage works to be set aside into the Sinking Fund as herein provided. The opinion of Barnes & Thornburg, bond counsel, approving the legality of the 1993 Bonds, will be furnished to the purchasers at the expense of the City. Section 7. Use of Bond Proceeds. The proceeds derived from the sale of the 1993 Bonds shall be and are hereby set aside for application on the cost of the Refunding. The proceeds of the 1993 Bonds plus moneys on hand in connection with the Prior Bonds and which are available, if any, together with investment earnings thereon, to carry out the refunding of the Prior Bonds shall be deposited in escrow pursuant to the Escrow Agreement. The balance of the proceeds of the 1993 Bonds shall be used to pay costs of issuance of the 1993 Bonds and nthar incidental expenses. Accrued interest to the date of 1 [ Section 8. Approval of Escrow Agreement. The Escrow Agreement shall be in substantially the form attached hereto as Exhibit B, with such changes therein as the Mayor approves as evidenced by his signature thereon. The moneys deposited pursuant to the Escrow Agreement to carry out the Refunding shall be held as cash or invested in direct obligations of, or obligations the principal and interest on which are unconditionally guaranteed by, the United States of America, and shall be irrevocably set aside and pledged for such purpose. The Mayor is hereby authorized to enter into the Escrow Agreement and the Controller is hereby authorized to pay the charges for the services of the Escrow Agent. The entry by the City into the Escrow Agreement and the execution of the Escrow Agreement on behalf of the City, and the taking of such other action and the execution of such other instruments as are necessary to effect the Refunding, by the Mayor, Controller, Clerk and the Treasurer of St. Joseph County in accordance with this Ordinance, are hereby authorized, approved and ratified. The proper officers of the City are hereby directed to draw all proper and necessary warrants, and to do whatever acts and things may be necessary to carry out the provisions of this Ordinance. First Chicago Capital Markets, Inc. is hereby authorized to take such actions as it deems appropriate with the approval of the Controller to carry out the Refunding if finally consummated, including the execution of documents necessary to make subscription to acquire appropriate securities to be held under the Escrow Agreement. Section 9. Collection of Revenues; Funding Operation, Repair and Maintenance. There shall continue to be set apart and paid out of the gross revenues of the works into a cash operating fund (the "Operations Fund") an amount necessary and sufficient to pay the monthly costs of operating, repairing and maintaining said sewage works. The moneys credited to the Operations Fund shall be used for the payment of the reasonable and proper operation, repair and maintenance expenses of the sewage works on a day-to-day basis, but none of the moneys in the Operations Fund shall be used for extensions, improvements, or additions. Any balance in the Operations Fund may be transferred to the Sinking Fund if necessary to prevent a default in payment on the then outstanding 1993 Bonds. Section 10. Sinking Fund for Bonds. The Sewage Works Sinking Fund (the "Sinking Fund") is continued and is hereby designated and constituted as the special fund for the payment of the 1993 Bonds. The Sinking Fund shall be divided into two accounts hereby designated as the Debt Service Account (the "Debt Service Account") and the Reserve Account (the "Reserve Account") . There shall be set aside from the gross revenues of the works, after first making the required payments into the Operations Fund, and paid into the Debt Service Account of the Sinking Fund monthly, as available, a sufficient amount of the net revenues of the sewage works for the payment of (a) the interest on all bonds which by their terms are payable from the revenues of said sewage works, as such interest shall fall due, (b) the necessary fiscal agency charges for paying such bonds and interest, and (c) the principal of all bonds payable from the revenues of the sewage works, as such principal shall fall due. The monthly payments into said Debt Service Account shall be in an amount equal to at least one-sixth (1/6th) of the amount required for interest during the next succeeding six (6) calendar months and an amount equal to one- twelfth (1/12th) of the amount required for payments during the next succeeding twelve (12) calendar months for the hereinabove described purposes other than interest payments. There shall be held in said Reserve Account an amount which pemals the followina with respect to the 1993 Bonds and any determined to be reasonable. All money in the Reserve Account shall be used and withdrawn by the City solely for the purpose of making payment on bonds payable from the revenues of the sewage works to the extent that available moneys in the Debt Service Account are insufficient for such purpose, or to make the final payments on such bonds when money in the Reserve Account, together with other money held in the Sinking Fund, is sufficient to make all remaining payments to final maturity, provided, notwithstanding the foregoing, amounts in the Reserve Account in excess of the Reserve Requirement shall be transferred from time to time to the Debt Service Account and thereupon applied to the required payments into the Debt Service Account as provided in the preceding paragraph. In the event moneys held in the Reserve Account are used to pay principal of and interest on bonds payable from the revenues of the sewage works, then such depletion of said Reserve Account to an amount less than the Reserve Requirement shall be made up from available net revenues within twelve (12) months from substantially equal monthly deposits, after required deposits to the Debt Service Account, to restore the balance of the Reserve Account to an amount equal to the Reserve Requirement. Amounts held on the date of issuance of the 1993 Bonds in the reserve account for the Prior Bonds shall be credited to the Reserve Account and applied toward the Reserve Requirement, and the remaining amounts then in the reserve account for the Prior Bonds shall be credited to the Debt Service Account or deposited to the Escrow Account under the Escrow Agreement, as directed by bond counsel. In no event shall any part of the Sinking Fund be used in calling bonds for redemption prior to maturity except to the extent that the amount then in the Debt Service Account of the Sinking Fund exceeds the amount required to pay the bonds which will mature within a period of twelve (12) calendar months next following the date of such redemption, together with all interest on the bonds payable in said period. Any such excess of funds above said required level may also be used in purchasing outstanding bonds at a price less than the then applicable redemption price, if first approved by the Common Council. Moneys in the Sinking Fund shall not be used for any purpose whatsoever except as stated in this section. Section 11. Reserve for Operation and Repair; Funding Improvements to the Works. In the event all required payments into the Sinking Fund have been met to date, then any excess revenues of the sewage works shall be placed monthly as available in the fund previously created and designated as the "Operation and Maintenance Reserve Fund" to the extent needed, if any, so that the balance in such Fund shall be maintained in an amount at least equal to one- fourth (1/4) of the then current annual budget for operation, repair and maintenance of the sewage works. Funds in such Operation and Maintenance Reserve Fund shall be used as a reserve to pay the expenses of operation, maintenance and repair of the sewage works including depreciation and payments in lieu of taxes. Any excess revenues of the sewage works thereafter available, and any balance in the Operation and Maintenance Reserve Fund in excess of the required balance prescribed above, may be placed in the previously created fund designated as the "Sewage Works Improvement Fund", and be used to pay the cost of additions, improvements and extensions to the sewage works. No revenues of the sewage works shall be deposited in or credited to the Sewage Works Improvement Fund which will interfere with the requirements of the Sinking Fund or the Operation and Maintenance Reserve Fund. Tn the Pvcnt of any deficiency at any time in the Debt Service Operation and Maintenance Reserve Fund as may be required for the purposes of such fund. Section 12 . Investments. The moneys in any of such funds or accounts shall be invested in accordance with the laws of the State of Indiana relating to the depositing, holding, securing or investing of public funds, and in accordance with the arbitrage certificate delivered at the time of delivery of any bonds payable from such funds and accounts. Investments of amounts held in the Reserve Account shall have a term to maturity of not greater than seven years. All revenues derived from the operation of the sewage works and from the collection of sewage rates and charges and from the investment of moneys in the funds herein created shall be segregated and kept separate and apart from all other funds and accounts of the City. No moneys derived from the revenues of the sewage works (including investment income) shall be transferred to the general fund of the City or be used for any purpose not connected with the sewage works if such transfer or use would interfere with the flow of funds set forth herein. Investment income from such funds and accounts shall, except as otherwise provided herein, be treated as revenues of the sewage works, and shall be used as provided in this Ordinance. Section 13 . Books and Records. The City shall keep proper books of records and accounts, separate from all of its other records and accounts, in which complete and correct entries shall be made showing all revenues collected from said works and deposited in said funds, all disbursements made therefrom on account of the operation of the works and to meet the requirements of the Sinking Fund, and all other transactions relating to said works, including the cash balances in each of the funds and accounts described herein as of the close of the preceding fiscal year. Upon written request, there shall be prepared and furnished to the original purchasers of the 1993 Bonds and to any subsequent owner of the bonds at the time then outstanding, not more than four (4) months after the close of each fiscal year, operating income and expense and balance sheet statements of the works, covering the preceding fiscal year, which annual statements shall be certified by the Controller, or the person charged with the duty of auditing the books and records relating to the works, or such statements may be prepared by an independent certified public accountant retained by the City for the purpose of preparing such statements. Copies of all such statements and reports shall be kept on file in the office of the Controller. Any owner or owners of the 1993 Bonds then outstanding shall have the right at all reasonable times to inspect the works and all records, accounts and data of the City relating thereto. Such inspections may be made by representatives duly authorized by written instrument. Section 14. Rate Covenant. The City shall establish, maintain and collect just and equitable rates and charges for the use of and the services rendered by said sewage works, to be paid by the owner of each and every lot, parcel of real estate or building that is connected with and uses said sewage works by or through any part of the sewage system of the City, or that in any way uses or is served by such works. Such rates or charges shall be sufficient in each year for the payment of the proper and reasonable expenses of operation, repair and maintenance of the works, for depreciation and improvement, and for the payment of the sums required to be paid into the Sinking Fund. Such rates or charges shall, if necessary, be changed and readjusted from time to Limo cn that the revenues therefrom shall always be sufficient to ' r taxes) be less than one hundred and twenty-five percent (125%) of the annual interest and principal requirements of the 1993 Bonds and any additional bonds issued pursuant to Section 16 hereof. Section 15. Defeasance. If, when the 1993 Bonds or any portion thereof shall have become due and payable in accordance with their terms or shall have been duly called for redemption or irrevocable instructions to call the 1993 Bonds or any portion thereof for redemption shall have been given, and the whole amount of the principal and the interest so due and payable upon all of such bonds or any portion thereof then outstanding shall be paid, or (i) cash, or (ii) direct non-callable obligations of (including obligations issued or held in book entry form on the books of) the Department of the Treasury of the United States of America, and securities fully and unconditionally guaranteed as to the timely payment of principal and interest by the United States of America, to which direct obligation or guarantee the full faith and credit of the United States of America has been pledged, and to the extent permitted by Indiana law, Refcorp interest strips, CATS, TIGRS, STRPS, or defeased municipal bonds rated AAA by Standard & Poor's Corporation or Aaa by Moody's Investors Service (or any combination thereof) , the principal of and the interest on which when due without reinvestment will provide sufficient moneys, or (iii) any combination of the foregoing, shall be held irrevocably in trust for such purpose, and provision shall also be made for paying all fees and expenses for the redemption, then and in that case the 1993 Bonds or any designated portion thereof issued hereunder shall no longer be deemed outstanding or entitled to the pledge of the net revenues of the City's sewage works. Section 16. Additional Bonds. The City reserves the right to authorize and issue additional bonds, payable out of the revenues of its sewage works, ranking on a parity with the 1993 Bonds for the purpose of financing the cost of future additions, extensions and improvements to the sewage works or to provide for a complete or partial refunding of the 1993 Bonds or other bonds payable out of the revenues of the sewage works, subject to the following conditions: (a) The interest on and principal of all bonds payable from the revenues of the sewage works shall have been paid to date in accordance with the terms thereof, provided, this condition shall be deemed satisfied if any required amount is to be provided from the proceeds of the parity bonds or other funds of the City. (b) All required deposits to the Sinking Fund shall have been made to date, and, as of the time of issuance of the additional parity bonds, the balance in the Reserve Account shall be at least equal to the Reserve Requirement for the 1993 Bonds, provided, this condition shall be deemed satisfied if any required amount is to be provided from the proceeds of the newly issued parity bonds or other funds of the City, and furthermore, the ordinance authorizing the proposed additional parity bonds must include a provision requiring the City to build the balance in the Reserve Account to an amount equal to the Reserve Requirement for the 1993 Bonds and the proposed additional parity bonds (unless the Reserve Account is fully funded at such level as of the time of issuance of the additional parity bonds) from available net revenues within twenty-four (24) months from substantially equal monthly deposits after required deposits to the Debt Service Account. t t principal requirements of the then outstanding bonds and the additional parity bonds proposed to be issued; or, prior to the issuance of said parity bonds, the sewage rates and charges shall be increased or the service area or customer base shall be expanded sufficiently so that said increased rates and charges and/or volume applied to the previous fiscal year's operations would have produced net operating revenues for said year equal to not less than one hundred twenty-five percent (125%) of the maximum annual interest and principal requirements of the then outstanding bonds and the additional parity bonds proposed to be issued. For purposes of this subsection, the records of the sewage works shall be analyzed and all showings shall be prepared by a certified public accountant or independent financial advisor employed by the City for that purpose. (d) The principal of the additional parity bonds shall be payable annually on December 1 and the interest shall be payable semiannually on June 1 and December 1 during the periods in which principal and interest are payable. Section 17. Additional Covenants of the City. For the purpose of further safeguarding the interests of the holders of the 1993 Bonds, it is specifically provided as follows: (a) The City shall at all times maintain its sewage works in good condition and operate the same in an efficient manner and at a reasonable cost. (b) So long as any of the 1993 Bonds are outstanding, the City shall maintain insurance on the insurable parts of said works of a kind and in an amount such as would normally be carried by private companies engaged in a similar type of business. All insurance shall be placed with responsible insurance companies qualified to do business under the laws of the State of Indiana. In addition to or in lieu of the foregoing, the City may provide for coverage on all or part of the works comparable to that described above through a self- insurance program. Insurance proceeds shall be used in replacing or repairing the property destroyed or damaged; or if not used for that purpose shall be treated and applied as net revenues of the works. (c) So long as any of the 1993 Bonds are outstanding, the City shall not mortgage, pledge or otherwise encumber such works, or any part thereof, nor shall it sell, lease or otherwise dispose of any portion thereof except replaced equipment which may become worn out or obsolete or other property not required for proper operation and maintenance of the works. (d) Except as provided in Section 16 hereof, so long as any of the 1993 Bonds are outstanding, no additional bonds or other obligations pledging any portion of the revenues of the sewage works shall be authorized, executed, or issued by the City except such as shall be made subordinate and junior in all respects to the 1993 Bonds, unless all of the 1993 Bonds are redeemed, retired, or defeased coincidentally with the delivery of such additional bonds or other obligations. fel The City shall take all action or proceedings cause all such sanitary sewers to be connected with the sewage works. (f) This Ordinance shall not be repealed or amended in any respect which will adversely affect the rights of the owners of any 1993 Bonds, nor shall the Common Council adopt any law, ordinance or resolution which in any way adversely affects the rights of such owners so long as any of said bonds or the interest thereon remain unpaid. (g) The provisions of this Ordinance shall be construed to create a trust in the proceeds of the sale of the 1993 Bonds for the uses and purposes herein set forth. The provisions of this Ordinance shall also be construed to create a trust in the portion of the net revenues herein directed to be set apart and paid into the Sinking Fund and for the uses and purposes of said Fund as set forth in this Ordinance. The owners of the 1993 Bonds shall have all of the rights, remedies and privileges set forth under the Act in the event of default in the payment of the principal of or interest on any of the 1993 Bonds or in the event of default with respect to any of the provisions of this Ordinance or the Act. Section 18. Tax Covenants. In order to preserve the exclusion of interest on the 1993 Bonds from gross income for federal income tax purposes and as an inducement to purchasers of the 1993 Bonds, the City represents, covenants and agrees that: (a) No person or entity, other than the City or another state or local governmental unit, will use proceeds of the 1993 Bonds or property financed by the 1993 Bond proceeds other than as a member of the general public. No person or entity other than the City or another state or local governmental unit will own property financed by 1993 Bond proceeds or will have actual or beneficial use of such property pursuant to a lease, a management or incentive payment contract, an arrangement such as take-or-pay or output contract, or any other type of arrangement that differentiates that person's or entity's use of such property from the use by the public at large. (b) No 1993 Bond proceeds will be loaned to any entity or person other than a state or local governmental unit. No 1993 Bond proceeds will be transferred, directly or indirectly, or deemed transferred to a non-governmental person in any manner that would in substance constitute a loan of the 1993 Bond proceeds. (c) The City will not take any action or fail to take any action with respect to the 1993 Bonds that would result in the loss of the exclusion from gross income for federal income tax purposes of interest on the 1993 Bonds pursuant to Section 103 of the Internal Revenue Code of 1986 as in effect on the date of issuance of the 1993 Bonds (the "Code") , including, without limitation, the taking of such action as is necessary to rebate or cause to be rebated arbitrage profits on 1993 Bond proceeds or other monies treated as 1993 Bond proceeds to the federal government as provided in Section 148 of the Code, and will set aside such monies, which may be paid from invACtmPnt income on funds and accounts, in trust for ' t (e) The City will not make any investment or do any other act or thing during the period that any 1993 Bond is outstanding hereunder which would cause any 1993 Bond to be an "arbitrage bond" within the meaning of Section 148 of the Code and the regulations applicable thereto as in effect on the date of delivery of the 1993 Bonds. The City will not take any action or fail to take any action with respect to the 1993 Bonds that would result in the loss of the exclusion from gross income for federal income tax purposes of interest on the 1993 Bonds pursuant to Section 103 (a) of the Code, and the City will not act in any manner which would adversely affect such exclusion. Notwithstanding any other provisions of this Ordinance, the foregoing covenants and authorizations (the "Tax Sections") which are designed to preserve the exclusion of interest on the 1993 Bonds from gross income under federal income tax law (the "Tax Exemption") need not be complied with if the City receives an opinion of nationally recognized bond counsel that any Tax Section is unnecessary to preserve the Tax Exemption. Section 19. Amendments. Subject to the terms and provisions contained in this section, and not otherwise, the owners of not less than sixty-six and two-thirds per cent (66-2/3%) in aggregate principal amount of the 1993 Bonds then outstanding shall have the right, from time to time, anything contained in this Ordinance to the contrary notwithstanding, to consent to and approve the adoption by the City of such ordinance or ordinances supplemental hereto as shall be deemed necessary or desirable by the City for the purpose of modifying, altering, amending, adding to or rescinding in any particular any of the terms or provisions contained in this Ordinance, or in any supplemental ordinance; provided, however, that nothing herein contained shall permit or be construed as permitting: (a) An extension of the maturity of the principal of or interest or premium, if any, on any 1993 Bond or an advancement of the earliest redemption date on any 1993 Bond; or (b) A reduction in the principal amount of any 1993 Bond or the redemption premium or the rate of interest thereon, or a change in the monetary medium in which such amounts are payable; or (c) The creation of a lien upon or a pledge of the revenues of the sewage works ranking prior to the pledge thereof created by this Ordinance; or (d) A preference or priority of any 1993 Bond or Bonds over any other 1993 Bond or Bonds; or (e) A reduction in the aggregate principal amount of the 1993 Bonds required for consent to such supplemental ordinance. If the City shall desire to obtain any such consent, it shall cause the Registrar to mail a notice, postage prepaid, to the addresses appearing on the registration books held by the Registrar. Such notice shall briefly set forth the nature of the proposed supplemental ordinance and shall state that a copy thereof is on file at the office of the Registrar for inspection by all owners of the 1993 Bonds. The Registrar shall not, however, be subiect to any liability to any owners of the 1993 Bonds by reason Whenever at any time within one year after the date of the mailing of such notice, the City shall receive any instrument or instruments purporting to be executed by the owners of the 1993 Bonds of not less than sixty-six and two-thirds per cent (66-2/3%) in aggregate principal amount of the 1993 Bonds then outstanding, which instrument or instruments shall refer to the proposed supplemental ordinance described in such notice, and shall specifically consent to and approve the adoption thereof in substantially the form of the copy thereof referred to in such notice as on file with the Registrar, thereupon, but not otherwise, the City may adopt such supplemental ordinance in substantially such form, without liability or responsibility to any owners of the 1993 Bonds, whether or not such owners shall have consented thereto. No owner of any 1993 Bond shall have any right to object to the adoption of such supplemental ordinance or to object to any of the terms and provisions contained therein or the operation thereof, or in any manner to question the propriety of the adoption thereof, or to enjoin or restrain the City or its officers from adopting the same, or from taking any action pursuant to the provisions thereof. Upon the adoption of any supplemental ordinance pursuant to the provisions of this section, this Ordinance shall be, and shall be deemed, modified and amended in accordance therewith, and the respective rights, duties and obligations under this Ordinance of the City and all owners of 1993 Bonds then outstanding, shall thereafter be determined exercised and enforced in accordance with this Ordinance, subject in all respects to such modifications and amendments. Notwithstanding anything contained in the foregoing provisions of this Ordinance, the rights and obligations of the City and of the owners of the 1993 Bonds, and the terms and provisions of the 1993 Bonds and this Ordinance, or any supplemental ordinance, may be modified or altered in any respect with the consent of the City and the consent of the owners of all the 1993 Bonds then outstanding. Without notice to or consent of the owners of the 1993 Bonds, the City may, from time to time and at any time, adopt such ordinances supplemental hereto as shall not be inconsistent with the terms and provisions hereof (which supplemental ordinances shall thereafter form a part hereof) , (a) to cure any ambiguity or formal defect or omission in this Ordinance or in any supplemental ordinance; or (b) to grant to or confer upon the owners of the 1993 Bonds any additional rights, remedies, powers, authority or security that may lawfully be granted to or conferred upon the owners of the 1993 Bonds; or (c) to procure a rating on the 1993 Bonds from a nationally recognized securities rating agency designated in such supplemental ordinance, if such supplemental ordinance will not adversely effect the owners of the 1993 Bonds; or (d) to make any other change which is not to the prejudice of the owners of the 1993 Bonds; or (e) to provide for the refunding or advance refunding of the 1993 Bonds. Section 20. Defaults. In the event available moneys hcrciinr1ar_ cuh;P_nt to the restrictions on use of money held under additional bonds issued in accord with Section 16 hereof (together, "Parity Bonds") as follows: First - To the payment to the persons entitled thereto of all installments of interest then due, including interest on any past due principal at the rate borne by such bond, in the order of the maturity of the installments of such interest and, if the amount available shall not be sufficient to pay in full any particular installment, then to such payment ratably, according to the amounts due on such installments, to the persons entitled thereto, without any discrimination or privilege; and Second - To the payment to the persons entitled thereto of the unpaid principal of and premium on any of such bonds which shall have become due either at maturity or pursuant to a call for redemption (other than bonds called for redemption for the payment of which other moneys are held) , in the order of their due dates, and, if the amount available shall not be sufficient to pay in full the amounts due on any particular date, then to such payment ratably, according to the amount due on such date, to the persons entitled thereto without any discrimination or privilege. During the continuance of any default in the payment of either principal of or interest or premium on any 1993 Bond or other Parity Bond, no payment shall be made with respect to any subordinate and junior bonds issued in accord with Section 17 (d) hereof ("Junior Bonds") . Moneys available for payment to holders of Junior Bonds shall, in the event of an insufficient amount being available to pay all debt service with respect to the Junior Bonds when due, be applied to the Junior Bonds in accordance with the sequence and other terms set forth above with respect to payments regarding Parity Bonds unless otherwise provided in the ordinance authorizing the Junior Bonds. Section 21. Approval of Official Statement. The distribution of the preliminary official statement with respect to the 1993 Bonds, substantially in the form presented to this meeting, with such changes and modifications as may be authorized by the Mayor, as evidenced by his signature thereon, is hereby authorized, approved and ratified, and this Council hereby deems final said official statement, as of its date, in accordance with the provisions of Rule 15c2-12 of the Securities and Exchange Commission, subject to completion as permitted by said Rule, and the Common Council further authorizes the distribution of the deemed final official statement, and the execution, delivery and distribution of such document as further modified and amended in the form of a final official statement. Section 22. Provisions Regarding Bond Insurance. The provisions of this Section shall apply with respect to any 1993 Bonds owned or insured by the Bond Insurer (as defined below) except to the extent waived in writing by the Bond Insurer. (a) Definitions. The terms: "Bond Insurer" shall mean Financial Guaranty Insurance Company, a New York stock insurance company, or any successor thereto. "Bond Insurance Policy" shall mean the municipal hnnc3 new issue insurance policy issued by the Bond subject to the prior written consent of the Bond Insurer. Any rating agency rating the 1993 Bonds must receive notice of each amendment or supplement and a copy thereof at least fifteen (15) days in advance of its execution or adoption. (c) Notices. The City shall furnish to the Bond Insurer: (1) Within 120 days after the end of the City's fiscal year, budget for the new year; latest annual audited financial statements; a statement of the amount on deposit in the Reserve Account as of the last valuation (as described in (d) below) ; if not presented in the audited financial statements, a statement of the net revenues pledged to payment of 1993 Bonds in such fiscal year; the number of system users as of the end of the fiscal year; notification of the withdrawal of any system user comprising 4% or more of system sales measured in terms of revenue dollars since the last reporting date; and any significant plant retirements or expansions planned or undertaken since the last reporting date; (2) Official statement or other disclosure, if any, prepared in connection with the issuance of additional bonds, whether or not issued on a parity with the 1993 Bonds, within 30 days after the sale thereof; (3) Notice of any draw upon the Reserve Account, or any deficiency as of the latest valuation due to market fluctuation in the amount on deposit in the Reserve Account; (4) Notice of the redemption of any of the 1993 Bonds, including the principal amount, maturities and CUSIP numbers thereof; and (5) Such additional information as the Bond Insurer may reasonably request from time to time. (d) Valuation of Reserve Account. Within ninety (90) days after the end of each fiscal year, amounts held in the Reserve Account shall be valued at the market value thereof, exclusive of accrued interest. If such market valuation is less than the Reserve Requirement, the deficiency shall be restored within twelve (12) months from the date of the valuation (i) in twelve (12) substantially equal monthly deposits from the next available net revenues after required deposits to the Debt Service Account, and/or (ii) from revaluation of investments at the market value thereof, exclusive of accrued interest. The value of such investments shall be determined as follows: (A) as to investments the bid and asked prices of which are published on a regular basis in The Wall Street Journal (or, if not there, then in The New York Times) : the average of the bid and asked prices for such investments so published on or most recently prior to the time of determination; nationally recognized government securities dealers (selected by the Paying Agent in its absolute discretion) at the time making a market in such investments or the bid price published by a nationally recognized pricing service; (C) as to certificates of deposit and bankers acceptances: the face amount thereof, plus accrued interest; and (D) as to any investment not specified above: the value thereof established by prior agreement between the City and the Bond Insurer. (e) Defeasance and Redemption Provisions. Notwithstanding anything herein to the contrary, in the event that the principal and/or interest due on the 1993 Bonds shall be paid by the Bond Insurer pursuant to the Bond Insurance Policy, the 1993 Bonds shall remain outstanding for all purposes (including for purposes of Section 15 hereof) , not be defeased or otherwise satisfied and not be considered paid by the City, and the pledge of security for the 1993 Bonds herein and all covenants, agreements and other obligations of the City to the registered owners of 1993 Bonds shall continue to exist and shall run to the benefit of the Bond Insurer, and the Bond Insurer shall be subrogated to the rights of such registered owners. In the event of an advance refunding, the City shall cause to be delivered a verification report of an independent nationally recognized certified public accountant. (f) Conditions to Issuance of Additional Bonds. Notwithstanding satisfaction of other conditions to the issuance of additional bonds contained in Section 16 of this Ordinance, no such issuance may occur should any default hereunder have occurred and be continuing. Additional parity bonds may be issued upon demonstration that net revenues, as certified by an independent firm of certified public accountants, equalled at least (i) 125% of maximum annual debt service on all outstanding bonds and proposed parity bonds and (ii) 100% of maximum annual debt service on all outstanding subordinate debt, in each case for a period of twelve (12) consecutive months during the eighteen (18) month period immediately preceding the proposed issuance date. For this purpose, net revenues may be adjusted to give effect to the following: (1) Rates that went into effect prior to the issuance of the proposed bonds, as if they were in effect for the entire twelve (12) month test period; (2) New customers which consist of existing residential, commercial and industrial dwellings that were connected to the works prior to the issuance of the proposed bonds, as if such customers had been connected to the works for the entire twelve (12) month test period; (31 The acauisition of a surrounding system prior (4) Long-term wholesale contracts entered into prior to the issuance of the proposed bonds which have a service agreement that extends beyond the final maturity of the proposed bonds to be issued. Furthermore, additional parity bonds may be issued only if, as of the time of issuance of the additional parity bonds, the balance in the Reserve Account shall be at least equal to the Reserve Requirement for the 1993 Bonds and all bonds ranking on a parity therewith, including the newly issued parity bonds, provided, this condition shall be deemed satisfied if any required amount is to be provided from the proceeds of the newly issued parity bonds or other funds of the City. (g) Payment Procedure. As long as the Bond Insurance Policy shall be in full force and effect, the City and any Paying Agent agree to comply with the following provisions: (i) If, on the third day preceding any interest payment date for the 1993 Bonds, there is not on deposit with the Registrar sufficient moneys available to pay all principal of and interest on the 1993 Bonds due on such date, the Registrar shall immediately notify the Bond Insurer and Citibank, N.A. , New York, New York or its successor as its Fiscal Agent (the "Fiscal Agent") of the amount of such deficiency. If, by said interest payment date, the City has not provided the amount of such deficiency, the Registrar shall simultaneously make available to the Bond Insurer and to the Fiscal Agent the registration books for the 1993 Bonds maintained by the Registrar. In addition: (A) The Registrar shall provide the Bond Insurer with a list of the bondholders entitled to receive principal or interest payments from the Bond Insurer under the terms of the Bond Insurance Policy and shall make arrangements for the Bond Insurer and its Fiscal Agent (1) to mail checks or drafts to bondholders entitled to receive full or partial interest payments from the Bond Insurer and (2) to pay principal of the 1993 Bonds surrendered to the Fiscal Agent by the bondholders entitled to receive full or partial principal payments from the Bond Insurer; and (B) The Registrar shall, at the time it makes the registration books available to the Bond Insurer pursuant to (A) above, notify bondholders entitled to receive the payment of principal of or interest on the 1993 Bonds from the Bond Insurer (1) as to the fact of such entitlement, (2) that the Bond Insurer will remit to them all or part of the interest payments coming due subject to the terms of the Bond Insurance Policy, (3) that, except as provided in paragraph (ii) below, in the event that any bondholder is entitled to receive full payment of principal from the Bond Insurer, such bondholder must tender his 1993 Bond with the instrument of transfer in the form provided on such 1993 Bond executed in the name of the Bond Insurer, and (4) that, except as provided in paragraph (ii) below, in the event that such bondholder is entitled to receive partial payment of principal from the Bond Insurer, to the Fiscal Agent, which will then pay the unpaid portion of principal to the bondholder subject to the terms of the Bond Insurance Policy. (ii) In the event that the Registrar has notice that any payment of principal of or interest on a 1993 Bond has been recovered from a bondholder pursuant to the United States Bankruptcy Code by a trustee in bankruptcy in accordance with the final, nonappealable order of a court having competent jurisdiction, the Registrar shall, at the time it provides notice to the Bond Insurer, notify all bondholders that in the event that any bondholder's payment is so recovered, such bondholder will be entitled to payment from the Bond Insurer to the extent of such recovery, and the Registrar shall furnish to the Bond Insurer its records evidencing the payments of principal of and interest on the 1993 Bonds which have been made by the Registrar and subsequently recovered from bondholders, and the dates on which such payments were made. (iii) The Bond Insurer shall, to the extent it makes payment of principal of or interest on the 1993 Bonds, become subrogated to the rights of the recipients of such payments in accordance with the terms of the Bond Insurance Policy and, to evidence such subrogation, (1) in the case of subrogation as to claims for past due interest, the Registrar shall note the Bond Insurer's rights as subrogee on the registration books maintained by the Registrar upon receipt from the Bond Insurer of proof of the payment of interest thereon to the bondholders of such 1993 Bonds and (2) in the case of subrogation as to claims for past due principal, the Registrar shall note the Bond Insurer's rights as subrogee on the registration books for the 1993 Bonds maintained by the Registrar upon receipt of proof of the payment of principal thereof to the holders of such 1993 Bonds. Notwithstanding anything in this Ordinance or the 1993 Bonds to the contrary, the Registrar shall make payment of such past due interest and past due principal directly to the Bond Insurer to the extent that the Bond Insurer is a subrogee with respect thereto. (h) Paying Agent Provisions. Notwithstanding any other provision of this Ordinance, no removal or resignation of the Paying Agent shall take effect until a successor has been appointed and has accepted the duties of Paying Agent. The Bond Insurer shall be furnished with written notice of the resignation or removal of the Paying Agent and the appointment of any successor thereto. (i) Interested Parties. To the extent that this Ordinance confers upon or gives or grants to the Bond Insurer any right, remedy or claim under or by reason of this Ordinance, the Bond Insurer is hereby explicitly recognized as being a third-party beneficiary hereunder and may enforce any such right, remedy or claim conferred, given or granted hereunder. Nothing in this Ordinance expressed or implied is intended or shall be construed to confer upon, or to give or grant to, any person or entity, other than the City, the Bond Insurer, the Registrar and Paying Agent and the registered owners of the 1993 Bonds, any right, remedy or Insurer, the Registrar and Paying Agent and the registered owners of the 1993 Bonds. (j) Notices. The notice addresses for the Bond Insurer and the Fiscal Agent are as follows: Financial Guaranty Insurance Company 115 Broadway New York, New York 10006 Attention: Managing Counsel Citibank, N.A. 20 Exchange Place - 16th Floor New York, New York 1005 Attention: Municipal Trust and Agency Services Administration Section 23. No Conflict. Except as described in Section 26 below, all ordinances and parts of ordinances in conflict herewith are hereby repealed. Section 24. Severabilitv. If any section, paragraph or provision of this Ordinance shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this Ordinance. Section 25. Holidays, Etc. If the date of making any payment or the last date for performance of any act or the exercising of any right, as provided in this Ordinance, shall be a legal holiday or a day on which banking institutions in the City or the city in which the Registrar or Paying Agent is located are typically closed or on which the Fiscal Agent is authorized by law to remain closed, such payment may be made or act performed or right exercised on the next succeeding day not a legal holiday or a day on which such banking institutions are typically closed or on which the Fiscal Agent is authorized by law to remain closed, with the same force and effect as if done on the nominal date provided in this Ordinance, and no interest shall accrue for the period after such nominal date. Section 26. Effectiveness. This Ordinance shall be in full force and effect from and after its passage, provided, the provisions of the ordinance pursuant to which the Prior Bonds were issued shall remain in effect and shall supercede the provisions of this Ordinance in the event of any conflict with this Ordinance until such time as the Prior Bonds are paid or defeased in the manner set forth in said ordinance. Presiding Member ' f EXHIBIT A Maturity Schedule December 1 of the Year Amount 1993 $ 565,000 1994 445,000 1995 460,000 1996 475,000 1997 495,000 1998 515,000 1999 555,000 2000 575,000 2001 615,000 2002 655,000 2003 670,000 2004 705,000 2005 770,000 2006 800,000 2007 835, 000 2008 895,000 EXHIBIT B ESCROW AGREEMENT Dated as of , 1993 Between NORWEST BANK INDIANA, N.A. and CITY OF SOUTH BEND, INDIANA THIS ESCROW AGREEMENT (the "Escrow Agreement") is made and entered into as of , 1993, by and between the CITY OF SOUTH BEND, INDIANA (the "Issuer") , and NORWEST BANK INDIANA, N.A. , a banking corporation organized under the laws of the United States (the "Escrow Agent") . RECITALS 1. The Issuer has issued its Sewage Works Revenue Bonds of 1989 authorized by Ordinance No. 7951-88 and dated February 1, 1989 (the "Prior Bonds") of which $8,925,000 in principal amount are presently outstanding. 2. Concurrently with the execution of this Escrow Agreement, the Issuer has executed, issued and delivered refunding bonds, designated as "City of South Bend Sewage Works Refunding Revenue Bonds of 1993", in the aggregate principal amount of $ (the "Refunding Bonds") , the proceeds of' which will be used to defease and advance refund the Prior Bonds and pay costs of issuance of the Refunding Bonds and incidental expenses. NOW, THEREFORE, in consideration of the premises, the covenants and agreements hereinafter contained, and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is agreed by and among the parties hereto as follows: Section 1. There is hereby established and created with the Escrow Agent the following irrevocable trust account (the "Escrow Account") for the benefit of the holders and registered owners of the Prior Bonds designated: "City of South Bend Sewage Works Refunding Revenue Bond Escrow Account of 1993". Section 2. The Issuer hereby deposits with the Escrow Agent, and the Escrow Agent hereby acknowledges receipt of, the sum of $ in immediately available funds and obligations funded from proceeds from the sale of the Refunding Bonds and certain moneys held in connection with the Prior Bonds. The Escrow Agent shall deposit such funds in the Escrow Account and hold in the Escrow Account such obligations, as described on Schedule I attached hereto (the "Governmental Obligations") . The uninvested funds shall be maintained as a cash balance. The maturing principal of the Governmental Obligations, together with interest thereon, will be sufficient to pay the amounts required by Section 3 hereof. The Escrow Agent hereby accepts the funds so deposited and the Governmental Obligations and the duties and trusts imposed hereby. Section 3. The Escrow Agent agrees to use the moneys available in the Escrow Account solely to pay (i) the principal of and interest on the Prior Bonds which is due and payable prior to February 1, 1997, as the same becomes due, and (ii) the outstanding nrincinal of and accrued interest on the Prior Bonds which mature be mailed in accordance with the provisions of Section 5 of Ordinance No. 7951-88 pursuant to which the Prior Bonds were issued. The Escrow Agent hereby acknowledges receipt from the Issuer of irrevocable instructions to call said Prior Bonds for redemption, of a certified copy of said Ordinance No. 7951-88, and of the form of redemption notice. Section 4. The Escrow Agent is hereby authorized and directed to issue its checks on the Escrow Account for the payment of the principal of and interest on the Prior Bonds. The Escrow Agent shall keep and maintain adequate records pertaining to the Escrow Account, and shall furnish a statement with respect thereto to the Issuer not later than April 1 of each year throughout the term of this Escrow Agreement. Section 5. The Escrow Agent hereby waives any right of set-off, counterclaim, reduction, or diminution of an obligation, or any defense of any kind or nature which the Escrow Agent has or may have against the Issuer or the holders of the Prior Bonds insofar as such set-off, counterclaim, reduction, diminution or defense would have an adverse effect on the availability of funds sufficient to comply with the obligations of the parties contained herein. Section 6. The parties hereto recognize that the holders from time to time of the Prior Bonds have a beneficial and vested interest in the Governmental Obligations. It is therefore recited, understood and agreed that this Escrow Agreement shall not be subject to revocation until its provisions have been fully carried out and may be amended only with the consent of all such holders. Funds in the Escrow Account shall be held in trust and used only for the purposes described herein. Any amounts remaining in the Escrow Account after payment in full of the Prior Bonds shall be returned to the Issuer. Section 7. The Escrow Agent shall have no power or duty to invest any monies held hereunder except as set forth in Section 2 hereof. The Escrow Agent shall not be liable or responsible for any loss resulting from any investment made pursuant to this Escrow Agreement and in full compliance with the provisions hereof. Section 8. None of the provisions contained in this Escrow Agreement shall require the Escrow Agent to use or advance its own funds or otherwise incur personal financial liability in the performance of any of its duties or the exercise of any of its rights or powers hereunder. The Escrow Agent shall be under no liability for interest on any funds or other property received by it hereunder, except as herein expressly provided. The Escrow Agent shall be under no obligation to inquire into or be in any way responsible for the performance or nonperformance by the Issuer of any of its obligations or to protect any of the Issuer's rights under any bond proceeding or any other contracts with or franchises or privileges from any state, county, municipality or other governmental agency or with any person. The Escrow Agent shall not be responsible in any manner whatsoever for the recitals or statements contained herein, in the Prior Bonds, or in any proceedings taken in connection therewith. To the extent permitted by law, the Issuer shall defend, indemnify and hold the Escrow Agent and the holders of the Prior Bonds harmless from all claims, demands and actions resulting from or arising out of any alleged deficiency in the Escrow Account which is not caused by acts of the Escrow Agent. This indemnity shall survive the termination of this F.ACrnw Agreement. shall have been appointed by the Issuer as hereinafter provided and the successor Escrow Agent shall have accepted such appointment, in which such event such resignation shall take effect immediately upon the appointment and acceptance of a successor Escrow Agent. The Escrow Agent may be removed at any time by an instrument or concurrent instruments in writing, delivered to the Escrow Agent, by the Issuer. In the event the Escrow Agent hereunder shall resign, be removed, be dissolved or shall be in the course of dissolution or liquidation, or otherwise become incapable of acting hereunder, or in case the Escrow Agent shall be taken under the control of any public officer or officers, or of a receiver appointed by a court, a successor may be appointed by the Issuer. Every successor Escrow Agent appointed hereunder shall execute, acknowledge and deliver to its predecessor and to the Issuer, an instrument in writing accepting such appointment hereunder, and thereupon such successor Escrow Agent without any further act, deed or conveyance, shall become fully vested with all the rights, immunities, powers, trusts, duties and obligations of its predecessor; but such predecessor shall, nevertheless, on the written request of such successor Escrow Agent or the Issuer, execute and deliver an instrument transferring to such successor Escrow Agent all the estates, properties, rights, powers and trusts of such predecessor hereunder; and every predecessor Escrow Agent shall deliver all securities and moneys held by it to its successor; provided, however, that before any such delivery is required to be made, all fees, advances and expenses, if any, of the retiring or removed Escrow Agent shall be paid in full. Should any transfer, assignment or instrument in writing from the Issuer be required by any successor Escrow Agent for more fully and certainly vesting in such successor Escrow Agent the estates, rights, powers and duties hereby vested or intended to be vested in the predecessor Escrow Agent, any such transfer, assignment and instruments in writing shall, on request, be executed, acknowledged and delivered by the Issuer. Any corporation into which the Escrow Agent or any successor to it in the trusts created by this Escrow Agreement may be merged into or consolidated with, and any corporation which otherwise succeeds to the Escrow Agent or its successors, shall, if satisfactory to the Issuer and a qualified depository for the Issuer, be the successor Escrow Agent under this Escrow Agreement without the execution or filing of any paper or any other act on the part of any of the parties hereto, anything herein to the contrary notwithstanding. Section 10. The Escrow Agent shall be entitled to payment and/or reimbursement by the Issuer for reasonable fees for its services rendered hereunder and all advances, counsel fees and other ordinary expenses reasonably and necessarily made or incurred by the Escrow Agent in connection with such services, provided, however, the Issuer and Escrow Agent agree not to use amounts in the Escrow Account for such purposes. Section 11. This Escrow Agreement shall terminate upon payment of the principal of and interest on the Prior Bonds. Section 12. If any one or more of the covenants or agreements provided in this Escrow Agreement to be performed on the part of the Issuer or the Escrow Agent should be determined by a court of cmmnetent jurisdiction to be contrary to law, such covenant or Section 13. All the covenants, promises and agreements in this Escrow Agreement contained by or on behalf of the Issuer or by or on behalf of the Escrow Agent shall bind and inure to the benefit of their respective successors and assigns, whether so expressed or not. Section 14. This Escrow Agreement may be executed in several counterparts, all or any of which shall be regarded for all purposes as one original and shall constitute and be but one and the same instrument. Section 15. This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana. Section 16. Any notice, request, communication or other paper shall be sufficiently given and shall be deemed given when delivered or mailed, by registered or certified mail, postage prepaid or sent by telegram as follows: if to the Issuer at City of South Bend (Attn: Controller) 1400 County-City Building South Bend, Indiana 46601; and if to the Escrow Agent at Norwest Bank Indiana, N.A. 112 West Jefferson Blvd. South Bend, Indiana 46601 The Issuer and the Escrow Agent may designate any further or different addresses to which subsequent notices, requests, communications or other papers shall be sent. Section 17. The Issuer and the Escrow Agent covenant that any monies attributable to the proceeds of the Prior Bonds, if any, any moneys attributable to the proceeds of the Refunding Bonds, amounts received from the investment of the proceeds of the Refunding Bonds and any other amounts treated as proceeds thereof under the provisions of the Internal Revenue Code of 1986, as amended, (the "Code") or any of the regulations and rules adopted pursuant thereto, shall not be invested or otherwise used in a manner which would cause the Prior Bonds or the Refunding Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and such regulations or rules as may be applicable thereto. IN WITNESS WHEREOF, the parties hereto have caused this Escrow Agreement to be executed for and on their behalf as of the day and year first herein above written. CITY OF SOUTH BEND, INDIANA ATTEST: Mayor City Clerk NORWEST BANK INDIANA, N.A. By: ATTFRT! Its: Schedule I List of Governmental Obligations Principal Amount Interest Rate Description Maturity TABLE OF CONTENTS Page Section 1. Authorization for Bonds 1 Section 2. General Terms of Bonds 2 Section 3. Terms of Redemption 3 Section 4. Appointment of Registrar and Paying Agent 4 Section 5. Form of Bonds; Book-Entry Bonds 5 Section 6. Sale of Bonds 11 Section 7. Use of Bond Proceeds 11 Section 8. Approval of Escrow Agreement 12 Section 9. Collection of Revenues; Funding Operation, Repair and Maintenance 12 Section 10. Sinking Fund for Bonds 12 Section 11. Reserve for Operation and Repair; Funding Improvements to the Works 13 Section 12. Investments 14 Section 13. Books and Records 14 Section 14. Rate Covenant 14 Section 15. Defeasance 15 Section 16. Additional Bonds 15 Section 17. Additional Covenants of the City 16 Section 18. Tax Covenants 17 Section 19. Amendments 18 Section 20. Defaults 19 Section 21. Approval of Official Statement 20 Section 22. Provisions Regarding Bond Insurance . . . 20 Section 23. No Conflict 25 Section 24. Severability 25 Section 25. Holidays, Etc 25 Section 26. Effectiveness 25 Exhibit A Bond Maturity Schedule 26 Exhibit B Form of Escrow Agreement 27 SpUTH ����\1, p4/°01'11,G,� '..1 11 ,,,. II q ! .. City of South Bend i,6,,,,,t.,:,--,:.-__ ,7,,)/./.4,,e,. Joseph E. Kernan, Mayor 1 '.i865.Ya/�; Department of Administration and Finance Kevin C. Horton March 4, 1993 Mr. Stephen Luecke, President South Bend Common Council 4th Floor, County-City Building South Bend, Indiana 46601 Re: An Ordinance Concerning the Refunding of the City' s Sewage Works Bonds Dear Steve: I am attaching for filing an Ordinance concerning the refunding of the City' s sewage works bonds. As you know from the financial news, conditions in the bond market are extremely favorable at this point in time for issuers. of bonds. It is not clear or certain that conditions will remain this favorable and interest rates at their current low rates for too much longer. It is in the City' s interest to take full advantage of these conditions and move the proposed sewage works refunding bond to market a.s soon as possible. Consequently, and without indifference to the Council' s desire to maintain procedural integrity, I am respectfully requesting that the Council suspend its rules at its March 8th meeting in order to give the attached ordinance first. reading, second reading and public hearing, and final reading and vote. Again, were it not for the almost unprecedented. conditions at play in the bond market, and the financial benefit to the City of taking maximum advantage of market conditions, this request would not need to be made. County-City Building • South Bend, Indiana 46601 • 219/284-9742 Fax 219/284-9892 Catherine A. Hubbard John D. Leisenring C. J. Cowsert Personnel Director Chief Deputy Controller Safety & Risk Manager 284-9124 284-9483 284-9482 Mr. Stephen Luecke Page Two March 4, 1993 ask for your favorable consideration of this request for rules suspension. I am very happy to discuss this issue, as well as the details of the attached ordinance and refunding bond, should you or any other council members so wish. Sincerely, e./4ef Kevin C. Horton Controller Attachment KCH/jl ORD/RES4:1LUECKE atuntitttttft iiPport Wu tip Motttttotl olotttttil of tip Oittg of twill limb: Your Committee of the Whole to whom was referred BILL NO. 19-93 SECOND READING ON A BILL CONCERNING THE ISSUANCE OF REVENUE BONDS TO REFUND OUTSTANDING SEWAGE WORKS BONDS OF THE CITY, THE COLLECTION, SEGREGATION AND DISTRIBUTION OF THE REVENUES OF SAID WORKS, THE SAFEGUARDING OF THE INTERESTS OF THE OWNERS OF SAID REVENUE BONDS, OTHER MATTERS CONNECTED THEREWITH, AND REPEALING ORDINANCES INCONSISTENT THEREWITH. Respectfully•report that they have examined the matter and that in their opinion This bill should be recommended to the Council favorable., GA 401011•A91\ Ll 14Ws70USS16a3t.AJ:NNe Thomas Zakrzewski Chairman FRUO MIS 41111010 ►YOLIONINS CO.