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HomeMy WebLinkAboutConstruction of Additions and Improvements to the Sewage Works Bonds ORDINANCE No. 7951-88 Passed by the Common Council of the City of South Bend, Indiana December 12, iq 88 Attest: `-4"`t— City Clerk IRENE K. GAMMON Attest: 6,....,-,....A.4.....) President of Common Council Presented by me to the Mayor of the City of South Bend, Indiana December 13 , ig 88 O(.2%."--.-1/4,2... City Clerk IRENE K. GAMMON Approved and signed by me -2` I<-- Ig d Mayor ORDINANCE NO. 17W'Sle AN ORDINANCE CONCERNING THE CONSTRUCTION OF ADDITIONS AND IMPROVEMENTS TO THE SEWAGE WORKS OWNED AND OPERATED BY THE CITY OF SOUTH BEND, INDIANA, THE ISSUANCE OF ADDITIONAL REVENUE BONDS TO PROVIDE THE COST THEREOF, THE COLLECTION, SEGREGATION AND DISTRIBUTION OF THE REVENUES OF SAID WORKS, THE SAFEGUARDING OF THE INTERESTS OF THE HOLDERS OF SAID BONDS, AND OTHER MATTERS CONNECTED THEREWITH WHEREAS, the City of South Bend, Indiana (the "City") has previously established and now owns and operates through the City of South Bend Board of Public Works (the "Board of Public Works") , a sewage works, including the South Bend Waste Water Treatment Plant (the "Plant") , pursuant to IC 36-9-23 (the "Act") ; and WHEREAS , the Indiana Department of Environmental Management (the "I.D.E.M. ") , acting pursuant to 33 U.S.C. 1251 et seq. and IC 13-7 et seq. on the 16th day of August, 1988 issued a revised National Pollution Discharge Elimination System ("NPDES") permit to the City which established new effluent limitations for the operation of the Plant and revoked the prior NPDES permit issued by the I.D.E.M. on September 16, 1985; and WHEREAS, compliance with the requirements of the NPDES permit by the Board of Public Works will require, and the I.D.E.M. has ordered, the construction of certain improvements to the Plant to abate water pollution, said improvements being generally described as the construction and equipping of additions to the existing 48 , 000 , 000 gallons per day conventional activated sludge plant to upgrade it and to provide a higher quality of effluent through chlorination/dechlorination facilities and the upgrading of sludge thickening digestion and handling facilities (the "Improvements") ; and WHEREAS, the City has applied for grants from the United States Environmental Protection Agency (the "E.P.A. ") and from the I.D.E.M. in the amount of Twelve Million Twenty-Three Thousand Eight Hundred Twenty-Six Dollars ($12, 023 ,826) and Three Million Six Hundred Sixty-Seven Thousand Eight Hundred Twenty-Five Dollars ($3, 667,825) , respectively (hereinafter referred to collectively as the "Grants") to construct the Improvements; and WHEREAS, the City has been awarded a total of Thirteen Million Seven Hundred Fifty-Four Thousand Three Hundred Twenty-Five Dollars ($13 , 754 , 325) pursuant to the Grants consisting of Ten Million Eighty-Six Thousand Five Hundred Five Dollars ($10, 086,505) from the the E . P.A. and Three Million Six Hundred Sixty-seven Thousand Eight Hundred Twenty Dollars ($3, 667,820) from the I.D.E.M. ; and WHEREAS, plans, specifications and cost estimates for the Improvements have been prepared by engineers employed by the City and have been approved by the I . D. E.M. , said approval also constituting the approval of the E.P.A. pursuant to the Grants; and WHEREAS, the plans, specifications and cost estimates have been filed with and approved by the Board of Public Works on October 17, 1988, which on that date authorized the publication of notice of bids for the construction of the Improvements with the award of said bids being subject to the award of the Grants and the issuance of revenue bonds; and WHEREAS, the cost of the Improvements as estimated by the engineers is Twenty-Three Million Two Hundred Seventy-Eight Thousand Seven Hundred Twenty-Five Dollars ($23,278,725) ; and WHEREAS, the Board of Public Works on November 9th, 1988 adopted a resolution recommending to the Common Council of the City of South Bend (the "Common Council") the adoption of a new rate and use ordinance applicable to the sewage works and on November 22, 1988 adopted a resolution recommending to the Common Council the adoption of a bond ordinance ordering the issuance of sewage works revenue bonds in an aggregate principal amount of Nine Million Five Hundred Thousand Dollars ($9 , 500 , 000) to pay for the cost of acquiring and constructing those portions of the Improvements to the Plant not paid for with the proceeds of the Grants pursuant to the provisions of the Act; and WHEREAS, the Common Council finds that there are now outstanding bonds payable out of the revenues of the City's sewage works, designated as "Sewage Works Revenue Bonds, Second Series" dated July 1, 1971 (the "1971 Bonds") issued pursuant to Ordinance No. 5298, adopted on May 25, 1971 (the "1971 Bond Ordinance") . Said 1971 Bonds are presently outstanding in the amount of One Million Two Hundred Five Thousand Dollars ($1,205, 000) maturing annually over a period ending on October 1, 1990 and bearing interest at the per annum rate of 6. 10 percent with respect to the 1971 Bonds maturing on October 1, 1989, and 6.25 percent with respect to the 1971 Bonds maturing on October 1, 1990; WHEREAS, the 1971 Bond Ordinance permits the issuance of additional bonds subordinate and junior in all respects to the 1971 Bonds in respect to the application of the revenues of said sewage works; and WHEREAS , the Common Council hereby finds that to provide funds necessary to pay for the cost of acquiring and constructing those portions of the Improvements to the Plant not paid for with the proceeds of the Grants pursuant to the provisions of the Act, it will be necessary for the City to issue revenue bonds in the amount of Nine Million Five Hundred Thousand Dollars ($9, 500, 000) payable solely from the revenues of the City's sewage works; and -2- WHEREAS , the Common Council now finds that all conditions precedent to the adoption of an ordinance authorizing the issuance of said junior revenue bonds to provide the funds necessary to pay for the cost of acquiring and constructing those portions of the Improvements to the Plant not paid for with the proceeds of the Grants have been complied with in accordance with the provisions of the Act; NOW THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA AS FOLLOWS: Section 1. The actions of the Board of Public Works in approving the plans, specifications, and cost estimates and in advertising for the receipt of bids for the construction of the Improvements in accordance with said plans, specifications, and cost estimates are hereby approved, ratified and confirmed and the Board of Public Works is hereby authorized and directed to proceed with the construction of the Improvements in accord with said plans, specifications, and cost estimates which are hereby approved by the Common Council and by reference made a part of this Ordinance as if the same were attached hereto and incorporated herein. The Improvements to the Plant shall be as described above and shall be acquired and constructed and the bonds herein authorized shall be issued pursuant to and in accordance with the provisions of the Act and all acts amendatory thereof and supplemental thereto. The term "sewage works" , "works", and other like terms when used in this Ordinance, shall be construed to mean and include the existing City of South Bend sewage works and all additions, extensions and improvements thereto, and replacements thereof, hereafter constructed or acquired, whether from the proceeds of the bonds herein authorized or otherwise. The term "City" where used in this Ordinance shall be construed to also include any department, board, commission, offices or officers of the City. Section 2 . For the purpose of providing funds necessary to pay a portion of the costs of acquiring and constructing the Improvements, together with expenses incidental thereto, including expenses in connection with the issuance of the bonds and any other related costs as set forth in the Act, the City shall issue and sell sewage works revenue bonds designated "City of South Bend, Indiana Sewage Works Revenue Bonds of 1989" (the "Series 1989 Bonds") in the aggregate principal amount of Nine Million Five Hundred Thousand Dollars ($9,500, 000) . The Series 1989 Bonds shall be payable solely out of the Sinking Fund referred to hereinbelow. Any other provisions of this Ordinance to the contrary notwithstanding, the revenue bonds herein authorized to be issued shall be junior and subordinate in all respects to said now outstanding 1971 Bonds. -3- The Series 1989 Bonds shall be issued in fully registered form in the denomination of Five Thousand Dollars ($5, 000) or any integral multiple thereof not exceeding the aggregate principal amount of the Series 1989 Bonds maturing in any one year, shall be numbered consecutively from 89R-1 upwards and shall bear interest at a rate or rates not exceeding twelve percent (12%) per annum (the exact rate or rates to be determined by bidding) . The interest shall be payable semiannually on the first day of August and the first day of February of each year beginning August 1, 1989. Interest shall be calculated on the basis of twelve (12) thirty-day months for a 360 day year. The Series 1989 Bonds shall mature serially on February 1 in the years and amounts as follows: Years Amounts Years Amounts 1992 $275,000 2001 $500,000 1993 300, 000 2002 550, 000 1994 300, 000 2003 600,000 1995 325, 000 2004 625,000 1996 350,000 2005 675,000 1997 375, 000 2006 750,000 1998 400, 000 2007 800,000 1999 425, 000 2008 850,000 2000 475, 000 2009 925,000 Section 3 . First Interstate Bank of Northern Indiana, N.A. in the City of South Bend, Indiana is hereby appointed as the Registrar and the Paying Agent for the Series 1989 Bonds, and is hereby charged with the responsibility of authenticating the Series 1989 Bonds. The Registrar and Paying Agent shall keep and maintain at its principal office books for the registration and for the transfer of the Series 1989 Bonds (the "Series 1989 Bond Register") . The Controller is hereby authorized and directed, on behalf of the City, to enter into such agreements or understandings with the Registrar and Paying Agent as will enable the Registrar and Paying Agent to perform the services required of a registrar and paying agent, and is directed to pay the Registrar and Paying Agent for its services out of available funds of the City. The principal of and premium, if any, on the Series 1989 Bonds shall be payable at the principal office of the Registrar and Paying Agent. Interest on the Series 1989 Bonds shall be paid by check or draft mailed or delivered to the registered owners of the Series 1989 Bonds at the address as it appears on the Series 1989 Bond Register as of the 15th day of the month immediately preceding the interest payment date or at such other address as is provided to the Registrar and Paying Agent in writing by such registered owners. All payments on the Series 1989 Bonds shall be made in lawful money of the United States of America. 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 Series 1989 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 -4- 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 Series 1989 Bonds then outstanding by first-class mail of the removal of the Registrar and Paying Agent. Notices to registered owners of the Series 1989 Bonds shall be deemed to be given when mailed by first-class mail to the addresses of such registered owners as they appear on the Series 1989 Bond Register. Any predecessor Registrar and Paying Agent shall deliver all the Series 1989 Bonds and cash in its possession and the Series 1989 Bond Register to the successor Registrar and Paying Agent. The Series 1989 Bonds shall be executed in the name of the City by the manual or facsimile signature of the Mayor of the City and countersigned by the manual or facsimile signature of the Controller, and the official seal of the City shall be impressed or a facsimile thereof shall be printed on each of the Series 1989 Bonds and attested by the manual or facsimile signature of the City Clerk. In case any officer whose signature appears on the Series 1989 Bonds shall cease to be such officer before the delivery of such Series 1989 Bonds, such signature shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office until delivery thereof. Subject to the provisions for registration, the Series 1989 Bonds shall be negotiable under the laws of the State of Indiana. The Series 1989 Bonds shall be authenticated with the manual signature of an authorized representative of the Registrar and Paying Agent and no Series 1989 Bond shall be valid or obligatory for any purpose until the certificate of authentication on such Series 1989 Bond shall have been so executed. Section 4. The Series 1989 Bonds shall bear an original date which shall be the first day of the month in which the Series 1989 Bonds are to be delivered and each Series 1989 Bond shall also bear the date of its authentication. Series 1989 Bonds authenticated on or before July 15, 1989, shall be paid interest from the original date. Series 1989 Bonds authenticated after July 15, 1989, shall be paid interest from the interest payment date next preceding the date of authentication of such Series 1989 Bonds unless the Series 1989 Bonds are authenticated between the fifteenth day of the month preceding an interest payment date and the interest payment date, in which case interest thereon shall be paid from the next succeeding interest payment date. Each Series 1989 Bond shall be transferable or exchangeable only upon the Series 1989 Bond Registrar by the registered owner thereof in person, or by his attorney duly authorized in writing, upon surrender of such Series 1989 Bond together with a written instrument of transfer or exchange satisfactory to the Registrar and Paying Agent duly executed by the registered owner or his attorney duly authorized in writing, and thereupon a new fully registered Series 1989 Bond or Series 1989 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. Series 1989 Bonds may be -5- transferred or exchanged without cost to the registered owner, except for any tax or governmental charge required to be paid with respect to the transfer or exchange. The Registrar and Paying Agent shall not be required to transfer or exchange any Series 1989 Bond called for redemption or during the period from the fifteenth day of any calendar month immediately preceding an interest payment date to such interest payment date. The City and the Registrar and Paying Agent may treat and consider the person in whose name such Series 1989 Bonds are registered as the absolute owner thereof for all purposes including for the purpose of receiving payment of, or on account of, the principal and premium, if any, thereof and interest due thereon. In the event any Series 1989 Bond is mutilated, lost, stolen or destroyed, the City may execute and the Registrar and Paying Agent may authenticate a new Series 1989 Bond of like date, maturity and denomination as that mutilated, lost, stolen or destroyed, which new Series 1989 Bond shall be marked in a manner to distinguish it from the Series 1989 Bond for which it was issued, provided that, in the case of any mutilated Series 1989 Bond, such mutilated Series 1989 Bond shall first be surrendered to the City and Registrar and Paying Agent, and in the case of any lost, stolen or destroyed Series 1989 Bond there shall be first furnished to the City and the Registrar and Paying Agent evidence of such loss, theft or destruction satisfactory to the City and the Registrar and Paying Agent, together with indemnity satisfactory to them. In the event any such lost, stolen or destroyed Series 1989 Bond shall have matured, instead of issuing a duplicate Series 1989 Bond, the City and the Registrar and Paying Agent may, upon receiving indemnity satisfactory to them, pay the same without surrender thereof. The City and the Registrar and Paying Agent may charge the owner of such Series 1989 Bond with their reasonable fees and expenses in connection with the above. Every substitute Series 1989 Bond issued by reason of any Series 1989 Bond being lost, stolen or destroyed shall, with respect to such Series 1989 Bond, constitute a substitute contractual obligation of the City, whether or not the lost, stolen or destroyed Series 1989 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 Series 1989 Bonds duly issued hereunder. The Series 1989 Bonds and any bonds hereafter issued on a parity therewith, as to principal, premium, if any, and interest, shall be payable from and secured by an irrevocable pledge of and shall constitute a charge upon all the net revenues (herein defined as gross revenues 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) of the sewage works of the City of South Bend, including the existing works, the Improvements and all additions and improvements thereto and replacements thereof subsequently constructed or acquired; subject however, to the prior charge against and payment from said net revenues of the principal of and interest on the now outstanding 1971 Bonds. The City shall not be obligated to pay the bonds herein authorized or the premium, if any, or the interest thereon except from the net revenues of said 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. -6- Section 5. Series 1989 Bonds maturing on or after February 1, 1998, shall be subject to prior redemption on and after February 1, 1997, at the option of the City (to be exercised by the Board of Public Works) , on any date, in whole or in part, only in authorized denominations, in inverse order of maturity, and by lot (in such manner as the Registrar and Paying Agent shall determine) , within a maturity. Series 1989 Bonds so redeemed shall be redeemed on such redemption date at a price of 100% of the principal amount of the Series 1989 Bonds outstanding to be redeemed plus accrued interest to the redemption date on the principal amount to be redeemed, and without premium. Unless waived by any holder of Series 1989 Bonds to be redeemed, official notice of any such redemption shall be given by the Registrar and Paying Agent on behalf of the City by mailing a copy of an official redemption notice by registered or certified mail at least thirty (30) days and not more than sixty (60) days prior to the date fixed for redemption to the registered owner of the Series 1989 Bond or Series 1989 Bonds to be redeemed at the address shown on the Series 1989 Bond Register or such other address as is furnished in writing by such registered owner to the Registrar and Paying Agent; provided, however, that failure to give such notice by mailing, or any defect therein, with respect to any Series 1989 Bond shall not affect the validity of any proceedings for the redemption of other Series 1989 Bonds. All official notices of redemption shall be dated and shall state: (1) The redemption date, (2) The redemption price, (3) If less than all outstanding Series 1989 Bonds are to be redeemed, the identification (and, in the case of partial redemption, the respective principal amounts) of the Series 1989 Bonds to be redeemed, (4) That on the redemption date the redemption price will become due and payable upon each such Series 1989 Bond or portion therof called for redemption, and that interest thereon shall cease to accrue from and after said date, and (5) The place where such Series 1989 Bonds are to be surrendered for payment of the redemption price, which place of payment shall be the place provided for the payment of the principal of and premium, if any, on the Series 1989 Bonds. Prior to any redemption date, the City shall deposit with the Registrar and Paying Agent an amount of money sufficient to -7- pay the redemption price of all the Series 1989 Bonds or portions of the Series 1989 Bonds which are to be redeemed on that date. Official notice of redemption having been given as aforesaid, the Series 1989 Bonds or portions of the Series 1989 Bonds so to be redeemed shall, on the redemption date, become due and payable at the redemption price therein specified, and from and after such date (unless the City shall default in the payment of the redemption price) such Series 1989 Bonds or portions of the Series 1989 Bonds shall cease to bear interest. Upon surrender of such Series 1989 Bonds for redemption in accordance with said notice, such Series 1989 Bonds shall be paid by the Registrar and Paying Agent at the redemption price. Series 1989 Bonds redeemed in part may be exchanged for a Series 1989 Bond or Series 1989 Bonds of the same maturity in authorized denominations equal to the remaining principal amount. In addition to the foregoing notice, further notice may be given by the Registrar and Paying Agent as it deems appropriate by mail, publication or otherwise to registered securities depositories, national information services or others containing the above information and such further information as the Registrar and Paying Agent may deem appropriate, but no defect in said further notice, nor any failure to give all or any portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice therof is given as above described. Section 6. The form and tenor of the Series 1989 Bonds shall be substantially as follows (all blanks to be properly com- pleted prior to the printing of the Series 1989 Bonds): UNITED STATES OF AMERICA STATE OF INDIANA COUNTY OF ST. JOSEPH No. 89R-_ $ CITY OF SOUTH BEND, INDIANA SEWAGE WORKS REVENUE BOND OF 1989 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 as stated above, or registered assigns, solely out of the special revenue fund hereinafter referred to, the principal sum as stated above, on the Maturity Date stated above and to pay interest on said principal sum to the Registered Owner of this bond until the City's obligation with respect to the payment of said principal sum shall be discharged, at the rate per annum as specified above from the interest payment date immediately preceding the date of authentication of this bond, unless this bond is authenticated on or -8- before July 15, 1989, in which case the interest shall be paid from the Original Date stated above or unless this bond is authenticated between the 15th day of the month preceding an interest payment date and the interest payment date, in which case interest shall be paid from such interest payment date. Interest is payable commencing on August 1, 1989, and semiannually thereafter on February 1 and August 1 of each year. Interest shall be calculated on the basis of twelve (12) thirty day months for a three hundred sixty (360) day year. The principal of and premium, if any, on this bond are payable at the principal office of First Interstate Bank of Northern Indiana, N.A. in the City of South Bend, Indiana as Registrar and Paying Agent (which term shall include any successor Registrar and Paying Agent) . Interest on this bond shall be paid by check or draft mailed or delivered to the registered owner hereof at the address as it appears on the books kept by the Registrar and Paying Agent for the registration and for the transfer of the bonds (the "Series 1989 Bond Register") as of the 15th day of the month immediately preceding the interest payment date or at such other address as is provided to the Registrar and Paying Agent in writing by the Registered Owner. All payments on this bond shall be made in lawful money of the United States of America. This bond is one of an authorized issue of bonds of the City of South Bend, Indiana aggregating Nine Million Five Hundred Thousand Dollars ($9 , 500, 000) , numbered consecutively from 89R-1 upwards, issued for the purpose of providing funds to pay a portion of the cost of additions and improvements to the City's sewage works, pursuant to an Ordinance adopted by the Common Council of said City on December 12 , 1988 entitled "An Ordinance Concerning the Construction of Additions and Improvements to the Sewage Works Owned and Operated by the City of South Bend, Indiana, the Issuance of Additional Revenue Bonds to Provide the Cost Thereof, the Collection, Segregation and Distribution of the Revenues of said Works, the Safeguarding of the Interests of the Holders of said Bonds, and Other Matters Connected Therewith" (the "Ordinance") and in strict compli- ance with the provisions of IC 36-9-23, and the acts amendatory there- of and supplemental thereto. Pursuant to provisions of said Act and said Ordinance, the principal of and interest on this bond and all other bonds of said issue and any bonds hereafter issued ranking on a parity therewith, are payable solely from the Sewage Works Sinking Fund (heretofore created by Ordinance No. 3959 , adopted February 8 , 1954 , and maintained by Ordinance No. 5298, adopted on May 25, 1971) to be provided from the net revenues (herein defined as gross revenues 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) of the sewage works of the City of South Bend, including the additions and improvements constructed or acquired by the use of the proceeds of this bond and the issue of which it is a part, and all additions and improvements thereto and replacements thereof subsequently constructed or acquired; subject however to the prior payment from said Sinking Fund of the principal of and interest on certain "City of South Bend Sewage Works Revenue -9- Bonds, Second Series", dated July 1, 1971, now outstanding in the principal amount of One Million Two Hundred Five Thousand Dollars ($1,205, 000) , payable annually on October 1, 1989 and October 1, 1990 in accordance with the terms thereof, which bonds constitute a first lien against said net revenues. This bond, together with interest hereon, shall not constitute an indebtedness of the City of South Bend within the provisions and limitations of the Constitution of the State of Indiana, and the City shall not be obligated to pay this bond or the interest thereon except from said special fund provided from said net revenues. Subject to the provisions for registration, this bond is negotiable under the laws of the State of Indiana. The City of South Bend irrevocably pledges the entire net revenues of said sewage works, to the extent necessary for that purpose, to the prompt payment of principal of and interest on the bonds authorized by said Ordinance, of which this is one, any bonds hereafter issued on a parity therewith, and the other outstanding bonds hereinabove referred to. The City covenants that it will cause to be fixed, maintained, and collected such rates and charges for services 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, to provide for proper depreciation and improvement, and for the payment of the sums required to be paid into said Sinking Fund under the provisions of said Act and said Ordinance. In the event the City, or proper officers thereof shall fail or refuse to so fix, maintain and collect such rates or charges, or if there be a default in the 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 in said Act, and the acts amendatory thereof and supplemental thereto, including the right to have a receiver appointed to administer the works and to charge and collect rates sufficient to provide for the payment of this bond and the interest thereof. The City 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 meet (a) the interest on all bonds payable from the revenues of the sewage works as such interest shall fall due, (b) the necessary fiscal agency charges for paying the 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 terms and provisions of this bond are continued on the reverse side hereof. Such continued 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 by law and the Constitution of the State of Indiana to be done precedent to and in the execution, -10- issuance, sale and delivery of this bond have been properly done, happened and performed in regular and due form as prescribed by law, and that the issuance of this bond by the City of South Bend does not cause any constitutional or statutory limitations of indebtedness to be exceeded. This bond shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been duly executed by an authorized representative of the Registrar and Paying Agent. IN WITNESS WHEREOF, the City of South Bend, in St. Joseph County, State of Indiana, by ordinance of its Common Council, has caused this bond to be executed in its corporate name by the manual or facsimile signature of the Mayor of said City and countersigned by the manual or facsimile signature of the Controller of said City, and has caused the seal of said City to be impressed or a facsimile thereof to be printed hereon and attested by the manual or facsimile signature of its Clerk. CITY OF SOUTH BEND, INDIANA By: (Facsimile) Mayor Countersigned: (Facsimile) City Controller (Seal of the City) ATTEST: (Facsimile) City Clerk Registrar' s Certificate of Authentication This bond is one of the bonds described in the within mentioned Ordinance. FIRST INTERSTATE BANK OF NORTHERN INDIANA, N.A. , as Registrar By: Authorized Representative -11- (Reverse of Bond) This bond is one of an authorized issue of bonds of the City of South Bend, Indiana aggregating Nine Million Five Hundred Thousand Dollars ($9, 500, 000) , numbered consecutively from 89R-1 upwards, issued pursuant to an Ordinance adopted by the Common Council of said City on December 12 , 1988 entitled "An Ordinance Concerning The Construction of Additions and Improvements to the Sewage Works Owned and Operated by the City of South Bend, Indiana, the Issuance of Additional Revenue Bonds to Provide the Cost Thereof, the Collection, Segregation and Distribution of the Revenues of said Works, the Safeguarding of the Interests of the Holders of said Bonds, and Other Matters Connected Therewith" (the "Ordinance") and in strict compliance with the provisions of IC 36-9-23, and the acts amendatory thereof and supplemental thereto (the "Series 1989 Bonds") . Reference is hereby made to the Ordinance for a description of the nature and extent of the rights, duties and obligations of the owners of the Series 1989 Bonds and the City and the terms on which this bond is issued, and to all the provisions of the Ordinance to which the holder hereof by the acceptance of this bond assents. The City reserves the right pursuant to the terms and conditions of the Ordinance to authorize and issue additional bonds hereafter payable out of the revenues of the sewage works, ranking on a parity herewith or junior hereto for the purpose of financing the cost of completion of the project for which the Series 1989 Bonds were issued and future extensions and improvements to the sewage works. Series 1989 Bonds maturing on or after February 1, 1998, shall be subject to prior redemption on and after February 1, 1997, at the option of the City (to be exercised by the Board of Public Works), on any date, in whole or in part, only in authorized denominations in inverse order of maturity and by lot (in such manner as the Registrar and Paying Agent shall determine) , within a maturity. Series 1989 Bonds so redeemed shall be redeemed on such redemption date at a price of 100% of the principal amount of the Series 1989 Bonds outstanding to be redeemed plus accrued interest to the redemption date on the principal amount to be redeemed, and without premium. Unless waived by any holder of Series 1989 Bonds to be redeemed, official notice of any such redemption shall be given by the Registrar and Paying Agent on behalf of the City identifying the Series 1989 Bonds, by mailing a copy of an official redemption notice by registered or certified mail at least thirty (30) days and not more than sixty (60) days prior to the date fixed for redemption to the registered owner of the Series 1989 Bond or Series 1989 Bonds to be redeemed at the address shown on the Series 1989 Bond Register or such other address as is furnished in writing by such registered owner to the Registrar and Paying Agent; provided, however, that failure to give such notice by mailing, or any defect therein, with respect to any Series 1989 Bond shall not affect the validity of any proceedings for the redemption of other Series 1989 Bonds. -12- Prior to any redemption date, the City shall deposit with the Registrar and Paying Agent an amount of money sufficient to pay the redemption price of all the Series 1989 Bonds or portions of the Series 1989 Bonds which are to be redeemed on that date. Official notice of redemption having been given as aforesaid, the Series 1989 Bonds or portions of the Series 1989 Bonds so to be redeemed shall, on the redemption date, become due and payable at the redemption price therein specified, and from and after such date (unless the City shall default in the payment of the redemption price) such Series 1989 Bonds or portions of the Series 1989 Bonds shall cease to bear interest. Upon surrender of such Series 1989 Bonds for redemption in accordance with said notice, such Series 1989 Bonds shall be paid by the Registrar and Paying Agent at the redemption price. Series 1989 Bonds redeemed in part may be exchanged for a Series 1989 Bond or Series 1989 Bonds of the same maturity in authorized denominations equal to the remaining principal amount. In addition to the foregoing notice, further notice may be given by the Registrar and Paying Agent as it deems appropriate by mail, publication or otherwise to registered securities depositories, national information services or others containing the above information and such further information as the Registrar and Paying Agent may deem appropriate, but no defect in said further notice, nor any failure to give all or any portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as above described. In the manner provided in the Ordinance, the Ordinance and the rights and obligations of the City and of the owners of the Series 1989 Bonds may (with certain exceptions as stated in the Ordinance) be modified or amended with the consent of the owners of at least sixty (60%) percent in aggregate principal amount of outstanding Series 1989 Bonds exclusive of Series 1989 Bonds, if any, owned by the City. This bond is transferable or exchangeable only upon the Series 1989 Bond Register by the registered owner hereof 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 and Paying Agent duly executed by the registered owner or his attorney duly authorized in writing and thereupon a new fully registered bond or bonds of the same aggregate principal amount and of the same maturity shall be executed and delivered in the name of the transferee and transferees or to the registered owner, as the case may be, in exchange therefore. This bond may be transferred or exchanged without cost to the registered owner, except for any tax or governmental charge required to be paid with respect to the transfer or exchange. The Registrar and Paying Agent shall not be required to transfer or exchange this bond if it is called for redemption or during the period from the 15th day of any calendar month immediately preceding an interest payment date to such interest payment date. The City and the Registrar and Paying Agent for this bond may treat and consider the person in whose name this bond is re- gistered as the absolute owner hereof for all purposes including for -13- the purpose of receiving payment of, or on account of, the principal and premium, if any, hereof and interest due hereon. The bonds maturing in any one year are issuable only in fully registered form in the denomination of Five Thousand Dollars ( $5 , 000 ) or any integral multiples thereof not exceeding the aggregate principal amount of the bonds maturing in such year. In the event this bond is mutilated, lost, stolen or destroyed, the City may execute and the Registrar and Paying Agent may authenticate a new bond of like date, maturity and denomination as this bond, which new bond shall be marked in a manner to distinguish it from this bond; provided that, in the case of this bond being mutilated, this bond shall first be surrendered to the City and the Registrar and Paying Agent, and in the case of this bond being lost, stolen or destroyed, there shall first be furnished to the City and the Registrar and Paying Agent evidence of such loss, theft or destruction satisfactory to the City and the Registrar and Paying Agent, together with indemnity satisfactory to them. In the event that this bond, being lost, stolen or destroyed, shall have matured, instead of issuing a duplicate bond, the City and the Registrar and Paying Agent may, upon receiving indemnity satisfactory to them, pay this bond without surrender hereof. The City and the Registrar and Paying Agent may charge the owner of this bond with their reasonable fees and expenses in connection with the above. Every substitute bond issued by reason of this bond being lost, stolen or destroyed shall, with respect to this bond, constitute a substitute contractual obligation of the City, whether or not this bond, being lost, stolen or destroyed shall be found at any time, and shall be entitled to all the benefits of the Ordinance, equally and proportionately with any and all other bonds duly issued thereunder. 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 the registered owners of 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 cause the registered owner of this bond, if then outstanding, to be notified, by first- class mail of the removal of the Registrar and Paying Agent. Notices to registered owners of bonds shall be deemed to be given when mailed by first-class mail to the addresses of such registered owners as they appear in the registration books kept by the Registrar and Paying Agent. If this bond shall have become due and payable in accordance with its terms or this bond or a portion hereof shall have been duly called for redemption or irrevocable instructions to call this bond or a portion hereof for redemption shall be given and the whole amount of the principal and the premium, if any, and interest, so due -14- and payable upon this bond or such portion hereof shall be paid, or (i) sufficient monies, or (ii) direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by the United States of America the principal of and the interest on which when due will provide sufficient monies for such purpose, or (iii) time certificates of deposit of a bank or banks, fully secured as to both principal and interest by obligations of the kind described in (ii) above, the principal of and interest on which when due will provide sufficient monies for such purpose, shall be held in trust for such purpose, then and in that case this bond or such portion hereof shall no longer be deemed outstanding or an indebtedness of the City. The following abbreviations, when used in the inscription of the face of this bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN. COM. as tenants in common TEN. ENT. as tenants by the entirety JT. TEN. as joint tenants with right of survivorship and not as tenants in common UNIF. GIFT MIN. ACT Custodian (Cust. ) (Minor) under Uniform Gifts to Minors Act of (State) Additional abbreviations may also be used although not in the above list. Assignment For value received, the undersigned hereby sells, assigns and transfers unto (Please print or typewrite name and address of transferee) this bond and all rights hereunder and hereby irrevocably constitutes and appoints attorney, to transfer this bond on the books kept for the registration hereof with full power of substitution in the premises. Date: Notice: The signature above must correspond with the name of the registered owner as it appears on the front of this bond in every particular without alteration or enlargement or any change whatsoever. ) -15- Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. Section 7. The City Controller is hereby authorized and directed to have the Series 1989 Bonds prepared. After said Series 1989 Bonds have been properly executed, the City Controller shall deliver the same 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 said Series 1989 Bonds the City 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 Series 1989 Bonds to such purchaser and take the purchaser ' s receipt for the Series 1989 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 therefore, which shall not be less than Ninety-Seven and Five Tenths per cent (97.5%) of the face value of said Series 1989 Bonds, plus accrued interest from the date thereof to the date of delivery. If the Treasurer of St. Joseph County is not available, then the Controller shall deliver the Series 1988 Bonds to the purchaser, and deliver the proceeds to the Treasurer of St. Joseph County. The Controller and the Treasurer of St. Joseph County shall then report the proceedings to the Common Council of the City. The Series 1989 Bonds herein authorized, when fully paid for and delivered to the purchaser, shall be binding special revenue obligations of the City, payable out of the revenues of the City's sewage works to be set aside into the Sewage Works Sinking Fund as herein provided, and the proceeds derived from the sale of said Series 1989 Bonds shall be and are hereby set aside for application to the cost of acquisition and construction of the Improvements and the expenses necessarily incurred in connection therewith and on account of or in connection with the issuance of said Series 1989 Bonds. The proper officers of the City are hereby directed to do all acts and things which may be necessary to carry out the provisions of this Ordinance. Section 8. Prior to the sale of said Series 1989 Bonds the City Controller shall cause to be published a notice of such sale two (2) times at least one week apart in the South Bend Tribune and The Tri-County News published in the City of South Bend, Indiana, the first publication made at least fifteen (15) days before the date of the sale, and the second publication made at least three (3) days before the date of the sale. Said notice, or a summary of the terms thereof, may be published in The Indianapolis Commercial, published in Indianapolis, Indiana and The Bond Buyer, published in New York, New York and/or other newspapers at the discretion of the Controller. The bond sale notice shall state the time and place of sale, the character and amount of the Series 1989 Bonds, the maximum -16- rate of interest thereon, the maturities thereof, the purpose for which the bonds are being issued, the terms and conditions upon which bids will be received and the sale made, and such other information as the City Controller and the attorneys employed by the City shall deem advisable and as provided by the Act. Said notice shall provide, among other things, that each bid shall be accompanied by a certified or cashier's check in the amount of Ninety-Five Thousand Dollars ($95, 000) to guarantee performance on the part of the bidder, and that in the event the successful bidder shall fail or refuse to accept delivery of the Series 1989 Bonds and pay for the same within the time fixed in the notice of sale, then said check and the proceeds thereof shall be the property of the City and shall be considered as its liquidated damages on account of such default. All bids for the Series 1989 Bonds shall be sealed and shall be presented to the City Controller at her office. Bidders for said Series 1989 Bonds shall be required to name the rate or rates of interest which the Series 1989 Bonds are to bear, not exceeding the maximum rate hereinbefore fixed. Such interest rate or rates shall be in multiples of one-eighth (1/8) or one-twentieth (1/20) of one percent (1%) . Bids specifying more than one interest rate shall also specify the amount and maturities of the Series 1989 Bonds bearing each rate, but all Series 1989 Bonds maturing on the same date shall bear the same interest rate. The interest rate on Series 1989 Bonds of a given maturity must be at least as great as the interest rate on Series 1989 Bonds of any earlier maturity. The Series 1989 Bonds shall be awarded by the City Controller to the highest qualified bidder who has submitted his bid in accordance with the terms of this Ordinance and the notice of sale. The highest bidder will be the one who offers the lowest net interest cost to the City, to be determined by computing the total interest on all of the Series 1989 Bonds from the date thereof to the date of maturity and deducting therefrom the premium bid, if any, or adding thereto the amount of any discount, if any. No bid for less than Ninety-Seven and Five Tenths percent (97 . 5%) of the par value of said Series 1989 Bonds, plus accrued interest at the rate or rates named to the date of delivery, shall be considered. The right to reject any and all bids shall be reserved. In the event an acceptable bid is not received on the date fixed in the notice, the City Controller shall be authorized to continue the sale from day to day for a period of not to exceed thirty (30) days without readvertisement, but during such continuation no bid shall be accepted which is lower than or equal to the highest bid offered at the advertised sale. Prior to the delivery of the Series 1989 Bonds, the City Controller shall be authorized to obtain a legal opinion as to the validity of the Series 1989 Bonds from Baker & Daniels, acting as bond counsel for the City, and to furnish such opinion to the purchaser of the Series 1989 Bonds. The fee of such bond counsel shall be considered as a part of the cost of the project on account of which the Series 1989 Bonds are issued, and shall be paid out of the proceeds of said Series 1989 Bonds. Section 9. The Series 1989 Bonds herein authorized, when fully paid for and delivered to the purchaser, shall be valid and -17- binding special revenue obligations of the City, payable solely out of the revenues of the City of South Bend Sewage Works to be fixed and set aside into the hereinafter referenced Sinking Fund, and the proceeds derived from the Series 1989 Bonds shall be and hereby are set aside for application by the City solely to the payment of the cost of acquiring and constructing the Improvements, together with expenses incidental thereto, including expenses in connection with the issuance of the Series 1989 Bonds. The proper officers of the City are hereby authorized and directed to draw all proper and necessary warrants and to do whatever acts and things may be necessary or appropriate in their judgment to carry out the provi- sions of this Ordinance. Section 10. The first proceeds of the Series 1989 Bonds shall be used to repay all amounts advanced by the City for preliminary expenses in accordance with the Act. Any accrued interest, premium and unused discount received at the time of the delivery of the Series 1989 Bonds shall be placed in the Capitalized Interest Fund described below. The remaining proceeds from the sale of the Series 1989 Bonds shall be deposited in a special fund to be designated as the "City of South Bend Sewage Works Construction Fund" (the "Construction Fund") less an amount equal to the difference between those interest payments becoming due and payable on August 1, 1989, February 1, 1990 and August 1, 1990 on the Series 1989 Bonds and such accrued interest, premium and unused discount, which amount, together with such accrued interest, premium and unused discount shall be deposited in a special fund to be designated as the "Series 1989 Bonds Sewage Works Capitalized Interest Fund" (the "Capitalized Interest Fund") and used to pay interest becoming due and payable on the Series 1989. Bonds on such dates, with such accrued interest, premium and unused discount to be applied first commencing with that interest payment due on August 1, 1989. Both such funds shall be in the custody and under the control of the Board of Public Works and shall be deposited with a legally qualified depository or depositories for funds of the City as provided by law and shall be segregated and kept separate and apart from all other funds of the City and may be invested as permitted by law. The money in the Construction Fund shall be expended only for the purpose of paying the cost of acquiring and constructing the Improvements together with expenses incidental thereto, including expenses in connection with the issuance of the Series 1989 Bonds and any other costs as set forth in the Act. Any balances in the Construction Fund after the completion of the acquisition and construction of the Improvements which are not required to meet unpaid obligations incurred in connection with the acquisition and/or construction of the Improvements together with expenses incidental thereto, including expenses in connection with the issuance of the Bonds, shall be deposited in the Sewage Works Sinking Fund and used solely for the purposes of that fund as provided for herein. Subject to the approval of the Board of Public Works, the City Controller shall be authorized to invest, subject to the provisions of IC 5-13 as may be amended from time to time, and subject to Section 148 of the Code as defined below, as may be amended from time to time, the funds in said Construction Fund and -18- other funds hereunder. Any interest or other accretions derived from any such investment shall become a part of the funds invested unless not required for the purpose of such funds in which case such interest and other accretions shall, subject to the requirements of Section 148 of the Code as defined below, be deposited into the hereinbelow described Sinking Fund. In conformity with the pro- visions of the governing statutes, the holders of said Series 1989 Bonds shall be entitled to a lien on the proceeds of the Series 1989 Bonds until the same are applied to the costs of the acquisition and contruction of the Improvements as provided for herein. Section 11. All of the revenues derived from the operation of the City's sewage works shall be segregated and kept in a special fund, separate and apart from all other funds of the City. Out of this fund all proper and reasonable expenses of operation, repair and maintenance of the works shall be paid, and the requirements of the funds and accounts designated hereunder shall be provided. Section 12 . The special fund designated "Sewage Works Sinking Fund, " created by Ordinance No. 3959, adopted on February 8, 1954 for the payment of the Sewage Works Revenue Bonds, dated April 1, 1954, and maintained by Ordinance No. 5298 adopted on May 25, 1971, for the payment of the 1971 Bonds is hereby designated and constituted as the special fund for the payment of the interest on and principal of the bonds authorized by this Ordinance and the payment of any fiscal agency charges in connection with the payment of the bonds and interest thereon. Said fund shall be continued until all of the bonds issued under said prior ordinances and this Ordinance have been paid. There shall be set aside and paid into said Sinking Fund monthly, as available, a sufficient amount of the net revenues of said sewage works for the payment of (a) the interest on all bonds which by their terms are payable from the revenues of the sewage works, as such interest shall fall due, (b) the necessary fiscal agency charges for paying said bonds and interest, (c) the principal of all bonds which by their terms are payable from the revenues of the sewage works, as such principal shall fall due, and (d) an additional amount as a margin of safety and for the payment of premiums upon bonds redeemed by call or purchase, which margin, together with any unused surplus of such margin carried forward from the preceding year, shall equal not less than ten percent (10%) of all other amounts so required to be paid into said Sinking Fund; provided, however, that the 1971 Bonds shall have priority in respect to the payment of interest and principal from the funds in said Sewage Works Sinking Fund. The term "net revenues" as used in this section shall be construed to mean the revenues remaining after the costs of operation, maintenance and repair have been paid. The monthly payments into said Sinking Fund shall be in an amount equal to at least one-twelfth (1/12) of the amount required for such payments during the then next succeeding twelve (12) calendar months and shall continue until such time as said fund shall contain an amount sufficient to pay all of the bonds then outstanding, together with the interest thereon to the dates of maturity thereof. In addition to said required monthly payments into the Sewage Works Sinking Fund, all of the net revenues of said sewage works not used in making said required Sinking Fund payments shall be set aside and -19- paid into said Sinking Fund monthly, as available, until there has been accumulated in said Sinking Fund an amount sufficient to meet the requirements of that fund for the then next succeeding twelve (12) calendar months, which amount shall be the maximum amount required to be maintained at any time in said Sinking Fund. In no event shall any part of the Sewage Works Sinking Fund be used in calling bonds for redemption prior to maturity, except to the extent that the amount then in said Sinking Fund exceeds the amount required to pay the principal of the bonds payable therefrom 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 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 Board of Public Works. Monies in said Sinking Fund shall not be used for any other purpose whatsoever except as provided in this Ordinance. Section 13 . In the event all required payments into the Sewage Works Sinking Fund have been met to date and there has been accumulated in said Sewage Works Sinking Fund an amount sufficient to meet the requirements of said Sinking Fund for the then next succeeding twelve (12) calendar months, and (1) funds in an amount sufficient for the operation, repair, and maintenance of the works for the next succeeding twelve (12) calendar months have been accumulated and reserved for that purpose and deposited in a fund hereby designated as the "Sewage Works Operation and Maintenance Reserve Fund" (the "Operation and Maintenance Reserve Fund") , and (2) the requirements of Ordinance No. 3959 as to the Sewage Works Depreciation Fund have been met, then any excess revenues of the sewage works available may be placed in the fund designated as the "Sewage Works Improvement Fund", created by said ordinance, and be used to pay the cost of additions and extensions to the sewage works. No revenues of the sewage works shall be deposited in or credited to the Sewage Works Depreciation Fund or Sewage Works Improvement Fund which will interfere with the requirements of the Sewage Works Sinking Fund or with the requirements as to reserving funds for the operation, maintenance and repair of the sewage works. Section 14 . When the 1971 Bonds shall have matured and all principal and interest payments on said bonds have been made, or funds in an amount sufficient to pay when due at maturity the principal of all of the 1971 Bonds then outstanding, together with the interest thereon to the date of maturity thereof (the "Defeasance Amount") have been deposited with a financial institution appointed by the City as escrow trustee for purposes of holding the Defeasance Amount in trust for the holders of the 1971 Bonds and making, when due, all required principal and interest payments on said 1971 Bonds, then the provisions of Section 12 herein shall no longer be appli- cable to the Series 1989 Bonds and the provisions of this section shall be applicable and in full force and effect for the Series 1989 Bonds and any additional bonds issued pursuant to the provisions of this Ordinance. -20- The special fund designated "Sewage Works Sinking Fund", created by Ordinance No. 3959 , adopted on February 8, 1954 and maintained by Ordinance No. 5298 adopted on May 25, 1971, for the payment of the 1971 Bonds is hereby designated and constituted as the special fund for the payment of the interest on and principal of the Series 1989 Bonds and the payment of any fiscal agency charges in connection with the payment of the bonds and interest. Said fund shall be continued until all of the bonds issued under this Ordinance have been paid. The Sinking Fund shall consist of a Debt Service Account and a Reserve Account. There shall be set aside and paid into the Debt Service Account of said Sinking Fund monthly, as available, a sufficient amount of the net revenues of said sewage works for the payment of (a) the interest on all bonds which by their terms are payable from the revenues of the sewage works, as such interest shall fall due, (b) the necessary fiscal agency charges for paying said bonds and interest and (c) the principal of all bonds which by their terms are payable from the revenues of the sewage works, as such principal shall fall due. The term "net revenues" as used in this section shall be construed to mean the gross revenues remaining after the monthly costs of operation, maintenance and repair have been paid but not including depreciation or payments in lieu of taxes. The monthly payments into said Sinking Fund shall be in an amount equal to at least one-sixth (1/6th) of the amount required for the interest on all bonds which by their terms are payable from the revenues of the sewage works during the next succeeding six (6) calendar months and an amount equal to one-twelfth (1/12th) of the amount required for such payments during the next succeeding twelve (12) calendar months for the hereinabove described purposes other than interest payments. All of the net revenues of the sewage works not used in making the required Debt Service Account payments shall next be set aside as available and paid into the Reserve Account monthly in an amount at least equal to the maximum annual debt service on the Series 1989 Bonds multiplied by a fraction the numerator of which is one (1) and the denominator of which is the number of whole months remaining from the date of the earlier of maturity or defeasance of the 1971 Bonds to January 1, 1991 until there has been accumulated in said Reserve Account an amount equal to said maximum annual debt service. In no event shall any part of the Sewage Work Sinking Fund be used in calling the Series 1989 Bonds for redemption prior to maturity, except to the extent that the amount then in said Sinking Fund exceeds the amount required to pay the principal of the Series 1989 Bonds payable therefrom which will mature within a period of twelve (12) calendar months next following the date of such redemp- tion, together with all interest on the Series 1989 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 Board of Public Works. Monies in said Sinking Fund shall not be used for any other purpose whatsoever except as provided in this Ordinance. -21- Section 15. When the 1971 Bonds shall have matured and all interest and principal payments on said bonds have been made, or the Defeasance Amount has been deposited with the escrow trustee as provided for herein, the provisions of Section 13 herein shall no longer be applicable to the Series 1989 Bonds and the provisions of this section shall be applicable and in full force and effect for the Series 1989 Bonds and any additional bonds issued pursuant to the provisions of this Ordinance. The Sewage Works Depreciation Fund created by Ordinance No. 3959 shall be terminated and all amounts in said fund at the time of termination shall be placed in the fund designated as the "Sewage Works Improvement Fund" created by said ordinance. In the event all required monthly payments into the Sewage Works Sinking Fund have been met to date, then any excess revenues of the sewage works shall be placed monthly as available in the fund hereby designated as the "Operation and Maintenance Reserve Fund" 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 ( including depreciation and payments in lieu of taxes) multiplied by a fraction the numerator of which is one and the denominator of which is the number of whole months from the earlier of maturity or defeasance of the 1971 Bonds to January 1, 1991, provided that on January 1, 1991 sufficient revenues shall have been deposited, to the extent available, in such fund so that the balance in such fund shall equal one-fourth (1/4) of the then current annual budget for operation, repair and maintenance of the sewage works and thereafter deposits to such fund shall be made, to the extent revenues are available, in an amount sufficient to maintain a reserve 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 may be placed in the fund designated as the "Sewage Works Improvement Fund", created by Ordinance No. 3959 , 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 Sewage Works Sinking Fund or the Operation and Maintenance Reserve Fund. In the event of any deficiency at any time in the Sewage Works Sinking Fund for the purposes of paying the interest on or principal of the Series 1989 Bonds or such additional bonds as authorized herein or any required fiscal agency charges, funds may be withdrawn from the Operation and Maintenance Reserve Fund and the Sewage Works Improvement Fund for deposit into said Sinking Fund in the amount of such deficiency. Additionally, funds may be transferred from the Sewage Works Improvement Fund to the Operation and Maintenance Reserve Fund as may be required by the purposes of such fund. -22- Section 16. All revenues received on account of the sewage works shall be segregated and kept in a special fund separate and apart from all other funds of the City. 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 all disbursements made therefrom on account of the operation of the works, to meet the requirements of the Sewage Works Sinking Fund, also all other financial transactions relating to said works, including the amounts set aside or credited to the Sewage Works Depreciation Fund, until terminated as provided for hereinabove, the Operation and Maintenance Reserve Fund and the Sewage Works Improvement Fund, and the cash balances in each of said funds as of the close of the preceding fiscal year. There shall be prepared and furnished upon written request to the original purchaser of the Series 1989 Bonds and to any subsequent holder of the bonds at the time then outstanding, not more than ten (10) months after the close of each fiscal year, operating income and expense and balance sheet statements of the sewage works, covering the preceding fiscal year, which annual statements shall be certified by the City Controller, or the person charged with the duty of auditing the books and records relating to said works, or be prepared by an independent certified public accountant retained for that purpose. Copies of all such statements and reports shall be kept on file in the office of the City Controller. Any holder or holders of the bonds then outstanding shall have the right at all reasonable times to inspect the sewage 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 17 . The City shall, by ordinance of the Common Council, maintain just and equitable rates or charges for the use of and the services rendered by the 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 Sewage Works Sinking Fund by said governing Act. Such rates or charges shall, if necessary, be changed and readjusted from time to time so that the revenues therefrom shall always be sufficient to meet the expenses of operation, repair and maintenance, depreciation and improvement, and the requirements of the Sewage Works Sinking Fund. In no event shall the annual gross revenues of the sewage works after the payment of the expenses of operation, repair and maintenance (but not including depreciation and payments in lieu of taxes) be less than One Hundred and Twenty-Five percent (125%) of the annual interest and principal requirements of the Series 1989 Bonds and said additional bonds. Section 18. If the proceeds of the Series 1989 Bonds plus the amount of the Grants awarded are less than the cost of the sewage works to be financed in part hereunder, the City reserves the right to issue additional revenue bonds to provide the amount of the -23- deficit and costs associated therewith including the cost of issuing such additional revenue bonds (the "Completion Bonds") . Unless the context otherwise requires, such additional revenue bonds shall be considered part of the issue of the Series 1989 Bonds and are entitled to payment from the same fund, without priority for the Series 1989 Bonds. In addition, 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 bonds authorized by this ordinance, for the purpose of financing the cost of future additions, extensions and improvements to the sewage works. In the event any parity bonds are issued pursuant to this Section 18 , the term "bonds" in this Ordinance shall, unless the context otherwise requires, be deemed to refer to the bonds authorized to be issued by this Ordinance and such parity bonds and other changes may be made herein as required to reflect the issuance of such parity bonds. The authorization and issuance of parity bonds (other than Completion Bonds) shall be subject to the following conditions precedent: (a) The interest on and principal of all bonds payable from the revenues of the sewage works shall have been paid to date. (b) All deposits in the Sewage Works Sinking Fund required by Ordinance No. 5298, adopted May 25, 1971, and by this Ordinance, shall have been made. (c) (i) The net operating revenues of the sewage works in the fiscal year immediately preceding the issuance of any such bonds ranking on a parity with the bonds authorized by this Ordinance shall not be 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 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. (ii) The anticipated net revenues of the sewage works shall be sufficient to provide, within forty-eight (48) months of the issuance of such parity bonds, a balance in the Reserve Account at least equal to the maximum annual interest and principal requirements of the then outstanding bonds and the additional parity bonds proposed to be issued. (iii) For the 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 February 1 and the interest semiannually on February 1 and August 1 in the years in which principal and interest are payable. -24- (e) The date of earliest redemption in advance of maturity of additional parity bonds issued pursuant to this section shall be no earlier than February 1, 1997: Section 19. For the purpose of further safeguarding the interests of the holders of the bonds herein authorized, it is specifically provided as follows: (a) All contracts let by the City in connection with the acquisition and construction of the Improvements to the sewage works shall be let after due advertisement as required by the laws of the State of Indiana, and all contractors shall be required to furnish surety bonds in an amount equal to at least one hundred percent (100%) of the amount of such contracts, to insure the completion of said contracts in accordance with their terms, and such contractors shall also be required to carry such employers' liability and public liability insurance as are required under the laws of the State of Indiana in the case of public contracts, and shall be governed in all respects by the laws of the State of Indiana relating to public contracts. (b) The works shall be constructed under the supervision and subject to the approval of Tenech Engineers, or such other competent engineers as shall be designated by the Board of Public Works. All estimates for work done or material furnished shall first be checked by the engineer and approved by the Board of Public Works. (c) 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. (d) So long as any of the bonds herein authorized 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. 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. (e) So long as any of the bonds herein authorized 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 the proper operation and maintenance of the works. (f) Except as otherwise provided in Section 18 of this Ordinance, so long as any of the bonds herein authorized are outstanding, no additional bonds or other obligations pledging any portion of the revenues of said 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 bonds herein authorized, unless all of the bonds herein authorized are redeemed -25- and retired coincidentally with the delivery of such additional bonds or other obligations, or, as provided in section 20 herein, funds sufficient to effect such redemption are available and set aside for that purpose at the time of issuance of such additional bonds. (g) The City shall take all actions or proceedings necessary and proper to require connection of all property where liquid and solid waste, sewage, night soil, or industrial waste is produced, with available sanitary sewers; and further take necessary action to regulate the use of public and private sewers and drains. The City shall, insofar as possible, cause all such sanitary sewers to be connected with said sewage works. (h) The provisions of this Ordinance shall constitute a contract by and between the City of South Bend and all the holders of the bonds herein authorized, and after the issuance of said bonds this Ordinance shall not be repealed or amended in any respect which will adversely affect the rights of the holders of said bonds, nor shall the Common Council or other body of the City adopt any law, ordinance or resolution which in any way adversely affects the rights of such holders so long as any of said bonds or the interest thereon remains unpaid. (i) The provisions of this Ordinance shall be construed to create a trust in the proceeds of the sale of the Series 1989 Bonds herein authorized for the uses and purposes herein set forth, and the holders of the Series 1989 Bonds shall retain a lien on such proceeds until the same are applied in accordance with the provisions of this Ordinance and of said governing Act. 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 Sewage Works Sinking Fund for the uses and purposes of said fund as in this Ordinance set forth. The holders of said bonds shall have all of the rights, remedies and privileges set forth in the pro- visions of the governing Act hereinbefore referred to, including the right to have a receiver appointed to administer said sewage works, in the event of default in the payment of the principal of or interest on any of the bonds herein authorized not cured within a period of thirty (30) days. Section 20. If, when the Series 1989 Bonds or a 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 Series 1989 Bonds or a portion thereof for redemption shall have been given, and the whole amount of the prin- cipal of and premium, if any, and interest so due and payable upon all of the Series 1989 Bonds or a portion therof then outstanding shall be paid or (i) sufficient monies, or (ii) direct obligations of, or obligations the principal of and interest on which are uncon- ditionally guaranteed by, the United States of America, the principal of and the interest on which when due will provide sufficient monies for such purpose, or (iii) time certificates of deposit of a bank or banks fully secured as to both principal and interest by obligations of the kind described in (ii) above, the principal of and interest on which when due will provide sufficient monies for such purpose, shall -26- be held in trust for such purpose, and provision shall also have been made for paying all fees and expenses in connection with the redemption, then and in that case the Series 1989 Bonds or such portion thereof issued hereunder shall no longer be deemed outstanding or an indebtedness of the City. Section 21 . To the extent necessary to preserve the exclusion from gross income of interest on the Series 1989 Bonds under federal law, the City on behalf of itself and the Board of Public Works represents, covenants and agrees that: (a) No person or entity or any combination thereof, other than the City and the Board of Public Works, will use proceeds of the Series 1989 Bonds or property financed by said proceeds other than as a member of the general public. No person or entity or any combina- tion thereof, other than the City and the Board of Public Works, will own property financed by the Series 1989 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 a take-or-pay or other type of output contract or any other type of arrangement that differentiates that persons's or entity's use of such property from the use by the public at large of such property; (b) No Series 1989 Bond proceeds will be loaned to any entity or person. No Series 1989 Bond proceeds will be transferred directly, or indirectly transferred or deemed transferred to a person other than a governmental unit in a fashion that would in substance constitute a loan of said Series 1989 Bond proceeds; (c) Neither the City nor the Board of Public Works will take any action or fail to take any action with respect to the Series 1989 Bonds that would result in the loss of the exclusion from gross income for federal tax purposes of interest on the Series 1989 Bonds pursuant to Section 103 (a) of the Internal Revenue Code of 1986 (the "Code") , as in effect on the date of delivery of the Series 1989 Bonds, nor will the City or the Board of Public Works act in any manner which would adversely affect such exclusion. The City and the Board of Public Works further covenant that they will not make any investment or do any other act or thing during the period that any Series 1989 Bond is outstanding hereunder which would cause any Series 1989 Bond to be an "arbitrage bond" within the meaning of Section 148 of the Code and the regulations applicable thereto. The City and the Board of Public Works shall comply with the arbitrage rebate requirements under Section 148 of the Code to the extent applicable; and (d) All officials, officers, members, employees and agents of the City and the Board of Public Works are authorized and directed to provide certifications of facts and estimates that are material to the reasonable expectations of the City and the Board of Public Works as of the date the Series 1989 Bonds are issued, to enter into cove- nants on behalf of the City and the Board of Public Works evidencing the commitments made herein and to do all such other acts necessary or appropriate to carry out this Ordinance, including preparation of and execution of preliminary and final official statements describing -27- the Series 1989 Bonds and matters related thereto. In particular, all or any officials, officers, members, employees and agents of the City and the Board of Public Works are authorized to certify and/or enter into covenants for the City and the Board of Public Works regarding the facts and circumstances and reasonable expectations of the City and the Board of Public Works on the date the Series 1989 Bonds are issued and the commitments made by the City and the Board of Public Works herein regarding the amount and use of the proceeds of the Series 1989 Bonds. Section 22. Notwithstanding any other provisions of this Ordinance, the covenants and authorizations contained in this Ordinance ("Tax Sections") which are designed to preserve the exclusion of interest on the Series 1989 Bonds from gross income under federal law ("Tax Exemption") need not be complied with if the City receives an opinion of bond counsel that any Tax Section is unnecessary to preserve the Tax Exemption. Section 23. The following are the rates and charges to the several classes of users or property to be served by the works as of the date hereof: All Class I Users (1) The sewage rates and charges shall be based on the quantity of water used on or in the property or premises subject to such rates and charges as the same is measured by the water meter there in use, plus a base charge based on the size of water meter installed except as herein otherwise provided. For the purpose of billing and collecting the charges for sewage service, the water meters shall be read monthly and the users shall be billed each month (or period equaling a month) . The water usage schedule on which the amount of said rates and charges shall be determined is as follows: Treatment rate per 100 cubic feet of usage per month: User Debt Charge Service Total $ .59 $ 0. 15 $ 0. 74 plus base rate per month: Water Meter 5/8" $ 5. 66 $ 2 .24 $ 7. 90 3/4" 7.52 3 . 13 10. 65 1" 12 .60 5. 60 18.20 1-1/4" - 1-1/2" 27.85 13. 00 40.85 2" 47.24 22 .41 69. 65 3" 107. 30 51.70 159. 00 4" 190.46 92. 04 282 .50 6" 426. 08 206.42 632.50 8" 758.72 368.28 1,127. 00 10" 1, 183 .76 574.24 1,758. 00 12" 1,705.82 827. 18 2,533 . 00 -28- (2) For users of the sewage works that are unmetered water users or accurate meter readings are not available, the monthly charge shall be determined by equivalent single family dwelling units, except as herein provided. Sewage service bills shall be rendered once each month (or period equaling a month) . The schedule on which said rates and charges will be determined is as follows: Monthly Rate User Debt Charge Service Total Residential: Single family dwelling unit $ 9.79 $ 3 . 30 $ 13 . 09 (3) For the service rendered to the City of South Bend said City shall be subject to the same rates and charges established in harmony therewith. (4) In order to recover the cost of monitoring industrial wastes, the City shall charge the user not less than $100. 00 per sampling event plus the actual cost for collecting and analyzing the sample (s) as determined by the City or by an independent laboratory. This charge will be reviewed on the same basis as all other rates and charges in this ordinance. (c) All Class II Users (Wholesale Users) (1) Billing for sewage services shall be in accordance with the executed intermunicipal contract for wastewater treatment services. (d) All Class III Users (Clay Service Area) (1) The sewage rates and charges shall be based on the quantity of water used on or in the property or premises subject to such rates and charges as the same is measured by the water meter there in use, plus a base charge based on the size of water meter installed except as herein otherwise provided. For the purpose of billing and collecting the charges for sewage service, the water meters shall be read monthly and the users shall be billed each month (or period equaling a month) . The water usage scheduled on which the amount of said rates and charges shall be determined as follows: Treatment rate per 100 cubic feet of usage per month: User Clay Area Charge Debt Service Total $ .74 $ 0. 26 $ 1. 00 -29- plus base rate per month: User Clay Area Water Meter Charge Debt Service Total 5/8" $ 7.90 $ 2 .90 $ 10.80 3/4" 10.65 4. 10 14.75 1" 18.20 7.25 25.45 1 1/2" 40.85 16.85 57.70 2" 69.65 29. 00 98. 65 3" 159.00 66.70 255.70 4" 282 .50 118.90 401.40 6" 632.50 266.80 899. 30 8" 1, 127. 00 475. 60 1, 602 . 60 10" 1,758.00 742 .40 2,500.40 12" 2,533 .00 1, 070.10 3, 603 . 10 (2) For users of the sewage works that are unmetered water users or if accurate meter readings are not available, the monthly charge shall be determined by equivalent single family dwelling units, except as herein provided. Sewage service bills shall be rendered once each month (or period equaling a month) . The schedule on which said rates and charges will be determined is as follows: Monthly Rate User Clay area Charge Debt Service Total Residential: Single family dwelling unit $ 13 .12 $ 4.75 $17.85 (3) In order to recover the cost of monitoring industrial wastes, the City shall charge the user not less than $ 100. 00 per sampling event plus the actual cost for collecting and analyzing the sample(s) as determined by the City or by an independent laboratory. This charge will be reviewed on the same basis as all other rates and charges in this ordinance. Heavy Demand Surcharge. (a) In order that the rates and charges may be justly and equitably adjusted to the service rendered to users, the City shall base its charges not only on the volume, but also on strength and character of the stronger-than-normal domestic sewage and wastes which it is required to treat and dispose of. The City shall require the user to determine the strength and content of all sewage and wastes discharged, either directly or indirectly into the sanitary sewage system, in such manner, by such method and at such times as the City may deem practicable in light of the conditions and attending circumstances of the case, in order to determine the proper change. The user shall furnish a central sampling point available to the City at all times. -30- (b) Normal sewage domestic waste strength should not exceed ammonia-nitrogen in excess of 25 milligrams per liter of fluid, suspended solids in excess of 250 milligrams per liter of fluid, biochemical oxygen demand in excess of 250 milligrams per liter of fluid, or phosphorus in excess of 10 milligrams per liter of fluid. Additional charges for treating stronger-than-normal domestic waste shall be made on the following basis: 1. Rate Surcharge Based Upon Suspended Solids. There shall be an additional charge of 7.5 cents per pound of suspended solids for suspended solids received in excess of 250 milligrams per liter of fluid. 2 . Rate Surcharge Based Upon BOD. There shall be an additional charge of 10 cents per pound of biochemical oxygen demand for BOD received in excess of 250 milligrams per liter of fluid. 3 . Rate Surcharge Based Upon Ammonia-Nitrogen. There shall be an additional charge of 52 cents per pound of ammonia-nitrogen received in excess of 25 milligrams per liter of fluid. 4. Rate Surcharge Based Upon Phosphorus. There shall be an additional charge of 88.7 cents per pound of phosphorus received in excess of 10 milligrams per liter of fluid. (c) The determination of Suspended Solids, Biochemical Oxygen Demand, Ammonia-Nitrogen, Phosphorus, Ammonia and COD contained in the waste shall be in accordance with the latest copy of "Standard Methods for the Examination of Water and Wastewater", as written by the American Public Health Association, the American Water Works Association and the Water Pollution Control Federation, and in accordance with "Guidelines Establishing Test Procedures for Analysis of Pollutants", 40 C.F.R. Part 136. (d) If the City and the user can agree upon the relation- ship between BOD and COD, then COD may be used for calculating the BOD surcharge. Section 24. Without notice to or consent of the owners of the bonds herein authorized, the City may, from time to time and at any time , adopt such ordinance supplemental hereto (which supplemental ordinance 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 to make any other change authorized herein; (b) To grant to or confer upon the owners of the bonds herein authorized any additional benefits, rights, remedies, powers, authority or security that may lawfully be granted to or conferred upon the owners of the bonds herein authorized or to make any change which, in the judgment of the City, is not to the prejudice of the owners of the bonds herein authorized; -31- (c) To modify, amend or supplement this Ordinance to permit the qualification of the bonds herein authorized for sale under the securities laws of the United States of America or of any of the states of the United States of America or to obtain or maintain bond insurance with respect to payments of principal of and interest on bonds herein authorized; (d) To provide for the refunding or advance refunding of the bonds herein authorized; (e) To procure a rating on the bonds herein authorized from a nationally recognized securities rating agency designated in such supplemental ordinance if such supplemental ordinance will not adversely affect the owners of the bonds herein authorized; (f) Any other purpose which in the judgment of the City does not adversely impact the interest of the owners of the bonds herein authorized. This Ordinance and the rights and obligations of the City and the owners of the bonds herein authorized may be modified or ammended at any time by supplemental ordinances adopted by the City with the consent of the owners of the bonds herein authorized holding sixty percent (60%) in aggregate principal amount of the outstanding bonds herein authorized (exclusive of bonds herein authorized, if any, owned by the City) ; provided, however, that no such modification or amendment shall without the express consent of the owners of the bonds herein authorized affected, reduce the principal amount of any bonds herein authorized, reduce the interest rate payable thereon, advance the earliest redemption date, extend its maturity or the times for paying interest thereon, permit a privilege or priority of any bond or bonds herein authorized over any other bond or bonds herein authorized, create a lien securing any bonds herein authorized other than a lien ratably securing all of the bonds herein authorized outstanding, or change the monetary medium in which principal and interest is payable, nor shall any such modification or amendment reduce the percentage of consent required for amendment or modification. Any act done pursuant to a modification or amendment so consented to shall be binding upon all the owners of the bonds herein authorized and shall not be deemed an infringement of any of the provisions of this Ordinance or of the Act, and may be done and performed as fully and as freely as if expressly permitted by the terms of this Ordinance, and after such consent relating to such specified matters has been given, no owner shall have any right or interest to object to such action or in any manner to question the propriety thereof or to enjoin or restrain the City or any officer thereof from taking any action pursuant thereto. If the City shall desire to obtain any such consent, it shall cause the Registrar and Paying Agent to mail a notice, postage prepaid, to the respective owners of the bonds herein authorized at their addresses appearing on the Series 1989 Bond Register. 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 -32- office of the Registrar and Paying Agent for inspection by all owners of the bonds herein authorized. The Registrar and Paying Agent shall not, however, be subject to any liability to any owners of the bonds herein authorized by reason of its failure to mail the notice described in this Section 24, and any such failure shall not affect the validity of such supplemental ordinance when consented to and approved as provided in this Section 24. Whenever at any time within one (1) year after the date of the mailing of such notice, the City shall receive an instrument or instruments purporting to be executed by the owners of the bonds herein authorized of not less than sixty percent (60%) in aggregate principal amount of the bonds herein authorized then outstanding (exclusive of bonds herein authorized, if any, owned by the City) , 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 and Paying Agent thereupon, but not otherwise, the City may adopt such supplemental ordinance in substantially such form, without liability or responsibility to any owners of the bonds herein authorized, whether or not such owner shall have consented thereto. If AMBAC Indemnity Corporation or any other municipal bond insurance company agrees to insure the bonds herein authorized, whenever in this Ordinance the consent of and notice to any owners of the bonds herein authorized is required, the consent of and notice to AMBAC Indemnity Corporation, One State Street Plaza, New York, New York, 10004, or such other insurer shall also be required. Upon the adoption of any supplemental ordinance pursuant to the provisions of this Section 24, this Ordinance shall be, and be deemed to be , modified and amended in accordance therewith, and the respective rights, duties and obligations under this Ordinance shall thereafter be determined, exercised and enforced hereunder, subject in all, respects to such modifications and amendments. Section 25. 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 26. 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 and Paying Agent is located are typically 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, 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. -33- Section 27. All ordinances in conflict herewith are hereby repealed to the extent of such conflict, but none of the provisions of this Ordinance shall be so construed as adversely affecting the rights of holders of said outstanding 1971 Bonds. Section 28 . This Ordinance shall be in full force and effect from and upon compliance with the procedures required by law. Member of the Common Council Passed and adopted by the Common Council of the City of South Bend on the day of 1988. Presiding Officer Attest: Irene K. Gammon, City Clerk Presented by me to the Mayor of the City of South Bend on the day of , 1988, at the hour of o'clock m. Irene K. Gammon, City Clerk This Ordinance approved and signed by me on the day of , 1988, at the hour of o'clock m. Joseph E. Kernan, Mayor 1st READING (I" PUBLIC HEARING I a H -- 2nd READING NOT APPROVED -34- REFERRED PASSED i1_ VC SOUTH 4,, ,o� � Iii Z.tom\�\'if o City of South Bend /lll v4'� -I-)/ a~ Joseph E. Kernan, Mayor 5 114 -4.---`mo w..-`d} 1 111\\, 1865 Board of Public Works November 22 , 1988 , Common Council of the City of South Bend County-City Building South Bend, Indiana 46601 Dear Members of the Common Council : Enclosed please find a copy of the Waste Water Treatment Plant Revenue 'Bond Ordinance which the Board of Public Works today, by resolution, has approved and recommended to you for adoption. The Ordinance orders the issuance of bonds in an aggregate principal amount of Nine Million Five Hundred Thousand NO/100 Dollars ($9 ,500 , 000) to pay for the cost of acquiring and constructing those portions of the improvements to the Waste Water Treatment Plant which will not be paid with the proceeds of the federal and state . grants the City has received from the E.P.A. and from the Indiana Department of Environmental Management . In addition to determining the amount and maturities of the bonds , the Ordinance makes provision for the handling of the net revenues of the sewage works and makes other representations important to the interests of the bondholders . Very truly yours , BOARD OF PUBLIC WORKS 1,10 q ViA/T./A.8,1i ‘ John E. Leszczynski President JEL/mp Enclosure 1308 County-City Building • South Bend, Indiana 46601 • 219/284-9412 John E. Leszczynski Patricia E. DeClercq Katherine Humphreys