HomeMy Public PortalAbout2000-06 Sewage Works BondsORDINANCE NO. 2000- 6
® AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF
GREENCASTLE, INDIANA, AiMENDING AND RESTATING ORDINANCE
NO. 1998-28 OF THE COMMON COUNCIL OF THE CITY, ADOPTED ON
NOVEMBER 17, 1998, AS PREVIOUSLY AMENDED AND
SUPPLEMENTED, AUTHORIZING THE ISSUANCE AND SALE OF
SEWAGE WORKS REVENUE BONDS OF THE CITY IN AN AMOUNT
NOT TO EXCEED $12,000,000, THE REFUNDING OF OUTSTANDING
SEWAGE WORKS REVENUE BOND ANTICIPATION NOTES OF THE
CITY AND OTHER RELATED MATTERS
WHEREAS, this Common Council of the City of Greencastle, Indiana (the "City "),
has heretofore on November 17, 1998, adopted Ordinance No. 1998 -28 entitled "An Ordinance
Authorizing the Acquisition, Construction, and Installation by the City of Greencastle, Indiana, of
Certain Improvements and Extensions to the City's Sewage Works, the Issuance and Sale of Revenue
Bonds to Provide Funds for the Payment of the Costs Thereof, the Issuance and Sale of Bond
® Anticipation Notes in Anticipation of the Issuance and Sale of Such Bonds, and the Collection,
Segregation and Distribution of the Revenues of Such Sewage Works and Other Related Matters"
(the "Original Bond Ordinance "); and
WHEREAS, pursuant to the Original Bond Ordinance, the City previously issued its
"Sewage Works Revenue Bond Anticipation Notes, Series 1998" (the 1998 BANS ") in the
maximum aggregate principal amount of Nine Hundred Thousand Dollars ($900,000); and
WHEREAS, this Common Council has heretofore on November 16, 1999, adopted
Ordinance No. 1999 -19 entitled "An Ordinance of the Common Council of the City of Greencastle,
Indiana, Supplementing Ordinance No. 1998 -28 of the Common Council of the City, Adopted on
November 17, 1998, Authorizing the Issuance and Sale of Sewage Works Revenue Bond
• Anticipation Notes in Anticipation of the Issuance and Sale of Sewage Works Revenue Bonds of the
City, the Refunding of Outstanding Sewage Works Rcvenue Bond Anticipation Notes of the City
and Other Related Matters" (the "First Supplemental Bond Ordinance "), supplementingthe Original
® Bond Ordinance (the Original Bond Ordinance as supplemented by the First Supplemental Bond
Ordinance is referred to herein as the "Bond Ordinance "); and
WHEREAS, pursuant to the Bond Ordinance, the City previously issued on
December 2, 1999, its "Sewage Works Revenue Bond Anticipation Notes, Series 1999" (the "1999
BANS ") in the maximum aggregate principal amount ofNine I Iundred Thousand Dollars ($900,000),
bearin interest at a rate of 4.47% per annum and maturing on December 31, 2000, for the purpose
of prepaying the 1998 BANs on the date of issuance of the 1999 BANS and providing funds to be
applied to a portion of the costs of the Project (as defined in the Bond Ordinance); and
WHEREAS, the Bond Ordinance contemplates thatthis Common Council may, from
time to time, adopt further ordinances supplemental to the Bond Ordinance for various purposes,
including to provide for the refunding of the 1999 BANs; and
WHEREAS, this Conunon Council has determined that the issuance of the "City of
Greencastle, Indiana, Sewage Works Revenue Bonds, Series 2000" (the "Bonds ") in the maximum
aggregate principal amount of Twelve Million Dollars ($12,000,000) is necessary in order to provide
funds for the refunding of the 1999 BANs, to provide funds to acquire, construct and install the
Project, and to pay the costs of issuance of the Bonds; and
WHEREAS, this Conunon Council has determined that it is necessary to further
amend and supplement various provisions of the Bond Ordinance in conjunction with the issuance
of the Bonds in the form of an amended and restated Bond Ordinance;
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NOW, THEREFORE, BEIT ORDAINED BY THE COMMON COUNCIL OF T14U
CITY OF GREENCASTLE, INDIANA, AS FOLLOWS:
e SECTION 1 . The Bond Ordinance is hereby amended and restated in its entirety as
follows:
AN ORDINANCE AUTHORIZING' THE ACQUISITION, CONSTRUCTION AND
INSTALLATION BY THE CITY OF GREENCASTLE, INDIANA, OF CERTAIN
IMPROVEMENTS AND EXTENSIONS TO THE CITY'S SEWAGE WORKS, THE
ISSUANCE AND SALE OF REVENUE BONDS TO PROVIDE FUNDS FOR THE
PAYMENT OF THE COSTS THEREOF, THE ISSUANCE AND SALE OF BOND
ANTICIPATION NOTES IN ANTICIPATION OF THE ISSUANCE AND SALE OF
SUCH BONDS, AND THE COLLECTION, SEGREGATION AND DISTRIBUTION
OF THE REVENUES OF SUCH SEWAGE WORKS AND OTHER RELATED
MATTERS.
WHEREAS, the City of Greencastle, Indiana (the "City "), has heretofore established and
constructed and currently owns and operates a sewage works for the collection and treatment of sewage and
other wastes (the "Sewage Works "), pursuant to the provisions of Indiana Code 36-9 -23, as amended (the
® "Act "); and
WHEREAS, this Common Council hereby finds that certain improvements and extensions
to the Sewage Works are necessary; and Hannan', Wagle & Cline, Inc., of Terre Haute, Indiana, the
consulting engineers employed by the City (the "Consulting Engineers "), have prepared and filed preliminary
plans, specifications, and detailed descriptions and estimates of the costs of the necessary improvements and
extensions to the Sewage Works, which preliminary plans, specifications, descriptions and estimates, to the
extent required by law, have been duly submitted to and approved or will be approved by all governmental
authorities havingj urisdiction thereover (the improvements and extensions to the Sewage Works as described
in the Consulting Engineers' plans and specifications and below are referred to herein as the "Project "),
including, without limitation, the Indiana Department of Environmental Management ( "Department "); and
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WHEREAS, this Common Council further finds that the estimates prepared and delivered
by the Consulting Engineers with respect to the costs (as defined in Indiana Code 36- 9- 23 -11) of acquisition,
® construction, and installation of such improvements and extensions to the Sewage Works (as defined in
Indiana Code 36- 9 -1 -8, as amended, and in the Act), and including all authorized costs relating thereto,
including the costs of issuance of bonds and, if necessary, bond anticipation notes (the 'BANS ") on account
of the financing of all or a portion thereof, will be in an amount not to exceed Twelve Million Dollars
($12,000,000); and
WHEREAS, this Common Council finds that to provide funds necessary to pay for a portion
of the costs of the Project, it will be necessary for the City to issue sewage works revenue bonds in an amount
not to exceed Twelve Million Dollars ($12,000,000), and, if necessary, BANS in an amount not to exceed
Twelve Million Dollars ($12,000,000); and
WHEREAS, the City desires to authorize the issuance of BANS hereunder, if necessary,
payable from the net revenues of the Sewage Works (with respect to interest) and from proceeds of sewage
® works revenue bonds issued to financethe aforementioned costs of the Project, and to authorize the refunding
of said BANS, if issued; and
WI IEREAS, pursuant to Ordinance No. 1994 -6, adopted by this Common Council on June
17, 1994, as previously amended (as so amended, the 'Prior Ordinance "), the City has heretofore issued
revenue bonds payable from the revenues of the Sewage Works, designated "City of Greencastle, Indiana,
Sewage Works Revenue Bonds of 1994 (the 'Prior Bonds "), currently outstanding in the amount of One
Million Three Hundred Ninety Thousand Dollars ($1,390,000), bearing interest at the per annum rates
ranging from 5.40% to 6.50% inclusive, depending upon the maturities, and maturing in various amounts
serially on January 1 in the years 2001 to 2015 inclusive; and
AAWEREAS, this Common Council now finds that all conditions precedent to the adoption
of an ordinance authorizing the issuance of revenue bonds, on a parity basis to the Prior Bonds, and BANS,
to provide the necessary funds to be applied to the costs of the Project and all authorized costs relating
is
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thereto, have been complied with in accordance with the.provisions of the Act and Indiana Code 5- 1 -14 -5;
and
® WHEREAS, this Common Council consequently seeks to authorize the issuance of revenue
bonds and BANS to finance the acquisition, construction, and installation of the Project pursuant to the Act
and Indiana Code 5- 1 -14 -5 and the sale of one or more series of such revenue bonds to the Indiana Bond
Bank (the 'Bond Bank ") pursuant to the provisions of Indiana Code 5 -1.5, the State of Indiana (the "State ")
pursuant to the provisions of IC 13 -15 -13 and 327IAC 13, or at public sale pursuant to the provisions of
Indiana Code 5 -1 -11, and the sale of such BANS pursuant to the provisions of the Act and Indiana
Code 5- 1 -14 -5, subject to and dependent upon the terns and conditions hereinafter set forth; and
WHEREAS, the City expects to enter into a Financial Assistance Agreement (as hereinafter
defined) with the State, pertaining to the Project and the financing thereof;
NOW, THEREFORE, BE IT ORDAINED BY THE CO EMON COUNCIL OF - THE CITY
OF GREENCASTLE, INDIANA, AS FOLLOWS:
® Section 1 Acquisition. Construction, and Installation of the Project The City, acting by
and through the Common Council and as the owner and operator of the Sewage Works for the collection and
treatment of sewage and other wastes, hereby orders, authorizes and directs the Common Council to acquire
any and all necessary property and to proceed with the acquisition, construction, and installation of
improvements and extensions to the Sewage Works, pursuant to the Act and in accordance with the
preliminary plans, specifications and cost estimates heretofore prepared and filed with the Common Council
by the Consulting Engineers, which preliminary plans, specifications and cost estimates are hereby adopted
and approved and, by reference, incorporated fully into this Ordinance, and two copies of which are now on
file in the office of the Clerk- Treasurer of the City (the "Clerk- Treasurer ") and are open for public inspection.
The actions of the Common Council in connection with the acquisition of any and all necessary property and
the acquisition, construction, installation and financing of such improvements and extensions to the Sewage
Works are hereby authorized, approved, ratified and confirmed.
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Where used in this Ordinance, the term "City" shall be construed also to include any
department, board, commission or officer or officers of the City or of any City department, board or
® commission. The terns "Sewage Works," "sewage works," " works" and similar terms used in this Ordinance
shall be construed to mean and include the existing structures and property of the Treatment Works, as
defined in the Financial Assistance Agreement, and all enlargements, improvements, extensions and
additions thereto, and replacements thereof, now or subsequently constructed or acquired, whether from the
proceeds of the bonds and BANs authorized herein or otherwise. Such improvements and extensions shall
be constructed and the bonds and BANS herein authorized shall be issued pursuant to the provisions of this
Ordinance, the Act and Indiana Code 5- 1 -14 -5.
Section 2 . Description of the Project The Project is more fully described in, and shall be
in accordance with the Preliminary Engineering Report and the Plans and Specifications (each as defined in
the Financial Assistance Agreement) approved by the Department. In summary, the Project consists of the
construction of a new wastewater treatment plant and a new sewer interceptor for the southeastern portion
® of the City. The entire Project is being constructed in compliance with an order of the Department to abate
water pollution.
The Cityshall proceed with the acquisition, construction and installation of the Project and
shall enter into all contracts necessary or appropriate for such purpose, in conformity with and subject to the
requirements and conditions set forth in this Ordinance and in the Act.
Section 3 . The Series 2000 Bonds In accordance with the Act and for the purpose of
providing funds with which to pay the costs ofthe Project, together with all authorized costs relating thereto
including the costs of issuance of the Series 2000 Bonds, as hereinafter defined, on account thereof, and
refunding the BANS described below, the City shall issue and sell its sewage works revenue bonds in the
aggregate principal amountnot to exceed Twelve Million Dollars ($12,000,000) (the "Series 2000 Bonds ").
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The principal of, redemption premium, if any, and interest on the Series 2000 Bonds shall be payable solely
out of the Sewage Works Sinking Fund referred to below, on a parity basis with the Prior Bonds.
Any other provisions of this Ordinance to the contrary notwithstanding, the Series 2000
Bonds shall be issued on a parity with the Prior Bonds, and none of the provisions of this Ordinance shall
be construed to affect the rights of the holders of the Prior Bonds. The Clerk- Treasurer is authorized to
employ the firm of London Witte Group, LLC, Indianapolis, Indiana, to perform any and all computations
necessary to confirm the preliminary evidence and findings demonstrating compliance with the conditions
set forth in the Prior Ordinance for issuance of additional revenue bonds on parity with the Prior Bonds. The
City shall not issue the Series 2000 Bonds without first receiving a certificate from London Witte Group,
LLC, in form and substance satisfactory to the Clerk - Treasurer and to the effect that the City and the Sewage
Works are in complete compliance with the conditions set forth in the Prior Ordinance for the issuance of
additional revenue bonds on parity with the Prior Bonds.
The Series 2000 Bonds shall be designated as the "City of Greencastle, Indiana, Sewage
Works Revenue Bonds, Series 2000." The Series 2000 Bonds shall be issued as fully registered bonds in
denomination or denominations of Five Thousand Dollars ($5,000) and any integral multiples thereof not
exceeding the aggregate principal amount of such Series 2000 Bonds maturing in any one year, or in the
event That one or more series of the Series 2000 Bonds are sold to the Bond Bank or to the State pursuant to
Section 9 of this Ordinance, shall be in multiples of One Dollar ($1). The Series 2000 Bonds shall be
numbered consecutively from 00R -1 upward and shall bear interest at a rate or rates not exceeding seven
percent (7.0 %) per annum (two and nine- tenths percent (2.9 %) per annum with interest on all outstanding
principal commencing on the date two (2) years from the date of delivery of the Series 2000 Bonds if the
Series 2000 Bonds are sold to the State), the exact rate or rates to be determined by negotiation with the Bond
Bank or the State or by bidding. Said interest rate or rates shall be in multiples of one - eighth (1/8) or one -
twentieth (1/20) of one percent (1 %). All Series 2000 Bonds maturing on the same date shall bear the same
rate of interest, and the interest rate on Series 2000 Bonds of a given maturity must be at least as great as the
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interest rate on Series 2000 Bonds of any earlier maturity. Interest on the Series 2000 Bonds shall be
calculated on the basis of twelve (12) thirty (30) -clay months for a three hundred and sixty (360) -clay year
and shall be payable semiannually on January I and July I in each year (each an "Interest Payment Date "),
commencing not sooner than January 1, 2003, as set forth in the Financial Assistance Agreement to be
entered into between the City and the State (the "Financial Assistance Agreement ") (or commencing on such
other date as provided in the Financial Assistance Agreement), or in the bond sale notice if the Series 2000
Bonds are sold to any other purchaser, until principal is fully paid. The principal of the Series 2000 Bonds
shall mature serially and annually on January I of each year, beginning no later than January 1, 2003, over
a period ending no later than twenty (20) years after substantial completion of the Project, in such amounts
that will produce as level annual debt service as practicable on the Series 2000 Bonds (or both the Series
2000 Bonds and the Prior Bonds, in the discretion of the Clerk- Treasurer based on the advice of the financial
advisor of the City), and in the years and amounts to be determined by negotiation with the Bond Bank or
the State or by the Clerk- Treasurer with the advice of the City's financial advisor, all as certified by the
® Clerk- Treasurer prior to the sale of the Series 2000 Bonds.
The Series 2000 Bonds shall bear an original issue date which shall be the date of issuance
of the Series 2000 Bonds or the first clay of the month in which the Series 2000 Bonds are delivered, as
determined by the Clerk- Treasurer (unless otherwise provided in the Purchase Agreement, as hereinafter
defined, in the event the Series 2000 Bonds are sold to the Bond Bank or unless otherwise provided in the
Purchase Agreement or Financial Assistance Agreement in the event the Series 2000 Bonds are sold to the
State), and each Series 2000 Bond shall also bear the date of its authentication. Any Series 2000 Bond
authenticated on or before the fifteenth (15th) day of the calendar month immediately preceding the first
Interest Payment Date, shall pay interest from its original issue date (unless otherwise provided in the
Purchase Agreement or Financial Assistance Agreement in the event the Series 2000 Bonds are sold to the
State). Any Series 2000 Bond authenticated thereafter shall pay interest from the Interest Payment Date next
preceding the date ofauthentication of such Series 2000 Bond to which interest thereon has been paid or duly
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provided for, unless such Series 2000 Bond is authenticated after the day which is fifteen (15) days prior to
the Interest Payment Date and on or before such Interest Payment Date, in which case interest thereon shall
is be paid from such Interest Payment Date.
In the event that the Series 2000 Bonds are sold to the State pursuant to Section 9 of this
Ordinance, it is understood that principal shall not be payable and interest shall not accrue on the Series 2000
Bonds until such principal amount has been advanced pursuamto requests made by the City to the State, with
advances to be allocable to the Series 2000 Bonds in order of maturity. In the event that the total principal
amount of the Series 2000 Bonds is not advanced to the City, the principal amount of the Series 2000 Bonds
shall be reduced to effect such reduction in a manner that will still achieve as level annual debt service as
practicable described in Section 3 of this Ordinance.
The Clerk - Treasurer is hereby authorized to appoint a registrar and a paying agent for any
series of the Series 2000 Bonds (the "Registrar" and the "Paying Agent" and, in both such capacities, the
'Registrar and Paying Agent "). The Registrar and Paying Agent shall be charged with and shall by
® appropriate agreement undertake the performance of all of the duties and responsibilities customarily
associated with each such position, including without limitation the authentication of the Series 2000 Bonds.
The Clerk - Treasurer is authorized and directed to enter into such agreements and understandings with the
Registrar and Paying Agent and any subsequent Registrar and Paying Agent as will enable and facilitate the
performance of its duties and responsibilities, and is authorized and directed to pay such fees as the Registrar
and Paying Agent may reasonably charge for its services in such capacity, and such fees may be paid from
the Sewage Works Sinking Fund created under the Prior Ordinance and continued herein.
If the Series 2000 Bonds or the BANS are registered in the name of the State, the Bond Bank
or any other purchaser that does not object to such designation, the Clerk - Treasurer shall be designated as
the Registrar and Paying Agent and shall be charged with the performance of all of the duties and
responsibilities of Registrar and Paying Agent.
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The Registrar and Paying Agent, if not the Clerk- Treasurer, may at any time resign as
Registrar and Paying Agent upon giving thirty (30) days' notice in writing to the City and by first -class mail
® to each registered owner of the Series 2000 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. Any such notice to the City may be served personally or sent by certified mail. The Registrar
and Paying Agent may also be removed at any time as Registrar and Paying Agent by the City, in which event
the City may appoint a successor Registrar and Paving Agent. The City shall notify each registered owner
of the Series 2000 Bonds then outstanding by first -class mail of the removal of the Registrar and Paying
Agent. Notices to registered owners of the Series 2000 Bonds shall be deemed to be given when mailed by
first -class mai l to the addresses of such registered owners as they appear on the registration books kept by
the Registrar. Any predecessor Registrar and Paying Agent shall deliver all of the Series 2000 Bonds and
cash in its possession with respect thereto, together with the registration books, to the successor Registrar
and Paying Agent The Clerk- Treasurer is hereby authorized to act on behalf of the City with regard to any
of the aforementioned actions of the City relating to the resignation or removal of the Registrar and Paying
Agent and appointment of a successor Registrar and Paying Agent.
Principal of and any redemption premium on the Series 2000 Bonds, and principal and
interest on the BANS, shall be payable at the principal corporate trust office of the Paying Agent. Interest
on the Series 2000 Bonds shall be paid by check or draft mailed or delivered by the Paying Agent to the
registered owner thereof at the address as it appears on the registration books kept by the Registrar as of the
fifteenth (15th) day of the month immediately preceding the Interest Payment Date or at such other address
as may be provided to the Paying Agent in writing by such registered owner. Notwithstanding the foregoing,
principal of and interest on the Series 2000 Bonds or BANS, if registered in the name of the State or the Bond
Bank, shall be paid by wire transfer to a financial institution if and as directed by the State on the due date
Of such payment or, if such date is a day when financial institutions are not open for business, on the business
® day immediately preceding such due date. Solon. as the State or the Bond Bank is the registered owner of
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the Series 2000 Bonds or BANS, the Series 2000 Bonds or BANS shall be presented for payment as directed
by the State or the Bond Bank, as applicable. All payments on the Series 2000 Bonds and the BANs shall
® be made in any coin or currency of the United States of America which, on the dates of such payments, shall
be legal tender for the payment of public or private debt.
Each Series 2000 Bond shall be transferable or exchangeable only on the books of the City
maintained for such purpose at the principal corporate trust office of the Registrar, by the registered owner
thereof in person, or by his or her attorney duly authorized in writing, upon surrender of such Series 2000
Bond together with a written instrument of transfer or exchange satisfactory to the Registrar duly executed
bythe registered owner or his or her attorney duly authorized in writing, and thereupon a new fully registered
Series 2000 Bond or Series 2000 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. Each Series 2000 Bond may be transferred or exchanged without cost
to the registered owner, except for any tax or other governmental charge which may be required to be paid
® with respect to such transfer or exchange. The Registrar shall not be obligated to make any transfer or
exchange of any Series 2000 Bond (i) during the fifteen (15) days immediatelypreceding an Interest Payment
Date or (ii) after the mailing of notice calling such Series 2000 Bond for redemption. The City, the Registrar
and the Paying Agent may treat and consider the person in whose name any Series 2000 Bond is registered
as the absolute owner thereof for all purposes including the purpose of receiving payment of, or on account
of, the principal thereof, and redemption premium, if any, and interest thereon.
In the event any Series 2000 Bond is mutilated, lost, stolen or destroyed, the City may cause
to be executed and the Registrar may authenticate a new Series 2000 Bond of like date, maturity, series and
denomination as the mutilated, lost, stolen or destroyed Series 2000 Bond, which new Series 2000 Bond shall
be marked in a manner to distinguish it from the Series 2000 Bond for which it was issued; provided, that
in the case of any mutilated Series 2000 Bond, such mutilated Series 2000 Bond shall first be surrendered
to the Registrar, and in the case of any lost, stolen or destroyed Series 2000 Bond there shall be first
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furnished to the Registrar evidence of such loss, theft or destruction satisfactory to the City and the Registrar,
together with indemnity satisfactory to them. In the event that any such mutilated, lost, stolen or destroyed
® Series 2000 Bond shall have matured or been called for redemption, instead of causing to be issued a
duplicate Series 2000 Bond, the Registrar and Paying Agent may pay the same upon surrender of the
mutilated Series 2000 Bond or upon satisfactory indemnity and proof of loss, theft or destruction in the case
of a lost, stolen or destroyed Series 2000 Bond, The City and the Registrar and Paying Agent may charge
the owner of any such Series 2000 Bond with their reasonable fees and expenses in connection with the
above. Every substitute Series 2000 Bond issued by reason of any Series 2000 Bond being lost, stolen or
destroyed shall, with respect to such Series 2000 Bond, constitute a substitute contractual obligation of the
City pursuant to this Ordinance, whether or not the lost, stolen or destroyed Series 2000 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 2000 Bonds duly issued hereunder.
In the event that any Series 2000 Bond is not presented for payment or redemption on the
® date established therefor, the City may deposit in trust with the Paying Agent an amount sufficient to pay
such Series 2000 Bond or the redemption price thereof, as appropriate, and thereafter the owner of such
Series 2000 Bond shall look only to the funds so deposited in trust with the Paying Agent for payment and
the City shall have no further obligation or liability with respect thereto.
Section 4 . The BANS In anticipation of the issuance and sale of the Series 2000 Bonds
authorized herein, and to provide interim financing to apply to the costs of the Project, the City is hereby
authorized to have prepared and to issue and sell negotiable BANS of the City to a financial institution, the
Bond Bank, or to the State, pursuant to a Bond Anticipation Note Agreement (the "Bond Anticipation Note
Agreement ") entered into between the City and the purchaser of the BANS, in an amount not to exceed
Twelve Million Dollars ($12,000,000), to be designated "City of Greencastle, Indiana, Sewage Works
Revenue Bond Anticipation Notes, Series 1998" (or "Series 1999," if issued in 1999). The BANS shall be
® issued pursuant to Indiana Code 13 -18 -13 if sold to the State, pursuant to Indiana Code 5- 1.5 -8 -6.1 if sold
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to the Bond Bank, or pursuant to Indiana Code 5- 1 -14 -5 if sold to a financial institution. If the BANS are sold
to the State, the Financial Assistance Agreement shall serve as the Bond Anticipation Note Agreement. The
BANs shall be issued in fully registered form, shall be numbered consecutively from 98R -1 (or, if applicable,
99R -1) upwards, shall be in multiples of One Dollar ($1), shall be dated as of the date of issuance of the
BANS, and shall bear interest at a rate not exceeding five and one -half percent (5.5 %) per annum (two and
nine- tenths percent (2.9 %) per annum if the BANS are sold to the State), the exact rate of interest to be
determined by negotiations with the purchaser of the BANS, payable on January 1 and July 1, commencing
on the July 1 after issuance of the BANS. Principal of and interest on the BANs shall not be payable and
interest shall not accrue on the BANS until such principal amount has been advanced pursuant to requests
made by the City to the purchaser of the BANS in accordance with the Bond Anticipation Note Purchase
Agreement. The initial BANs delivered will mature on December 31, 1999. Each subsequentBANdelivered
will bear the same maturity date as the initial BANS. The BANS shall be subject to renewal or extension,
subject to the limitations set forth below, at an interest rate not to exceed five and one -half percent (5.5 %)
® per annum (two and nine - tenths percent (2.9 %) per annum if sold to the State) with the exact rate to be
negotiated with the purchaser of such BANS. The term of the BANs and all renewal BANS may not exceed
five years from the date of delivery of the initial BANs.
The principal of the BANs shall be refunded and retired out of the proceeds from the
issuance and sale hereunder of the Series 2000 Bonds. The principal of the BANS, and the principal and
interest of BANS prepaid in accordance with Section 5 herein shall be refunded by the issuance of the Series
2000 Bonds pursuant to, and in the manner prescribed by the Act. The interest on the BANS shall be payable
either from the net revenues of the Sewage Works, subject to the prior lien thereon of the Prior Bonds, or
from proceeds from the issuance and sale hereunder of the Series 2000 Bonds.
Section 5 Optional Prepayment of BANs; Optional Redemption of the Series 2000 Bonds
(a) Optional Prepayment of BANs The BANs are prepayable by the City, in whole or in part, at any time
upon seven (7) days' notice to the owner of the BANs without any premium. In the case of prepayment, the
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principal and accrued interest due on the BANS shall be paid only from proceeds of the Series 2000 Bonds,
except that interest due on the BANS may also be paid from other revenues and funds legally available
® therefor, if any, including federal or state funds available for application to the Project; provided, however,
that such funds are not pledged to the payment of the BANS.
(b) Optional Redemption of the Series 2000 Bonds The Series 2000 Bonds maturing on
or after January 1, 2012, shall be subject to redemption at the option of the City, in whole or in part, upon
sixty (60) days written notice to the registered owner or owners of Series 2000 Bonds to be redeemed, on
any date on or after January 1, 2011, in inverse order of maturity and by lot within any such maturity or
maturities by the Registrar, at a redemption price expressed as a percentage of the principal amount of each
Series 2000 Bond to be redeemed in accordance with the following schedule, plus accrued interest to the
redemption date:
Redemption Period
(Both Dates Inclusive) Redemption Price
® January 1, 2011, through December 31, 2011 102%
January 1, 2012, through December 31, 2012 101%
January 1, 2013, and thereafter prior to maturity 100%
Official notice of such redemption of either series of the Series 2000 Bonds shall be mailed
by the Registrar and Paying Agent by certified or registered mail at least sixty (60) days prior to the
scheduled redemption date to each of the registered owners of the Series 2000 Bonds called for redemption
(unless waived by any such registered owner) at the address shown on the registration books of the Registrar
and Paying Agent, or at such other address as is furnished in writing by such registered owner to the
Registrar; provided, however, that failure to give such notice by mailing, or any defect therein, with respect
to any Series 2000 Bond shall not affect the validity of the proceedings for the redemption of any other Series
2000 Bonds. The notice shall specify the redemption price, the date and place of redemption, and the
registration numbers (and, in case of partial redemption, the respective principal amounts) of the Series 2000
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Bonds called for redemption. The place of redemption may beat the principal corporate trust office of the
Registrar and Paying Agent or as otherwise determined by the City. Interest on the Series 2000 Bonds (or
portions thereof) so called for redemption shall cease to accrue on the redemption date fixed in such notice,
if sufficient funds are available atthe place of redemption to pay the redemption price on the redemption date
and when such Series 2000 Bonds (or portions thereof) are presented for payment. Any Series 2000 Bond
redeemed in part may be exchanged for a Series 2000 Bond or Series 2000 Bonds of the same maturity in
authorized denominations equal to the remaining principal amount thereof.
In addition to the foregoing notice, the City may also direct that further notice of redemption
of Series 2000 Bonds be given, including without limitation and at the option of the City, notice described
in paragraph (i) below given by the Registrar and Paying Agent to the parties described in paragraphs (ii)
and (iii) below. No defect in any such further notice and no failure to give all or any portion of any such
further notice shall in any manner defeat the effectiveness of any call for redemption of Series 2000 Bonds
so long as notice thereof is mailed as prescribed above.
(i) If so directedbythe City, each further notice of redemption given hereunder
shall contain the information required above for an official notice of redemption plus (1) the
CUSIP numbers of all Series 2000 Bonds being redeemed; (2) the date of issue of the Series
2000 Bonds as originally issued; (3) the rate of interest bome by each Series 2000 Bond
being redeemed; (4) the maturity date of each Series 2000 Bond being redeemed; and
(5) any other descriptive information needed to identity accurately the Series 2000 Bonds
being redeemed.
(ii) If so directed by the City, each further notice of redemption shall be sent
at least thirty-five (35) days before the redemption date by registered or certified mail or
overnight delivery service to all registered securities depositories then in the business of
holding substantial amounts of obligations of types comprising the Series 2000 Bonds and
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to one or more national information services that disseminate notices of redemption of
obligations such as the Series 2000 Bonds.
® (iii) If so directed by the City, each such further notice shall be published one
time in The Bond Buyer of New York, New York or, if the Registrar believes such
publication is impractical or unlikely to reach a substantial number of the holders of the
Series 2000 Bonds, in some other financial newspaper orjournal which regularly carries
notices of redemption of other obligations similar to the Series 2000 Bonds, such publication
to be made at least thirty (3 0) days prior to the date fixed for redemption.
Upon the payment of the redemption price of the Series 2000 Bonds (or portions thereof)
being redeemed and if so directed by the City, each check or other transfer of funds issued for such purpose
shall bear the CUSIP number identifying, by issue and maturity, the Series 2000 Bonds (or portions thereof)
being redeemed with the proceeds of such check or other transfer.
Section 6 Execution and Authentication of the Series 2000 Bonds and BANS. The Series
0 2000 Bonds and the BANS shall be executed in the name of the City by the manual or facsimile signature
of the Mayor ( "Mayor ") and attested by the manual or facsimile signature of the Clerk - Treasurer, who shall
cause the seal ofthe City or a facsimile thereofto be affixed to each ofthe Series 2000 Bonds and the BANS.
The Series 2000 Bonds and the BANS shall be authenticated by the manual signature of the Registrar, and
no Series 2000 Bond or BAN shall be valid or become obligatory for any purpose until the certificate of
authentication thereon has been so executed. In case any official whose signature appears on any Series 2000
Bond or BAN shall cease to be such official before the delivery of such Series 2000 Bond or BAN, the
signature of such official shall nevertheless be valid and sufficient for all purposes, the same as if such
official had been in office atthe time of such delivery. Subject to the provisions of this Ordinance regarding
the registration of the Series 2000 Bonds and BANS, the Series 2000 Bonds and BA.Ns shall be fully
negotiable instruments under the laws of the State of Indiana.
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Section 7 Security and Sources of Payment for the Series 2000 Bonds The Series 2000
Bonds, when fully paid for and delivered to the purchaser or purchasers thereof, together with any bonds
® hereafter issued on a parity therewith (to be referred to hereinafter collectively as the "Bonds," unless the
context otherwise requires), as to both principal and interest, shall be valid and binding special revenue
obligations of the City, payable solely from and secured by an irrevocable pledge of and, together with the
Prior Bonds, constituting a first charge upon all of the "net revenues" (herein defined as gross revenues after
deduction only for the payment of expenses for Operation and Maintenance (as defined in the Financial
Assistance Agreement)) derived from the Sewage Works, including all such net revenues from the existing
works, the Project and all additions and improvements thereto and replacements thereof subsequently
constructed or acquired, to be set aside into the Sewage Works Sinking Fund as herein provided. The City
shall not be obligated to pay the Series 2000 Bonds or the interest thereon except from the net revenues of
the Sewage Works, and the Series 2000 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.
® Section 8 . Form of the Series 2000 Bonds The form and tenor of the Series 2000 Bonds
shall be substantially as set forth in Appendix A , attached hereto and incorporated herein as if set forth at
this place (with all blanks to be filled in properly and all necessary additions, modifications and deletions
to be made prior to the delivery thereof).
Section 9 Issuance Sale and Delivery of the Series 2000 Bonds and the BANs
(a) Generally The Clerk- Treasurer is hereby authorized and directed to have the Series
2000 Bonds and the BANS prepared, and the Mayor and the Clerk- Treasurer are each hereby authorized and
directed to execute the Series 2000 Bonds and the BANS in the form and manner herein provided. The Clerk -
Treasurer is hereby authorized and directed to deliver the Series 2000 Bonds and the BANS to the purchaser
or purchasers thereof after sale made in accordance with the provisions of the Act and this Ordinance,
provided that at the time of said delivery the Clerk- Treasurer shall collect the full amount which the
® purchaser or purchasers have agreed to pay therefor, which shall be not less than 97.0% of the par amount
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of the Series 2000 Bonds (or such higher percentage of the par value of the Series 2000 Bonds as the Clerk -
Treasurer, with the advice of the financial advisor of the City, shall determine), plus accrued interest thereon
to the date of delivery, if any, and in the case of the BANS, shall not be less than 99.0% of the par amount
of the BANs. The City may receive payment for the Series 2000 Bonds and BANS in installments. The
proceeds derived from the sale of the Series 2000 Bonds (or, instead, the BANS, if such BANS are issued),
shall be and are hereby set aside for application to the costs of the Project, including all authorized costs
relating thereto, including the respective costs of issuance of the Series 2000 Bonds and the BANS. The
authorized officers of the City are hereby authorized and directed to draw all proper and necessary warrants
and to do whatever other acts and things that may be necessary or appropriate to carry out the provisions of
this Ordinance.
(b) Issuance. Sale and Delivery of the BANS The City, having satisfied all the statutory
requirements for the issuance of the Series 2000 Bonds, may elect to issue its BAN or BANS to a financial
institution, the Bond Bank, or the State pursuant to the Bond Anticipation Note Agreement, to be entered into
® between the City and the purchaser of the BANS. The Common Council hereby authorizes the issuance and
execution of the BAN or BANS in lieu of initially issuing Series 2000 Bonds to provide interim financing
for the Project until permanent financing becomes available. It shall not be necessary for the City to repeat
the procedures for the issuance of its Series 2000 Bonds, as the procedures followed before the issuance of
the BAN or BANs are for all purposes sufficient to authorize the issuance of the Series 2000 Bonds and the
use of the proceeds to repay the BAN or BANS. The Mayor and the Clerk- Treasurer are hereby authorized
and directed to execute the Bond Anticipation Note Agreement in such form or substance as they shall
approve acting upon the advice of counsel. The Mayor and the Clerk - Treasurer may also take such other
action or deliver such other certificates as are necessary or desirable in connection with the issuance of the
BANS or the Series 2000 Bonds and the other documents needed for the financing as they deem necessary
or desirable in connection therewith, including any disclosure materials relating to the BANS or the Series
2000 Bonds.
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::ODMATCDOCSUNDOCS 1\204925 \1
(c) Issuance, Sale and Delivery of the Series 20 Bonds (i) Public Sale. The Series 2000
Bonds may, in the discretion of the Clerk- Treasurer, be sold by public sale. In the event the Series 2000
Bonds are sold by public sale, prior to the sale of the Series 2000 Bonds, the Clerk- Treasurer shall cause to
be published a notice of intent to sell two times at least one week apart in The Banner Graphic a newspaper
of general circulation published in the City, and in the Indianapolis Court & Commercial Record The notice
of such sale or a summary thereof may also be published in The Bond Buyer, a financial journal published
in the City and State of New York and /or in other publications, in the discretion of the Clerk - Treasurer. The
notice must state that any person interested in submitting a bid for the Series 2000 Bonds may furnish in
writing, at the address set forth in the notice, the person's name, address, and telephone number, and that any
such person may also furnish a telex number. The notice must also state: (1) the amount of the Series 2000
Bonds to be offered; (2) the denominations; (3) the dates of maturity; (4) the maximum rate or rates of
interest; (5) the place of sale; and (6) the time within which the name, address and telephone number must
be furnished, which time must not be less than seven days after the last publication of the notice. Each
® person so registered shall be notified of the date and time bids will be received not less than twenty -four (24)
hours before the date and time of sale. The notification shall be made by telephone at the number furnished
by the person, and also by telex if the person fumislres a telex number. Such notice may also include such
other information as the Clerk- Treasurer shall deem necessary. Such notice shall also provide, among other
things, that each bid shall be accompanied by a certified or cashier's check or financial surety bond in an
amount equal to one percent (1 %) of the principal amount of the Series 2000 Bonds 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
and pay for the Series 2000 Bonds as soon as the Series 2000 Bonds are ready for delivery, or at the time
fixed in the notice of intent to sell, then such check or financial surety bond and the proceeds thereof shall
become the property of the City and shall be considered as the City's liquidated damages on account of such
default.
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All bids for Series 2000 Bonds sold at public sale shall be sealed and shalI be presented to
the Clerk - Treasurer at the Clerk- Treasurer's office, and the Clerk- Treasurer shall continue to receive all bids
offered until the time fixed for the sale of the Series 2000 Bonds, at which time and place the Clerk- Treasurer
shall open and consider each bid. Bidders for the Series 2000 Bonds shall be required to name the rate or
rates of interest which the Series 2000 Bonds are to bear, not exceeding seven percent (7.0 %) per annum.
Such interest rate or rates shall be in multiples'of one- eightb (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
2000 Bonds bearing each rate, and all Series 2000 Bonds maturing on the same date shall bear the same rate
of interest. The interest rate on Series 2000 Bonds of a given maturity must be at least as great as the interest
rate on Series 2000 Bonds of any earlier maturity. Subject to the provisions set forth below, the Clerk -
Treasurer shall award the Series 2000 Bonds to the bidder offering the lowest net interest cost to the City,
to be determined by computing the total interest on all of the Series 2000 Bonds from the date thereof to their
maturities and deducting therefrom the premium bid, if any, or adding thereto the amount of any discount.
® No bid for less than 97.0% of the par value of the Series 2000 Bonds (or such higher percentage of the par
value of the Series 2000 Bonds as the Clerk- Treasurer, with the advice of the financial advisor to the City,
shall determine prior to the publication of the notice of intent to sell), plus accrued interest at the rate or rates
named to the date of delivery, will be considered. The Clerk - Treasurer shall have full right to reject any and
all bids. In the event no acceptable bid is received at the time fixed for the sale of the Series 2000 Bonds,
the Clerk- Treasurer shall be authorized to continue to receive bids from day to day thereafter for a period
not to exceed thirty (30) days, without readvertising, pursuant to Indiana law.
The Clerk - Treasurer is hereby authorized to determine, in her discretion, to sell the Series
2000 Bonds pursuantto the general provisions of Indiana Code 5 -1 -1 1 (ratherthan Section 2(b) thereof), and
in the eventof such adetermination, those portions of this Section 9 which conflictwith such provisions shall
be deemed inapplicable.
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(ii) Sale to the Bond Bank The Series 2000 Bonds may, in the discretion of the Clerk-
Treasurer, be sold to the Bond Bank. In the event of such determination, Series 2000 Bonds shall be sold
® to the Bond Bank in such denomination or denominations as the Bond Bank may request, and pursuant to
a purchase agreement (the "Purchase Agreement ") between the City and the Bond Bank, hereby authorized
to be entered into and executed by the Mayor on behalf of the City, and attested by the Clerk - Treasurer,
subsequent to the date of the adoption of this'Ordinance. Such Purchase Agreement may set forth the
definitive terms and conditions for such sale, but all of such terms and conditions must be consistent with
the terms and conditions of this Ordinance, including without limitation, the interest rate or rates on the
Series 2000 Bonds which shall not exceed the maximum rate of interest forthe Series 2000 Bonds authorized
pursuant to this Ordinance. Series 2000 Bonds sold to the Bond Bank shall be accompanied by all
documentation required by the Bond Bank pursuantto the provisions of Indiana Code 5 -1.5 and the Purchase
Agreement, including, without limitation, an approving opinion of nationally recognized bond counsel,
certification and guarantee of signatures and certification as to no litigation pending, as of the date of
® delivery of the Series 2000 Bonds to the Bond Bank, challengingthe validity or issuance of the Series 2000
Bonds. hi the event the Clerk - Treasurer determines to sell the Series 2000 Bonds to the Bond Bank, the
submission of an application to the Bond Bank and the entry by the City into the Purchase Agreement and
the execution of the Purchase Agreement on behalf of the City by the Mayor in accordance with this
Ordinance are hereby authorized, approved and ratified.
(iii) Sale to the State The Series 2000 Bonds may, in the discretion of the Clerk- Treasurer,
be sold to the State, including any such sale through the Bond Bank, pursuant to its State Wastewater
Revolving Loan Fund Program ( "SRF Program "). The Mayor and the C Jerk- Treasurer are hereby authorized
to submit an application to the State for participation in the SRF Program. As a part of the SRF Program,
the Financial Assistance Agreement for the Series 2000 Bonds and the Project shall be executed by the City
and the State. The substantially final form of Financial Assistance Agreement attachedas
and incorporated herein as if set forth in this place is hereby approved by the Common Council, and the
r1
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Mayor and the Clerk- Treasurer are hereby authorized to execute the same on behalf of the City, and to
approve any changes in form or substance to the Financial Assistance Agreement, such approval to be
conclusively evidenced by its execution. The Financial Assistance Agreement may set forth the definitive
terms and conditions for such sale including the purchase price and interest rate, but all of such terms and
conditions must be consistent with the terns and conditions of this Ordinance, including, without limitation,
the interest rates on the Series 2000 Bonds which shall not exceed the maximum rate of interest for the Series
2000 Bonds authorized pursuantto this Ordinance. Series 2000 Bonds sold to the State shall be accompanied
by all documentation required by the State pursuant to Indiana Code 13- 18 -13, 327IAC 13 and the Financial
Assistance Agreement, including, without limitation, an approving opinion of a nationally recognized bond
counsel, certification and guarantee of signatures and certification as to no litigation pending, as of the date
of delivery of the Series 2000 Bonds to the State, challenging the validity or issuance of the Series 2000
Bonds. In the event the Clerk - Treasurer determines to sell the Series 2000 Bonds to the State, the entry by
the City into the Financial Assistance Agreement and the execution of the Financial Assistance Agreement
® by the Mayor, and, if required, the entry by the City into a Purchase Agreement with the Bond Bank and the
execution of the Purchase Agreement by the Mayor, in accordance with this Ordinance are hereby authorized,
approved and ratified. For purposes of any provision of this Ordinance applicable in the event the Series
2000 Bonds or the BANS are owned by the State, such provision shall be equally applicable if any of the
Series 2000 Bonds or BANS are owned by the Bond Bank as a part of the SRF Program.
(d) Credit Enhancement: Opinion of Bond Counsel Prior to the delivery of the Series 2000
Bonds and the BANS, the Clerk - Treasurer, subject to the direction of the Mayor, (i) shall be authorized to
investigate, negotiate and obtain bond insurance, other forms of credit enhancement and /or credit ratings on
Series 2000 Bonds (and the BANS, if issued) and (ii) shall obtain a legal opinion as to the validity of the
Series 2000 Bonds (and the BANS, if issued) from Baker & Daniels, Indianapolis, Indiana, bond counsel for
the City, with such opinion or opinions to be furnished to the purchaser or purchasers of the Series 2000
Bonds or to the purchaser of the BANS at the expense of the City. The costs of obtaining any such insurance,
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1A204925\1
other credit enhancement and /or credit ratings, together with bond counsel's fee in preparing and delivering
such opinion or opinions and in the performance ofrelated services in connection with the issuance, sale and
delivery of the Series 2000 Bonds and the BANs, shall be considered as a part of the cost of the Project or
the prepayment of the outstanding 1999 BANS and shall be paid out of the proceeds of the Series 2000 Bonds
and BANS, respectively.
(e) The Clerk - Treasurer may elect in her discretion to sell one series of the Series 2000
Bonds at public sale, another series to the Bond Bank and /or another series to the State. In such event, the
Clerk- Treasurer shall allocate the Series 2000 Bonds among the different series in such manner as she may
deem appropriate with the advice of the City's financial advisor, andthe designation of the Series 2000 Bonds
shall reflect the different series (e.g., Series 2000A Bonds numbered 2000AR -1 and up, Series 2000B Bonds
numbered 2000BR -1 and up, etc.)
Section 10 . Disposition of Proceeds of the Series 2000 Bonds and BANS• City of
Greencastle. 2000 Sewage Works Construction Account The proceeds from the sale of the BANs (or, if and
® to the. extent the BANS are not issued, the Series 2000 Bonds) shall be deposited in a bank or banks which
are legally qualified depositories for the funds of the City, in the special account to be designated as "City
of Greencastle, 2000 Sewage Works Construction Account' (the "Construction Account "). Amounts in the
Construction Account shall be expended only for the purpose of paying the costs of the Project (including
engineering expenses relating thereto), refunding the 1999 BANS, paying the costs of issuance of the Series
2000 Bonds or BANS, if issued, or as otherwise permitted or required by the Act. Any balance or balances
remaining unexpended in the Construction Account after completion of the Project, which are not required
to meet unpaid obligations incurred in connection with the acquisition, construction or installation of the
Project, shall be used solely for one or more of the purposes permitted under the provisions of Indiana
Code 5 -1 -13, as amended. Pursuant to the Act, the owners of the Series 2000 Bonds and BANS shall be
entitled to a lien on the proceeds of the Series 2000 Bonds and BANS, respectively, until such proceeds are
applied as required by this Ordinance and by Indiana law.
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::ODMATCDOCSUNDOCS 1\204925I
other credit enhancement and /or credit ratings, together with bond counsel's fee in preparing and delivering
such opinion or opinions and in the performance of related services in comtection with the issuance, sale and
delivery of the Series 2000 Bonds and the BANS, shall be considered as a part of the cost of the Project or
the prepayment oftlre outstanding 1999 BANS and shall be paid out of the proceeds ofthe Series 2000 Bonds
and BANS, respectively.
(e) The Clerk - Treasurer niay elect in her discretion to sell one series of the Series 2000
Bonds at public sale, another series to the Bond Bank and /or another series to the State. In such event, the
Clerk- Treasurer shall allocate the Series 2000 Bonds among the different series in such manner as she may
deem appropriate with the advice of the City's financial advisor, and the designation of the Series 2000 Bonds
shall reflect the different series (e.g., Series 2000A Bonds numbered 2000AR -1 and up, Series 2000B Bonds
numbered 2000BR -1 and up, etc.)
Section 10 Disposition of Proceeds of the Series 2000 Bonds and BANs; City of
Greencastle. 2000 Sewage Works Construction Account The proceeds from the sale of the BANs (or, if and
® to the, extent the BANs are not issued, the Series 2000 Bonds) shall be deposited in a bank or banks which
are legally qualified depositories for the funds of the City, in the special account to be designated as "City
of Greencastle, 2000 Sewage Works Construction Account" (the "Construction Account "). Amounts in the
Construction Account shall be expended only for the purpose of paying the costs of the Project (including
engineering expenses relating thereto), refunding the 1999 BANs, paying the costs of issuance of the Series
2000 Bonds or BANs, if issued, or as otherwise permitted or required by the Act. Any balance or balances
remaining unexpended in the Construction Account after completion of the Project, which are not required
to meet unpaid obligations incurred in connection with the acquisition, construction or installation of the
Project, shall be used solely for one or more of the purposes permitted under the provisions of Indiana
Code 5 -1 -13, as amended. Pursuant to the Act, the owners of the Series 2000 Bonds and BANs shall be
entitled to a lien on the proceeds of the Series 2000 Bonds and BANs, respectively, until such proceeds are
applied as required by this Ordinance and by Indiana law.
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Notwithstanding the provisions of this Section 10, if BANS are issued, then the proceeds of
the Series 2000 Bonds relating thereto shall be used to refund the BANS and are hereby pledged for such
® purpose, and any proceeds of the Series 2000 Bonds remaining after the BANS have been paid in full be
deposited in the Construction Account and applied as provided in the immediately preceding paragraph.
Section 11 Sewegation and Application ofSewave Works Revenues All revenues derived
from the operation of the Sewage Works and from the collection of sewage rates and charges shall be
deposited in a fund heretofore established and continued hereby and designated as the Sewage Works
Revenue Fund, and segregated and kept separate and apart from all other funds and bank accounts of the
City. Out of said revenues the proper and reasonable expenses of operation, repair and maintenance of the
Sewage Works shall be paid, the principal and interest of all bonds and fiscal agency charges of bank paying
agents shall be paid, and the costs of replacements, extensions, additions and improvements shall be paid as
hereinafter provided. No moneys derived from the revenues of the Sewage Works shall be transferred to the
general fund of the City or be used for any purpose not connected with the Sewage Works so long as any
bonds payable from the revenues of the Sewage Works are outstanding.
On the last day of each calendar month there shall be credited from the Revenue Fund to the
Sewage Works Operation and Maintenance Fund heretofore established and continued hereby, a sufficient
amount of the revenues of the Sewage Works so that the balance in said fund shall be sufficient to pay the
expenses of operation, repair and maintenance for the then next succeeding two calendar months. The
moneys credited to this fund shall be used for the payment of the reasonable and proper operation, repair and
maintenance expenses of the Sewage Works on a day to day basis, but none of the moneys in such fund shall
be used for depreciation, replacements, improvements, extensions or additions. Any balance in said fund
in excess of the expected expenses of operation, repair and maintenance for the next succeeding month may
be transferred to the Sewage Works Sinking Fund heretofore established and continued hereby if necessary
to prevent a default in the payment of principal or interest on outstanding bonds.
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Section 12 . (a) Sewage Works Sinking Fund There shall be deposited from the Revenue
Fund into the "Sewage Works Sinking Fund" heretofore established and continued hereby for the payment
of the interest on and principal of revenue bonds which by their terms are payable from the revenues of the
Sewage Works, and the payment of any fiscal agency charges in connection with the payment of such bonds
and interest thereon, a sufficient amount of the net revenues of said Sewage Works to meet the requirements
of the Bond and Interest Account and the Reserve Account heretofore established and continued hereby in
said Sewage Works Sinking Fund. Such payments shall continue until the balance in the Bond and Interest
Account, plus the balance in the Reserve Account, equals the principal of and interest on all of the then
outstanding bonds to the final maturity thereof.
(b) Bond and Interest Account Beginning with the first calendar month following the date
of issuance of the Series 2000 Bonds herein authorized, there shall be credited on the last day of each
calendar month to the Bond and Interest Account heretofore established and continued hereby an amount
equal to the sum of one -sixth (1/6) of the interest on all then outstanding bonds payable on the then next
® succeeding interest payment date, and one - twelfth (1/12) of the amount of principal payable on the next
principal payment date on all then outstanding bonds which will be payable on the then next succeeding
principal payment date, until the amount of interest and principal payable on the next succeeding respective
principal and interest payment dates shall have been so credited; provided that such fractional amounts shall
be appropriately increased, as necessary, to provide for the first interest and first principal payments. There
shall similarly be credited to the Bond and Interest Account the amount necessary to pay the bank fiscal
agency charges, if any, for paying principal and interest on the bonds as the same become payable. The City
shall, from the sums deposited in the Sewage Works Sinking Fund and credited to the Bond and Interest
Account, remit promptly to the bank fiscal agency sufficient moneys to pay the principal and interest on the
due dates thereof together with the amount of any bank fiscal agency charges.
(c) Reserve Account On the last day of each calendar month, after making the credits to
the Bond and Interest Account there shall be credited from available net revenues to the Reserve Account
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heretofore established and continued hereby in amounts sufficient to produce, in equal monthly installments
over a sixty (60) month period, an amount equal to the least of (i) the maximum annual debt service on all
® outstanding bonds, and any other parity bonds of the City payable from the net revenues of its sewage works
that may be hereafter issued, (ii) one hundred twenty-five percent (125 %) of the average annual debt service
on all outstanding bonds, and any other parity bonds of the City payable from the net revenues of its sewage
works that may be hereafter issued, or (iii) ten percent (10 %) of the proceeds of all outstanding bonds, and
any other parity bonds of the City payable from the net revenues of its sewage works that may be hereafter
issued (the 'Reserve Requirement'). Said credits to the Reserve Account shall continue until the balance
therein shall equal the Reserve Requirement. The Reserve Account shall constitute the margin for safety as
a protection against default in the payment of principal of and interest on the Series 2000 Bonds and any
other parity bonds of the City payable from the net revenues of its sewage works hereafter issued so long as
the Reserve Requirement has been increased proportionately, and the moneys in the Reserve Account shall
be used to pay current principal and interest on the Series 2000 Bonds and any parity bonds thereof to the
® extent that moneys in the Bond and Interest Account are insufficient for that purpose. Any deficiencies in
credits to the Reserve Account shall be promptly made up from the next available net revenues remaining
after credits into the Bond and Interest Account. III the event moneys in the Reserve Account are transferred
to the Bond and Interest Account to pay principal and interest on bonds, then such depletion of the balance
in the Reserve Account shall be made up from the next available net revenues after the credits into the Bond
and Interest Account hereinbefore provided for. Any moneys in the Reserve Account in excess of the
Reserve Requirement shall be transferred to the Sewage Works Improvement Fund, and in no event shall
such excess moneys be held in the Reserve Account.
Section 13 . Sewage Works Irprovement Fund On the last day of each calendar month after
the Series 2000 Bonds are issued, after meeting the requirements for operation, repair, and maintenance, and
the Sewage Works Sinking Fund, all available net revenues shall be credited to the Sewage Works
Improvement Fund heretofore established and continued hereby. Said fund shall be used for improvements,
11
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::ODMATCDOCS\WDOCS 1\204925 \1
replacements, additions and extensions of the Sewage Works. Moneys in the Sewage Works Improvement
Fund shall be transferred to the Sewage Works Sinking Fund if necessary to prevent a default in the payment
® of principal and interest on the then outstanding bonds or if necessary to eliminate any deficiencies in credits
to or minimum balance in the Reserve Account of the Sewage Works Sinking Fund or may be transferred
to the Operation and Maintenance Fund to meet unforeseen contingencies in the operation, repair and
maintenance of the sewage works. The City may also elect to use net revenues on deposit in the Sewage
Works Improvement Fund to pay interest on the BANS.
Section 14 . Books of Record and Accounts The City shall keep proper books of record and
accounts, separate from all of its other records and accounts, in which complete and correct entries shall be
made showing all revenues collected from said works and deposited in said funds, and all disbursements
made therefrom on account ofthe operation ofthe works, and to meet there . quirements of the Sewage Works
Sinking Fund, and all other financial transactions relating to said works. There shall be prepared and
furnished, upon written request, to any owner of the Series 2000 Bonds or BANS at the time then outstanding,
® within thirty (30) days after their receipt by the City, the most recent audited financial statements of the
utility prepared by the State Board of Accounts. Copies of all such statements and reports shall be kept on
file in the office of the Clerkfreasurer. Any owner or owners of the Series 2000 Bonds or BANs then
outstanding shall have the right at all reasonable times to inspectthe works and all records, accounts and data
of the City relating thereto. Such inspections may be made by representatives duly authorized by written
instrument.
If the Series 2000 Bonds or BANS are sold to the Bond Bank or the State, the City shall
establish and maintain the books and other financial records of the Project (including the establishment of
a separate account or subaccount for the Project) and the Sewage Works in accordance with (i) generally
accepted accounting standards for utilities, on an accrual basis, as promulgated by the Government
Accounting Standards Board, and (ii) the rules, regulations, and guidance of the State Board of Accounts.
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Section 15 . Rates and Charges The City covenants and agrees that it will establish and
maintain justand equitable rates or charges for the use of and the services rendered by said 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 works system of the City, or that in any way uses or is
served by such works, at a level adequate to produce and maintain sufficient revenue (including user and
other charges, fees, income, or revenues available to the City) to provide for the proper Operation and
Maintenance (as defined in the Financial Assistance Agreement) of the works, to comply with and satisfy
all covenants contained in this Ordinance and the Financial Assistance Agreement, and for the payment of
the sums required to be paid into the Sewage Works Sinking Fund by the Act and this Ordinance.
Such rates orcharges shall, ifnecessary, be changed and readjusted from time to time so that
the revenues therefrom shall always be sufficient to meet the expenses of Operation and Maintenance of the
Sewage Works and the requirements ofthe Sewage Works Sinking Fund. The rates or charges so established
shall apply to any and all use of such works by and service rendered to the City and all departments thereof
® and shall be paid by the City as the charges accrue.
Section 16 . Defeasance If, when the Series 2000 Bonds (or portions thereof) issued
hereunder 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 2000 Bonds (or such portions thereof) for
redemption shall have been given, and the whole amount of the principal and the interest and the premium,
if any, so due and payable upon all of the Series 2000 Bonds (or such portions thereof) then outstanding shall
be paid; or (i) sufficient moneys, 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 moneys, or (iii) time certificates of deposit fully secured as to both
principal and interest by obligations of the kind described in (ii) above of a bank or banks the principal of
and interest on which when due will provide sufficient moneys, shall be held in trust for such purpose, and
provision shall also be made for paying all fees and expenses for the redemption, then and in that case the
L`J
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::0DMA\PCD0CSVND0C9 l \204925\ 1
Series 2000 Bonds (or such portions thereof) issued hereunder shall no longer be deemed outstanding or
entitled to the pledge of the net revenues of the City's Sewage Works.
® Section 17. Additional BANS and Bonds The City reserves the right to authorize and issue
additional BANS at any time ranking on a parity with the BANS so long as the interest is payable only on
January 1 and July I and the principal is payable solely from the Series 2000 Bond proceeds. The City also
reserves the right to authorize and issue additibnal bonds, payable out of the net 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, subject to the following conditions:
(a) The interest on and principal of all bonds payable from the revenues of the Sewage
Works shall have been paid to date in accordance with the terms thereof.
(b) The net revenues ofthe Sewage Works in the fiscal year immediately preceding the
issuance of any such bonds ranking on a parity Nvith the bonds authorized by this Ordinance shall be 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; or, prior to the issuance
of said parity bonds, the sewage rates and charges shall be increased sufficiently so that said increased rates
and charges applied to the previous fiscal year's operations would have produced net revenues for said year
equal to not less than one hundred twenty-five percent (125 %) of the maximum annual interest and principal
requirements of the then outstanding bonds and the additional parity bonds proposed to be issued. For
purposes of this subsection, the records of the Sewage Works shall be analyzed and all showings shall be
prepared by a certified public accountant or nationally recognized firm of professionals experienced in
analyzing financial records of municipal utilities retained by the City for that purpose.
(c) The principal of said additional parity bonds shall be payable on January I and the
interest on said additional parity bonds shall be payable semiannually on January I and July 1 in the years
in which such principal and interest are payable.
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::ODMA\PCDOCSUNDOCS I \?049? 5\ 1
(d) If the Series 2000 Bonds are sold to the Bond Bank or the State, (i) the City has
obtained the consent of the State, (ii) the City has faithfully performed and is in compliance with each of its
® obligations, agreements, and covenants containedin the Financial Assistance Agreement and this Ordinance,
and (iii) the City is in compliance with its National Pollutant Discharge Elimination System permits, except
for non - compliance for which purpose the Series 2000 Bonds or any additional parity bonds are to be issued,
including refunding bonds issued prior to, but Bart of, the overall plan to eliminate such non- compliance.
(e) The Reserve Requirement is proportionately increased in accordance with the
provisions of Section 12(c) of this Ordinance and the City covenants to make equal monthly deposits into
the Reserve Account over a sixty (60) month period sufficient to make the amount therein equal the Reserve
Requirement.
Section 18 . Additional Covenants of the City For the purpose of further safeguarding the
interests of the owners of the Series 2000 Bonds and BANS herein authorized, it is specifically provided as
follows:
® (a) All contracts let by the City in connection with the construction of said additions
and 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 one
hundred percent (100 %) of the amount of such contracts, to insure the completion of said contracts in
accordance with theirterms, and such contractors shalt also be required to carry such employer's 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) Said additions and improvements shall be constructed under the supervision and
subject to the approval of the Consulting Engineers or such other competent engineer as shall be designated
by the Common Council. All estimates for work done or material furnished shall first be checked by the
Consulting Engineers and approved by the Common Council.
I
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:: ODMATCDOCSUNDOCS 1\'09925 \I
(c) The City shall at al l 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 Series 2000 Bonds or BANS herein authorized are outstanding,
the City shall maintain insurance coverage (which must be acceptable to the State if the State owns the Series
2000 Bonds or the BANS), including fidelity bonds, to protect the sewage works and its operations 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 and
condemnation awards shall be used to replace or repair the property, or, if not used for that purpose, shall
be treated and applied as net revenues of the works (or such use as consented to by the State ifthe State owns
the Series 2000 Bonds or BANS).
(e) So long as any of the Series 2000 Bonds or BANs 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 replace equipment which may become worn out or obsolete.
(f) If the Series 2000 Bonds or BANS are sold to the Bond Bank or the State to finance
Eligible Costs, the City shall not borrow any money, enter into any contract or agreement or incur any other
liabilities in connection with the Sewage Works, other than for normal operating expenditures, without the
prior written consent of the State if such undertaking would involve, commit, or use the revenues of the
Sewage Works.
(g) Except as hereinbefore provided in Section 17 hereof, so long as any of the bonds
or BANS herein authorized are outstanding, no additional bonds, BANS 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 and BANS herein authorized, unless all
of the bonds and BANS herein authorized are redeemed, retired or defeased pursuant to Section 16 hereof
® coincidentally with the delivery of such additional bonds, BANS or other obligations.
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(h) The City shall take all action 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. The City shall, insofar as possible, cause all such sanitary sewers to be
connected with said sewage works.
(i) The provisions of this Ordinance shall constitute a contract by and between the City
and the owners of the sewage works revenue bonds and BANs herein authorized, and after the issuance of
said bonds and BANs, except as otherwise provided by Section 22 hereof, this Ordinance shall not be
repealed or amended in any respect which will adversely affect the rights of the owners of said bonds and
BANS, nor shall the Common Council adopt any law, ordinance or resolution which in any way adversely
affects the rights of such owners so long as any of said bonds or BANS or the interest thereon remains
unpaid. The Common Council reserves the right, however, to amend this Ordinance from time to time to
preserve the Tax Exemption described in Section 20 hereof without the approval of any owner of the Series
2000 Bonds so long as the Common Council certifies that such amendment does not violate this
• subsection (i) of Section 18; provided, however, that if the Series 2000 Bonds or BANS are sold to the State
or the Bond Bank, the City shall obtain the prior written consent of the State.
(j) The provisions of this Ordinance shall be construed to create a trust in the proceeds
of the sale of the bonds and BANS herein authorized for the uses and purposes herein set forth, and the
owners of the bonds and BANS shall retain a lien on such respective proceeds until the same are applied in
accordance with the provisions of this Ordinance and of the 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
owner of said bonds and BANS shall have all of the rights, remedies and privileges set forth in the provisions
of the Act, 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 or BANS herein authorized or in the
® event of default in respect to any of the provisions of this Ordinance or the Act.
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Section 19 . Pemitted Actions Relating to Preservation of Exclusion of interest from Federal
Gross Income (a) The Clerk- Treasurer is hereby authorized to invest moneys pursuant to tine provisions
® of this Ordinance at a restricted yield (subject to applicable requirements of federal law to insure that any
such investment is acquired for fair market value) to the extent necessary or advisable to preserve the
exclusion from gross income of interest on the bonds and BANS, or the tax exempt status of interest on the
bonds and BANS, under federal law.
(b) The Clerk - Treasurer shall keep full and accurate records of investmentearningsand
income from moneys held in the funds and accounts created or referenced herein. In order to comply with
the provisions ofthis Ordinance, the Clerk - Treasurer is hereby authorized and directed to employ consultants
or attorneys from time to time to advise the City as to requirements of federal law to preserve the tax
exclusion or exemption.
Section 20 . Tax Covenants In order to preserve the exclusion of interest on the Series 2000
Bonds and BANs from gross income for federal income tax purposes and as an inducement to purchasers of
® the Series 2000 Bonds and BANS, the City represents, covenants and agrees that:
(a) No person or entity, other than the City or another state or local governmental unit,
will use proceeds of the Series 2000 Bonds or BANS or property financed by the Series 2000 Bond or BAN
proceeds other than as a member of the general public. No person or entity other than the City or another
state or local governmental unit will own property financed by the Series 2000 Bond or BAN proceeds or
will have actual or beneficial use of such property pursuant to a lease, a management or incentive payment
contract, an arrangement such as take -or -pay or output contract or any other type of arrangement that
differentiates that person's or entity's use of such property from the use by the public at large.
(b) No Series 2000 Bond or BAN proceeds will be loaned to any entity or person. No
Series 2000 Bond or BALI proceeds will be transferred, directly or indirectly, or deemed transferred to a
nongovernmental person in any manner that would in substance constitute a loan of the Series 2000 Bond
® or BAN proceeds.
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::O DMATCDOCSUNDOCS 1 \204925\ 1
(c) The City will not take, or cause or permit to be taken by it or by any party under its
control, or fail to take or cause or permit to fail to be taken by it or by any party under its control, any action
® with respect to the Series 2000 Bonds or BANS that would result in the loss of the exclusion from gross
income for federal income tax purposes of interest on the Series 2000 Bonds or BANS pursuant to
Section 103 of the Code, nor will the City act in any other manner which would adversely affect such
exclusion. The City further covenants that it will not make any investment or do any other actor thing during
the period that any Series 2000 Bond or BAN is outstanding hereunder which would cause any Series 2000
Bond or BAN to be an "arbitrage bond" within the meaning of Section 148 of the Code and the regulations
applicable thereto as in effect on the date of delivery of the Series 2000 Bonds or BANS.
(d) The City will, to the extent necessary to preserve the exclusion of interest on the
Series 2000 Bonds and BANS from gross income for federal income tax purposes, rebate all required
arbitrage profits on Series 2000 Bond and BAN proceeds or other moneys treated as Series 2000 Bond or
BAN proceeds to the federal government and will set aside such moneys in a Rebate Account to be held by
the Clerk- Treasurer in trust for such purpose.
Section 21 . Compliance with Tax Sections Notwithstanding any other provisions of this
Ordinance, the covenants and authorizations contained in this Ordinance ( "Tax Sections ")which are designed
to preserve the tax exempt status of interest on the Series 2000 Bonds and BANS or the exclusion of interest
on the Series 2000 Bonds and BANS from gross income under federal law ( "Tax Exemption ") need not be
complied with if the City receives an opinion of nationally recognized bond counsel that any Tax Section
is unnecessary to preserve the Tax Exemption.
Section 22 . Supplemental Ordinances Subject to the terms and provisions contained in this
Section, and not otherwise, the owners of not less than seventy-five percent (75 %) in aggregate principal
amount of the bonds issued pursuant to this Ordinance and then outstanding shall have the right, from time
to time, anything contained in this Ordinance to the contrary notwithstanding, to consent to and approve the
• adoption by the City of such ordinance or ordinances supplemental hereto as shall be deemed necessary or
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::ODMA\PCDOCS\INDOCS 1\204925 \I
desirable by the City for the purpose of modifying, altering, amending, adding to or rescinding in any
® particular any of the terms or provisions contained in this Ordinance, or in any supplemental ordinance;
provided, however, that if the Series 2000 Bonds or BANS are sold to the Bond Bank or the State, the City
shall obtain the prior written consent of the State; and provided, further, that nothing herein contained shall
permit or be construed as permitting:
(a) An extension of the maturity of the principal of or interest on any bond issued
pursuant to this Ordinance; or
(b) A reduction in the principal amount of any bond or the redemption premium or the
rate of interest thereon; or
(c) The creation of a lien upon or a pledge of the net revenues of the sewage works
ranking prior to the pledge thereof created by this Ordinance; or
(d) A preference or priority of any bond orbonds issued pursuant to this Ordinanceover
any other bond or bonds issued pursuant to the provisions of this Ordinance; or
• (e) A reduction in the aggregate principal amount of the bonds required for consent to
such supplemental ordinance.
The owners of not less than seventy -five percent (75 %) in aggregate principal amount of the
bonds outstanding at the time of adoption of such supplemental Ordinance shall have consented to and
approved the adoption thereof by written instrument to be maintained on file in the office of the Clerk -
Treasurer of the City. No owner of any bond issued pursuant to this Ordinance shall have any right to object
to the adoption of such supplemental ordinance or to object to any of the terms and provisions contained
therein or the operation thereof, or in any manner to question the propriety of the adoption thereof, or to
enjoin or restrain the City or its officers from adopting the same, or from taking any action pursuant to the
provisions thereof. Upon the adoption of any supplemental ordinance pursuant to the provisions of this
Section, this Ordinance shall be, and shall be deemed, modified and amended in accordance therewith, and
® the respective rights, duties and obligations under this Ordinance of the City and all owners of bonds issued
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::01)MATCDMV NDOCS IU04925XI
pursuant to the provisions of this Ordinance then outstanding, shall thereafter be determined, exercised and
® enforced in accordance with this Ordinance, subject in all respects to such modifications and amendments.
Notwithstanding anything contained in the foregoing provisions of this Ordinance, the rights and obligations
of the City and of the owners of the bonds authorized by this Ordinance, and the terms and provisions of the
bonds and this Ordinance, or any supplemental ordinance, may be modified or altered in any respect with
the consent of the City and the consent of the owners of all the bonds issued pursuant to this Ordinance then
outstanding.
Notwithstanding anything in this Section 22 of this Ordinance, as to any series of Series 2000
Bonds sold to the State pursuant to Section 9 of this Ordinance, no supplemental ordinance shall be adopted
unless consented to in writing by the State.
Section 23 . Repeal of Conflicting Ordinances All ordinances, resolutions and orders, or
parts thereof, in conflict with the provisions of this Ordinance, are, to the extent of such conflict, hereby
repealed; provided, however, that this Ordinance shall not be construed as repealing or modifying in any
® respect any of the provisions of the Prior Ordinance.
Section 24 . Rates and Charges The estimate ofrates and charges which will be needed and
charged to the general classes of users of property to be served by the Sewage Works in order to provide
sufficient moneys to make payments of principal of and interest on the Series 2000 Bonds, along with the
other payments identified in this Ordinance, is set forth in an ordinance entitled "An Ordinance amending
Ordinance No. 1994 -12, being an ordinance amending Ordinance Nos. 1966 -7, 1977 -13, 1977 -15, 1980 -10
and 1980 -14, being an Ordinance establishing rates and charges by the City of Greencastle, Indiana, for use
and service of its sewer system, providing charges for connection and providing for collections thereof,"
adopted on June 8, 1999.
Section 25 . Payments on Holidays 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
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::ODMATCDOMINDOCS I U049? 5\ 1
located are typically closed, such payment may be made.or act performed or right exercised on the next
o 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. Notwithstanding the foregoing, with respect to any Series 2000 Bonds
sold to the State pursuant to Section 9 of this Ordinance, if the date for making any payment is a day when
financial institutions are not open for business, such payment shall be made on the business clay immediately
preceding such payment date.
Section 26 . Seoarabilim 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 27 . Captions The captions in this Ordinance are inserted only as a matter of
convenience and reference, and such captions are not intended and shall not be construed to define, limit,
establish, interpret or describe the scope, intent or effect of any provision of this Ordinance.
• Section 28 . Effectiveness This Ordinance shall be in full force and effect from and after
its passage.
[End of Section 1]
SECTION 2 . All ordinances, resolutions and orders, or parts thereof, in conflict with
the provisions of this Ordinance are, to the extent of such conflict, hereby repealed, and this
Ordinance shall be in immediate effect from and after its adoption.
•
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::ODMA\PCDOCSINDOCS n404925 \I
Passed and adopted by the Common Council of the City of Greencastle on the 11th
® day of April, 2000.
ATTEST:
Clerk- Treasurer
COMMON COUNCIL OF THE CITY OF
GREENCASTLE, INDIANA
c' ccL
Presiding Off er
Presented by me to the Mayor of the City of Greencastle on the 11t day of April,
2000, at �Z a l o'clock / �Zm.
40 �a
Clerk- Treasurer
This ordinance approved and signed by me on the // day ofApril, 2000, at 90 7
o'clock Am.
11
ayor
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::ODhL1\PCDOCSUNDOCS 1 \204925 \I
APPENDIX A TO THE AMENDED
AND RESTATED BOND ORDINANCE
[Form of Bond]
UNPfED STATES OF AMERICA
STATE OF INDIANA, COUNTY OF PUTNAM
CITY OF GREENCASTLE, INDIANA,
SEWAGE WORKS REVENUE BOND, SERIES 2000
No. 00R -I
Interest Original Authentication
Rate Date Date
2.90 %* 2000 ' 2000
Registered Owner: THE INDIANA BOND BANK
Maximum Principal Amount: $12,000,000
*Commencing 2002
The City of Greencastle (the "City "), in Putnam County, State of Indiana, for value
received, hereby promises to pay to the Registered Owner specified above, or registered assigns,
upon surrender hereof, solely out of the special revenue fund hereinafter referred to, the Principal
Amount stated above, or so much thereof as may be advanced from time to time and be outstanding
as evidenced by the records of the registered owner making payment for this Bond, or its assigns on
January 1 in the years and in the amounts as set forth on Schedule A attached hereto (unless this
bond be subject to and shall have been called for redemption prior to maturity as hereinafter
provided), and to pay interest hereon until the Principal Amount is fully paid at the Interest Rate per
annum specified above from the interest payment date to which interest has been paid next preceding
the Authentication Date of this bond unless this bond is authenticated after the fifteenth day of the
month immediately preceding an interest payment date and on or before such interest payment date,
in which case it shall bear interest from such interest payment date, or unless this bond is
authenticated on or before December 15, 2002, it shall bear interest from the Original Date specified
above, which such interest is payable semiannually on January 1 and July 1 of each year,
commencing January 1, 2003. Interest shall be calculated on the basis of twelve (12) thirty (30) -day
months for a three hundred sixty (360) -day year.
The principal of this bond is payable at the principal office of the Clerk - Treasurer of
the City of Greencastle, Indiana, as Registrar and Paying Agent (which term shall include any
successor registrar and paying agent). All payments of interest hereon will be paid by cash or draft
mailed or delivered by the Paying Agent to the Registered Owner hereof at the address as it appears
on the registration books of the Registrar as of the fifteenth day of the month immediately preceding
the applicable interest payment date or at such other address as is Rimished to the Paying Agent in
® writing by such Registered Owner. All payments on this bond shall be made in any coin or currency
of the United States of America which, on the dates of such payments, shall be legal tender for the
payment of public and private debts.
Notwithstanding the foregoing paragraph, so long as this bond is registered in the
name of the State of Indiana (the "State ") or the Indiana Bond Bank (the "Bond Bank "), principal of
and interest on this bond shall be paid by Wire transfer to a financial institution designated by the
State on the due date of such payment or, if such date is a day when financial institutions are not
open for business, on the business day immediately preceding such due date. So long as the State
or the Bond Bank is the registered owner of this bond, this bond shall be presented for payment as
directed by the State.
So long as the State is the registered owner of this bond, it is understood that the
principal hereof shall not be payable and interest hereon shall not accrue until such principal amount
has been advanced pursuant to a request made by the City to the State.
This bond and the other bonds of this issue, together with the interest payable hereon
and thereon, are payable solely from and secured by an irrevocable pledge of and constitute a first
charge upon all of the net revenues (herein defined as the gross revenues after deduction only for the
payment of the proper and reasonable expenses of Operation and Maintenance, as defined in the
Financial Assistance Agreement, as hereinafter described) derived from the sewage works of the
City, including the existing works, the improvements and extensions acquired or constructed out of
the proceeds of this bond and the issue of which it is a part, and all additions and improvements
thereto subsequently acquired or constructed; and rank on aparity basis with other bonds of the City,
designated "City of Greencastle, Indiana, Sewage Works Revenue Bonds of 1994" outstanding on
the issuance date of this bond in the amount of One Million Three Hundred Ninety Thousand Dollars
($1,390,000) and maturing in various amounts on January 1 in the years 2001 through 2015,
inclusive (the "Prior Bonds "). The City shall not be obligated to pay the principal of or interest on
this bond except from the special fund, entitled the "Sewage Works Sinking Fund" (heretofore
created by ordinance of the City and continued under the Ordinance as hereinafter described),
provided from the net revenues of such sewage works, and neither this bond nor any of the bonds
of the issue of which this bond is a part shall constitute an indebtedness of the City within the
meaning of the provisions and limitations of the constitution of the State of Indiana.
This bond is one of an authorized issue of bonds of the City of Greencastle, Indiana,
of like tenor and effect, except as to numbering, interest rate and date of maturity, in the total amount
not to exceed Twelve Million Dollars ($12,000,000) numbered from OOR -1 upward, issued for the
purpose of providing funds to pay the cost of certain improvements and extensions to the sewage
works of the City (the "Sewage Works "), to prepay bond anticipation notes issued in anticipation of
the bonds, and all expenses necessarily incurred in connection with the issuance of such bonds, as
A -2
205081.1
authorized by an ordinance adopted by the Common Council of the City on the 11 th day of April,
2000, entitled "an ordinance of the Conunon Council of the City of Greencastle, Indiana, amending
® and restating Ordinance No. 1998 -28 of the Common Council of the City, adopted on November 17,
1998, as previously amended and supplemented, authorizing the issuance and sale of sewage works
revenue bonds of the City in an amount not to exceed $12,000,000, the refunding of outstanding
sewage works revenue bond anticipation notes of the City and other related matters" (the
"Ordinance "), and in strict compliance with the provisions of Indiana Code, Title 36, Article 9,
Chapter 23, and the laws amendatory thereof and supplemental thereto (the "Act ").
Reference is hereby made to the Financial Assistance Agreement between the City
and the State as to certain terms and covenants pertaining to the sewage works project and this Bond
(the "Financial Assistance Agreement ").
This bond is issuable only in fully registered form in the denomination of $1.00 or
any integral multiple thereof not exceeding the aggregate principal amount of the bonds of this issue
maturing in any one year, unless this bond is of a series of bonds sold to the Bond Bank or the State.
in which case it may be of such denomination as directed.
Pursuant to the provisions of the Act and the Ordinance, the principal of and interest
on this bond and all other bonds of this issue, together with the Prior Bonds and any bonds hereafter
issued on a parity herewith or therewith, are secured by and are payable solely from the Sewage
Works Sinking Fund heretofore created, and continued by the Ordinance, to be provided from the
net revenues (herein defined as the gross revenues after deduction only for the payment of the proper
® and reasonable expenses of Operation and Maintenance, as defined in the Financial Assistance
Agreement) derived from the Sewage Works, including the existing works, the improvements and
extensions acquired or constructed out 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 and
acquired. This bond does not and shall not constitute an indebtedness of the City within the meaning
of the provisions and limitations of the constitution of the State of Indiana, and the City is not and
shall not be obligated to pay this bond or the interest thereon except from such special fund provided
from such net revenues.
The City irrevocably pledges the entire net revenues of the Sewage Works to the
extent necessary for such purposes, to the prompt payment of the principal of and interest on the
bonds of this issue authorized pursuant to the Ordinance, including this bond, the Prior Bonds and
any bonds hereafter issued on a parity herewith. The City covenants that it will to the fullest extent
permitted by law cause to be fixed, maintained and collected such rates and charges for services
rendered by such works as are sufficient in each year for the payment of the proper and reasonable
expenses of Operation and Maintenance of said works and for the payment of the sums required to
be paid into said Sinking Fund wider the provisions of said Act and said Ordinance. In the event the
City, or the proper officers thereof, shall fail or refuse to so fix, maintain and collect such rates or
charges, or if there be a default in the payment of the principal of or interest on this bond, the
® A -3
205081.1
Registered Owner of this bond shall have all of the rights and remedies provided for in the Act,
including the right to have a receiver appointed to administer the works and to charge and collect
is rates sufficient to provide for the payment of the principal of and interest on this bond.
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 the Sewage 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 all bonds and interest, (c) the principal of all bonds
payable from the revenues of the Sewage Works, and (d) an additional amount as a margin of safety
to create the reserve required by the Ordinance.
The bonds of this issue maturing on or after January 1, 2012, are subject to
redemption prior to maturity, at the option of the City, in whole or in part, on January 1, 2011, or at
any time thereafter, in inverse order of maturity and by lot within any such maturity or maturities by
the Registrar at a redemption price expressed as a percentage of the principal amount of each bond
to be redeemed in accordance with the following schedule, plus accrued interest to the date of
redemption:
Redemption Period
(Both Dates Inclusive) Re_ demotion Price
January 1, 2011, through December 31, 2011 102%
January 1, 2012, through December 31, 2012 101%
® January 1, 2013, and thereafter prior to maturity 100%
Notice of any such redemption shall be sent by registered or certified mail to the Registered Owner
of this bond at least sixty (60) days prior to the date fixed for redemption, unless such notice is
waived by the Registered Owner. The notice shall specify the redemption price, the date and place
of redemption, Enid the registration numbers (and in case of partial redemption, the respective
principal amounts) of the bonds called for redemption. Interest on bonds so called for redemption
shall cease to accrue on the redemption date fixed in such notice, so long as sufficient funds are
available at the place of redemption to pay the redemption price on the redemption date or when
presented for payment.
If this bond or a portion hereof 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 an d payable upon this bond or such
portion hereof shall be paid, or (i) sufficient moneys, 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 moneys for such purpose,
or (iii) time certificates of deposit of a bank or banks, fiilly secured as to both principal and interest
® A -4
205081.1
by obligations of the kind described in (ii) above, the principal of and interest on which when due
will provide sufficient moneys for such purpose, shall be held in trust for such purpose, and
® provision shall also be made for paying all fees and expenses for the redemption, then and in that
case this bond or such portion hereof shall no longer be deemed outstanding, entitled to the pledge
of the net revenues of the sewage works or an obligation of the City.
If this bond shall not be presented for payment or redemption on the date fixed
therefor, the City may deposit in trust with the Paying Agent an amount sufficient to pay such bond
or the redemption price, as appropriate, and thereafter the Registered Owner shall look only to the
funds so deposited in trust with the Paying Agent for payment, and the City shall have no further
obligation or liability with respect thereto.
Subject to the provisions of the Ordinance regarding the registration of such bonds,
this bond and all other bonds of this issue of which this bond is a part are fully negotiable
instruments under the laws of the State of Indiana. This bond is transferable or exchangeable only
on the books of the City maintained for such purpose at the principal office of the Registrar, 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 duly
executed by the Registered Owner or his attorney duly authorized in writing, and thereupon a new
fiilly registered bond or bonds in the same aggregate principal amount and of the same maturity shall
be executed and delivered in the name of the transferee or transferees or the Registered Owner, as
the case may be, in exchange therefor. This bond may be transferred or exchanged without cost to
the Registered Owner or his attorney duly authorized in writing, except for any tax or other
® governmental charge which may be required to be paid with respect to such transfer or exchange.
The Registrar shall not be obligated to make any exchange or transfer of this bond (i) during the
fifteen (15) days immediately preceding an interestpayment date on this bond or (ii) after the mailing
of any notice calling this bond for redemption. The City, the Registrar and any Paying Agent for this
bond may treat and consider the person in whose name this bond is registered as the absolute owner
hereof for all purposes including for the purpose of receiving payment of, or on account of, the
principal hereof and the redemption premium, if any, and interest due hereon.
In the event this bond is mutilated, lost, stolen or destroyed, the City may cause to be
executed and the Registrar 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 Registrar, and
in the case of this bond being lost, stolen or destroyed, there shall first be furnished to the Registrar
evidence of such loss, theft or destruction satisfactory to the City and to the Registrar, together with
indemnity satisfactory to them. In the event that this bond, being mutilated, lost, stolen or destroyed,
shall have matured or been called for redemption, instead of causing to be issued a duplicate bond
the Registrar may pay this bond upon surrender of this mutilated bond or upon satisfactory indemnity
and proof of loss, theft or destruction in the event this bond is lost, stolen or destroyed. In such
event, the City and the Registrar may charge the owner of this bond with their reasonable fees and
205081.1
A -5
expenses in comiection 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.
In the manner provided in the Ordinance, the Ordinance and the rights and obligations
of the City and the owners of the bonds of this issue authorized thereunder, including this bond , may
(with certain exceptions as stated in the Ordinance) be modified or amended with the consent of the
owners of at least seventy -five percent (75 %) in aggregate principal amount of such bonds exclusive
of any such bonds which may be owned by the City.
The Registered Owner of this bond, by the acceptance hereof, hereby agrees to all the
terms and provisions contained in the Ordinance.
The City, the Registrar and the Paying Agent may deem and treat the Registered
Owner hereof as the absolute owner hereof for the purpose of receiving payment of or on account
of principal hereof and the interest due hereon and for all other purposes, and none of the City, the
Registrar or the Paying Agent shall be affected by any notice to the contrary.
This bond shall not be valid or become obligatory for any purpose or entitled to any
security or benefit under the Ordinance herein described unless and until the certificate of
authentication hereon shall have been executed by a duly authorized representative of the Registrar.
The City hereby certifies, recites and declares that all acts, conditions and things
required to be done precedent to and in the preparation, execution, issuance and delivery of this bond
have been done and performed in regular and due form as required by law.
A -6
205081.1
IN WITNESS WHEREOF, the City of Greencastle, in Putnam .County, State of
Indiana, has caused this bond to be executed in its corporate name and on its behalf by the manual
® or facsimile signature of its Mayor, and its corporate seal to be hereunto affixed or impressed by any
means and attested by the manual or facsimile signature of its Clerk- Treasurer.
CITY OF GREENCASTLE, INDIANA
B y
(Seal of the City) Mayor
ATTEST:
Clerk- Treasurer
REGISTRAR'S CERTIFICATE OF AUTHENTICATION
This bond is one of the City of Greencastle, Indiana, Sewage Works Revenue Bonds,
® Series 2000, issued and delivered pursuant to the provisions of the within-mentioned Ordinance.
Clerk- Treasurer, as Registrar
Clerk- Treasurer of the
City of Greencastle, Indiana
® A -7
205081.1
ASSIGNMENT
® FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto
(insert name and address) the within bond
and all rights thereunder, and hereby irrevocably constitutes and appoints
attorney to transfer the within bond on the books kept for the
registration thereof with full power of substitution in the premises.
Dated:
NOTICE: The signature to this assignment must
correspond with the name as it appears on the face of
the within bond in every particular, without alteration
or enlargement or any change whatsoever.
Signature Guarantee:
NOTICE: Signature(s) must be
guaranteed by an eligible guarantor
institution participating in a Security
Transfer Association recognized
® signature guarantee program.
?osostA A -8
SCHEDULE A
PRINCIPAL AMOUNTS AND MATURITY DATES
E
[End of Bond Form]
A -9
?osoai. i
E
APPENDIX B begins on the next page
STATE OF INDIANA
WASTEWATER REVOLVING LOAN PROGRAM
FINArNCIAL ASSISTANCE AGREEMENT made as of this _ day of May, 2000 by
and between the State of Indiana (the "State ") acting by and through the State Budget Agency
(the "Budget Agency ") and the City of Greencastle (the "Qualified Entity "), a political
subdivision as defined in I.C. 13 -11 -2 -164 and existing under I.C. 36 -5, witnesseth:
WHEREAS, the State has had a longstanding commitment to fund water quality projects
for political subdivisions of the State; and
WHEREAS, the State's Wastewater Revolving Loan Program (the "SRF Program ") has
been established in accordance with the federal Clean Water Act and the regulations promulgated
thereunder, and pursuant to I.C. 13 -18 -13 (the "SRF Act "), which SRF Act also establishes the
wastewater revolving loan fund (the "SRF Fund" ); and
WHEREAS, through the cooperation of federal, state and local governments, more than a
billion dollars of water quality projects have been built in Indiana in the past two decades; and
WHEREAS, hundreds of millions of dollars of additional water quality projects in
Indiana are critically needed, and the political subdivisions need -- and desire -- low -cost
® financing therefor; and
WHEREAS, the State is authorized pursuant to the SRF Act to fund the SRF Program
with federal capitalization grants, together with required State matching fiords, therefor; and
WHEREAS, the SRF Program is a critical source of low -cost financing for political
subdivisions' water quality projects; and
WHEREAS, the Indiana Bond Bank (the "Bond Bank ") has had a longstanding
commitment to finance water quality projects for qualified entities by issuing its bonds, pursuant
to I.C. 5 -1.5 (the "Bond Bank Act ") for the purpose of buying securities of such qualified
entities; and
WHEREAS, in keeping with its public purpose under the Bond Bank Act, the Bond Bank
intends to cooperate with the State in financing the SRF Program, including the required State
matching funds, and the political subdivisions' water quality projects and, to that end, the State
intends to cooperate with the Bond Bank; and
WHEREAS, to finance the SRF Program, including the required State matching funds,
the Bond Bank has previously and will issue from time to time one or more series of its State
Revolving Fund Program Bonds; and
1i]
WHEREAS, the Qualified Entity is a duly existing political subdivision of the State,
lawfully empowered to undertake all transactions and execute all documents mentioned or
contemplated herein; and
WHEREAS, the Qualified Entity has determined to undertake a wastewater treatment
system project (as more fully described herein, the "Project ") and to borrow money from the SRF
Program to construct and acquire the Project; and
WHEREAS, the State and the Qualified Entity desire to set forth the terms of such
financial assistance as hereinafter provided.
NOW THEREFORE, in consideration of the mutual covenants herein set forth, the State
and the Qualified Entity agree as follows:
ARTICLE I
DEFINITIONS
Section 1.01 Definitions The following terms shall, for all purposes of this Agreement,
have the following meaning:
" Aeency " shall mean the United States Environmental Protection Agency or its
® successor.
" Authorizing Instrument(s) shall mean the separate trust indenture(s) of the Qualified
Entity entered into with a corporate trustee or the detailed resolution(s) or ordinance(s) of the
governing body of the Qualified Entity pursuant to which the Bonds are issued in accordance
with State law.
" Authorized Representative shall mean the Clerk- Treasurer of the Qualified Entity or
such other officer, official, or representative of the Qualified Entity duly authorized to act for and
on behalf of the Qualified Entity as provided for herein.
"Bond" or ' Bonds " shall mean the instrument(s) which evidence(s) the Loan, as
authorized by the Authorizing Instrument and containing the terms set forth in Section 2.02 of
this Agreement.
" Bond Bank Bonds shall mean any Indiana Bond Bank State Revolving Fund Program
Bonds issued as a part of the SRF Program.
" Bond Fund shall mean the separate and segregated fund or account established and
created by the Political Subdivision pursuant to the Authorizin Instrument from which payment
of the principal of and interest on the Bonds is required to be made by the Qualified Entity.
468938
" Budget Agenev "shall mean the State Budget Agency created under I.C. 4- 12 -1 -3 or its
successor.
" Business Da v " shall mean any day other than a Saturday, Sunday or State legal holiday
or any other day on which financial institutions in the State are authorized by law to close and to
remain closed.
" Clean Water Act shall mean the Federal Water Pollution Control Act, 33 U.S.C.
Sections 1251 -1387, as amended and supplemented from time to time.
"Code" shall mean the Internal Revenue Code of 1986, as amended and supplemented
from time to time, together with the regulations related thereto.
" Department " shall mean the Indiana Department of Environmental Management
created under I.C. 13- 13 -1 -1 or its successor.
" Disbursement Re nest shall mean a request for a disbursement of the Loan made by
an Authorized Representative in the form of Exhibit A to this Agreement, with appropriate
attachments, or in such other forms as the State may from time to time prescribe.
" Eligible Cost shall mean and include, whether incurred before or after the date of this
Agreement, all costs which have been incurred and qualify for Financial Assistance, including
engineering, financing and legal costs related thereto.
0 " Financial Assistance shall mean the financial assistance authorized by the Clean
Water Act, including the Loan.
"Loan" shall mean the purchase of the Bonds by the State to finance the planning,
designing, constructing, renovating, improving and expanding of the Qualified Entity's
Treatment Works or refinance an existing debt obligation where such debt was incurred and
building of such systems began after March 7, 1985, but does not mean the provision of other
Financial Assistance.
" Operation and Maintenance shall mean the activities required to assure the
continuing dependable and economic function of the Treatment Works, including maintaining
compliance with National Pollutant Discharge Elimination System permits, as follows:
(1) Operation shall mean the control and management of the united processes
and equipment which make up the Treatment Works, including financial and personnel
management, records, reporting, laboratory control, process control, safety and
emergency operation planning and operating activities.
(2) Maintenance shall mean the preservation of the functional integrity and
efficiency of equipment and structures by maintaining systems of preventive and
corrective maintenance, including replacement.
468938
" Plans and Specifications shall mean the detailed written descriptions of the work to
be done in undertaking and completing the Project, including the written descriptions of the work
to be performed and the drawings, cross - sections, profiles and the like which show the location,
dimensions and details of the work to be performed.
" Preliminary Engineering Report shall mean the information submitted by the
Qualified Entity that is necessary for the Department to determine the techuiical, economic and
environmental adequacy of the proposed Project.
" Project " shall mean the activities or tasks identified and described in Exhibit B to this
Agreement, as amended or supplemented by the Qualified Entity and consented to by the State,
for which the Qualified Entity may expend the Loan.
" Purchase Account shall mean the account by that name created by the SRF Indenture
and held as part of the SRF Fund.
18-13-2. " SRF Fund shall mean the wastewater revolving loan fund as established by I.C. 13-
" SRF Indenture shall mean the Amended and Restated Wastewater SRF Trust
Indenture, dated as of September 1, 1998 between the State and the Trustee, as amended and
supplemented from time to time.
" SRF Program Director shall mean the person designated by the .Department and the
Budget Agency as authorized to act as the SRF Program Director for purposes of this Agreement.
"State" shall mean the State of Indiana, acting through the Department and the Budget
Agency,
" Substantial COmDletioll of Construction shall mean the day on which the
Department determines that all but minor components of the Project have been built, all
equipment is operational and the Project is capable of functioning as designed.
" Treatment Works shall mean all, or any part of, the devices and systems for storage,
transport, treatment, recycling and reclamation of municipal sewage, domestic sewage or liquid
industrial wastes, or necessary to recycle or reuse water at the most economical cost over the life
of the wastewater treatment system, including one or more of the following:
(1) Intercepting sewers, outfall sewers, sewage collection systems, individual
systems, pumping, power and other equipment and their appurtenances.
(2) Extensions, improvements, remodeling, additions and alterations thereof.
(3) Elements essential to provide a reliable recycled supply such as standby
treatment units and clear well facilities.
468938
(4) Any part of the wastewater treatment system including the land which will
be an integral part of the treatment process or is used for ultimate disposal of residue
® resulting from such treatment, including land used for (i) composting sludge,
(ii) temporary storage of such sludge and (iii) the storage of treated wastewater in land
treatment systems before land application.
(5) Any other method or system for preventing, abating, reducing, storing,
treating, separating or disposing of municipal or industrial waste, including waste in
combined storm water and sanitary Sewer systems.
" Trustee " shall mean Bank One Trust Company, NA, Indianapolis, Indiana, in its
capacity as trustee or its successor under the SRF Indenture.
(End of Article I)
11
n
LJ
468938
ARTICLE II
® PURPOSE OF BORROWING AND
LOAN TERIIIS
Section 2.01 Amount; Purpose The State agrees to Loan an amount not to exceed
Twelve Million Dollars ($12,000,000) in aggregate principal amount to the Qualified Entity as
Financial Assistance to pay for the Eligible Costs, as hereinafter described, of the Project on, and
subject to, the terms and conditions contained herein. The Loan shall be used only to pay the
following Eligible Costs: (a) eligible planning services for the production of a Preliminary
Engineering Report ("Planning"), (b) eligible design services for the production of Plans and
Specifications ( "Design ") and (c) eligible constriction costs, including financing and legal costs
( "Construction "). The Loan shall be funded solely from available proceeds of the Bond Bank
Bonds contained in the Purchase Account or from other sources the State, in its sole discretion,
may designate. The Loan is evidenced by the Bonds executed and delivered by the Qualified
Entity contemporaneously herewith. The Bonds shall be in fully registered form, with the Bond
Bank registered as the registered owner. Pursuant to certain agreements between the State and
the Bond Bank, so long as the Bond Bank is the registered owner, the principal of and
redemption premium, if any, and interest on the Bonds shall be paid to the Trustee by a wire
transfer referenced as follows: Bank One, Indiana, NA; ABA No. 074 000010; BNF: CORP
TRUST DEPT Account No. 20535000780; FBO: Indiana Bond Bank/SRF Program. The
Qualified Entity agrees to undertake and complete the Project and to receive and expend the
Loan proceeds in accordance with this Agreement.
® Section 2.02 The Bonds
(a) The Bonds will not bear interest for the two year period from the date of this
Agreement and thereafter will bear interest at the per annum rate of two and nine tenths percent
(2.9 %) (calculated on the basis of a 360 -day year comprised of twelve 30 -day months) until paid,
as provided in I.C. 13- 18 -13 -10 and -15. Interest, if any, on the Bonds will be payable on
January 1 and July 1 of each year, commencing January 1, 2003. The Bonds will be in the
aggregate principal amount of Twelve Million Dollars ($12,000,000). Subject to Section 2.05
herein, the Bonds will mature on January 1 of each of the years set forth in, and at the principal
amount set opposite each such month and year set forth in, the schedule contained in Exhibit C to
this Agreement; provided, however, nohvithstanding the foregoing or the terms of the Bonds to
the contrary, no maturity of Bonds shall extend beyond the date which is twenty (20) years after
Substantial Completion of Construction. If the maturity date for any Bonds is beyond such date,
unless otherwise agreed to, such Bonds, together with accrued and unpaid interest thereon, will
be due and payable on such date.
(b) The Bonds will be subject to redemption by the Qualified Entity as provided in the
Authorizing Instrument.
(c) The form and other terns of the Bonds will be in conformity with the Authorizing
Instrument.
E
468938 6
Section 2.03 Disbursement Conditions Each of the following shall be a condition
precedent to the disbursement of the Loan or any portion thereof:
® (a) (1) With respect to procurement of professional services related to the Project
to be paid from Loan proceeds, the Qualified Entity shall have complied with 327 I.A.C.
13 -11 -1. (2) With respect to procurement of all other goods and services related to the
Project to be paid from Loan proceeds, the Qualified Entity shall have complied with I.C.
36 -1 -12.
(b) No representation, warranty or covenant of the Qualified Entity contained in
this Agreement or in any paper executed and delivered in connection with the
transactions contemplated by this Agreement shall be false or inaccurate in any material
respect.
(c) The Qualified Entity shall undertake and faithfully perform each of its
obligations, agreements and covenants contained in this Agreement, the Authorizing
Instrument and the Bonds.
(d) There shall be available to the State uncommitted funds in an amount
sufficient to satisfy the State's obligations hereunder from the proceeds of Bond Bank
Bonds in the Purchase Account.
(c) The Qualified Entity shall have undertaken all actions necessary to comply
® with and satisfied the conditions and requirements for a Loan secured with money made
available from the SRF Fund as set forth in federal and State statutes, nrles and
regulations, including I.C. 13- 18 -13, 327 I.A.C. 13, the Clean Water Act and 40 C.F.R.
Part 35.
Section 2.04 Disbursement Procedures Loan proceeds shall be disbursed to the
Qualified Entity by the Trustee for actual Eligible Costs incurred with respect to the Project. The
State may, in its discretion, cause Loan disbursements to be made (a) directly to the person or
entity identified in the Disbursement Request to whom payment is due, or (b) if advised in
writing by the Qualified Entity that 1.C. 36- 1 -12 -14 or a similar law applies to the Project, to the
Qualified Entity for purposes of collecting retainage, or some combination thereof. Any Loan
proceeds in excess of the amount subject to retainage controlled by the Qualified Entity will be
immediately remitted to the person or entity to whom payment is due, no later than three (3)
Business Days after receipt or the date such Loan proceeds are no longer subject to retainage.
Loan disbursements shall not be made more frequently than monthly and shall only be made
following the submission of a Disbursement Request to the State. Disbursement Requests shall
be approved by the Department and the SRF Program Director prior to submission to the Trustee
for a Loan disbursement. Disbursement Requests shall be numbered sequentially, beginning
with the number 1.
Section 2.05 Effect of Disbursements Loan disbursements made to or for the benefit
® of the Qualified Entity shall be deemed to be a purchase of the Bonds in such amounts and with
such maturities as achieves as level debt service as practicable, and with no maturity longer than
468938
the original maturity schedule; provided that any principal payments originally scheduled under
Section 2.02 herein as being due prior to one year after Substantial Completion of Constriction
® shall first be deemed to be a purchase of the Bonds in order of maturity. Interest on the Loan
conunences on the day that the State approves a Disbursement Request and forwards such
Disbursement Request to the Trustee for payment. In the event any Loan disbursement is made
in excess of Eligible Costs, such excess disbursements shall be immediately paid by the
Qualified Entity to the Trustee and may, subject to the terms and conditions set forth in this
Agreement, be borrowed by the Qualified Entity.
Section 2.06 Acknowledgment of Amount of Loan; Final Disbursement Within 30
days after any request by the State from time to time, the Qualified Entity shall execute and
deliver to the State an acknowledgment in the form prescribed by the State which acknowledges
the outstanding principal of and interest on the Bonds. Unless the State consents in writing, no
Loan disbursement shall be made more than one year after Substantial Completion of
Construction. After Substantial Completion of Construction, upon the request of the State, the
Qualified Entity shall replace, at its expense, the Bonds with substitutes issued pursuant to the
Authorizing Instrument to evidence the outstanding principal under the Loan.
(End of Article 11)
468939
ARTICLE III
REPRESENTATIONS, WARRANTIES AND COVENANTS
OF THE QUALIFIED ENTITY
Section 3.01 Plannine, Design and Construction Covenants The Qualified Entity
hereby covenants and agrees with the State that the Qualified Entity will:
(a) Provide information as requested by the State to determine the need for, or to
complete any necessary, environmental review or analysis.
(b) Comply with the procurement procedures and affirmative action requirements
contained in 327 I.A.C. 13 -11 in the Planning, Design and Construction of the Project to
the extent that such are to be paid from Loan proceeds.
(c) With respect to prime and first tier contract awards, report minority and
women business enterprise utilization in the Planning, Design and Construction of the
Project, to the extent that such are to be paid from Loan proceeds, by executing and
delivering Agency Form SF 5700 - 528 -5 -96 to the Department whenever any agreements
or subagreements are awarded. (These reports must be submitted by the 15th day of each
January, April, July and October after which such agreement or subagreement is
awarded).
(d) Prior to the submission to the Department of the Design of the Project,
receive the written approval of the Department as to the Preliminary Engineering Report.
(e) Comply with all applicable federal, State and local statutes, rules and
regulations relating to the acquisition and construction of the Treatment Works.
(f) In the event Construction is to be paid from Loan proceeds, prior to
advertising for Construction bids for the Project, receive the written approval of the
Department of the Plans and Specifications.
(g) Obtain the property rights necessary to construct the Treatment Works and, in
procuring any such rights comply with federal and State law.
(h) In the event Construction is to be paid from Loan proceeds, comply with the
federal Davis -Bacon Act, codified at 40 U.S.C. Section 276a- 276a -5.
(i) In the event Construction is to be paid from Loan proceeds, execute and
deliver to the Department Agency Form 4700 -4 ('Pre -award Compliance Review Report
for Wastewater Treatment Construction Grants ") and Agency Form 5700 -49
('Certification Regarding the Debarment, Suspension, and Other Responsibility
Matters ").
468938
0) In the event Construction is to be paid from Loan proceeds, follow guidance
issued by the Department in procuring contracts for Construction, including (1)
® submission to the Department of Project change orders, (2) obtaining approval from the
SRF Program Director of any Project change order which significantly changes the scope
or Design of the Project or, when taking into account other change orders and contracts,
are reasonably expected to result in expenditures in an amount greater than the Loan, (3)
receiving approval from the SRF Program Director prior to the award of any contract for
Construction and (4) receiving authorization from the SRF Program Director prior to
initiating procurement of construction of the Project.
(k) In the event Construction is to be paid from Loan proceeds, before awarding
Construction contracts, receive approval of the SRF Program Director for the sewer
charge system (including sewer use ordinance and any interlocal agreement) associated
with the Project.
(1) In the event Construction is to be paid from Loan proceeds, cause the Project
to be constructed in accordance with the Plans and Specifications, using approved
contract papers.
(m) Permit the State and its agents to inspect from time to time (1) the Project,
(2) the Treatment Works and (3) the books and other financial records of the Treatment
Works, including the inspections described in 327 I.A.C. 13 -12 -7 and 327 I.A.C. 13 -15 -1.
Construction contracts shall provide that the State or its agents will have access to the
Project and the work related thereto and that the Qualified Entity's contractor will provide
proper facilities for such access and inspection. All files and records pertaining to the
Project shall be retained by the Qualified Entity for at least six years after Substantial
Completion of Construction.
(n) Upon Substantial Completion of Construction and when requested by the
State, provide audited reports to the State to permit the State to detennine that the Loan
proceeds have been used in compliance with this Agreement.
(o) In the event Construction is to be paid from Loan proceeds, within one year of
Substantial Completion of Construction, certify to the State that the Project meets
performance standards, or if not met, (1) submit to the Department a corrective action
plan, including the information described in 327 I.A.C. 13 -12 -9 and (2) promptly and
diligently undertake any corrective action necessary to bring the Project into compliance
with such standards.
(p) In the event Construction is to be paid from Loan proceeds, within one year of
Substantial Completion of Construction, provide as -built plans for the Project to the
Department.
Section 3.02 General Covenants The Qualified Entity hereby covenants and agrees
with the State that the Qualified Entity will:
468938 10
(a) Comply with all applicable federal, State and local statutes, rules and
regulations relating to Operation and Maintenance.
(b) (1) Own, operate and maintain the Project and the Treatment Works for their
useful life, or cause them to be operated and maintained for their useful life; (2) at all
times maintain the Treatment Works in good condition and operate it in an efficient
mariner and at a reasonable cost; and (3) not sell, transfer, lease or otherwise encumber
the Treatment Works or any portion thereof or any interest therein without the prior
written consent of the State.
(c) Obtain and maintain the property rights necessary to operate and maintain the
Treatment Works, and in procuring any such rights, comply with federal and State law.
(d) Acquire and maintain insurance coverage acceptable to the State, including
fidelity bonds, to protect the Treatment Works and its operations. All insurance shall be
placed with responsible insurance companies qualified to do business under State law.
Insurance proceeds and condemnation awards shall be used to replace or repair the
Treatment Works unless the State consents to a different use of such proceeds or awards.
(e) Establish and maintain the books and other financial records of the Project
(including the establishment of a separate account or subaccount for the Project) and the
Treatment Works in accordance with (1) generally accepted governmental accounting
principles, as promulgated by the Govenmient Accounting Standards Board and (2) the
rules, regulations and guidance of the State Board of Accounts.
(f) Provide to the State such periodic financial and environmental reports as it
may request from time to time, including (1) annual operating and capital budgets and (2)
such other information requested or required of the State or the Qualified Entity by the
Agency.
(g) Provide notice to the Department under the circumstances contemplated, and
undertake inspections as required, by 327 I.A.C. 13 -12 -7.
(h) (1) Establish and maintain just and equitable rates and charges for the use of
and the service rendered by the Treatment Works, to be paid by the owner of each and
every lot, parcel of real estate or building that is connected with and uses the Treatment
Works, or that in any way uses or is served by the Treatment Works, (2) establish, adjust
and maintain rates and charges at a level adequate to produce and maintain sufficient
revenue (including user and other charges, fees, income or revenues available to the
Qualified Entity) to provide for the proper Operation and Maintenance of the Treatment
Works, to comply with and satisfy all covenants contained herein and to pay all
obligations of the Treatment Works and of the Qualified Entity with respect thereto, and
(3) if and to the extent Bonds are payable from property taxes, levy each year a special ad
valorem tax upon all property located in the boundaries of the Qualified Entity, to pay all
obligations of the Qualified Entity with respect thereto.
468938 11
(i) If the Bonds are payable from the revenues of the Treatment Works, not
borrow any money, enter into any contract or agreement or incur any other liabilities in
connection with the Treatment Works without the prior written consent of the State if
such undertaking would involve, commit or use the revenues of the Treatment Works;
provided that the Qualified Entity may authorize and issue additional obligations, payable
out of the revenues of its Treatment Works, ranking on a parity with the Bonds for the
purpose of financing the cost of future additions, extensions and improvements to the
Treatment Works, or to refund obligations of the Treatment Works, subject to the
conditions, if any, in the Authorizing Instrument.
6) Comply with the Civil Rights Act of 1964, as amended, 42 U.S.C.
Section 20004 et seg., the Age Discrimination Act, as amended, Public Law 94 -L35,
Section 504 of the Rehabilitation Act of 1973, as amended (including Executive Orders
11914 and 11250), 29 U.S.C. Section 794, Section 13 of the Federal Water Pollution
Control Act Amendments of 1972, Public Law 92 -500, Executive Order 11246 regarding
equal employment opportunity, and Executive Orders 11625 and 12138.
(k) Undertake all actions necessary to investigate all potential, material claims
which the Qualified Entity may have against other persons with respect to the Treatment
Works and the Project and take whatever action is necessary or appropriate to (1) recover
on any actionable, material claims related to the Project or the Planning, Design or
Construction thereof, (2) meet applicable Project performance standards and (3)
otherwise operate the Treatment Works in accordance with applicable federal, State and
local law.
(1) Not modify, alter, amend, add to or rescind any provision of the Authorizing
Instrument without the prior written consent of the State.
Section 3.03 Representations and Warranties of the Qualified Entity After due
investigation and inquiry, the Qualified Entity hereby represents and warrants to the State that:
(a) The Qualified Entity is duly organized and existing under state law, and
constitutes a "political subdivision" within the meaning of I.C. 13 -11 -2 -164. The Project
and the Treatment Works are subject to I.C. 36 -9 -23.
(b) The Qualified Entity has full power and authority to adopt the Authorizing
Instrument, enter into this Agreement and issue the Bonds and perform its obligations
hereunder and thereunder.
(c) By all required action, the Qualified Entity has duly adopted the Authorizing
Instrument and authorized the execution and delivery of this Agreement, the Bonds and
all other papers delivered in connection herewith.
(d) Neither the execution of, nor the consummation of the transaction
contemplated by, this Agreement nor the compliance with the terms and conditions of
any other paper referred to herein, shall conflict with, result in a breach of or constitute a
468935 12
default under, any indenture, mortgage, lease, agreement or instrument to which the
Qualified Entity is a party or by which the Qualified Entity or its property, including the
Treatment Works, is bound or any law, regulation, order, writ, injunction or decree of any
court or governmental agency or instrumentality having jurisdiction.
(e) There is no litigation pending or, to the knowledge of the Qualified Entity,
upon investigation, threatened that (1) challenges or questions the validity or binding
effect of this Agreement, the Authorizing Instrument or the Bonds or the authority or
ability of the Qualified Entity to execute and deliver this Agreement or the Bonds and
perform its obligations hereunder or thereunder or (2) would, if adversely determined,
have a significant adverse effect on the ability of the Qualified Entity to meet its
obligations under this Agreement, the Authorizing Instrument or the Bonds.
(f) The Qualified Entity has not at any time failed to pay when due interest or
principal on, and it is not now in default under, any warrant or other evidence of
obligation or indebtedness of the Qualified Entity.
(g) All information furnished by the Qualified Entity to the State or any of the
persons representing the State in connection with the Loan or the Project is accurate and
complete in all material respects.
(h) The Qualified Entity has taken or will take all proceedings required by law to
enable it to issue and sell the Bonds as contemplated by this Agreement.
Each of the foregoing representations and warranties will be deemed to have been made
by the Qualified Entity as of the date of this Agreement and as of the date of any disbursement of
Loan proceeds. Each of the foregoing representations and warranties shall survive the Loan
disbursements regardless of any investigation or investigations the State may have undertaken.
Section 3.04 Covenants Regarding Assignment The Qualified Entity acknowledges
that the State may direct the Bond Bank to sell or assign the Bonds, and certain of its rights
related thereto, as permitted pursuant to Section 5.02 herein. The Qualified Entity covenants and
agrees to cooperate with and assist in, at its expense, any such assignment. Within 30 days
following a request by the State, the Qualified Entity covenants and agrees with the State that the
Qualified Entity will, at its expense, furnish any information, financial or otherwise, with respect
to the Qualified Entity, this Agreement, the Authorizing Instrument and the Bonds and the
Treatment Works as the State reasonably requests in writing to facilitate the sale or assignment
of the Bonds.
Section 3.05 Nature of Information All information furnished by the Qualified Entity
to the State or any person representing the State in comiection with the Loan or the Project may
be furnished to any other person the State, in its judgment, deems necessary or desirable in its
operation and administration of the SRF Program.
® Section 3.06 Tax Covenants The Qualified Entity hereby covenants that it will not
take, or cause or permit to betaken by it or by any party under its control, or fail to take or cause
468938 1J
to permit to be taken by it or by any party under its control, any action that would result in the
_ loss of the exclusion from gross income for federal income tax purposes of interest on the Bonds
pursuant to Section 103 of the Code. The Qualified Entity further covenants that it will not do
any act or thing that would cause the Bonds to be "private activity bonds" within the meaning of
Section 141 of the Code or "arbitrage bonds" within the meaning of Section 148 of the Code
furtherance and not in limitation of the foregoing, the Qualified Entity shall take all action
necessary and appropriate to comply with the arbitrage rebate requirements under Section 148 of
the Code to the extent applicable to the Qualified Entity or the Bonds, including accounting for
and making provision for the payment of any and all amounts that may be required to be paid to
the United States of America from time to time pursuant to Section 148 of the Code.
Section 3.07 Non - Discrimination Covenant Pursuant to and with the force and effect
set forth in I.C. 22- 9 -1 -10, the Qualified Entity hereby covenants that the Qualified Entity, and
its contractor and subcontractor for the Project, shall not discriminate against any employee or
applicant for employment, to be employed in the performance of this Agreement, with respect to
the hire, tenure, terms, conditions or privileges of employment, or any matter directly or
indirectly related to employment, because of race, color, religion, sex, disability, national origin
or ancestry.
(End of Article III)
l�J
0
468938 14
ARTICLE IV
® DEFAULTS
Section 4.01 Remedies The State's obligation to make a disbursement under the Loan
to the Qualified Entity hereunder may be terminated at the option of the State, without giving any
prior notice to the Qualified Entity, in the event: (a) the Qualified Entity fails to undertake or
perform in a timely manner any of its agreements, covenants, terms or conditions set forth herein
or in any paper entered into or delivered in connection herewith; or (b) any representation or
warranty made by the Qualified Entity as set forth herein or in any paper entered into or
delivered in connection herewith is materially false or misleading. Any such event shall
constitute an event of default. If an event of default occurs, the State without giving any prior
notice, may declare the entire outstanding principal amount of the Loan, together with accrued
interest thereon, immediately due and payable.
Section 4.02 Effect of Default Failure on the part of the State in any instance or under
any circumstance to observe or perform fully any obligation assumed by or imposed upon the
State by this Agreement or by law shall not make the State liable in damages to the Qualified
Entity or relieve the Qualified Entity from paying any Bond or fully performing any other
obligation required of it under this Agreement or the Authorizing Instrument; provided, however,
that the Qualified Entity may have and pursue any and all other remedies provided by law for
compelling performance by the State of such obligation assumed by or imposed upon the State.
The obligations of the State hereunder do not create a debt or a liability of the State under the
® constitution of the State or a pledge of the faith or credit of the State and do not directly,
indirectly or contingently, obligate the State to levy any form of taxation for the payment thereof
or to make any appropriation for their payment. Neither the State nor any agent, attorney,
member or employee of the State shall in any event be liable for damages, if any, for the
nonperformance of any obligation or agreement of any kind whatsoever set forth in this
Agreement.
(End of Article IV)
11
468938 15
ARTICLE V
® MISCELLANEOUS
Section 5.01 Citations Any reference to a part, provision, section or other reference
description of a federal or State statute, rule or regulation contained herein shall include any
amendments, replacements or supplements to such statutes, riles or regulation as may be made
effective from time to time. Each reference to 327 I.A.C. herein shall also be deemed to be a
reference to the companion provision found in 85 I.A.C.
Section 5.02 Assignment Neither this Agreement, nor the Loan or the proceeds thereof
may be assigned by the Qualified Entity without the prior written consent of the State and any
attempt at such an assignment without such consent shall be void. The State may at its option
sell or assign all or a portion of its rights and obligations under this Agreement, the Authorizing
Instrument, and the Bonds to an agency of the State or to a separate body corporate and politic of
the State or to a trustee under trust instrument to which the State or any assignee is a beneficiary
or party. The State may at its option assign all or a portion of its rights under this Agreement to
any person. The Qualified Entity hereby consents to any such assignment by the State. This
Agreement shall be binding upon and inure to the benefit of any permitted successor and assign.
Section 5.03 No Waiver Neither the failure of the State nor the delay of the State to
exercise any right, power or privilege under this Agreement shall operate as a waiver thereof, nor
shall any single or partial exercise of any right, power or privilege preclude any other further
® exercise of any other right, power or privilege.
Section 5.04 Dlodifications No change or modification of this Agreement shall be
valid unless the same is in writing and signed by the parties hereto.
Section 5.05 Entire Agreement This Agreement contains the entire agreement
between the parties hereto and there are no promises, agreements, conditions, undertakings,
warranties and representations, either written or oral, expressed or implied between the parties
hereto other than as herein set forth or as may be made in the Authorizing Instrument and the
other papers delivered in connection herewith. In the event there is a conflict between the terms
of this Agreement and the Authorizing Instrument, the terms of this Agreement shall control. It
is expressly understood and agreed that except as otherwise provided herein this Agreement
represents an integration of any and all prior and contemporaneous promises, agreements,
conditions, undertakings, warranties and representations between the parties hereto.
Section 5.06 Execution of Counterparts This Agreement may be executed in any
number of counterparts, each of which shall be executed by the State and the Qualified Entity,
and all of which shall be regarded for all purposes as one original and shall constitute one and the
same instrument.
Section 5.07 Severability of Invalid Provisions If any one or more of the covenants
® or agreements provided in this Agreement on the part of the State or the Qualified Entity to be
performed shall be deemed by a court of competent jurisdiction to be contrary to law or cause the
469938 16
Bonds to be invalid as determined by a court of competent jurisdiction, then such covenant or
covenants or agreement or agreements shall be deemed severable from the remaining covenants
® and agreements and waived and shall in no way affect the validity of the other provisions of this
Agreement.
Section 5.08 Notices All notices hereunder shall be sufficiently given for all purposes
hereunder if in writing and delivered personally or sent or transmitted to the appropriate
destination as set forth below in the manner provided for herein. Notice to the State shall be
given by providing such notice to both the Budget Agency and the Department as follows:
State of Indiana
Department of Enviromnental Management
100 North Senate, 12th Floor
Post Office Box 6015
Indianapolis, Indiana 46206 -601'
Attention: SRF Program Director
State of Indiana
State Budget Agency
212 State House
hndianapolis, Indiana 46204
Attention: SRF Program Representative
or at such other address(es) or number(s) and to the attention of such other person(s) as the State
may designate by notice to the Qualified Entity. Notices to the Qualified entity shall be
addressed to:
City of Greencastle
City Hall
4 E. Walnut Street
Greencastle, Indiana 46135 -1527
Attention: Clerk- TreaSLlrer
or at such other address(es) or number(s) and to the attention of such other person(s) as the
Qualified Entity may designate by notice to the State. Any notice hereunder shall be deemed to
have been served or given as of (a) the date such notice is personally delivered, (b) three (3)
Business Days after it is mailed U.S. mail, First Class postage prepaid, (c) one (1) Business Day
after it is sent on such terms by Federal Express or similar next -day courier, or (d) the same day
as it is sent by facsimile transmission with telephonic confirmation of receipt by the person to
whom it is sent.
Section 5.09 Expenses The Qualified Entity covenants and agrees to pay (a) the fees,
costs and expenses in connection with making the Loan, including issuing the Bonds and
providing the necessary certificates, documents and opinions required to be delivered therewith;
® (b) the fees, costs and expenses in connection with making and administering the Loan; (c) the
costs and expenses of complying with its covenants made herein; and (d) any and all costs and
468938 17
expenses, including attorneys' fees, incurred by the State in connection with the enforcement of
this Agreement, the Authorizing Instrument and the Bonds in the event of the breach by the
® Qualified Entity of or a default under this Agreement, the Authorizing Instrument or the Bonds.
Notwithstanding clause (b) above, the Qualified Entity shall not be obligated to pay any of the
fees, costs and expenses in connection with administering the Loan except as follows: (1) the
State may request and the Qualified Entity shall promptly pay, an annual administrative fee in
connection with the Loan in an amount determined by the State, but not exceeding $1,000; (2)
for so long as the State or the Bond Bank is the registered owner of the Bonds, at the direction of
the State, the interest rate on the Bonds may be adjusted to lower the interest rate on the Bonds,
and the difference between the amount payable as the original rate on the Bonds and the lower
rate shall be deemed an additional administrative fee in connection with the SRF Program; and
(3) the Qualified Entity shall only be obligated to pay fees, costs and expenses of the State's
counsel and financial advisers in connection with making the Loan up to $5,000.
Section 5.10 Applicable Law This Agreement shall be construed in accordance with
and governed by the laws of the State of Indiana.
Section 5.11 Term This Agreement shall terminate at such time as the Qualified Entity
has fully met and discharged all of its obligations hereunder, which term may extend beyond the
final payment of the Bonds or provision for the payment of the Bonds pursuant to the
Authorizing Instrument.
® (End of Article V)
lF J
468938 is
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by
their duly authorized officers or officials, all as of the date first above written.
E
CITY OF GREENCASTLE
"Qualified Entity"
By:
Printed:
Title:
Attest:
E
LJ
468939
® STATE BUDGET AGENCY
Betty Cockrum, State Budget Director
"Budget Agency"
Approved: DEPARTMENT OF ADMINISTRATION
By:
Glenn Lawrence, Commissioner
Approved as to form and legality:
® ATTORNEY GENERAL OF THE
STATE OF INDIANA
* By reference to a form contract approval made by Priscilla Keith, Special Services
Section Chief, Office of the Attorney General, in correspondence addressed to
Rich Emery, SRF Program Representative, dated February 15, 2000, pursuant to
I.C. 4- 13- 2- 14.3(e), this agreement is not required to be individually approved.
11
468938
EXHIBIT A
State of Indiana
STATE WSTEWATER REVOLVING LOAN (SRF) PROGRAM
Indiana Government Center North
100 N. Senate Avenue, 12th Floor
P. O. Box 6015
Indianapolis, Indiana 46206 -6015
(317) 232 -8631
REQUEST FOR A DISBURSEMENT
The undersigned Authorized Representative of the Qualified Entity named in this
Request, on behalf of such Qualified Entity, hereby (i) requests that the State make a
Disbursement, or cause a Disbursement to be made, in accordance with this Request and (ii)
directs that the State mail, or cause to be mailed, the Disbursement to the Qualified Entity or the
Contractor named in this Request.
Instructions
1. This Request is applicable only to costs of the Qualified Entity's wastewater treatment
works project eligible for financing from the State Wastewater Revolving Loan Fund (the
2. Combine multiple bills from a single contractor on one request form.
3. Attach a copy of the claim (a bill, an invoice or a statement) underlying this Request.
4. Complete the required information and please answer all questions.
5. Indicate on this Request if the Qualified Entity has paid all or part of the Contractor's
claim and is seeking reimbursement. Attach evidence that such payment was made and the date
on which it was made.
6. Inquires related to the status of a Disbursement request must be directed to the
Qualified Entity. The Qualified Entity can then contact this office for the information. Please
contact your contractors about this policy.
7. Requested amounts must be rounded to the nearest whole dollar.
8. The Request must be typed.
468938 B -1
EXHIBIT A
® State of Indiana
STATE WSTEWATER REVOLVING LOAN (SRF) PROGRAM
Indiana Government Center North
100 N. Senate Avenue, 12th Floor
P. O. Box 6015
Indianapolis, Indiana 46206 -6015
(317) 232 -8631
REQUEST FOR A DISBURSEMENT
The undersigned Authorized Representative of the Qualified Entity named in this
Request, on behalf of such Qualified Entity, hereby (i) requests that the State make a
Disbursement, or cause a Disbursement to be made, in accordance with this Request and (ii)
directs that the State mail, or cause to be mailed, the Disbursement to the Qualified Entity or the
Contractor named in this Request.
Instructions
® 1. This Request is applicable only to costs of the Qualified Entity's wastewater treatment
works project eligible for financing from the State Wastewater Revolving Loan Fund (the
2. Combine multiple bills from a single contractor on one request form.
3. Attach a copy of the claim (a bill, an invoice or a statement) underlying this Request.
4. Complete the required information and please answer all questions.
5. Indicate on this Request if the Qualified Entity has paid all or part of the Contractor's
claim and is seeking reimbursement. Attach evidence that such payment was made and the date
on which it was made.
6. Inquires related to the status of a Disbursement request must be directed to the
Qualified Entity. The Qualified Entity can then contact this office for the information. Please
contact your contractors about this policy.
7. Requested amounts must be rounded to the nearest whole dollar.
8. The Request must be typed.
468938 A_1
DISBURSEMENT REQUEST INFORMATION
E
Ll
Community:
Mailing Address:
Project No.: CS
Request No.:
Contact Person: Contact Phone No.: ( )
Community's Authorized Representative:
Authorized Representative's Phone No.:
Description of Work for which claim is being made (service, fees, type of, etc.):
Contractor
Address
Original Loan Amount .............:.
..................... ...............................
Total Amount of Previous Disbursements ......... ...............................
Amount of this Ree uest .................................. ...............................
Balance Available after this Disbursement ........ ...............................
Amount Requested
$
$
$
Is a portion of the claim underlying this Request subject to retainage render I.C. 36- 1 -12 -14 or a
similar law? YES NO
If yes the retainage amount is ........................... ...............................
$
This amount will be mailed to the community for such retainage purposes and the
remainder sent directly to the contractor identified above.
Has the Qualified Entity paid the request and seeking reimbursement? YES NO
The undersigned hereby certifies that this Request is true and correct, that the claim underlying
this Request is legally due (and is payable from the SRF) in accordance with the Financial
Assistance Agreement with the State.
DATE:
468938
AUTHORIZED REPRESENTATIVE SIGNATURE
A-1
STATE AUTHORIZATION
The Department of Environmental Management finds $ of the claim underlying
this Request to be eligible SRF Costs to be disbursed as directed below.
The Program Representative hereby (i) authorizes Bank One Trust Company, NA, as trustee, to
disburse the amount stated in the preceding sentence and (ii) directs that such amount be mailed
to:
$ the Contractor at the address identified on page 2.
the Qualified Entity at the address identified on page 2.
DEPARTMENT OF ENVIRONMENTAL PROGRAM REPRESENTATIVE
MANAGEMENT
C
Date:
Trustee Certification
C
Date:
The undersigned, on behalf of Bank One Trust Company, NA, as trustee, hereby certifies that a
Disbursement in the amount authorized by the State, together with a completed copy of this
Request, was mailed on — to the party stated under "State Authorization"
above. Further, a copy of this completed Request has been mailed to the Qualified Entity and the
Department of Environmental Management.
Bank One Trust Company, NA, as Trustee
Date: By:
Authorized Officer
468938 A -1
EXHIBIT B
•
F I L
[This information will be supplied by
the Department prior to Closing.]
The Project is more fully described in, and shall be in accordance with, the Preliminary
Engineering Report and the Plans and Specifications approved by the Department.
468938
EXIIII3IT C
Principal Payment Schedule
r1
U
[Subject to State's approval, this information is to be supplied by
the Qualified Entity's Financial Advisor prior to Closing.]
C �1
468938 C_1