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HomeMy Public PortalAboutORD12408 : #_'! til o$? tk " '• ` +* ; ry*y Nn yY :; Z40-, '!° t^ 4 r x� at"jf' .E ] i t, •1 r & .'t P; } 't. 't4 BILL NA. 95-148 aAMENDEQ ! SPONSORED BY COUNCILMAN MOELLER ORDINANCE NO. AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, ACCEPTING AND APPROVING THE PLAT OF KNIPP WEST SUBDIVISION, SECTION THREE, A SUBDIVISION OF THE CITY OF JEFFERSON. WHEREAS, Richard J. Otke, Trustee, Lawrence F. Kolb, and Catherine Kolb, owners of the real estate hereinafter described, having submitted to the City Council a plat of said real estate, being located in Jefferson City, Cole County, Missouri, and more particularly described as follows: Part of the Southwest Quarter of the Northeast Quarter, part of the Southeast Quarter of the Northwest Quarter, part of the Northwest Quarter of the Southeast Quarter, and part of the Northeast Quarter of the Southwest Quarter, all in Section 9, Township 44 North, Range 12 West, Cole County, Missouri, more particularly described as follows: From the Southeast corner of the Northwest Quarter of the Southeast Quarter of said Section 9, thence N 040 03' 38" W, along the Quarter, Quarter Section line, 1372.19 feet to the Northeast corner of the Northwest Y Quarter of the Southeast Quarter of said Section 9; thence S 860 35' 37" W, along the Quarter Section line, 278.48 feet to the Southwest corner of KNIPP t BUILDING OFFICE CONDOMINIUMS, as per plat of record in Plat Book 11, Page 192, Cole County Recorder's Office, and the PAINT OF BEGINNING; thence S 0811101 03" W, along the westerly line of a tract of land described in Book 351, Page 248, Cole County Recorder's Office, 281.83 feet to the westerly boundary of WILDWOOD SUBDIVISION SECTION 1, as per plat of record in Plat Book 8, Page 65, Cole County Recorder's Office; thence southerly, along the westerly boundary of said WILDWOOD SUBDIVISION SECTION 1, and WILDWOOD SUBDIVISION SECTION 2, as per plat of record in Piat Book 8, Page 99, Cole County Recorder's Office, the following courses: S 51° 23'26"W, 646.71 feet; thence S 3310 38' 36" E, 265.00 fleet; thence S 490 3114511 W, 164.90 feet; thence S 130 05' 22" W, 130.00 feet; thence S 250 54' 38" E, 296.37 feet to the southerly line of the Northwest Quarter of the Southeast Quarter of said Section 9; thence leaving the boundary of said WILDWOOD SUBDIVISION SECTION 2, S 86° 20' 11" W, along the Quarter, Quarter Section Line, 950.76 feet to a point on the easterly line of a tract of land described in Book 365, Page 32, Cole County Recorder's Office; thence along the easterly line of said tract and along the I easterly line of HOBBS WOODS SUBDIVISION, as per plat of record in Plat Y t 1 � ti ,.'C ,,•r '• �1 ,Ci. � �� E r a6r-rr r•r ti 3• � r.G }ti�,lfP« E�{u any ��s r�'xa{ �`� G {�`.�1.� nd� r s` 'F Book 9, Pago 21, Cole County Recorder's Office, and along the boundary of a i a tract of land described in Book 297, Page 88, Cole County Recorder's office, and along the boundary of GORDON FOREST ESTATES SUBDIVISION, as per plat of record in Plat Book 11, Page 493, Cole County Recorder's Office, the following courses: N 330 00' 23" E, 216.92 feet; `y h 40' 09" E, 39.90 feet; thence N 23° 15' 51" W, 252.89 feet; thence N 18° °y At thence N 81° 08' 29"E, 67.65 feet; thence N 180 39' 27" E, 98.93 feet; thence N 34° 36' 06"W, 176.73 feet; thence S 82° 43' 07" E, 290.25 feet; thence N 020 40' 07" W, 400.00 feet; thence N 070 10' 07" W, 260.00 feet; thence N 't 13° 34' 07" W, 285.72 feet to the northeast corner of said GORDON . a FOREST ESTATES in said Plat Book 11, Page 493; thence leaving the boundary of said GORDON FOREST ESTATES, S 88° 13' 27" E, 292.18 feet, to the Southwest corner of a tract of land described in Tract I of Boo 369, Page 611, Cole County Recorder's Office; thence N 01° 53' 40 E, along F the west line, of said Tract I of Book 369, Page 611, 344.38 feet to the r° Northwest comer of said Tract I of Book 369, Page 611; thence S 88° 36' 34" A ' E, along the north line of said Tract i of Book 369, Page 611 and the easterly '4- extension thereof, 604.79 feet to the Northwest corner of KNIPP WEST SUBDIVISION SECTION 2, as per plat of record in Pla' Book 11, Page 710, .E Cole County Recorder's Office; thence S 01° 23' 26" W, along the west line ' of said KNIPP WEST SUBDIVISION SECTION 2, 215.63 feet to the Southwest comer of said KNIPP WEST SUBDIVISION SECTION 2; thence x; S 28° 15' 19" E, 60.00 feet to the Northwest corner of Lot 1 of KNIPP WEST u , SUBDIVISION SECTION 1 as per plat of record in Plat Book 11, Page 669, ; Cole County Recorder's Office; thence S 17° 33' 33" E, along the westerly line of said Lot 1 of KNIPP WEST SUBDIVISION SECTION 1, 208.50 feet to ,. the Northerly line of Northwest Quarter of the Southeast Quarter of said Section 9; thence N 860 35' 37" E, along the Quarter Section line, 180.00 feet to the Southwest corner of the aforesaid KNIPP BUILDING OFFICE w °v CONDOMINIUMS and the POINT OF BEGINNING. •n " Containing in all 35.20 acres. WHEREAS, it appearing that said plat has been fully and properly signed and accepted b the owner of said subdivision, known and referred to as Knipp West ` P y z, Subdivision, Section Three, that all taxes have been paid, and that in all respects the requirements of Chapter 445, RSMo, entitled "Plats" have been fully complied with by the owner of said subdivision, and that in all respects the requirements of the Planning and Zoning Commission of the City of Jefferson, Missouri, relating to plats and subdivisions have been complied with. NOW, THEREFORE, BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI, AS FOLLOWS: SECTION 1. The plat of Knipp West Subdivision, Section Three, lying, being and ;a ` situated within the corporate limits of the City of Jefferson, Missouri, as shown by the said Xiii Y yy. �;1 41 t�ti-, .�' °'� ,t r} ti l; ,l rtf l:5.xR1 Y,k�x+7r1,�;K.r+.�'1'� �� ''.fi2;Xr art Lf'�rrYc T ,�x' •r'. rtrl .�'tt .ci �::Y�lnsi r%lr'P t� t fi / x �.. 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' ,• .11' 1 ' ; y it i ,,h ;t" t I i t .� t • + :-•I t '.a 7 r Tr t �! „t I t t�. t f i 1 4� y v � .i; . j t ' �t �' f fa a 1� t ,�i;,t,� u5,S:(;��.I;�' �in7 tSrr,tr: }i�".•�1��.>iti.�`.r� t g� ra.,{,�.:�L;��u'.. rift�t: } r -t 1(4ti", i 1� .�> tl .?I r Y `( rN r 3t "tj`•?f� ;d �jr +{ Fl7�r `t'�i 7 ''w �IOWA ROM�°'�� "+. Y• '>Q I t.`,ar a �ls,�i�uvt"y�ey ��. ,�t` r f .a .' i/G,�;.1�" s'�"rs� A,'K��ri'?"q'^,cs'ztb'R'r51k i�'`,�s6'.; 3 t+�i• +sH{x)t«'X 8r th�tA,» ik.�'7'dt+Y;'?t iS� s2q�*f ,l.q ��}.17tr 9 a ..�@. :4i'- t .R '�v'.!�„�,��'�u7 1r s ,.xj.� •"C� g.n,`8 *��) ,rR: ,� a. 4y MGM ORDINANCE NO. BILL NO. ' — i Sponsored by CA OMA NI M AN ORDINANCE AUTHORIZING THE ISSUANCE OF PARKING SYSTEM REFUNDING REVENUE BONDS, SERIES 1996, OF THE CITY OF JEFFERSON, MISSOURI; PRESCRIBING THE FORM AND DETAILS OF SAID BONE S 4 THE COENANTS AND MENT AND AGREEMENTS TO ]PROVIDE SECURITY THEREOF; AND AUTHORIZING CERTAIN ACTIONS AND DOCUMENTS AND PRESCRIBING OTHER MATTERS RELATING THERETO. WHEREAS, the City of Jefferson, Missouri (the "City"), is a charter city and political subdivision duly organized and existing under the laws of the State of Missouri, and pursuant to Section 71.360 of the Revised Statutes of Missouri (the "Act"),now owns and operates a revenue producing parking system serving ' the City and its inhabitants and others within its service area(the"System;' as hereinafter more fully defined); { . and 3. WHEREAS, the City is authorized under the provisions of the Act to issue and sell revenue bonds provided that the for the purpose in providing funds revenue bonds shall be payablersoleelly from the revenues derived fi-om the rinci al of and interest on such P P '.. operation of the System;and fit $ ` • WHEREAS, the City has heretofore issued and has outstanding the following series of revenue bonds payable out of the revenues derived from the operation of the System: Amount Date Date Amount "k Benda Issued OUtstandino Series of Bonds of o ds Y ti Parking System 8/15/90 $4,435,000 $4,010,000 ;rx�r Revenue Bonds F Series 1990 C ` WHEREAS, the City desires to advance refund said outstanding revenue bonds and is authorized under the provisions of Section 108.140(2) of the Revised Statutes in o wMissouri le mart,"Refunding di outstanding issue and sell refunding revenue bonds for the purpose of refunding, p revenue bonds, which refunding revenue bonds may be payable from the same sources as were pledged to the payment of the bonds refunded;and WHEREAS, it is hereby found and determined that it is necessary and advisable and in the best interest of the City and of its inhabitants at this time to authorize the issuance and delivery of refunding revenue bonds pursuant to the Refunding Law and the Act as, herein provided to provide funds for such purpose; NOW, THEREFORE, BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON,MISSOURI,AS FOLLOWS: t � �t ��h 'f'^"(��Jr,��r' '+V�1`° ,jy..q�rt�',^'"w..:,i.7'��lU.,�k.'z^j �' /��3i� {� kti�; �M;�:'!f�,a}b�: (n{; ♦ .4 N 't'.tNCty�»3,i � J . i {` , )�' + Y'r F�.s1 rs � � sa,, r�q� i�^e 7� � r i�r a+r�r� r� .��lJS1d-�i?Y", f:•, �d ±7 ARTICLE I i .k. DEFINITIONS Section 101. Definitions of Words and Terms. In addition to words and terms defined elsewhere herein, the following capitalized words and terms as used in this Ordinance shall have the following meanings: "Act"means Section 71.360 of the Revised Statutes of Missouri. "Arbitrage Instructions" means the Arbitrage Instructions attached as Exhibit A to the City's Arbitrage Certificate, as the same may be amended or supplemented in accordance with the provisions t ci thereof "Bond Counsel" means Gilmore & Bell, P.C., Kansas City, Missouri, or other attorney or firm of z attorneys with a nationally recognized standing in the field of municipal bond financing selected by the City "Bond Payment Date" means any date on which principal of or interest on any Bond is payable at �. the Maturity thereof or on any Interest Payment Date. "Bond Placement Agreement" means the Bond Placement Agreement between the City and Mark Twain Bank,as representative of the Placement Agents. "Bond Register" means the books for the registration, transfer and exchange of Bonds kept at the office of the Paying Agent. p, equal to the 1996 °r "Bond Reserve Requirement" means (a) with respect to the Boy' amount t equal to the least j with respect to any series of Parity j "'` Bond Reserve Requirement, and (b) l 2 the maximum annual principal x of (1) 10% of the stated principal amount of such series of Parity Bonds, O 125% of the and interest requirements on such series of Parity Bonds (determined °f Bonds (detee)rmined3as of the issue average annual principal and interest requirements on such series of Parity ., rice of such series of Parity Bonds to the public is less than 98% or t, date). If the aggregate initial offering p m lieu of the stated principal amount. more than 102%of par, such offering price shall be used in clause (1) ' ', '• t F.`` "Bondowner" or "Registered Owner" when used with respect to any Bond means the Person in whose name such Bond is registered on the Bond Register. "Bonds" means the Parking System Refunding Revenue Bonds, Series 1996, of die City, authorized is and issued pursuant to this Ordinance. k,. "Business Sunday or holiday on which the Paying Agent Business Day means a day other than a Saturday, , ations to be open to the public is scheduled in the normal course of its oper for conduct of its banking operations. P� "City"means the City of Jefferson,Missouri,and any successors or assigns. ' "Code" means the Internal Revenue Code of 1986, as amended, and the applicable regulations of the Treasury Department proposed or promulgated thereunder. -2- ;i R i I `� ,fi. t r 4 Y• , V77— f '`S dM1 3 .1:,�' {� �• f i; •� § ;, ,'.Tr>q"C aR >, '.x �dt ,�,.,:,.j r . e . � s s? : �t tir `�: .^.., � .� . �` �.�: + �,-�� a .��,a.>.. i .d�y 'S,t `„J�^n+,''�,.etCs',::Ys•W r. �i 'tj< 'k"�.3Y�•+,4!��)�t ����,Jx;�y�y,* ^"4rt. ? 4�+R'b'i ,,. F 1 f`i't ikt� ti+��b d ��l.'. :"k'1. ' ,;, .`ti 7 s•.,^ �rt���•'� l;i+ �' � tt" � as�i'47y oLY. rvs•- it*:`s x4^.A,.;i,�'S.;;.r: .,.i�� fV b 35 v't "Consultant" means an independent engineer or engineering farm, accountant or fain of accountants 41. or other professional consultant regularly employed in a similar business, having a favorable reputation for skill and experience in the `} pe preparation of management studies and financial feasibility studies in connection ` therewith, selected by the City for the purpose of carrying out the duties imposed on the Consultant by this Ordinance. a "Debt Service Requirements" means the aggregate principal payments (whether at maturity or pursuant to scheduled mandatory sinking fund redemption requirements) and interest payments on all System Revenue Bonds for the period of time for which calculated; provided, however, that for purposes of calculating such amount, principal and interest shall be excluded from the determination of Debt Service Requirements to the extent that such �1 � principal or interest is payable from amounts deposited in trust, escrowed + or otherwise set aside for the payment thereof with the Paying Agent or other commercial bank or trust c*mpany located in the State of Missouri and having full trust powers. y t ` "Defaulted Interest" means interest on any Bond which is payable but not paid on any Interest Payment Date. "Defeasance Obligations"means any of the following obligations: a (a) United States Government Obligations that are not subject to redemption in advance of their maturity dates;or + (b) obligations of any state or political subdivision of any state, the interest on which r" is excluded from gross income for federal income tax purposes and which meet the full conditions: per° owing r 4, (1) the obligations are (i) not subject to redemption prior to maturity or(ii) the "a trustee for such obligations has been given irrevocable instructions concerning their calling and redemption and the issuer of such obligations has covenanted not to redeem such i; obligations other than as set forth in such instructions; $` (2) the obligations are secured by cash or United States Government Obligations c that may be applied only to principal of, premium, if any, and interest payments on such obligations; .`f (3) such cash and the principal of and interest on such United States Government Obligations serving as security for the obligations, plus any cash in the escrow h# fund,are sufficient to meet the liabilities of the obligations; Z. n rr (4) such cash and United States Government Obligations serving as security for 4 the obligations are held in an escrow fund by an escrow agent or a trustee irrevocably in trust; (S) such cash and United States Government Obligations serving as security for the obligations, are not available to satisfy any other claims, including those against the trustee or escrow agent;and -3_ , • S r Y '�l ,, �.,.� . tn� , .�'' �` 5{ a.Yp9 ,{t..,q Tt +. fto .» • ,f't (6t,y Y I � ..'Y ♦r� { v. 'xi.+„ +' Y ' �' .. I, � 4�J �j�4 Nk !F. .ZV 1 ..'} Ii ;�. $ �.f• t�i�E'� ..X,. ?• ' . 4. r �5� j «r`f..�$" ,i. jS. !c t�.� I„Y r i � Yb t1���”' '�w�� �,r �, ;YvQ ;� f ,}.; �. ., a xi„•ry� ' ¢{��i$�7if'tc.6'�'d�r}t. t. rr,•�:t, .#r�cx ?�»e.� s, i.`r' =9trtt,}>;;? yea ri;,k 4 � C:tire tt. sn,� .wt tit,,.w .g � �� ��P I' jl. i i� � 1Qt @,' } r. tf..e. da '• 4`-e"`•�l iY. t x 4,4 de .i•#7t��' '•„'ttu` 51. ,�n1:t�,,h��i,*x a:,6 i s '�ri 2 ,�.s.}1.TF t•+:,.{.�t G}�t �t 5 ti d .rN1' y t 17 '{^' 'f p p� C:k`'.•�'ts,�("�b� P h b �yt '�� 3 "`�f w- k •' y' i OtcL+"�`�'•���s��.�`��rJ2�dPr`s�{tf�"8R a� �t �^#l!�„r��,s.Wu.�•��,,� f i� �. y e •ii .t' 1' 45er}# Y �r�,. ;L'' �1.,�k�9 v.J�"' �•c. } '§ i•••Y t + (6) the obligations are rated in the highest rating category by Moody's Investors Service,Inc. (presently"Aaa")or Standard&Poor's Ratings Group(presently"AAA"), r "Escrow Agent"means Mark Twain Bank,St. Louis, Missouri,and any successors or assigns. 3}, "Escrow Agreement" means the Escrow Trust Agreement dated as of February 1, 1996, between r the City and the Escrow Agent. t. "Escrow Fund"means the fund by that name referred to in Section 501 hereof. "Escrowed Securities" means the direct, noncallable obligations of, or obligations the principal of and interest on which are guaranteed b , the United States of America, as described in the Escrow Trust t gu Y Agreement. ' "Expenses" means all reasonable and necessary expenses in operating the System, and shall exclude } depreciation, amortization, capital costs and payments to sinking funds and reserve accounts, all determined in accordance with generally accep ted accountin g principles. y a "Insurance Consultant" means an individual or firm selected by the City qualified to survey risks . and to recommend insurance coverage for entities engaged in operations similar to those of the System and w having a favorable reputation for skill and experience in making such surveys and recommendations. "Interest Payment Date"means the Stated Maturity of an installment of interest on any Bond. �r. "Maturity" ' Maturit when used with respect to an Bond means the date on which the principal of such Bond '? t becomes due and payable as therein and herein provided, whether at the Stated Maturity thereof or call for optional or mandatory redemption or otherwise. a "Maximum Annual Debt Service" means the maximum amount of Debt Service Requirements as , computed for the then current or any future fiscal year. 3. "Net Revenues"means,for the period of determination,all Revenues less all Expenses. 1990 Bond Reserve Account" shall have the meaning set forth in the Prior Bond Ordinance. "1990 Principal and Interest Account" shall have the meaning set forth in the Prior Bond Ordinance. 1996 Bond Reserve Account" means the Reserve Account for Parking System Refunding Revenue Bonds,Series 1996 created by Section 501 hereof. ' L r "1996 Bond Reserve Requirement"means the sum of$375,000. 1996 Principal and Interest Account" means the Principal and Interest Account for Parking System Refunding Revenue Bonds,Series 1996 created in Section 501 hereof. "Operation and Maintenance Account" means the Parking System Operation and Maintenance c Account created by the Prior Bond Ordinance and ratified in Section 501 hereof. s ' a r r e• � '`n".:, )c y ;li�51;tR y � 4 ! y��a�lxi ..w' � �x;'d i."� 4r � •. t . .. xS v frr, r y x r -01•.. 'x, .,;�e� -:�. e t,('`i ' � .+c.'• ,?aa;�"%.",,.\- al � i,zu'ni s A S �A,'r �! .r.; !i i "Ordinance" means this Ordinance as from time to time amended in accordance with the terms ?u' hereof. "Outstanding" means, when used with reference to Bonds, as of any particular date, all Bonds theretofore issued and delivered hereunder,except the following Bonds: . (a) Bonds theretofore cancelled by the Paying Agent or delivered to the Paying Agent for cancellation; (b) Bonds deemed to be paid in accordance with the provisions of Section 1101 hereof; and '� iif (c) Bonds in exchange for or in lieu of which other Bonds have been registered and delivered hereunder. "Purity Bonds" means any parity bonds or other obligations hereafter issued or incurred pursuant to Section 902 hereof and standing on a parity and equality with the Bonds with respect to the payment of principal and interest out of the net income and Revenues of the System. "Parity (Ordinances" means the ordinances under which any Parity Bonds are hereafter issued pursuant to Section 902 hereof. u, "Paying Agent"means Mark Twain Bank,St.Louis,Missouri,and any successors and assigns. �~ Y "Permitted Investments" means any of the following securities and obligations, if and to the extent ' . the same are at the time legal for investment of the City's moneys held in the funds and accounts referred to in Section 501 hereof: ?. (a) United States Government Obligations; v (b)' bonds, notes or other obligations of the State of Missouri, or any political subdivision a� of the State of Missouri, that at the time of their purchase are rated in either of the two highest rating ' categories by a nationally recognized rating service; (c) repurchase agreements with any bank, bank holding company, savings and loan association,trust company, or other financial institution organized under the laws of the United States or any state, that are continuously and fully secured by any one or more of the securities described in clause (a) or(b) above and have a market value, exclusive of accrued interest, at all times at least equal to the principal amount of such repurchase agreement and are held in a custodial or trust account for the benefit of the City; (d) obligations of the Federal National Mortgage Association, the Government National Mortgage Association, the Federal Financing Bank, the Federal Intermediate Credit Corporation, t: Federal Banks for Cooperatives, Federal Land Banks, Federal Home Loan Banks, Farmers Home Administration and Federal Home Loan Mortgage Corporation; (e) certificates of deposit or time deposits, whether negotiable or nonnegotiable, issued by any bank or trust company organized under the laws of the United States or any state, provided _s .1 di-6 i�.k ��,�`. � Mr�� r.,'ky.i =�.�.i, t .'u'�4y. •. ��1$,.t., "rc L $r L `' '' , ti, ^'t r,ty kP�t,' •i.;111. dm P -� that such certificates of deposit or time deposits shall be either (1) continuously and fully insured by the Federal Deposit Insurance Corporation, or (2) continuously and fully secured by such securities �{ as are described above in clauses (a) through (c) above, inclusive, which shall have a market value, N{ exclusive of accrued interest, at all times at least equal to the principal amount of such certificates of deposit or time deposits;and (f) any other securities or investments that are lawful for the investment of moneys held ''2 in such funds or accounts under the laws of the State of Missouri. "Person" means any natural person, corporation, partnership, firm, joint venture, association, joint-stock company, trust, unincorporated organization, or government or any agency or political subdivision thereof or other public body. "Placement Agents" means Mark Twain Bank, Kansas City, Missouri, and The Central Trust Bank, Jefferson City,Missouri. "Prior Band Ordinance" means the Ordinance of the Issuer adopted on August 7, 1990, authorizing the issuance of the Refunded Bonds. ;: t� s "Record Date" for the interest payable on any Interest Payment Date means the 15th day whether 4 y ( or not a Business Day)of the calendar month next preceding such Interest Payment Date. "Redemption Date" when used with respect to any Bond to be redeemed means the date fixed for such redemption pursuant to the terms of this Ordinance. Redemption Price when used with respect to any Bond to be redeemed means the price at which such Bond is to be redeemed pursuant to the terms of this Ordinance, including the applicable redemption premium, if any, but excluding installments of interest whose Stated Maturity is on or before the Redemption Date. "Refunded Bonds"means the Series 1990 Bonds being refunded pursuant to this Ordinance. "Refunding Laws"means Section 108.140(2)of the Revised Statutes of Missouri. "Revenue Fund" means the Parking System Revenue Fund created by the Prior Bond Ordinance and ratified by Section 501 hereof. e '} "Revenues" means all income and revenues derived from the ownership and operation of the System, including earnings on investments, all determined in accordence with generally accepted accounting principles. "Special Record Date" means the date fixed by the Paying Agent pursuant to Section 204 hereof t for the payment of Defaulted Interest. "Stated Maturity" when used with respect to any Bond or any installment of interest thereon means the date specked in such Bond and this Ordinance as the fixed date on which the principal of such Bond or such installment of interest is due and payable. -6- A t .�F ..,'; t � .,. . ' �,�, S ... .. .x; rc• 4r JA, � b'tra w ?.;�k. '�,r..,r.., .,�'� �rx A'�4v1,. "Surplus Account" means the Parking System Surplus Account created by the Prior Bond Ordinance and ratified by Section 501 hereof. "System" means the City's parking system (including leasehold interests), including all improvements,extensions and enlargements thereto hereafter constructed or acquired. "System Revenue Bonds" means collectively the Bonds, the Parity Bonds and all other revenue bonds which are payable out of, or secured by an interest in, the income and Revenues derived from the operation of the System. "United States Government Obligations" means bonds,notes, certificates of indebtedness, treasury bills or other securities constituting direct obligations of, or obligations the principal of and interest on which are fully and unconditionally guaranteed as to full and timely payment by, the United States of America, including evidences of a direct ownership interest in future interest or principal payments on obligations issued or guaranteed by the United States of America (including the interest component of obligations of the Resolution Funding Corporation), or securities which represent an undivided interest in such obligations, which obligations are rated in the highest rating category by a nationally recognized rating service, and such obligations are held in a custodial or trust account for the benefit of the City. ARTICLE II AUTHORIZATION OF BONDS Section 201. Authorization of Bonds. There is hereby authorized and directed to be issued a R series of bonds of the City, designated "Parking System Refunding Revenue Bonds, Series 1996", in the principal amount of $3,750,000 (the "Bonds") for the purpose of providing funds to refund $4,010,000 =3, principal amount of outstanding parking system revenue bonds of the City,as provided in this Ordinance. F` Section 202. Description of Bonds. The Bonds shall consist of fully registered bonds without coupons, numbered from 1 upward, in denominations of$5,000 or any integral multiple thereof. The Bonds, z as originally issued or issued upon transfer, exchange or substitution, shall be substantially in the farm set forth in Exhibit A attached hereto, and shall be subject to registration, transfer and exchange as provided in Section 205 hereof. The Bonds shall be dated February 1, 1996, shall become due in the amounts on the Stated Maturities (subject to optional and mandatory redemption prior to their Stated Maturities as provided in Article III hereof),and shall bear interest at the rates per annum,as follows: F F SERIAL BONDS Stated Maturity Principal Annual Rate August t 1 Amount of Interesi ' 1996 $ 85,000 3.80% 1997 190,000 4.05% 1998 200,000 4.20% 1999 205,000 4.35% 2000 220,000 4.50% 2001 225,000 4.60% .7- 11111 '1111D 1 i, i z��kt r.s fi ,* :{%T� ?.r• ,rl� f i 59( xr ,ds ,�k%, . kt 't�'� �.. 49}n¢�` ` 59.P'+:.S:ec ,.. ..�. .,. f7 .~ .r,u., .:... ,:a, i7r7"tRbxf'.1 J I R 1 •T 2002 235,000 4.90% 2003 250,000 4.80% 2004 260,000 4.90% 2005 295,000 5.00% TERM BONDS # .5 Stated Maturity Principal Annual hate r August 1 AlluaL oflatertst >t t 2010 $1,605,000 5.50% :f } The Bonds shall bear interest at the above-specified rates (computed on the basis of a 360-day year ; f,r of twelve 30-day months) from the date thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for, payable semiannually on February 1 and August 1 in each year, y" beginning on August 1, 1996. Section 203. Designation of Paying Agent. Mark Twain Bank, St. Louis, Missouri, is hereby designated as the City's paying agent for the payment of principal of and interest on the Bonds and bond t 4:� registrar with respect to the registration, transfer and exchange of Bonds (herein called the "Paying Agent"). t The City will at all times maintain a Pa Agent meeting the qualifications herein described for the r`. tY Yom$ g $ 9 performance of the duties hereunder. 'The City reserves the right to appoint a successor Paying Agent by (1) �,. filing with the bank or trust company then performing such function a certified copy of the proceedings ,. giving notice of the termination of such bank or trust company and appointing a successor, and (2) causing V fir, •�. ^: notice to be given by first class mail to each Bondowner. No resignation or removal of the Paying Agent shall become effective until a successor has been appointed and has accepted the duties of the Paying Agent. { ;'.`. Every Paying Agent appointed hereunder shall at all times be a commercial banking association or rf corporation or trust company located in the State of Missouri organized and in good standing and doing a! business under the laws of the United States of America or of the State of Missouri, authorized under such tr laws to exercise trust powers and subject to supervision or examination by federal or state regulatory - authority. �+ The Paying Agent shall be paid the usual fees and expenses for its services in connection therewith, which fees and expenses shall be paid as other Expenses are paid. Section 204. Method and Place of Payment of Bonds. The principal or Redemption Price of and interest on the Bonds shall be payable in an coin or currency of the United States of America that, on P Y Y c3' t' the respective dates of payment thereof,is legal tender for the payment of public and private debts. y rr` The principal or Redemption Price of each Bond shall be paid at Maturity by check or draft to the h ' Person in whose name such Bond is registered on the Bond Register at the Maturity thereof, upon presentation and surrender of such Bored at the principal corporate trust office of the Paying Agent. The interest payable on each Bond on any Interest Payment Date shall be paid to the Registered ` Owner of such Bond as shown or, the Bond Register at the close of business on the Record Date for such interest (a) by check or draft mailed by the P4ing Agent to such Registered Owner at the address shown on -8- 3':V r y{ 4 r F { Fy r� vl. t y 7 L ti' t#�j•c+ A9r k?r c �y`i�a Mir, �!" k`pi „"�t !�¢ r' �§Y�"' 7� �P Sc r ^ t t "! t ,'?rfr c. 4ru fy,w ��} ."�6 r ..;� (�' t. 51 W�1�sr 4 ..712 i. h,• the Bond Register or (b) in the case of an interest payment to any Registered Owner of$500,000 or more in aggregate principal amount of Bonds, by electronic transfer to such Registered Owner upon written notice given to the Paying Agent by such Registered Owner not less than 15 days prior to the Record Date for such interest, containing the electronic transfer instructions including the bank (which shall be in the continental United States), ABA routing number and account number to which such Registered Owner wishes to have such transfer directed. Notwithstanding the foregoing provisions of this Section, any Defaulted Interest with respect to any Bond shall cease to be payable to the Registered Owner of such Bond on the relevant Record Date and shall be payable to the Registered Owner in whose name such Bond is registered at the close of business on the Special Record Date for the payment of such Defaulted Interest, which Special Record Date shall be fixed as hereinafter specified in this paragraph. The City shall notify the Paying Agent in writing of the amount of Defaulted Interest proposed to be paid on each Bond and the date of the proposed payment (which date shall be at least 30 days after receipt of such notice by the Paying Agent) and shall deposit with the Paying Agent at the time of such notice an amount of money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactory to the Paying Agent for such deposit prior to the date of the proposed payment. Following receipt of such funds, the Paying Agent shall fix a Special Record Date for the payment of such Defaulted Interest which shall be not more than 15 nor less than 10 days prior to the date of the proposed payment. The Paying Agent shall promptly notify the City of such Special Record Date and, in the name and at the expense of the City, shall cause notice of the proposed U payment of such Defaulted Interest and the Special Record Date therefor to be mailed by first class mail, postage prepaid, to each Registered Owner of a Bond entitled to such notice at the address of such Registered Owner as it appears on the Bond Register not less than 10 days prior to such Special Record Date. The Paying Agent shall keep a record of payment of principal and Redemption Price, of and interest on all Bonds and shall at least annually forward a copy or summary of such records to the City. Section 205. Registration, Transfer and Exchange of Bonds. no City covenants that, as long as any of the Bonds remain Outstanding, it will cause the Bond Register to be kept at the office of the Paying Agent for the registration, transfer and exchange of Bonds as herein provided. Each Bond when issued shall be registered in the name of the Owner thereof on the Bond Register. Bonds may be transferred and exchanged only on the Bond Register as provided in this Section. Upon surrender of any Bond at the principal corporate trust office of the Paying Agent, the Paying Agent A shall transfer or exchange such Bond for a new Bond or Bonds in any authorized denomination of the same �' Stated Maturity and in the same aggregate principal amount as the Bond that was presented for transfer or exchange. Bonds presented for transfer or exchange shall be accompanied by a written instrument or 4 instruments of transfer or authorization for exchange, in a form and with guarantee of signature satisfactory to the Paying Agent, duly executed by the Registered Owner thereof or by the Registered Owner's duly authorized agent. In all cases in which the privilege of transferring or exchanging Bonds is exercised, the Paying Agent shall authenticate and deliver Bonds in accordance with the provisions of this Ordinance. The City shall pay the fees and expenses of the Paying Agent for the registration, transfer and exchange of Bonds provided for by this Ordinance and the cost of printing a reasonable supply of registered bond blanks. Any additional costs or fees that might be incurred in the secondary market, other than fees of the Paying Agent, are the responsibility of the Registered Owners of the Bonds. In the event any Registered Owner fails to provide a correct taxpayer identification number to the Paying Agent, the Paying Agent may make a charge against such -IV.(VI 114 777 app p R" at" -q' --glu %�;,, ,t''' {J A + S ri {,. i "r'1 s�e 4�g Im ,Womw,?;.� j, � �t- y�yg��rx ���� 7es�7i�,'��Y�'`."'..`,�t'r��f:,.:r?3'1 §_se � .t x :^! s rt�:.`'�s.", k.J .n.a y. t..r ��"$f';•� i w;, L Registered Owner sufficient to pay any governmental charge required to be paid as a result of such failure. In compliance with Section 3406 of the Code, such amount may be deducted by the Paying Agent from =� amounts otherwise payable to such Registered Owner hereunder or under the Bonds. 4 f The City and the Paying Agent shall not be required (a) to register the transfer or exchange of any . Bond after notice calling such Bond or portion thereof for redemption has been given or during the period ; 4 ` of 15 days next preceding the first mailing of such notice of redemption, or (b) to register the transfer or ; exchange of any Bond during a period beginning at the opening of business on the day after receiving written notice from the City of its intent to pay Defaulted Interest and ending at the close of business on the date fixed for the payment of Defaulted Interest pursuant to Section 204 hereof. Y The City and the Paying Agent may deem and treat the Person in whose name any Bond is registered ,a on the Bond Register as the absolute owner of such Bond, whether such Bond is overdue or not, for the purpose of receiving payment of, or on account of, die principal or Redemption Price of and interest on said '. Bond and for all other purposes. All payments so made to any such Registered Owner or upon the Registered . , Owner's order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid, and neither the City nor the Paying Agent shall be affected by any notice to the contrary. { K-.j At reasonable times and under reasonable regulations established by the Paying Agent, the Bond { Register may be inspected and copied by the Registered Owners (or a designated representative the,eof) of q.. F; 10% or more in principal amount of the Bonds then Outstanding or any designated representative of such Registered Owners to be evidenced to the satisfaction of the Paying Agent. Section 206. Execution, Authentication and Delivery of Bonds. Each of the Bonds, including any Bonds issued in exchange or as substitution f or the Bonds initially delivered, shall be signed by the hI manual or facsimile signature of the Mayor, attested by the manual or facsimile signature of the City Clerk, and shall have the official seal of the City affixed thereto or imprinted thereon. In case any officer whose signature appears on any Bonds ceases to be such officer before the delivery of such Bonds, such signature shall nevertheless be valid and sufficient for all purposes, as if such person had remained in office until ' . delivery. Any Bond may be signed by such persons who at the actual time of the execution of such Bond are µ<< the proper officers to sign such Bond although at the date of such Bond such persons may not have been such r>� P 1� gn gh 1� Y { officers. ;z ';r.,• The Mayor and City Clerk are hereby authorized and directed to prepare and execute the Bonds as .:?4 herein specified,pec ed,and when duly executed,to deliver the Bonds to the Paying Agent for authentication. The Bonds shall have endorsed thereon a certificate of authentication substantially in the form set forth in Exhibit A attached hereto, which shall be manually executed by an authorized officer or employee } of the Paying Agent, but it shall not be necessary that the same officer or employee sign the certificate of authentication on all of the Bonds that may be issued hereunder at any one time. No Bond shall be entitled F f to any security or benefit under this Ordinance or be valid or obligatory for any purpose unless and until such certificate of authentication has been duly executed by the Paying Agent. Such executed certificate of ' authentication upon any Bond shall be conclusive evidence that such Bond has been duly authenticated and delivered under this Ordinance. Upon authentication, the Paying Agent shall deliver the Bonds to the original purchaser thereof, upon payment of the purchase price of the Bonds plus accrued interest thereon to the date "`. of their delivery. ISM vl f ;f 1. ' ?4`,I .,A.1 �Y �, .k �. .ayiCt j3.�� � J�k�ti�4�,',�J�'yF#5�� •'ry� '4, i. �, "e M1 y.{art • .�?r; us.�t�4'4n G'°��°4~:.jS , �t ;��• '�i r "� lr .F � j.S� y`t t•'t q 7^tY�''�'` '3 .t�. ... ;`K,c.y�.� :i �Y:>.,'.�1 n ° r yS�y v, +fK l ,r,,vet... a t t 'ft&�� •4 tf 1 � 5,..: t., .'+�1§c 7 s t .,y f�t k�;�i( " �* ., -.�.>• 't i. ¢ta t� �A�`k i:ytr. ,tRi•,'• , L� _ � Gfr�'r�..}�•,: u 1 � N $ ,,1 t''. tY �Txa ?k` Tr (t1 rt F �'3� a' '( r 4 a. x"71+. `5,„k}, t d+ y ii� � l"x,�k;I'�C� .�?• zr�' t'i- E'r i'� =k7�(i`�_ '1'7{S�t"+`� v� �� �r W� iw Section 207. Mutilated, Destroyed, Lost and Stolen Bonds. If (a) any mutilated Bond is surrendered to the Paying Agent, or the City and the Paying Agent receive evidence to its satisfaction of the destruction, loss or theft of any Bond, and (b) there is delivered to the Paying Agent such security or y indemnity as may be required by the Paying Agent, then, in the absence of notice to the Paying Agent that such Bond has been acquired by a bona fide purchaser, the City shall execute and, upon the City's request, the Paying Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Bond,a new Bond of the same Stated Maturity and of like tenor and principal amount. If any such mutilated, destroyed, lost or stolen Bond has become or is about to become due and payable,the City in its discretion may pay such Bond instead of issuing a new Bond. ? Upon the issuance of any new Bond under this Section, the City may require the payment by the Registered Owner of a sum sufficient to cover any tax or other governmental charge that may be imposed in s relation thereto and any other expenses (including the fees and expenses of the Paying Agent) connected therewith. '. Every new Bond issued pursuant to this Section shall constitute a replacement of the prior obligation of the City, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other ; Outstanding Bonds. Section 205. Cancellation and Destruction of Bonds Upon Payment. All Bonds that have been paid or redeemed or that otherwise have been surrendered to the Paying Agent, either at or before Maturity, shall be cancelled by the Paying Agent immediately upon the payment, redemption and surrender thereof to the Paying Agent and subsequently destroyed in accordance with the customary practices of the Paying Agent. The Paying Agent shall execute a certificate in duplicate describing the Bonds so cancelled and destroyed and shall file an executed counterpart of such certificate with the City. y Section 209. Preliminary and Final Official Statement. The Preliminary Official Statement, in substantially the form attached hereto as Exhibit C, is hereby rated and approved, and the final Official .� Statement is hereby authorized and approved by supplementing, amending and completing the Preliminary Official Statement, with such changes and additions thereto as are necessary to conform to and describe the transaction. The Mayor is hereby authorized to execute the final Official Statement as so supplemented, ' {<:' amended and completed, and the use and public distribution of the Official Statement by the Placement w { Agents in connection with the placement of the Bonds is hereby authorized. The proper officials of the City are hereby authorized to execute and deliver a certificate pertaining to such Official Statement as prescribed therein,dated as of the date of payment for and delivery of the Bonds. �f For the purpose of compliance with the requirements of Rule 15c2-12(b)(1) of the Securities and ;F Exchange Commission, the City hereby deems the information regarding the City contained in the Y. Preliminary Official Statement to be "final" as of its date, except for the omission of such information as is permitted by Rule 15c2-12(b)(1), and the appropriate officers of the City are hereby authorized, if requested, to provide a letter or certification to such effect and to take such other actions or execute such other K1 E documents as such officers in their reasonable judgment deem necessary for compliance with the requirement w of such Rule. The City agrees to provide to the Placement Agents within seven business days of the date of the sale I of Bonds sufficient copies of the final Official Statement to enable the Placement Agents to comply with the -11- N ` ��}, �}t i ��4.A a•�{�{ �� 34 kd�,i�U,,"3i�,� �'h tS��{`��! �b ,�+ �''�,.f' z P�' �' ,� K'•4,} ;sty Yi '.r r H± {;.r����F'E { t a�'�? .. t ?f 'r�r x. �r 5• n�';7� { ��.+ rEVtt ; e..q t Ra�K`t�p 3 � �`�_.; T.i�k.._;a GH tSS'F.�ak,'y9r .1•?g'-'a♦ 2+r,5 .:�tSp�t t, 'siF^, t '^S d .'�Y�r.�(rq<i-� ' s.+.�•�U e+..sygd�' requirements of Rule 15c2-12(b)(4) of the Securities and Exchange Commission and with the requirements of Rule G-32 of the Municipal Securities Rulemaking Board. b., Section 210. Sale of Bonds. The Mayor is hereby authorized to enter into the Bond Placement l Agreement between the City and the Placement Agents in substantially the form attached hereto as Exhibit C, under which the City agrees to sell the Bonds at a purchase price of 100%of the principal amount thereof, ' plus accrued interest to the date of delivery, upon the terms and conditions set forth therein and with such changes therein as shall be approved by the Mayor, which officer is hereby authorized to execute the Bond Placement Agreement for and on behalf of the City, such officer's signature thereon being conclusive evidence of his or her approval thereof '9• .a� Section 211. Authorization of Escrow Agreement. The City is hereby authorized to enter into the Escrow Agreement, dated as of February 1, 1996,between the City and the Escrow Agent,in substantially f w the form attached to this Ordinance and marked Exhibit D. and the Mayor and City Clerk are hereby k authorized and dhvcted to execute the Escrow Agreement with such changes therein as such officials may 4 deem appropriate, for and on behalf of and as the act and deed of the City. The Escrow Agent is hereby a � authorized to carry out, on behalf of the City, the duties, terms and provisions of the Escrow Agreement, and '4 the Escrow Agent, the Placement Agents and Bond Counsel are authorized to take all necessary actions for the subscription and purchase of the Escrowed Securities described therein, including the subscription for x.y United States Treasury Securities-State and Local Government Series. ARTICLE III REDEMPTION OF BONDS + � Section 301. Redemption of Bands. (a) Optional Redemption by City. At the option of the City, Bonds or portions thereof maturing in the year 2006,and thereafter may be,called for redemption and payment prior to the Stated Maturity thereof on August 1, 2005, and thereafter in whole at any time or in part on any Interest Payment Date at the Redemption Price of 100% of the principal amount thereof, plus accrued interest thereon to the Redemption r r Date. (b) Mandatory Redemption. The Bonds maturing in the year 2010 (the "Tenn Bonds") shall be ' subject to mandatory redemption and payment prior to Stated Maturity pursuant to the mandatory redemption requirements of this Section at a Redemption Price equal,to 100% of the principal amount thereof plus accrued interest to the Redemption Date. The payments specified in Section 602(b) hereof which are to be deposited into the 1994 Principal and Interest Account shall be sufficient to redeem, and the City shall redeem on August 1 in each year,the following principal amounts of Bonds: j -12- i tt pp ��•• 4 y`{ 'Y f't r .t �. r#`'A' k�J.d�� �.tl�l hr .i• + .� .1. .f`.i '}�" 'L k .. -t S ° Yt .r .t s i r�SI� t e"".. Y rr gi�..a���'r. iY. �� ,c„L''.• s.3�` vF uei e t l .+i s � s -s•- 4.. r a . nt .' •� ti� �' + 1 .. }y�3r 1t Z3{Yr .r t A y f >it; s! s :}s �. v :y f N i'*tos " !.�cnfrd�a• $�, s j 1 w 6.: Principal ' Amount 2006 $290,000 2007 300,000 IN 2008 320,000 t r 2009 340,000 2010° 355,000 1 Yr} '°Final Maturity At its option, to be exercised on or before the 45th day next preceding any mandatory Redemption Date, the City may (1) deliver to the Paying Agent for cancellation Term Bonds, in any aggregate principal , C <: amount desired; or (2) furnish the Paying Agent funds, together with appropriate instructions, for the purpose y of purchasing any Term Bonds from any Registered Owner thereof, whereupon the Paying Agent shall I,�e;ii 4 q expend such funds for such purpose to such extent as may be practical; or (3) receive a credit with respect F� to the mandatory redemption obligation of the City under this Section for any Term Bonds which prior to +yi such date have been redeemed (other than through the operation of the requirements of this Section) and cancelled by the Paying Agent and not theretofore applied as a credit against any redemption obligation under this Section. Each Term Bond so delivered or previously purchased or redeemed shall be credited at 100% ILK of the principal amount thereof on the obligation of the City to redeem Term Bonds of the same Stated .,., s Maturity on such Redemption Date, and any excess of such amount shall be credited on future mandatory { redemption obligations for Term Bonds of the same Stated Maturity in such order as is designated by the City, ., and the principal amount of Term Bonds of the same Stated Maturity to be redeemed by operation of the requirements of this Section shall be accordingly reduced. If the City intends to exercise any option granted . b the provisions of clauses (1), 2 or 3 the City will y g ( ) ( ) above, ,on or before the 45th day next preceding each mandatory Redemption Date, furnish the Paying Agent a written certificate indicating to what extent the provisions of said clauses (1), (2) and (3) are to be complied with respect to such mandatory redemption =r, payment. =T j Section 302. Selection of Bonds to Be Redeemed. (a) The Paying Agent shall call Bonds for redemption and payment and shall give notice of such YI redemption as herein provided upon receipt by the Paying Agent at least 45 days prior to the Redemption Date of written instructions of the City specifying the principal amount, Stated Maturities, Redemption Date ' and Redemption Prices of the Bonds to be called for redemption. The Paying Agent may in its discretion *,4 waive such notice period so long as the notice requirements set forth in Section 303 hereof are met. The p� f :. . foregoing provisions of this paragraph shall not apply in the case of any mandatory redemption of Bonds . hereunder, and Bonds shall be called by the Paying Agent for redemption pursuant to such mandatory g redemption requirements without the necessity of any action by the City and whether or not the Paying Agent holds moneys available and sufficient to effect the required redemption. (b) Bonds shall be redeemed only in the principal amount of $5,000 or any integral multiple thereof. When less than all of the Outstanding Bonds are to be redeemed; such Bonds shall be redeemed from the Stated Maturities selected by the City, and Bonds of less than a full Stated Maturity shall be selected by . . the Paying Agent in $5,000 units of principal amount in such equitable manner as the Paying Agent may determine. -13- �r r. •.' '�x4f' t 1 ' rKS i �tY y ,4 .r + "� ".J.• .;� i b� � }d' Si•_ .i .T 4f,�'�t�ii+II � I 1 t ° T•� 'h.4G_`+ �'1�f a. R � �•'�'.t41 ci'[. �F,�',')-YS} I'.m.,i;' � ;.Y�t y`, .,�i�` aT,,,} uE� A�'!re �� t r 147}�;; ^Y i�.;•y..;F. iK t,r `fq.•dr•. t�;f� (c) In the case of a partial redemption of Bonds when Bonds of denominations greater than $5,000 are then Outstanding, then for all purposes in connection with such redemption each $5,,000 of face ' value shall be treated as though it were a separate Bond of the denomination of$5,000, If it is determined that one or more, but not all, of the $5,000 units of face value represented by any Bond are selected for redemption, then upon notice of intention to redeem such $5,000 unit or units, die Registered Owiicr of such f; Bond or the Registered Owner's duly authorized agent shall present and surrender such Bond to the Paying a Agent (1) for payment of the Redemption Price and interest to the Redemption Date of such $5,000 unit or units of face value called for redemption, and (2) for exchange, without charge to the Registered Owner thereof, for a new Bond or Bonds of the aggregate principal amount of the unredeemed portion of the principal amount of such Bond. If the Registered Owner of any such Bond fails to present such Bond to the Paying Agent for payment and exchange as aforesaid, such Bond shall, nevertheless, become due and payable i on the Redemption Date to the extent of the $5,000 unit or units of face value called for redemption (and to is that extent only). Section 303. Notice and Effect of Call for Redemption. Unless waived by any Registered Owner of Bonds to be redeemed, official notice of any redemption shall be given by the Paying Agent on behalf of the City by mailing a copy of an official redemption notice by first class mail at least 30 days but not more than 60 days prior to the Redemption Date, to the Placement Agents and each RegisteLred Owner of the Bonds to be redeemed at the address shown on the Bond Register. a All official notices of redemption shall be dated and shall contain the following information: P p`n ' (a) the Redemption Date; (b) the Redemption Price; j r (c) if less than all Outstanding Bonds are to be redeemed, the identification (and, in the case of partial redemption of any Bonds, the respective principal amounts) of the Bonds to be 1 redeemed; (d) a statement that on the Redemption Date the Redemption Price will become due and payable upon each Bond or portion thereof called for redemption and that interest thereon shall cease `y to accrue from and after the Redemption Date;and (e) the place where such Bonds are to be•surrendered for payment of the Redemption ? ra Price,which shall be the principal corporate trust office of the Paying Agent. the failure of any Registered Owner to receive notice given as heretofore provided or an immaterial , defect therein shall not invalidate any redemption. ,. Prior to any Redemption Date, the City shall deposit with the Paying Agent an amount of money sufficient to pay the Redemption Price of all the Bonds or portions of Bonds that are to be redeemed on that ; date. ,t Official notice of redemption having been given as aforesaid, the Bonds or portions of Bonds to be N= redeemed shall become due and payable on the Redemption Date, at the Redemption Price therein specified, and from and after the Redemption Date (unless the City defaults in the payment of the Redemption Price) such Bonds,or portion of Bonds shall cease to bear interest. Upon surrender of such Bonds for redemption i -14- v=+ L y 4 AM } `4 Y t '�.t `� �vb V'' S .7r✓ t` s 'k •r i �. }ht �f ��•t `'>q ''{,f, ��i �"kye4 j. � f 7r...� �k„� }�1���`���rl ud33y}� �" �T` � ! � c .i ':"M t' Ei ,y. •V Cc ,� .at 1;,. �,L r. -.h., ,}}.,5 E. .} +e*+ f k•7tz `,` `i e:p`.s�C .,. fu 'rw•y `'f `i.. iw f 5,rru'_ i'>iw .; +r., �t r ;h. t 14i �. t t .}t '� � f�.}'•�F t Y a?�7�,.$c bpi }y,.+raatt Ct t x r J,j" �{:°^�f� {z�, ��t�,'xt3j�>t 3�� � i �i :r in accordance with such notice, the Redemption Price of such Bonds shall be paid by the Paying Agent. Installments of interest duo on or prior to the Redemption Date shall be payable as herein provided for payment of interest. Upon surrender for any partial redemption of any surrender Bond, there shall be prepared for the Registered Owner a new Bondthat havesbeen redeemed shall be cancelled and destroyed byethe Paying Agent as provided herein. All Bonds as provided herein and shall not be reissued. The Paying Agent is also directed to comply with any mandatory or voluntary standards established by the Securities and Exchange Commission then in effect for processing redemptions of municipal securities. Failure to comply with such standards shall not affect or invalidate the redemption of any Bond. ARTICLE IV SECURITY FOR BONDS t Section 401. Security for Bonds. The Bonds shall be special obligations of the City payable G ' solely from, and secured as to the payment of principal and interest by a pledge of, the net income and revenues derived from the operation of the System, after providing for the costs of operation and maintenance ,E gifts, bequests, contributions, grants and other thereof, including operating income, investment income, g '. moneys made available to the City with respect to the System from sources other than funds raised by taxation including without limitation any amounts appropriated on an annual basis as described in Section ` 804 hereof, and the City hereby pledges said net income and revenues to the payment of the principal of and interest on the Bonds. The Bonds shall not be or constitute a general obliga�ion of the City, nor shall they constitute an indebtedness of the City within the meaning of any constitutional, statutory or charter provision, limitation or restriction, and the taxing power of the City is not pledged to the payment of the Bonds, either as to principal or interest. The covenants and agreements of the City contained herein and in the Bonds shall be for the equal benefit, protection and security of the legal owners of any or all of the Bonds, all of which Bonds shall be of r equal rank and without preference or priori ty of one Bond over any other Bond in the application of the funds herein pledged to the payment of the principal of and the interest on the Bonds, or otherwise, except as to rate ;c, I P g P Ym P P of interest, date of maturity and right of prior redemption as provided in this Ordinance. The Bonds shall stand on a parity and be equally and ratably secured with respect to the payment of principal and interest from the net income and revenues derived from the operation of the System and in all other respects with any Parity ' .3 Bonds. The Bonds shall not have any priority with respect to the payment of principal or interest from said net income and revenues or otherwise over the Parity Bonds and the Parity Bonds shall not have any priority with respect to the payment of principal or interest from said net income and revenues or otherwise over the Bonds. -15- ��st.,' t:µ�,; �•, s�'"` r;a € s^�'' , s ,,:,r r ,'t t� �"''°c ' �,-*�:yr�r 5k s7, ;�'x �r4.T:. y !.: ry .:t,,., ,;_.f, s, r. �,�}. , 4+. •` y,rrw`� F �j•`.,,,_ ��T�'�+xi ?l ,�icf.i I-so 11 11 ,t. r � .+^.�.5`�S'.}�.� `c r �3?{.r'��+'r,,•4F'#. :M ,..c" �' r'. k t:t �ysn6 5�•' Y ,�' � ...8 � .. � � 1#"�'1(�'..� ti.`'S'��-+� ,Crab xwyf"` . ,�',?'t'�..y�*w,•. . w,STM;v�. ,,'�'l �'`? P <:+ x 5 k ARTICLE V . CREATION AND RATIFICATION OF FUNDS AND ACCOUNTS; DEPOSIT AND APPLICATION OF BOND PROCEEDS Section 501. Establishment of Funds and Accounts. There are hereby created or ratified and ordered to be established and maintained in the treasury of the City the following separate funds and accounts to be known respectively as the: �1 (a) Parking System Revenue Fund(the"Revenue Fund"). (b) Parking System Operation and Maintenance Account (the "Operation and Maintenance Account"). (c) Principal and Interest Account for Parking System Refunding Revenue Bonds, Series 1996 (the"1996 Principal and Interest Account"). (d) Reserve Account for Parking System Refunding Revenue Bonds, Series 1996 (the "1996 . is Bond Reserve Account"). (e) Parking System Surplus Account(the"Surplus Account"). i (f) Costs of Issuance Fund. In addition to the funds and accounts described above, the Escrow Agreement establishes the Escrow Fund to be Held and administered by the Escrow Agent in accordance with the provisions of the Escrow x' Agreement. The funds and accounts referred to in this Section shall be maintained and administered by the City solely for the purposes and in the manner as provided in the Act and in this Ordinance so long as any of the k Bonds or the Refunded Bonds remain Outstanding within the meaning of this Ordinance. The Escrow Fund ,} shall be maintained and administered by the Escrow Agent as provided in this Ordinance and in the Escrow Agreement. r` Section 502. Deposit of Bond Proceeds and Other Moneys. The net proceeds received from the sale of the Bonds and certain other moneys of the City shall be deposited simultaneously with the delivery of the Bonds,as follows: (a) Any accrued interest on the Bonds shall be deposited in the 1996 Principal and Interest Account and applied in accordance with Section 602 hereof. (b) An amount equal to the 1996 Bond Reserve Requirement from moneys on deposit in the 1990 Bond Reserve Account shall be deposited in the 1996 Bond Reserve Account and applied in accordance with Section 602 hereof. (c) The sum of $21,303.00 from the 1990 Principal and Interest Account shall be deposited in the Costs of Issuance Fund and shall be disbursed by the Finance Director on orders of the Council to pay costs of issuing the Bonds, including the fees of attorneys, financial consultants, -16- y .. a , tl L �.. -irk.• t. �`,r MY 5 ^. y d'• , t �rtu � x1 j Alt t t iyrs (t 11 q 11 u.w..y<w.+..:.,..s+rn.;w,=�6'1l.f,�.•';iitY,. .. � � " •Y 4t��� ` , ;f :yi i ati jj(� ^4• 5 '{�'� y r� r1{` � _ t ;i w- t 'I. , z a t r S tl �l' �"�£+{i'r� �i{•.�.k.zfJF 7 tt� ;7�' { tt�=ill s rx� �,r .'� .,p t x t 4 �.�V. i " t'�.! '�;M tt:tilt I.z� t.�.�»,'`� ���:,- i �fs�t!•.'"1� �n%'%�{1. •r51Sii rSr, .l, ..0 � `t, yi ��'"t + t-�. `yi f�!'.Qtih ?"I��c �'t�A'?fin }i X� u ,�l ? 1 ,S ! n. t `"• r o14 '.f. ARTICLE V CREATION AND RATIFICATION OF FUNDS AND ACCOUNTS; "s DEPOSIT AND APPLICATION OF BOND PROCEEDS Section 301. Establishment of Funds and Accounts. There are hereby created or rated and ordered to be established and maintained in the treasury of the City the following separate funds and accounts to be lmown respectively as the: (a) Parking System Revenue Fund(the"Revenue Fund"). (b) Parking System Operation and Maintenance Account (the "Operation and Maintenance Account"). (e) Principal and Interest Account for Parking System Refunding Revenue Bonds, Series 1996 (the"1996 Principal and Interest Account"). (d) Reserve Account for Parking System Refunding Revenue Bonds, Series 1996 (the "1996 Bond Reserve Account"). (e) Parking System Surplus Account(the"Surplus Account"). M Costs of Issuance Fund. In addition to the funds and accounts described above, the Escrow Agreement establishes the Escrow Fund to be held and administered by the Escrow Agent in accordance with the provisions of the Escrow Agreement. The funds and accounts referred to in this Section shall be maintained and administered by the City solely for the purposes and in the manner as provided in the Act and in this Ordinance so long as any of the Bonds or the Refunded Bonds remain Outstanding within the meaning of this Ordinance. The Escrow Fund shall be maintained and administered by the Escrow Agent as provided in this Ordinance and in the Escrow Agreement. ' Section 502. Deposit of Bond Proceeds and Other Moneys. The net proceeds received from the sale of the Bonds and certain other moneys of the City shall be deposited simultaneously with the delivery t, of the Bonds,as follows: (a) Any accrued interest on the Bonds shall be deposited in the 1996 Principal and Interest Account and applied in accordance with Section 602 hereof. (b) An amount equal to the 1996 Bond Reserve Requirement from moneys on deposit in the 1990 Bond Reserve Account shall be deposited in the 1996 Bond Reserve Account and applied in accordance with Section 602 hereof. (c) The sum of $21,303.00 from the 1990 Principal and Interest Account shall be deposited in the Costs of Issuance Fund and shall be disbursed by the Finance Director ors orders of the Council to pay costs of issuing the Bonds, including the fees of attorneys, financial consultants, -16- ..i� c . r.-.t a �idi} S�t',+r"t''•A it�3Y a 4 a t :r "' ',a( , r.'t tnf r'.; a •,€•Y:k�`"t td5r*`' "rk'k• .`t.,I,f����C ' ,q Y8 v{�, ti�^r,» Y� . � .. .' y a%-;a. .d," °"• e � . r� s�,a� j� �, " r Is. 4: . : 1.. "''1 r. i 3 3t`. s.r r .�dl•.t' �2�J;�i'���; t ��ryL;=�,#l��i�r�41,,}'j�c},;,zy �',�'�7•`r•� - {r �.. r� t.,• ...� i a r,- , ,,,.°. r L.• rr r. accountants, rating agencies, printers and others employed to render professional services and other { costs, fees and expenses incurred in connection with the issuance of the Bonds and the creation of the trust described in and created by the Escrow Agreement and in carrying out the duties, terms and provisions of the Escrow Agreement, Any such moneys not used for such purpose and remaining on deposit on Juno 1, 1996, shall be transferred to and deposited in the 1996 Principal and Interest 'q•x=' Account. (d) The sum of$3,716,437.50 from the proceeds of the Bonds, the sum of$69,500.00 .Yn from the 1990 Bond Reserve Account, the sum of$95,498.00 from the 1990 Principal and Interest s y' Account and $347 ` •�5,:;�,.�/�:; ,249.00 from the Surplus Account, aggregating a total of$4,228,684.50, shall be } } paid and transferred to the Escrow Agent for deposit in the Escrow Fund, to be applied in accordance ra ' with Section 503 hereof. y}'•a ,L#j rv`;�' • Section 503. Application of Moneys in the Escrow Fund. Under the Escrow Agreement, the Escrow Agent will apply moneys in the Escrow Fund to purchase the Escrowed Securities and to establish an initial cash balance in accordance with the Escrow Agreement. The cash and Escrowed Securities held y ` A. pp y g y payment of the principal of redemption ��� in the Escrow Fund will be applied b the Escrow Agent solely to the a p ' p , }'1 premium, if any, and interest on the Refunded Bonds. All money deposited with the Escrow Agent shall be �4 t 1 �. deemed to be deposited in accordance with and subject to all of the provisions contained in the Series 1990 -� Bond Ordinance and the Escrow Agreement. .; 7'. r. n,�.;•a> Section 504. Verification of Certified Public Accountant; Discharge of Refunded Bonds. ' Prior to or concurrently with the issuance and delivery of the Bonds and the creation of the escrow provided �j for herein, the City shall obtain the certification of an independent certified public accountant that such .r.,, •, ts.t accountant has verified the accuracy of the calculations that demonstrate that the money and obligations , required to be deposited with the Escrow Agent pursuant to Section 502 of this Ordinance and the Escrow Agreement, together with the earnings to accrue thereon, will be sufficient for the timely a Y P yment of the i,•' principal of, redemption premium, if any, and interest on the Refunded Bonds as and when the same become due at maturity or upon redemption on August 1, 1997, I ,. s #� F = , Section 505. Redemption of Certain Refunded Bonds. The outstanding Refunded Bonds, becoming due in the ears 1998 and thereafter, in the 8 Y aggregate the principal amount of $3,680,000, are • hereby called for redemption and a ' Y p ' payment prior to maturity on August 1, 1997. Said Refunded Bonds shall •: ,;r{a. be redeemed at the office of Mark Twain Bank, in St. Louis, Missouri, the paying agent for said bonds, on said redemption date by the payment of the principal thereof, together with the redemption premium and 4r accrued interest thereon to the redemption date. In accordance with the requirements of the Prior Bond Ordinance, the City Clerk is hereby directed to cause notice of the call for redemption and payment of said h}. Refunded Bonds to be given in the manner provided in the Prior Bond Ordinance. The officers of the City • :.� and the a ' agent for said Refunded Bonds are hereby authorized and directed to take such other action P Ymg 8 4x as may be necessary in order to effect the redemption and payment of said Refunded Bonds as herein `.f provided. i;zS ARTICLE VI APPLICATION OF REVENUES x ,j 1 _17_ a r: r 177 :-fs'. ;:ty. "T�r'';"`'Sm';f$.�'m�S?•y',z�,J`r.�7ri.1n r' �r�w: 't� "rr:�.+•y�-�:§. x3 S:k �SP�L Uf j# J}� u14 Yri 4 ar v A? Y ga, �i�}y i J�3'�'{ I )�• iz��. 13�'1 .r3 �`b .,;�r t '� i G" 4,t �.qtr 'F f rf hsadpr $�� • 3.i�a`,�;�F �1tri �y�hs!T1'� p����h' � �a?`�`�r4 1 r r} .`:k?��r;�rt �� k`�r�,�'�Y"��;:lt;� i �a iY U' 2 Y ai�l3� ' � r f sz s y�,lzmi ',S��P4?�rfs;�7 A�,.d �. 3 ' o- 71 a } fat� 1LC rf 3il{r ? �}� ) rfr z fP' tct. Si•+)j'����!r't'L ,�Y'u 4' 'r V�. 4 $ zit , uSy�. rX?tt1� f rz� �f. K`. FCt,% E� � �r"�41��r��'}�r i!' r > �s �,� S�'r'�f ,�{ "7 £ {��'Sh��•'� �fW,tla r'"�.k-;}y{�'?��,r9� '{€q 4 to 7Y 1 jLiS � � e f a` /7 � aF t' �+" f� r,Y t €,l ���' ifn � •.t�"+�"`1,''41�rs � tt4 tQ i�Y;! . H� ddftl,,'ryll }k'n',• E'I"ti! .,5�*r.cry1++ ii. .1(, 7a .r: er 5•n'�r l �'. �, °t'i (������ a et'•. y t4 h k`,,?ary nttrit; }'f�g,4tb�••h'] h".21aS.� f/"A, � 4w .v� (• p' .,{mile+ r c br• 1 r 7' to Y�-�� f�y+k+�ar�`t�x� YI �r f��ti 1 �.e� ��� !t^i+ �, x S�3t14 a i t- r. � ty�.} . y.�,r`r j+,' ° i. ,:�p�'i 'r'ti y a:...fJf a, "3.0 a , t,� r,� ��:• fs �, 'K(�,:•. f. 'i d.`f� ,(" ;�'�Cl;,.�ia.,: •�'.'14t�} t' ., tr 7�!r t � '*!5 t i '+�'>:.,�rt'''>"�l�'��1'27` •� 'fjtla, st j �(" � ftiJ :� i t,#i t k'{� nM S' .��; i't r .}�t,`.,Gr.k� 6 rt � � � 1r'•"��"aa�c'ry�''r`{5��,Z4liiAt,'v�y}@.Y!���',�,'3��"��,�tU° # �� _� i v �. YY� t 4 i5E}, h3 Yf'.`•r .t Yr,,,e•- ;l ,�< �F I'•rr", 4f :,y�'�`a 4�:�i.;yyre�y`': ai '7 �!'1 J,'7k1r �f�j'6�� `a':°f'���� �''�� �ae �c t�C,�t'���` !'•L i�fi` C .f 'iir�° a z��'� �^'� .{' �f,v `7. .5 ?�T .•.e �,�} }:ar:r.tii< i .t,tR t': ,:i r,rst} �, ..� t .x.,:t�ti, r .,#y4� t'FrF�F., 3„ ,6, ;�. i'6 GFY t, Section 601. Revenue Fund. The City covenants and agrees that from and after the delivery of the Bonds, and continuing as long as any of the Bonds remain Outstanding hereunder, all of the revenues yy derived and collected from the operation of the System shall as and when received be paid and deposited into the Revenue Fund. Said revenues shall be segregated and kept separate and apart from all other moneys, revenues, funds and accounts of the City and shall not be commingled with any other moneys, revenues, funds and accounts of the City. The Revenue Fund shall be administered and applied solely for the purposes and in the manner provided in this Ordinance. Section 602. Application of Moneys in Funds and Accounts. The City covenants and agrees that from and after the delivery of the Bonds and continuing so long as any of the Bonds shall remain Outstanding, it will on the first day of each month administer and allocate all of the moneys then held in the Revenue Fund as follows: (a) Operation and Maintenance Account There shall first be paid and credited to the Operation and Maintenance Account an amount sufficient (taking into account moneys then on deposit in said Account) to pay the estimated cost of operating and maintaining the System during the ensuing month. All amounts paid and credited to the Operation and Maintenance Account shall be expended and used by the City solely for the purpose of paying the Expenses of the System. (b) 1996 Principal and Interest Account. There shall next be paid and credited monthly ^i[A to the 1996 Principal and Interest Account, to the extent necessary to meet on each Bond Payment Date the payment of all interest on and principal of the Bonds,the following sums: (1) Beginning with the first of said monthly deposits and continuing on the first day of each month thereafter to and including July 1, 1996 an equal pro rata portion of the 09� amount of interest becoming due on the Bonds on August 1, 1996; and thereafter, beginning on August 1, 1996, and continuing on the first day of each month thereafter so long as any of the Bonds remain Outstanding and unpaid, an amount not less than 1/6 of the amount of interest that will become due on the Bonds on the next succeeding Interest Payment Date; PC and (2) Beginning with the first of said monthly deposits and continuing on the first day of each month thereafter to and including July 1, 1996, an equal pro rata portion of the amount of principal becoming due on the Bonds on August 1, 1996, and thereafter, beginning on August 1, 1996, and continuing on the first day of each month thereafter so ai long as any of the Bonds remain Outstanding and unpaid, an amount not less than 1/12 of IN the amount of principal that will become due on the Bonds on the next succeeding Maturity date. The amounts required to be paid and credited to the 1996 Principal and Interest Account pursuant to this Section shall be made at the same time and on a parity with the amounts at the time required to be paid and credited to the debt service accounts established for the payment of principal and interest on Parity Bonds under the provisions of the Parity Ordinances. If, on the first business day of the month next preceding each Bond Payment Date there are insufficient funds in the Principal and Interest Account to pay the interest and principal due on such Bond Payment Date, the City shall first transfer money from the Surplus Account to the Principal and Interest Account in an amount sufficient to pay such principal and interest. If there are insufficient funds in Surplus Account to make such transfer, the official responsible for preparing the annual budget for the City shall present ... ........ N 'I- vq' lii •NP, MOND, ...............•'.MIr ,:�'s§.�it?Y?y,Cfvt jci Str,'}y"�[ry� ��hpi-i:i a.X .+ ;:,t ..s... "+s , r ,. .•:r ;:t `M1�'r ";'j4 :jtgyytfi...i�'4r1• ' � :. 1 iuc rO,� L F.�;•fS Yi`f."(,ri};I§.�(' �'.-y4li t1,�7!. t I�.• r.. ,.. :fi 's� a '? ..v„� i�. yi iC.} r 4�. } �• �f�yt. �Xt i kt to the City Council a request for a supplemental appropriation from any available funds of the City 3' ' ,. cy appropriated shall be immediately deposited in the Principal equal to such deficiency. Any money so app ap and interest Account. All amounts paid and credited to the 1996 Principal and Interest Account shall be expended ::.'. �:•_�:; and used by the City for the sole F a se of F a Y g the interest on and principal of the Bonds as an nk: when the same become due at Maturity and on each Interest Payment Date. ,fir f, If at any time the moneys in the Revenue Fund are insufficient to make in full the payments , s t.w and credits at the time required to be made to the 1996 Principal and Interest Account and to the debt service accounts established to pay the principal of and interest on any Parity Bonds, the available V u:.v moneys in the Revenue Fund shall be divided among such debt service accounts in proportion to e s respective principal amounts of said series of bonds at the time outstanding which are payable from r!j t,. the moneys in said debt service accounts. a (c) 1996 .Bond Reserve Account Except as hereinafter provided in this Section, all r`, R um' amounts paid and credited to the 1996 Bond Reserve Account shall be expended and used by the City Maturity r solely to prevent any default in the payment of interest on or principal of the Bonds on any date or Interest Payment Date if the moneys in the 1996 Principal and Interest Account are ,U ;a insufficient to pay the interest on or principal of the Bonds as they become due. So long as the 1996 a, Bond Reserve Account aggregates the 1996 Bond Reserve Requirement, no further payments into ��. •�” said Account shall be required,but if the City is ever required to expend and use a part of the moneys t F, in said Account for the purpose herein authorized and such expenditure reduces the amount of said Account below the 1996 Bond Reserve Requirement, the City shall make monthly payments of one- , � ` sI twelfth of the deficiency into said Account commencing the month after any draw upon the 1996 �y Bond Reserve Account until said Account shall again aggregate the 1996 Bond Reserve Requirement. s 3 A The amounts required to be paid and credited to the 1996 Bond Reserve Account pursuant >R; :�.,.. >` =. to this Section shall be made at the same time and on a parity with the amounts at the time required . to be paid and credited to the debt service reserve accounts established for the Parity Bonds under t,� r=- the provisions of the Parity Ordinances. t Moneys in the 1996 Bond Reserve Account may be used to call the Bonds for redemption provided all of the Bonds at the time Outstanding are r , and payment prior to their Stated Maturity, p called for payment and funds are available to pay the same according to their terms. Moneys in e 1996 Bond Reserve Account shall be used to pay and retire the last Outstanding Bonds unless such Bonds and all interest thereon are otherwise paid. Any amounts in the 1996 Bond Reserve Account !r,2 ti in excess of the 1996 Bond Reserve Requirement on any valuation date shall be transferred to the 1996 Principal and Interest Account. ` i 5' fi t. If at any time the moneys in the Revenue Fund are insufficient to make in full the payments and credits at the time required to be made to the 1996 Bond Reserve Account and to the debt service j reserve accounts established to protect the payment of any Parity Bonds, the available moneys in the '+ Revenue Fund shall be divided among such debt service reserve accounts in proportion to e r, < respective principal amounts of said series of bonds at the time outstanding which are payable from the moneys in such debt service reserve accounts. ?fi -19- ,:t r. ,;s<'; '`r=`K'";::C;;!r,Tr.t.,t_^•*ae+vF,..,>,; /r...,,.,,tn.�ryF;..?u`t':•<t,.:�:i•�k 4' uu� � } ,'.Ii.;s•,.yw.:'r a at a "! ,i; .x • �..,J['}t`" r'r' ti;"G�jr` t �S a`rt { • q, �lsy t�'�i�y�i?"t1•n rA?'iY"l' x"ro3t„-�`°S s `�,'" it1 t F cs a 3�. CX'` ��s'6 ti'�.��t rK ,,•S°3b xrr i�r".:' >" i �' ,�r ,,?tg;r+ � 't�ra S.t,i! r £ rx r t•��• ?^s,:,,1rYt�si at ? t� V' F['•4}t.t.n. ,r .1;i '�` iy e ! 5` r'• a ;r'ik �r 4,V' I �. tr3� ` .7 b•fir 3 (. .4�€� ;�' :f5�t� (It [}y�r,,tt���1,.� �"+,1/4z•�^` �'� V `�'`t�. r. �1 '�..�i�•�r5'v .�;C•# °! H i ff 3�,[.i SyW t � �,1 'C Y { r•� �Y.y+F>i'J't t, h�t•�>..'• ,t' �. ?A ,,. q., ,.t' '�`�+���. ,t Ek�YN,. p IE 4 Y'�a�rye��,-•�r.,yt,r:t'wx:tr,..�},�'•rt�.t z'.:y�, S`Xr,;vt�4 l�. s t* .'�:`r 't]y+.;s { i�',. •y" .e e?'�F,�. ...,,: tS;Y•rc y•?,:`+`Yj,j°..2LL;'rf.`Cl,,r.i'�^;;41"`�f,�.�, �t4f't#�j i f s tst r ?+4� + �.s`i .Y .: i��i..,ma 4-d•�` y e i � t i t.,t�'}.L , "Mr °1 1 °, 'r<yit a{t. 'z r I..id a?ltd•Y,x •^.4.y k i 4 h a z rn't"r 1 Y..y`T I y. `S e{'tt ,.?.3 t�ya'Y�. . F�'tifYr �T�.,•tieSe 1�'y4 • r8h"•ti',� �1Y 4,�`a} t��Y���{Xi' dy"r.1z �•� ' J rl r -7° S' a. �..z t �.�'G �,.Pn .� I � + r r.1'[ r i.4 R{ ,y�,k�.e�?","`."" .t+r r t .'f..'£T i; rti t tl�y?o�;�n"S r. E.` Y, j1 r t.'L A.j,. �. h?'>t qr.r r��* z`��r1:.•�'- ��, '� '�' t >1 l�yrY �,eti ! `•� t +�t},� " �# ,�°:'F�r .F>��i��.-t}.r'�iJ.�i t .rt {�' . t,;�'' uqtfyiskyk _�Fl i ....F4:�..1 t:o.��r.... +z q� � I�I,yRr �I pa i I ,� "Y` t z,y-Y,,.7� ''��y. M� xw�' t i.2t ti.��'�'�� C ' u G�f`'9F>;?34k'r •tb'�,t�;�c t'�. �,� x S T LAS d 't';°,yj't. x+!Fn ',• Mi''r5ty'�h. +ax`}rW i g , f (d) Surplus Account Moneys. After all payments and credits required at the time to be made under the provisions of paragraphs (a), (b) and (c) of this Section have boon made, all moneys remaining in the Revenue Fund shall be paid and credited to the Surplus Account. Moneys in the Surplus Account may be expended and used for the following purposes as determined by the governing body of the City: ' (1) Paying the cost of the operation, maintenance and repair of the System to the extent that may be necessary after the application of the moneys held in the Operation and Maintenance Account under the provisions of paragraph(a)of this Section; f (2) Paying the cost of extending,enlarging or improving the System; w R. (3) Preventing default in, anticipating payments into or increasing the amounts in the 1996 Principal and Interest Account or the 1996 Bond Reserve Account or either of ?� them, or establishing or increasing the amount of any debt service account or debt service reserve account created by the City for the payment of any other Parity Bonds; (4) Calling, redeeming and paying prior to Stated Maturity, or, at the option of :.'r the City, purchasing in the open market at the best price obtainable not exceeding the redemption price (if any bonds are callable), the Bonds or any Parity Bonds, including principal,interest and redemption premium,if any;or (5) Any other governmental or municipal purpose permitted by law. ' So long as any of the Bonds remain Outstanding, no moneys derived from the operation of the System shall be diverted to any other purpose. (e) Deficiency of Payments into Funds and Accounts. If at any time the revenues ` .a. derived from the operation of the System are insufficient to make any payment on the date or dates hereinbefore specked, the City will make good the amount of such deficiency by making additional ;a payments or credits out of the first available Revenues thereafter received from the operation of the t , System or funds appropriated on an annual basis from other legally available moneys of the City, lr , such payments and credits being made and applied in the order hereinbefore specified in this Section. Section 603. Transfer of Funds to Paying Agent. The Finance Director of the City is herebyQ authorized and directed to withdraw from the 1996 Principal and Interest Account, and, to die extent F 1 necessary to prevent a default in the payment of either principal of or interest on the Bonds, from the 1996 ? Bond Reserve Account and the Surplus Account as provided in Section 602 hereof, sums sufficient to pay s'1 the principal of and interest on the Bonds as and when the same become due on any Bond Payment Date, and to forward such sums to the Paying Agent in a manner which ensures the Paying Agent will have available funds in such amounts on or before the Business Day immediately preceding each Bond Payment Date. If, ; k ` through lapse of time, or otherwise, the Registered Owners of Bonds are no longer entitled to enforce ` a: payment of their obligations, it shall be the duty of the Paying Agent forthwith to return said funds to the rn City. All moneys deposited with the Paying Agent shall be deemed to be deposited in accordance with and subject to all of the provisions contained in this Ordinance. Section 604. Payments Due on Days other than Business Days. In any case where a Bond Payment Date is not a Business Day, then payment of principal, Redemption Price or interest need not be ! made on such Bond Payment Date but may be made on the next succeeding Business Day with the same force f ' -20- a l } W A, { i r ! ? ..e { is; t »td "�cr�t�, i.� tt',J{ � `t°q"44�z�i Y��'. .�,`���w�f�� ��§;i� :�i �7�.� �at+. ,r ��'�":,,� .. •.k. .. -. r e, X au ts? f�t .v+"t yea.:s y �}y FA$I6 r.•i. Ag, r .d. 'ity, f'M•' q.• 4{. 4 }r'{f} � a ��[f :. � f. ..:5 T 1: i.SJ 4 . .. ? t r ) +k�• try +� I N t t t r ...3' 1 1 xx 4 {r .£.ta f t?( 5`tk e r Tt,`y Y + . t 1pp,F:Jldh'I and effect as if made on such Bond Payment Date and no interest shall accrue for the period after such Bond Payment Date. Mx . Section 605. Nonpresentment of Bonds. If any Bond is not presented for payment when the principal thereof becomes due at Maturity, if funds sufficient to pay such Bond have been made available to } the Paying Agent all liability of the City to the Registered Owner thereof for the a p yment of such Bond shall completely discharged, and thereupon it shall be the duty of the Paying forthwith cease determine and be com letel dischar Agent to hold such funds, without liability for interest thereon, for the benefit of the Registered Owner of such Bond, who shall thereafter be restricted exclusively to such funds for any claim of whatever nature on y his part under this Ordinance or on, or with respect to, said Bond. If any Bond is not presented for payment within six years following the date when such Bond becomes due at Mr,u .ty, the Paying Agent shall repay _• to the City the funds theretofore held by it for payment of such Bond, and such Bond shall subject to the �•�' ,.ia . defense of any applicable statute of limitation thereafter be an unsecured obligation of the City, and the Registered Owner thereof shall be entitled to look only to the City for payment, and then only to the extent '` of the amount so repaid to it by the Paying Agent, and the City shall not be liable for any interest thereon and shall not be regarded as a trustee of such money. ARTICLE VII '41 DEPOSIT AND INVESTMENT OF MONEYS + < ; Section 701. Deposit and Investment of Moneys. 3• i y in each of the funds and accounts created b and referred to in this Ordinance shall a Money be deposited in a bank or banks located in the State of Missouri that are members of the Federal Deposit Insurance Corporation. All such deposits shall be continuously and adequately secured by the banks holding 4• ;,. such deposits as provided by the laws of the State of Missouri. •..,t 1 3. (b) Money held in any fund or account referred to in this Ordinance other than the Escrow Fund may be invested in Permitted Investments; provided, however, that no such investment shall be made for a period extending longer than the date when the money invested may be needed for the ;. purpose for which such �r fund or account was created. All earnings on any investments held in any fund or account shall accrue to and become a part of such fund or account, except that all earnings on investments held in the 1996 Bond Reserve Account shall accrue to and become a art of such Account until the amount on deposit in such Account shall p �. aggregate the 1996 Bond Reserve Requirement and thereafter shall be paid and credited to the Principal and � f.t Interest Account. In determinin g the amount held in any fund or account under any of the provisions of this Ordinance,obligations shall be valued at cost. '.r ARTICLE VIII r •rl GENERAL COVENANTS AND PROVISIONS , The City covenants and agrees with each of the Registered Owners of any of the Bonds that so long `Y as any of the Bonds remain Outstanding and unpaid it will comply with each of the following covenants: -21- '•t q�a,�{}(7 f ���� 'n G �fi ��x'�>�N^.t��i��l��'}7�,ry��{�Rft+ �a v�yj„2�j}•f5r�4 �. k :. { 'x •�w ,r .; } r.:rzt,^rn .�.c-r!' 51rat}�•,},�4 { Yi 1'v 'Sr ,r IXru?• r� 1:4��r � L�{z b'r;�"f�J�tj s�'2� rfi.�.;"7'�'T+�fl?}t�t`S�r1�jq'tEt.'!rt y;h w', k't fsr th L fir, {i4 V .,✓' i i 1 rckldk .xbr' 1 I t !t A it Y '?`i i t 1 .� �''i}I z �.�•S ryt , t c t t .�t{r pLrt.S<Y}y�,■ } t �{. '�,' �,..r�, 5,d f c ' i P S .�£"+ 4 Ott IA aR�!' l t"..4, n 1 S t. t. „.. .. r i i .., [ a t . •t., !{�k" ! ., tsw.�Lb�.ar_�aGf.Se'.:..'t'aysr:$rmiti8sll�k�..l�1lOk��1� }°y�� i 3�'i�... r v,���,�y��, i��+�rs• :sr. l;.a t n :.t. •'•tk E Section 801. Efficient and Economical Operation. 'The City will continuously own and will ' operate the System as a revenue producing facility in an efficient and economical manner and will keep and 7 maintain the same in good repair and working order. �z Section 802. Rate Covenant. The City in accordance with and subject to applicable legal , requirements and the provisions of this Section will fix, establish, maintain and collect such rates and charges •.' for the use and services furnished by or through the System as will produce revenues sufficient to (a) pay the •, costs of the operation and maintenance of the System; (b) pay the principal of and interest on the Bonds as ., and when the same become due at the Maturity thereof or on any Interest Payment Date; (c) enable the City to have in each fiscal year Net Revenues not less than 115% of the Debt Service Requirements for such fiscal year; and (d) provide reasonable and adequate reserves for the payment of the Bonds and the interest thereon ;., and for the protection and benefit of the System as provided in this Ordinance. The City will re ty quire the ;-:• prompt payment of accounts for service rendered by or through the System and will promptly take whatever •`... action is legally permissible to enforce and collect delinquent charges. The City will from time to time as ,. q 8 h' often as necessary, in accordance with and subject to applicable legal requirements, revise the rates and . charges aforesaid in such manner as may be necessary ry. g y ary or proper so that the Net Revenues will be sufficient to cover the obligations under this Section and otherwise under the provisions of this Ordinance. If in an � fiscal year Net Revenues are an amount less than as hereinbefore provided, the City will immediately employ z„ �t•„�:,. a Consultant to make recommendations with respect to such rates and charges. A copy of the Consultants report and recommendations shall be filed with the City Clerk and the Placement Agents and shall be furnished to any Registered Owner of the Bonds requesting a copy of the same at the cost of such Registered ;w•j:.i Owner. The City shall,' to the extent feasible, follow the recommendations of the Consultant. Notwithstanding the foregoing, the City shall not be required to raise its rates if it in good faith determines on the advice of the Consultant that raising rates would not have the net effect of increasing Revenues of the ,Y, , '.•., System, y , and failure to raise its rates guider the circumstances described in this sentence shall not be a default a. under this Ordinance. Section 803. Reasonable Charges for all Services. None of the facilities or services provided r by the System will be furnished to any user(excepting the City itself)without a reasonable charge being made therefor. If the revenues derived from the System are at any time insufficient to pay the reasonable Expenses �;,��.c;�-��,•..;• of the system stem and also to a all interest on and p due, Y pay principal of the Bonds as and when the same become � �'• $. then the City will thereafter pay into the Revenue Fund a fair and reasonable payment in accordance with : ! =y effective applicable rates and charges for all services or other facilities furnished to the City or any of its tgv�����.a• j' departments or employees by the System, and such payments will continue sn long as the same may be at ' necessary in order to prevent or reduce the amount of an default in the a principal y payment of the interest on or ;,•, of the Bonds. ` Section 804. Covenant to Request Appropriations[ Prior to the commencement of each fiscal year, the City shall require the official of the City responsible for preparing the City's budget or a Consultant engaged for such purpose to estimate the Net Revenues of the System for the next succeeding fiscal year, based on the rates for the services of the System then in effect, and to report such estimate to the Council of t the City. If the Net Revenues for such succeeding fiscal year are estimated to be less than 115% of the Debt Service Requirements for such fiscal year, then the officer of the City charged with the responsibility of ; { formulating budget proposal shall include in the budget proposals submitted to the Council an appropriation <? of an amount which when added to such projected Net Revenues equal not less than 115%of the Debt Service Requirements for such fiscal year. Any funds so appropriated shall be transferred to the Revenue Fund. ” t� -22- fi i. ,r '� $�'*"Yf�u}•Lt�'"i§�t<{r.4r�.'3YJ i 2't rtt ``C .i;i �. t ; ..,r{ t..N:YI K t � C +t, IM yrr ,j�p. idAr ry��G•ci'..��::t;f ltAj � t4'4 s'y112 :SJ> 2�•tr �•" rr}'+ r t�i 1�. ! ,,N 'i k }et � 7 'r,F•- �1. „tt�'i}fi_:•i” °j 1. 1[.JL(.� �t'(k.' .f C.. tt' S`'Itti7.eSi�.LL, S .f t -S i.• t .+f a 1 t ?r fK'i�}Z4 '�+rc 7lt.tiff t-J. ,j�'rY'f,� ' t` �t'L t,�N. 1'•:��141 � YCS•t'J+Y4�.t�p I+Yf'ai.R Y�k v,3\�..,Y$»2�":L.. _ ..I�,S h�.S 2 1{{l: 11 !r Y •� {4�a.;P r{af�v}?>t ti v.'1 7 .:�,tt,�`I(J;�j�.R,Yk 41�i ::+ ^�l,L'�t'� rSLriY.S^7�'L�y.Yi lr ,� ('J,�.+r[Y ,(; r.•.t.�Y:ai'; rt.•X,,r,y{r .Y,J4,l b } i;i :t'rF;.+h tr k kt a`•,..t,.,J„i wek ii,�,s t.d�iZ.r,)�,,v..'i.:r n 1'e�tt['�l'!,.• � Tiff"slr t:l�tq?^ 7Y'u'�'w;a.,tv:r' :f„> .rt Ir �t F •,,r:: rlr?.. .! t. �:1 r,,!/!"k{ek'o '..!,ir.. ri,�,wit 'J' 1:�^i"'- e��4'l'•• lr z.,ol °�]' r•r t „�•,�ai� ;#�5�{,'7,i,r-�Y.l�a>:1 k C4t1:;Cry�i"*,}S�!••}..J,t .,�, 1 1 t,.i, 17 j r [k t2�, .'� f S� ,�.t. r C '�<+ 1.3§ib "C. �gy1�.`;F�S:'F'tt°`,• ���}' c`. � ', x° ,�� .cr Ya?,, t� r ,S il t 1• ;{4,. ��,5'tYF�-a:ot.Y rt' r 1!f,y •� .� a 4� "t'S"7,� ,'.`r ,'i',;i t i �'f) r$t x�, t�.. .Y`��,�y,} ,a t•. ! ...� S � !,'�r� ,?rack t ,; a� 'r >;}� 'o t'."(.w t 1 { i J ....t r h .i1r .t 'fyk za P tr•Cs E" r t�,.t`*' fr�� i �� !;� "�� ;:t't� 1 Y j�'' },.ice'z ,l 1 s ` !f T7 K.�k E,{ {, 'YCS r•" > ! t ..f,. y. •Yr�?'�t$'Y''c tdF,r!. i��r r ;�i§.v+.t`�-.t' :�� i 'rr F Y.�p L'ta. :t! ! 7r, a r, y't x:h (.Yr.'�'7 2 Y-�7�,JfGt�1�l"�e+ 9�'t. �:yr�. y, u �t t d 1 '.., :e r .�Ik 'F s 1 v y 1. 4 NS �,1'gJ:yi Ala .it,•.{ F,r`'it r yr; •" !:.�Y ' ���ttrti}.�Lk�iv C 4'.�h vA � t 7, !t1K t . 4 7 t C at i F /'< s. a '•e •'�:t ,t, ttr d>�.\'�`;t y.'t`:�* r tr tt'',ttY>r.,R,S„ i r a}r �`' a 'r t �7 ".i / xJ; ,.,y,... 4' >ti .� }1.� .i i •C. .re..f 4ty�x.v Yji�(•. SS. 1.}41.. -,`a r.f. I �b t' f• {Y�.. f ,tC' ,.'f. S•'l .�. s.,+�'! i 1 7 Ir�' t ..3 5{.J r t r �;,StY.t":j*•',isi� � �'.'u'. ,.�Y A'.� `�rl y'i t e 7l t y �.'t 1 F. J• S �.,, a G�-^'t.a"��;; ,r t k .�;. ;�.i.r.}R.r.r,:.� F h t°r ', „i.,'<'. '�, .fi ' 2�r '1 '�, Fish•[,`�,s r41 .V �r� -�� � .i��$ t. ,v K. 1 ,3..tr {..f: t({.� x';t, c .E ,ILk 1 `� h � t w. i:1t.�a. ,•M,)Yx} F,GS�{ (y }} ,�. y ..• .y,r. -�'.t �.A,1.;J• to xt5.) r:j w4 ir.v,+ lE J•1 't`'.•t:; yf i} 1 it;r';�,'S':'' rt. �.. +.tiq�'.'L.r,alrSit f?, tSL•)� 11 � J S.{ a7 • tx+�+7y xS ��t¢.d E i t.e , .r ,' 'pkr 1, n�, '� r' r a .:T' t yy. ;e r ''.r:'t �.:S s'.'zr f .,.3' � j'��r �'��t,'. ° ,�, � :-t, t k�` f.�}.�in Ai .�,;4.�':lfsa:7i'ti�qte? .'S.';. •�" .r,rf,pF S;t r�` - 1 1,4: ti r'3 z S", t. ,(F Y,` 14r,;c,,if1'�;!i'i. ftr' i •xz��+:•^ 1; £ 1Yi J[ 4 T,±1,-r`1 l ! :1; .!!y S V•rc.:S 1 1"'� r..t.',i:.:'`�'f.'° 1�"� `��4�'7�.1.r`s ,<F l h .H Y•. t.��6 ��tf` G4 II !. M W :..i;�� r.°, f f f t - I ' ;M Section 805. Restrictions on Mortgage or Sale of System. The City will not mortgage,pledge or otherwise encumber the System or any part thereof, nor will it sell, lease or otherwise dispose of the System or any material part thereof;provided,however,the City may z (a) sell at fair market value any portion of the System that shall have been replaced by t other similar property of at least equal value, or which ceases to be necessary for the ellicient k F operation of the System, and in the event of sale, the City will apply the proceeds to either (1) `., redemption of Outstanding Bonds in accordance with the provisions governing repayment of Bonds in advance of Stated Maturity, or (2) replacement of the property so disposed of by other property the revenues of which shall be incorporated into the System as hereinbefore provided; ' (b) cease to operate, abandon or otherwise dispose of any property which has become obsolete,nonproductive or otherwise unusable to the advantage of the City; y (c) lease, (1) as lessor, any real or personal property which is unused or unimproved, or which has become obsolete, nonproductive or otherwise unusable to the advantage of the City, or fir' which is being acquired as a part of a lease/purchase transaction for the acquisition and/or r improvement of such property; and/or (2) as lessee, with an option of the City to purchase, any real or personal property for the extension and improvement of the System. Property being leased as lessor and/or lessee pursuant to this subparagraph (c) shall not be treated as part of the System for purposes of this Section 805 and may be mortgaged,pledged or otherwise encumbered.' Section 806. Insurance. The City will carry and maintain insurance with respect to the System b' { and its operations against such casualties, contingencies and risks (including but not limited to property and casualty, fire and extended coverage insurance upon all of the properties forming a part of the System insofar as the same are of an insurable nature, public liability, workers' compensation and employee dishonesty insurance), such insurance to be of the character and coverage.and in such amounts as would normally be other enterprises engaged in similar activities of comparable size and similarly situated. In the j named by o terp , event of loss or damage, the City, with reasonable dispatch, will use the proceeds of such insurance in ;� reconstructing and replacing the properly damaged or destroyed, or in paying the claims on account of which e7: P such proceeds were received, or if such reconstruction or replacement is unnecessary or impracticable, then the City will pay and deposit the proceeds of such insurance into the Revenue Fund. The City will annually ' +a review the insurance it maintains with respect to the System to determine that it is customary and adequate Mw to protect its property and operations. The City may elect to be self-insured for all or any part of the foregoing requirements if(i) the City annually obtains a written evaluation with respect to such self-insurance { `- program from an Insurance Consultant, (ii) the evaluation is to the effect that the self-insurance program is Y,rc actuarially sound, (iii) unless the evaluation states that such reserves are not necessary, the City deposits and maintains adequate reserves for the self-insurance program with a corporate trustee, who may be the Paying i ii Agent, and (iv) in the case of workers' compensation, adequate reserves created by the City for such self y insurance program are deposited and maintained in such amount and manner as are acceptable to the State of Missouri. The City shall pay any fees and expenses of such Insurance Consultant in connection therewith. The cost of all insurance obtained pursuant to the requirements of this Section shall be paid as an Expense ' out of the Revenues of the System. Section 807. Books, Records and Accounts. The City will install and maintain proper books, '. records and accounts (entirely separate from all other records and accounts of the City) in which complete and correct entries will be made of all dealings and transactions of or in relation to the System. Such accounts . shall show the amount of Revenues received from the System, the application of such Revenues, and all 1. S -23- �a I w+ at` 14 Y ,1! financial transactions in connection therewith. Said books shall be kept by the City according to standard ; . accounting practices as applicable to the operation of facilities comparable to the System. Section 808. Annual Budget. Prior to the commencement of each fiscal year, the City will cause to be prepared and filed with the City Clerk a budget setting forth the estimated receipts and expenditures of 4x. the System for the next succeedin fiscal ear. The City Clerk Ys g y ty , promptly upon the filing of said budget in the City Clerk's office, will mail a copy of said budget to the Placement Agents. Said annual budget shall be prepared in accordance with the requirements of the laws of Missouri and shall contain all information that �p is required by such laws. Section 809. Annual Audit. Annually, promptly after the end of the fiscal year, the City will cause an audit to be made of the System for the preceding fiscal year by a certified public accountant or firm . t r;° of certified public accountants to be employed for that purpose and paid from the revenues of the System. Said annual audit shall cover in masonable detail the operation of the System during such fiscal year. ` Within 30 days after the completion of each such audit, a copy thereof shall be filed in the office of the City Clerk and a duplicate copy of the audit shall be mailed to the Placement Agents. Such audits shall R 'kr=k . . � at all times during he usual business hours be open to the examination and ins 8 Pe inspection by any taxpayer, any user of the services of the System, any Registered Owner of any of the Bonds, or by anyone acting for or on ' behalf of such taxpayer,user or Registered Owner. 4 _,j, As soon as possible after the completion of the annual audit, the governing body of the City shall review such audit, and if the audit discloses that pro provision has not been made for all of the , pe r P requirements of this Ordinance and the Act, the City will promptly cure such deficiency and will promptly : �, `, .;,,;,x;,;• proceed to increase the rates and charges to be charged for the use and services furnished by the System as may be necessary to adequately provide for such requirements. i Section 810. Right of Inspection. The Placement Agents and any Registered Owner or Owners `r of 10% of the principal amount of the Bonds then Outstanding shall have the right at all reasonable times to inspect the System and all records accounts and data relating thereto and shall be furnished all such information concerning the System and the operation thereof which the Placement Agents or such Registered ' s Owner or Owners may reasonably request. . , Section 811. Performance of Duties and Covenants. The City will faithfully and punctually perform all duties, covenants and obligations with respect to the operation of the System now or hereafter z" imposed upon the City by the constitution and laws of the State of Missouri and by the provisions of this "1 Ordinance. Section 812. 'Tax Covenants. 4 (a) The City covenants that (1) it will comply with all applicable provisions of the Code, including r - Sections 103 and 141 through 150, necessary to maintain the exclusion from federal gross income of the interest on the Bonds, and (2) it will not use or permit the use of any proceeds of Bonds or any other funds x. 4, of the City, nor take or permit any other action, or fail to take any action, which would adversely affect the F ` exclusion from federal gross income of the interest on the Bonds. The City will also adopt such other r t ordinances or resolutions and take such other actions.as may be necessary to comply with the Code and with other applicable future law,in order to ensure that the interest on the Bonds will remain excluded from federal { gross income,to the extent any such actions can be taken by the City. ; -24- nP \xi ; 4' Y;t;y �,yt,�a{t:i.tiN Uhh/}qq 2�} t 1�s 7s } e • t yt � D 4. G sr .{� b k r `` dtt n Sit�t"'Y„Y'at,z4"t� !C tii� 'ys'� 4" i I ii .�. { ^ , R. CC . d t ,�,ts� Is~� � �...+i. �t•L sJe t F i r ( its n'}r " ��'{�,} "t" ') X�"(..Lt 4�d��`;``�ui���j��!if_s,Y 1�al���SJ��'t`�` •?',W���n ��3{!�s��,���;5� � 5 A 7 x �1 ti"9:•� �" > ' ''}y- :,�'�!"t�,j t?�'"�..Y�t CEr�y�d,� � "v. � r: ,s.' � d, tt'r �� �yit��'}����'f i 3 St� d�yw�r' Jt�i W'd,ryik > �L je M � f tir UU� F 4.?YrVidFt�'o- 1 id (b) The City covenants that (1) it will use the procoeds of the Bonds as soon as practicable for it the purposes for which the Bonds am issued, and (2) it will not invest or d irectly or indirectly use or Perm the use of any proceeds of the Bonds or any other funds of the City in any manner, or take or omit to take any action, that would cau so the Bonds to be"arbitrage bonds" within the meaning of Section 148(a)of the Code. (c) The City covenants that it will pay or provide for the payment from time to time of all robstable arbitrage to the United States pursuant to Section 148(f) of the Code and the Arbitrage Instructions. This covenant shall survive payment in full or defcasance of the Bonds. The Arbitrage Instructions may be amended or replaced if, in the opinion of Bond Counsel, such amendment or replacement will not adversely affect the exclusion from federal gross income of the interest on the Bonds. (d) The City covenants that it will not use any portion of the proceeds of the Bonds, including any investment income earned on such proceeds, directly or indirectly, (1) in a manner that would cause any Bond to be a "private activity bond" within the meaning of Section 141(a) of the Code, or (2) to make or finance a loan to any Person. representations in connection with the exception for small (e) The City makes the following repre governmental units from the arbitrage rebate requirements under Section 148(f)(4)(D)of the Code: yr iu (1) the City is a governmental unit under Missouri law with general taxing powers; (2) none of the Bonds is a private activity bond as defined in Section 141 of the Code; (3) 95 percent or more of the net proceeds of the Bonds are to be used for local governmental activities of the City; to ti (4) the aggregate face amount of all tax-exempt bonds(other than private activity bon ds during the calendar year in which the Bonds issued by the City (and all subordinate entities thereof) are issued is not reasonably expected to exceed$5,000,000;and ce (5) the City (including all subordinate entities thereof) will not issue in excess ss Of $5,000,000 of tax-exempt bonds (including the Bonds but excluding private activity bonds) du ring the calendar year in which the Bonds are issued without first obtaining an opinion of Bond nd Counsel that the exclusion of the interest on the Bonds from fed eral gross income will not be adversely . affected thereby. (f) The City hereby designates the Bonds as "qualified tax-exempt obligations" as defined in Section 265(b)(3)of the Code. In addition,the City hereby represents as follows: (1) the aggregate face amount of all tax-exempt obligations (other than private activity bonds which are not "qualified 501(c)(3) bonds") which will be issued by the City (and all subordinate entities thereof)during the calendar year in which the Bonds are issued is not reasonably expected to exceed$10,000,000;and (2) the City (including all subordinate entities thereof) will not issue an aggregate principal amount of obligations designated by the City to be "qualified tax-exempt obligations" during the calendar year in which the Bonds are issued, including the Bonds, in excess of $10,000,000, without first obtaining an opinion of Bond Counsel that the designation of the Bonds as"qualified tax-exempt obligations"will not be adversely affected. -25- low I, 1 ., � r?:: aft S,r 8' i wtiF+�, S t5`•:1E f. {5 Y �•, it h,•taP V y } . :y+,. c .., '� n � �� t ^} ,rN 1 {�'Y�rif•�' �l,�s.!',� "� xis a 1h .y .k: i. �; � �I�I .t fs ti is i.� y!f tiy•.,.a. 1 1 5y",.,,-,rei fr .{ yr 'ti:.., i '' r$"Y� 1 •"a . ti .i f� `fli 1 "�f' � �;`� R� ' ')).� 4q�, .}���',�tig4y'E�a,t{•, h§d� "�1 y :a ata4 r �;r,x`3rr pis r<,fi,x��l:n�rx' '• y i� 1 f}}fiy n Rz t The Mayor is hereby authorized to take such other action as may be necessary to make effective the designation in this subsection(f). a zap $n The foregoing eovonants shall remain in full force and effect notwithstanding the defeasance i f of the Bonds pursuant to Article XI of this Ordinance or any other provision of this Ordinance, until the final y� Maturity of all Bonds Outstanding. Section 813. Continuing Disclosure. purposes of this Section, the following terms have the following meanings, in addition (a) Far purpo g to capitalized terms defined elsewhere in this Ordinance: "beneficial owner" means any registered owner of the Series 1995 Bonds and any other person who, directly or indirectly,has investment power with respect to any of the Series 1995 Bonds. .ts ' "MSRB"means the Municipal Securities Rulemaking Board. f. .: "NRMSIR' means any information repository recognized by the Securities and Exchange tl Commission as a nationally recognized municipal securities information repository under Rule 15c2-12. : "Rule 15c2-12" means Rule 15c2-12 adopted by the Securities and Exchange Commission under the 1 ' Socurities Exchange Act of 1934,as the same may be amended from time to time. "SID" means any public or private information depository, if any,designated by the State of Missouri as such for purposes of Rule 15c2-12. . , (b) Within 180 days after the close of each fiscal year beginning with the fiscal year ending October 1, 1996, the City shall furnish to any person upon request, (i) a copy of the financial statements of y. the Parking Fund prepared in accordance with generally accepted accounting principles as applied to government units and audited by its independent auditors (or if not available as of such date the �uiaudited financial statements of the Parking Fund and as soon thereafter as available such audited financial statements of the Parking Fund), and (ii) the operating data of the City, updated for the fiscal year then ended, in substantially the scope contained in the Official Statement with respect to the Bonds in the tables labeled: (i) Sales Tax and Retail Sales. f { (ii) Building and Construction Data. ' (iii) Assessed Valuation. (iv) Metered Parking. (v) Surface Parking. (vi) Rates and Charges. f -26- 1 �• V ,i 1 1 r a j � ' (e) The City shall disseminate to the SID, if any, and to each NRMSIR or to the MSRB, r` promptly upon the occurrence thereof, notice of any of the following events with respect to the bonds, if material: 5'} (i) Any principal or interest payment dolinquoneies; (ii) Any non-payment related defaults; 4 (iii) Any unscheduled draws on debt sorvico rosorves roflocting financial difl'ieultivs; (iv) Any unscheduled draws on credit enhaneoments rvfivcting financial difficulties; t ' (v) Any substitution of credit or liquidity providers,or their failure to perform; (vi) Any adverse tax opinions or events affecting the tax-exempt status of the Bonds; (vii) Any modifications to rights of security holders; ' ;<< (viii) Any calls (other than mandatory sinking fund redemptions or redemptions at maturity); (ix) Any defeasances; (x) Any release, substitution or sale of property securing repayment of the Bonds; and xi Any rating changes. (d) The City's obligations under this Section shall terminate upon the defeasance, prior redemption or payment in full of all of the Bonds. The provisions of this Section may be amended only by a written instruments executed by the Mayor (without complying with the provisions of Article X1I) if the City receives an opinion from Bon Counsel to the effect that the undertaking, as so amended is in compliance with Rule l5c2-12 and all current amendments thereto and interpretations thereof that are applicable to the undertaking made in this Section by the City. (f) The provisions of this Section shall be subject to specific enforcement or action in mandamus in a court of equity by any beneficial owner of the Series 1995 Bonds. A breach of the provisions of this Section shall not constitute a default or event of default on the Bonds or under Section 1001 of this Ordinance. (g) Nothing in this Section shall be deemed to prevent the City from disseminating any other ` information, or including any other information in any report or notice made hereunder, in addition to that which is required by this Section. If the City chooses to include any information in any report or notice made hereunder in addition to that which is specifically required by this Section, the City shall have no obligation hereunder to update such information or include it in any future report or notice. -L.7- �� 1��`r.f1 'b� r7{Y•^V'1i *'� .Y f}��'. . '.jy':ra 5ih S `C f (f- r?t�h„is1 t :7 j+r r r s.l r 1 ;r 9 a:a, d .t t r f:�, f S s a.ir,. �t Lf ,:;t( 4 s�(�•.w; '�t s !y ' �: � '�E_�� �.7 � k1 a e `?3ft' t ',. t�t{' t �.4(._, ,. i rt•r . a�.. sa ij :"' r,. 1.. e 11..(..2.Zf. :.,.a�r °. tP _ ARTICLE IX ADDITIONAL BONDS AND OBLIGATIONS Section 901. Senior Lien Bonds. The City covenants and agrees that so long as any of the Bonds A remain Outstanding,the City will not issue any additional bonds or incur or assume any other debt obligations r; appearing as liabilities on the balance sheet of the City for the payment of moneys determined in accordance with generally accepted accounting principles consistently applied, including capital leases as defined by generally accepted accounting principles, payable out of the net income and revenues of the System or any part thereof which are superior to the Bonds. Section 902. Parity Lien Bonds and Other Obligations. The City covenants and agrees that so ° long as any of the Bonds remain Outstanding, it will not issue any additional bonds or other long-term ; obligations payable out of the net income and revenues of the System or any part thereof which stand on a huh'or equality with the Bonds ("Parity Bonds")unless the following conditions are met: (a) The City shall not be in default in the payment of principal of or interest on an Bonds or any Parity Bonds at the time outstanding or in making an y � 6 g y Payment at the time required to ��t•C be made into the respective funds and accounts created by and referred to in this Ordinance or any °' Parity Ordinance (unless such additional revenue bonds or obligations are being isr,ied to provide r funds to cure such default);and ` (b) Either (1) the Net Revenues of the System for the most recent full fiscal year prior t ; . to the issuance of the Parity Bonds, as evidenced by the last audit of an independent certified public ``��1• accountant, equals at least 115% of the Maximum Annual Debt Service on all revenue bonds of the x System,including the proposed Parity Bonds, or (2) the City shall obtain a certificate of a Consultant showing that the schedule of rates and charges in effect at the time of issuance of the proposed Parity Bonds will produce Net Revenues for the next fiscal year at least equal to 115% of the Maximum , Annual Debt Service all revenue bonds of the System,including the proposed Parity Bonds;and "{ (c) A bond reserve account is established for such issue of Parity Bonds and funded at the time of the issuance of such Parity Bonds in an amount equal to the Bond Reserve Requirement. 'i r Additional revenue bonds of the City issued under the conditions set forth in this Section shall stand on a parity with the Bonds and shall enjoy complete equality or lien on and claim a gainst the net revenues of the System with the Bonds, and the City may make equal provision for paying said bonds and the interest thereon out of the Revenue Fund and may likewise provide for the creation of reasonable debt service accounts and debt service reserve accounts for the payment of such additional bonds and the interest thereon out of moneys in the Revenue Fund. Section 903. Junior Lien Bonds and Other Obligations. Nothing in this Section contained shall prohibit or restrict the right of the City to issue additional revenue bonds or other revenue obligations for any r lawful Purpose in connection with the operation of the facility and benefitting the System and to provide that the principal of and interest on said revenue bonds or obligations shall be payable out of the revenues of the ' System, provided at the time of the issuance of such additional revenue bonds or obligations the City is not in default in the performance of any covenant or agreement contained in this Ordinance (unless such s additional revenue bonds or obligations are being issued to provide funds to cure such default), and provided further that such additional revenue bonds or obligations shall be junior and subordinate to the Bonds so that -28- }; .., t er' � ,i ` >Ms i v,t.d y� o t: i�'.:r tf.G.. ..su l.r ..� 5x.,4...•. . .,tr1:F'YT��,.a.; �. f _. t,rw �Y.'�1"+"' J aif�v/�� �tfJ•r'• <1 v +'.��atkr�� i.t��w,�r �1„r77 .7 f t;.r rF •�� 4 5+ k",:R. +t°. 3 � t♦ M :� ix FF u�'t'� k> vfC ,t r�i�*1 ('i�y� r�' Ypa� a1�r.t �y.P,,• 'tr' �d , r• � �.f2 ��t�+�1iE;�}'+'��''s`�`l���f ' ca4"rai�',�����•�''��d��{L •`I ;�;���`.?.�`�:�:r4''' i°•' ; "i.{,S'�i ���;,i� �1 .�.t'�N���ea�,,; -n„*"r,'•�tS.�S a' ;�i�'a,%•, .x �-�:�j' . I }' 7� A� �'f+:; ; �v'*�t,{��'T'��d� 7R�ti'9-f..�.4�t�`t.r��•��1't r tti'',f��.�*'•5 t.'�RUASi 'kr Cxsl v�.� ��j,i H"" A ! a A �s,+ d�1�'�d�'�: K.��• �+ty�; ;'�' 77, x,��•f ��"i���'� e,t �,r ',5 Y k • Tnf r .{�f '-� 2l?��`n <w�.a14 st �'.+,{ `'`hi�f`��c r'�'�V'��''d��'�.� .t gSr tax{rxii,y3 u,. S' i�j��s5 �5 � 1��)� ' � �•" �y.. a ,l )s 's Zs�1 .5„�C4.t i .! .i-hi ra} t'�f',�';i A 'rt .cs as K�x 3r wY r V 'J' ? i, UH. , ,,�7•"' : � t +�= ti x it 7 t +�tf`j �. • y'. ,tt, ��i°"1;��{ � ,r'�ft `k,isk. `::f�•i,{ � s .t'.ifx #� t r ,a P,.,. -{ � ; is w,t•t( . (A ,j if at any time the City shall be in default in paying either interest on or principal of the Bonds, or if the City is in default in making any payments required to be made by it under the provisions of paragraphs (a), (b) and ,;• (c) of Section 602 of this Ordinance, the City shall make no payments of either principal of or interest on said junior and subordinate revenue bonds or obligations until said default or defaults be cured, In the event of r • the issuance of any such junior and subordinate revenue bonds or obligations, the City, subject to the ,y provisions aforesaid, may make provision for paying the principal of and interest on said revenue bonds or obligations out of moneys in the Revenue Fund. f Section 904. Refunding Bonds. The City shall have the right, without complying with the -Ttt provisions of Section 902 hereof, to refund any of the Bonds under the provisions of any law then available, and the refunding bonds so issued shall enjoy complete equality of pledge with any of the Bonds which are not refunded, if any, upon the revenues of the System; provided, however, that if only a portion of the Bonds r are refunded and if said Bonds are refunded in such manner that the refunding bonds bear a higher average "k rate of interest or become due on a date earlier than that of the Bonds which are refunded, then said Bonds 0 may be refunded without complying with the provisions of Section 902 hereof only by and with the written y consent of the Registered Owners of a majority in principal amount of the Bonds not refunded. ` ARTICLE X ` DEFAULT U AND REMEIDIES gr y'4 Section 1001. Acceleration of Maturity Upon Default. The City covenants and agrees that if it ;.., ; defaults in the payment of the principal of or interest on any of the Bonds as the same shall become due on an y Bond Payment Date, or if the City or its governing body or any of the officers, agents or employees .;, thereof fail or refuse to comply with any of the provisions of this Ordinance or of the constitution or statutes kf;t of the State of Missouri, and such default continues for a period of 60 days after written notice specifying '' such default has been given to the City by the Registered Owner of any Bond then Outstanding, then, at any time thereafter and while such default continues, the Registered Owners of 25% in principal amount of the Bonds then Outstanding may, by written notice to the City filed in the office of the City Clerk or delivered rt; in person to said City Clerk, declare the `'rTMi ..:.; p ty k, principal of all Bonds then Outstanding to be due and payable a:t immediately, and upon any such declaration given as aforesaid, all of said Bonds shall become and be ": immediately due and payable, anything in this Ordinance or in the Bonds contained to the contrary �c notwithstanding. This provision, however, is subject to the condition that if at any time after the principal x11 of said Outstanding Bonds has been so declared to be due and payable, all arrears of interest upon all of said ' Bonds, except interest accrued but not yet due on such Bonds, and all arrears of principal upon all of said Bonds has been d in full and all other defaults if an b the City under the provisions of this Ordinance ;.. � � Y� Y tY P and under the provisions of the statutes of the State of Missouri have been cured, then and in every such case the Registered Owners of a majority in principal amount of the Bonds then Outstanding, by written notice to the City given as hereinbefore specified, may rescind and annul such declaration and its consequences, but y no such rescission or annulment shall extend to or affect any subsequent default or impair any rights 4 # consequent thereon. `3 Section 1002. Remedies. The provisions of this Ordinance, including the covenants and f� agreements herein contained, shall constitute a contract between the City and the Registered Owners of the Bonds, and the Registered Owner or Owners of not less than 10% in principal amount of the Bonds at the time Outstanding shall have the right for the equal benefit and protection of all Registered Owners of Bonds - 4 similarly situated: ` -29- IK Mc ,f � : !! ,:+' d:y ..y� !+y'{r x+1;:''.Sx' 'rf�„L:yd4i^,�',1pa r�i\d':'eS '�r�'?' `ti• t• 'C / t !' +X i."faA _ `�� 4 4'St� �} } .t�t11'+;T'x`�,{ s'�F 'x11 t,�1�'x5�tr Lj•�1'a'y � ��}.i[t i,;.. .iT�PZ r� i4 < � �� x��if ot;• ��ru � d;,, � ( �. t- Ilf,� � k4 �j �•, ��a.�pp f'�a,{,:i°�� ' l Y' 3x ',r;"t�1,e��y`r{fe� r�,:dY� (�i�'tti � � , •yt, e;'�jrt' ,r �!t++�. itr1 "k G �' , d; ,sit y!3:�"'x`''?fa�'y�r +'"r�•w,. y,� }' + � x r` � •: 3'a�u� °�� ' � i V'R, �.t., '�� �r5 <'�� ;. :�'y.�J;�� r�d�z t,}Sh ,�,,�'��,rt��, ,a u F�4.n " •S YF ?{ y .+i• a �.� �.+ w.*,�g .§� . ...�{„�.'f�:ry' d9'. ✓t. ,K. j<t«"r r t 4v •r. ".t:xa^ L ti� J> }'a-}V t�, w� t i. ...".'" ..i.. P 3 . .t}t}^ i.F�y` 1') .�.��.• i ci; ('Jrt Ft�b),���t�t,�"Lx�.s»,;i �},5i�'t .• � +t lx,� sL t., . ,. � .� .�r^xs.c tt� iL�'lYt S�, °i`s'1.7lser+x'= Y. . V�•,rt4t.. f 1 '._ i , t. ::)f 'r ' + c �,}.� 't rCl �`ti4, tuTt40 t�Cxitac} ^t {3p.x tai f ; i �t Sqt .c`+'r•yet`"t k h''F .i ,,, « ..a. .... „ i _ _. W�;.a...t4.)•..i,5 . r $v�sy�l (a) by mandamus or other suit, action or proceedings at law or in equity to enforces the rights of such Registered Owner or Owners against the City and its offices, agents and employees, t: and to require and compel duties and obligations required by the provisions of this Ordinance or by R, h i, tho constitution and laws of the State of Missouri; t... •'_ (b) by suit,action or other proceedings in equity or at law to require the City,its officers, agents and employees to account as if they were the trustees of an express trust;and by suit, action or other proceedings in equity or at law to enjoin any acts or things t which may be unlawful or in violation of the rights of the Registered Owners of the Bonds. Section 1003. Limitation on Rights of Bondowners. No one or more Bondowners secured hereby shall have any right in any manner whatever by his or their action to affect, disturb or prejudice the security granted and provided for herein, or to enforce any right hereunder, except in the manner herein provided, and t r} t ".0 all proceedings at law or in equity shall be instituted, had and maintained for the equal benefit of all Bonds. ` n Registered Owners of such Outstanding +• fit.,`•;�.:, Section 1004. Remedies Cumulative. No remedy conferred herein upon the Bondowners is >'k4 '.,:•:;: U, intended to be exclusive of any other remedy, but each such remedy shall be cumulative and in addition y �:•;",•::! every other remedy and may be exercised without exhausting and without regard to any other remedy conferred herein. No waiver of any default or breach of duty or contract by the Registered Owner of any ill 1 thj Bond shall extend to or affect any subsequent default or breach of duty or contract or shall impair any rights s or remedies consequent thereon. No delay or omission of any Bondowner to exercise any right or power ,tA k accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein. Every substantive right and every remedy conferred upon the x. , `f=' Registered Owners of the Bonds by this Ordinance may be enforced and exercised from time to time and as air ' _ " often as may be deemed expedient. If any suit, action or proceedings taken by any Bondowner on account .; + ' , of any default or to enforce any right or exercise any remedy has been discontinued or abandoned for any „ ¢ reason, or has been determined adversely to such Bondowner, then, and in every such case, the City and the ri.. Registered Owners of the Bonds shall be restored to their former positions and rights hereunder, respectively, v. and all rights, remedies,powers and duties of the Bondowners shall continue as if no such suit, action or other °fkg proceedings had been brought or taken. t Section 1005. No Obligation to Levy Taxes. Nothing contained in this Ordinance shall be construed as imposing on the City any duty or obligation to levy any taxes either to meet any obligation incurred herein or to pay the principal of or interest on the Bonds. y ly ARTICLE XI DEFEASANCE Section 1191. Defeasance. When any or all of the Bonds or the interest payments thereon have }.,J been paid and discharged, then the requirements contained in this Ordinance and the pledge of revenues made hereunder and all other rights granted hereby shall terminate with respect to the Bonds so paid and Via;, discharged. Bonds or the interest payments thereon shall be deemed to have been paid and discharged within fL. : the meaning of this Ordinance if there has been deposited with the Paying Agent, or other commercial bank or trust company located in the State of Missouri and having full trust powers, at or prior to the Stated , .y Maturity or Redemption Date of said Bonds, in trust for and irrevocably appropriated thereto, money and/or 'fir x -30- V tr'r� u la 7 •j, ,.C,.1, :r;,. t ai' ,r. t ;rF Y.;f Ck�t, �'�''{gC�l'� .7�4>„f•' it'i ;” i S y'te}' i , ,� S ..). ..') •r •irNyLtitf'`5 x`} a s '•,, „-{..}'hL,r .qtr t�4 ?}tni r�.� / kv tcq. L. �kL l�tr}+Iy�s} %�,3k'�1 tea tws.L i.rr r �'< ''rr�� r' �•t '�fr '� '�� auk, $y 'L f.. 11 ')/' t )1 u� ,,,t t � r y i?>«r t Ew'• j�x}rxJk �y,!';,7�� :� � ,• FY c at;� f k ,fix ?a r ( i ce s r � t �w r 1 7 a,�•. r 3 p•� F �76 � � r �{` f`•.•.r')-�L(wll ,�e�� �a, R ,a q }�a {i.t.y, r .f .}rry r` { y t t�'+'i iy+o t r aryl ri: .'k LtC` y r R.'kf '�' ititL�}4'�' L y! c . oS 3 :' ,y '�•Ff ,�`t O�Sr y,�+..,<1rZtti'Y;z�" t� Ys �•4 w'+,5 #�jt+��K�l.� ;{,�J ���'�€ ;. ,,+�d�.t s r�,�r;rY to I+r� � ��T. LYE' 'n � .>''f53,' S v rP.{ aC {at!)r� rp{sled, v # V?4?yt) 4 rit Now"ill 7Jt a''� � FC t,�. ) ' F �r�r}t} r t1(��rttd��S y�o. c• orf � �. S i a �.'�r ,tV a. C! „ Cl..rx{e..rti) '¢ t ;..,S^ r„V. ¢ (,� I e,� li t(�"l:. t ! t'*Ra't'.r'R�r;.a #.�3 �,•t ':`��Jyy h�,t.a r e'� tt r,�a• •t,C t.•'v��£( Ft{'��r� .r k t r F � t 1 �Y i^'SN r �•���J�v,'•`�"'�i .,#'�•�1�" s�� t � , ,.t7 ,Iz L;'r4r'�'rr�t.t•� '1 Yt gat s t � r t; + s � I} ,.roc r 1 s c :F €t, ;�1�� �1�' .L1.>).rsl.,'i'•+^"t � I t r., I.r°? r't t {i't (Gryjt`L�:�,�Ftr;,�� 'A t' +•Q�:t„ }�+�• } 4 .F }( 4'vy'/•^ .. r1 )^ ,yd �, y�,<y�u L., ''id':'k"#'t'n {111M1. W "w" ti Dcfessance obligations w zk hich, together with the interest to be earned thereon, will be sufficient for the Payment Of the Principal or Redemption Price of said Bonds, and/or interest to accrue on such n to Stated Maturity or Redemption Date, as the case may or if default in such Payment shall have is 1 ccru Bonds the on such date, then to the date of the tender of such Payments; Provided, however that if all occurred t rt b© redeemed prior to the Stated Maturity thereof, (1) the City shall have elect I any such Bonds shall (2) e'dw nOticO Of such redemption shall have been given, or the City shall have given irrevocable to redeem such Bonds, and instructions, or shall have Provided for an escrow agent to ve irrcv able instructions, 0 9 to redeem such Bonds in compliance wid' Section 302(a)gi oc in tru ns th ctiO , to 0 Paying Agent ted with the Paying Agent or other commercial bank or trust Obligations that at any time shall be deposited of this Ordinance. Any money and Defeasance company by or on behalf of the City, for the purpose of paying and discharging any Of the Bonds or the or the respective Registered other bank or trust company in trust f interest payments thereon, shall be and are hereby assigned, transferred and set over to the Paying Agent or Owners of the Bonds, and such money shall Obligations deposited with the Paying Agent or other bank or trust company shall be deemed to be deposited be and are hereby irrevocably appropriated to the payment and discharge thereof. All moneys and Defeasance in accordance with and subject to all of the Provisions contained in this Ordinance. ARTICLE XH MISCELLANEOUS PROVISIONS 'NJ Section 1201. Amendments. The rights and duties of the City and the Bondowners th e, and e terms and Provisions of the Bonds or of this Ordinance, may be amended or modified at any time in any respect by ordinance of the City with the written consent of the Registered Owners of not less than a 75% in principal amount Of the Bonds then Outstanding, such consent to be evidenced by an instrument or ins n executed by such Registered Owners and duly acknowledged or proved trume ts recorded, and such instrument or instruments shall be filed with the City Clerk, but no such m, ca in the manner of a deed to be alteration shall odifi tion or (a) extend the maturity of any payment of Principal or interest due upon any Bond; fi ► (b) effect a reduction in the amount which the City is required to pay by way of pr cipal of or interest on any Bond; y in *J' (C) permit the creation of a lien on the revenues of the System prior or equal to the lien of the Bonds or Parity Bonds; tip (d) Permit preference Or Priority of any Bonds over any other Bonds;or fi (e) reduce the percentage in Principal amount of Bonds required for the written consent to any Modification Or alteration of the Provisions of this Ordinance. Any provision of the Bonds or of this Ordinance may, however, be amended or modified by ordinance duly adopted by the governing body of the City at any time in any respect with the written consent of the R*sWred owners Of all of the Bonds at the time Outstanding. -31- fir,' V -g N-111 ailll V . '0 zn�' R g 111i"',Wo", I " 1 41 It �1 MWO '—r 77 5 t}+ 57ai tsy jrr ti _ s r, fk d,Xr'i'�.'i 'MtRaljl{1� �; .6F y� {d`�'J�"7 5r tia�rti$}7 i'a c'•�T.Y t M, '�.Y� �1''...{."r,}•�rt t t t�..1t:t 'r�r s 'ir F t; r st<,y;t J' r r .~+1 f 1 ( �,�`a• n.t-�3 :�.i t t =...� i s t t);r r.;u F5 i�,.r��tCl..rt 4 { �r i1�,{q �f•" � 1,577•S.c ::j 5 ` , •r' 0i; Without notice to or the consent of any Bondowners, the City may amend or supplement this Ordinance for the purpose of curing any formal defect, omission, inconsistency or ambiguity therein or in connection with any other change therein which is not materially adverse to the interests of the Bondowners. .k, Every amendment or modification of the provisions of the Bonds or of this Ordimuice, to which the written consent of the Bondowners is given, as above provided, shall be expressed in an ordinance adopted a by the Council of the City amending or supplementing the provisions of this Ordinance and shall be deemed to be a part of this Ordinance. A certified copy of every such amendatory or supplemental ordinance, if any, a and a certified copy of this Ordinance shall always be kept on file in the office of the City Clerk and shall be y i made available for inspection by the Registered Owner of any Bond or a prospective purchaser or owner of y Bond authorized b this Ordinance, and upon payment of the reasonable cost of prep wring the same, a � �' an y Po P Ym t; . a certified copy of any such amendatory or supplemental ordinance or of this Ordinance will be sent by the City : s Clerk to any such Bondowner or prospective Bondowner. ,.4 ,ar S Any and all modifications made in the manner hereinabove provided shall not become effective until k. ks: there has been filed with the City lerk a co of the ordinance of the City hereinabove provided for duly `f 1"i��F� tY PY � _ certified, as well as proof of any required consent to such modification by the Registered Owners of the 1 ., k •` Bonds then Outstanding. It shall not be necessary to note on any of the Outstanding Bonds any reference to r; such amendment or modification. y.. ,}�) yy The City shall furnish to the Paying Agent a copy of any amendment to the Bonds or this Ordinance yk 4•FC: made hereunder which affects the duties or obligations of the Paying Agent under this Ordinance. k>; Section 1202. Notices, Consents and Other Instruments by Bondowners. Any notice, consent, ; +: request, direction, approval, objection or other instrument required by this Ordinance to be signed and executed by the Bondowners may be in any number of concurrent writings of similar tenor and may be signed or executed by such Bondowners in person or by agent appointed in writing. Proof of the execution of any t: such instrument or of the writing appointing any such agent and of the ownership of Bonds, if made in the ;.. following manner, shall be sufficient for any of the purposes of this Ordinance, and shall be conclusive inroF ' <� favor of the City and the Paying Agent with regard to any action taken, suffered or omitted under any such instrument,namely " r .`. (a) The fact and date of the execution by any person of any such instrument may be proved by a certificate of any officer in any jurisdiction who by law has power to take ' a''s acknowledgments within such jurisdiction that the person signing such instrument acknowledged ,x4 ;l before such officer the execution thereof,or by affidavit of any witness to such execution. (b) The fact of ownership of Bonds, the amount or amounts, numbers and other identification of Bonds,and the date of holding the same shall.be proved by the Bond Register. .:� In determining whether the Registered Owners of the requisite principal amount of Bonds y' Outstanding have given any request, demand, authorization, direction, notice, consent or waiver under this r Ordinance, Bonds owned by the City shall be disregarded and deemed not to be Outstanding under this -_ Ordinance, except that, in determining whether the Bondowners shall be protected in relying upon any such request,demand, authorization, direction, notice, consent or waiver, only Bonds which the Bondowners know ; .rr to be so owned shall be so disregarded. Notwithstanding the foregoing, Bonds so owned which have been =. pledged in good faith shall not be disregarded as aforesaid if the pledgee establishes to the satisfaction of the sz ` Bondowners the pledgees right so to act with respect to such Bonds and that the pledgee is not the City. ' n -32- . t.r ,c't:', fis:A;.'`••i.;;: :t t. r1 .tjA. l $fit �sr �.x4nf4� r�"' i"tS 3?y'K. K t ''•a4��t' sr r£ r�`1�.`i�.8�triX'=::'t.,,:���,:�.t'`` rt/�' S �.tf.s�r ,t:�..f�i�t;l � � .y r'Y�rC�}"�{BRA y r�r �y�r�.+t���x�45s p�',i4�'t- f �',ft � �t��'{fr.3tt�p!,! rZ�'t t ��k �;J t1. ,r) sr ���'s"K ti '}"� � t i r •t.5,.,'"y+ t�.� H}� },/s,? ��5s�t°�x >ti {r, i 1) R ''3 t � f^t'.s b f+Y, c��•. ,�,fiSt�?�5 .S��SYr e s a*...�}j�y��t�Kt h hr�+:;5�U. r i�Et�.YJ� ���;5'�,d2•��" r tJ�.�. '�•f y ,'5 r '1►. f ') pyY'Sr� 4}' x, '4s la'c:FUy�tt r f�5 tttt 1.+(.'x , 4 f r{r �( � �i§j �. }_a 3 tf a ryhh. � t � ,. • `:�ti K .5 rs Sl ct t,... 5�a 'a t,rf�y,r�t $ IM N � r� i✓�f. �° t. .Y r �i?{',"n.j4j.�'�;rf.'�r"K}l'',,p' },r `Y 1"i`% t�A n�tii stwa Pl f.��,aY.::`r�`''�;{ c; r i �3Y��Jf'h r:t+ A4�h°i'.;•.Lr'. {..,s��3,' ..t•. '. �.., 'tjy.., ,a:"r�x +.Q i :t,t:>}�.:r f`��' }; 7 t r fljt'�w,, i x r��a S':5��t ''jt Yi >• � Dr '4�.qi � � Fi �A� >., r.�^i ,?% T '+� r tf �:°tj,1: i �•u+}� c't.t.r�xA + V;,; -3h r ,id .(t t�y> �' e � Pi.+ t} 19,. F, f.�"'c 'P : ,5 7 t n. .f:t+�� � �t s �, F2; {'tt�t,xn +.E� ��e'p,6,:' �' Lv j�.;L,f• �i, § „�. ,i?'r �;r t �1, .7* 5a<� ,tr,C �� �`�Y rry 5 �i� C!•tr�. 'e i F� 7. t ' r'..Fu. wi 1'# C °L,(r �T'-s a•c� �.y �"5,:. r5Y t i � u+ i �� kry1f,�f.V w,nL,.,1.j.t�'� s:r„v:la:d t �t�,�',ti ,i i:r ,}rqa,;<;yYS v',- s' p}Y`ti'.:� . i Y"'�. 3r. 9{°:y llri {a+`t�tr y'b'v fti�'`cG>• .y I ! t '.11sf,r..d, �} �'S�a.t J. � a":' 'rd fir �{ t>r ✓' ., i Y, i t t y itt d,r »{`5 .,s1 t c. 'fS r� Z rt P.�' ���,{ ii tY°1Q r rd .Mr 1f}.. 'S�., , +Y'.t1•_.. r b { {'; $ Si.. r{'i 1 a. �;�'.1 i t •`{ �� ,4 r ff�, i �b+,r,:, y ��f q.,�r 3: .0 � BFI .1 'v tk F, i r •;'�'t C+. � , z F z1 � w .' }'1,A��'s2''y Fi � • .H4?�'' !,: L� �� §.�.3:�'gYt'y. kt.,:tt1°� '{. ri 64° tn]'•t'dG! 17.-{�z 1�ti��•p t .t`.} Jy 3'i',�� r §� '�'� 4�V� ..k .'�`.�;.t.+�i il.s��,. ��� Sh�' �i� �T;� i 1I, :1. �' '�'� :•e. ��' .� z-�� �,�?:r'c :�,A'k i„ISf�S�d,.^,`'as �T.K`+ r'4 i\.� .� :a,•.�strrtt, i., ;? ;� i � �k�t r'K.,F �: hl .l1 Mc �..,�w_F 'xNS �rF3 t.,hi;ya.'C 3 ;.,z,i�. yG�,.,,r r,,,r,,,•: .7',,:u:G r,...txJr$ t;�,Y'•e�'s!,. .'iY ..,, up ,>. , a • fix'.{fr Section 1203. Further Authority. The officers of the City, including the Mayor and City Clerk, shall be, and they hereby are, authorized and directed to execute all documents and take such actions as they � . may deem necessary or advisable in order to carry out and perform the purposes of this Ordinance and to make ministerial alterations, changes or additions in the foregoing agreements, statements, instruments and other documents herein approved, authorized and confirmed which they may approve and the execution or ; T;= taking of such action shall be conclusive evidence of such necessity or advisability. �j w•t, Section 1204. Severability. If any section or other part of this Ordinance,whether large or small, F' is for any reason held invalid, the invalidity thereof shall not affect the validity of the other provisions of this &w' Ordinance. Section 1205. Governing Law. This Ordinance shall be governed exclusively by and constructed in accordance with the applicable laws of the State of Missouri. „ Section 1206. Effective Date. This Ordinance shall take effect and be in full force from and after its passage by the Council and approval by the Mayor. �?,�• Passed: / "e2 —`�lv Approved: Presiding Officer Mayor ' x Sr: APPROVED AS i Ctty Ci Ct ty CO o Nk .�i yj y�y�y t�, T i. '. -33- 4 t i l {U '�' y { 4•Vp j Y r. .a�,�t4 rf r1 k r�.'`�3 '�;`3�i, \ 1 1 F l (��a � •� ":�. ,��,n.;u: ,� <'�,i t;r� rf � vt 'f� .� � ,�-ert���. . � i � #'`s �#`' J` � A EXHIBIT A TO ORDINANCE (FORM OF BONDS) UNITED STATES OF AMERICA STATE OF MISSOURI Registered ReIddtered S No.._ CITY OF JEFFERSON,MISSOURI PARKING SYSTEM REFUNDING REVENUE BOND SERIES 1996 Merest Rate Maturity.Date Dated Date C USIP Numher % August 1, February 1, 1996 rr REGISTERED OWNER: PRINCIPAL AMOUNT: - ,,.�. THE CITY OF JEFFERSON, MISSOURI, a charter city and a political subdivision of the State ' of Missouri (the "City"), for value received, hereby promises to pay to the Registered Owner shown above,the principal amount or registered assigns, but solely from the source and in the manner specified,s from the source and , :. y • shown above on the maturity date shown above, and to pay in the manner herein specified, at the interest rate per annum shown above (computed on the basis of a 3 360-day year of twelve 30-day months) from the Dated Date shown above or from the most recent interest payment date to which interest has been paid or duly provided for, payable semiannually on February 1 and August 1 in each year,beginning on August 1, 1996,until said principal amount has been paid. The principal or redemption price of this Bond shall be paid at maturity by check or draft or upon earlier redemption to the person-in whose name this Bond is registered at the maturity or redemption date principal corporate trust office of MARK thereof upon presentation and surrender of this Bond at the TWAIN BANK, St. Louis,Missouri (the "Paying Agent"). The interest payable on this Bond on any interest payment date shall be paid to the person in whose name this Bond is registered on the Bond Register at the close of business on the Record Date for such interest (a) by check or draft mailed by the Paying Agent to such Registered Owner at the address shown on the Bond Register or at such other address as is furnished to the Paying Agent in writing by such Registered Owner or (b) in the case of an interest payment to any Registered Owner of$500,000 or more in aggregate principal amount of Bonds,by electronic transfer to such Registered Owner upon written notice given to the Paying Agent by such Registered Owner not less than 15 A-1 rya '` r, .'4i,! i.. �t t,.y?�` ;. ^k~s t 1 �¢ ..,S;uz"..ra. :.a. � "� `��.S�.t,'Rkfi'a .. t .,§Fa� 5+'d,r �♦ �c,mfr„-+ie:,Y�' '�.a ,.I r.r `t� >.w� !'x+: wvt�1 1 L�1-Y s r��':xy jx�`4,�!''oAwa.� § e: 7+#'} 'r,. :.. '• .r ...r ,, " ,- " '{ .� � {�'... .�r. r< sc r c p . a .G..*. �`. i;�' ;t :,S ,�t. .w+e� >,oc •>�}, µ��, I � 'ill I'III. M days prior to the Record Date for such interest, containing the electronic transfer instructions including the % bank (which shall be in the continental United States), ABA routing number and account number to which t such Registered Owner wishes to have such transfer directed. THE TERMS AND PROVISIONS OF THIS BOND ARE CONTINUED ON THE REVERSE SIDE HEREOF AND SUCH CONTINUED TERMS AND PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH AT THIS PLACE. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Ordinance until the Certificate of Authentication hereon has been executed by the Paying Agent. IT IS HEREBY CERTIFIED AND DECLARED that all acts, conditions mud things required to exist, happen and be performed precedent to and in the issuance of the Bonds have existed, happened and s been performed in due time, form and manner as required by law, and that before the issuance of the Bonds, provision has been duly made for the collection and segregation of the revenues of the System and for the application of the same as provided in the Ordinance. IN WITNESS WHEREOF, the CITY OF JEFFERSON, MISSOURI, has executed this Band by causing it to be signed by the manual or facsimile signature of its Mayor and attested by the manual or ` facsimile signature of its City Clerk and its official seal to be affixed hereto or imprinted hereon. CER'T'IFICATE OF AUTHENTICATION CITY OF JEFFERSON,MISSOURI This Bond is one of the Bonds of the issue described in the t within-mentioned Ordinance. By: Mayor Registration Date: f (Seal) MARIA TWAIN BANK, r"$ Paying Agent ATTEST: t By. Authorized Officer or Signatory City Clerk f tit•. f A-2 r 1, i T a a+..• d�� i ' `�'t.�;�ft�'� �✓^�f"i��d`"�V F.����ti'�'!£,� .(+.�"}R r C "� r . . t, .. S .. s. . n {k (FORM OF REVERSE SIDE OF BOND) ADDITIONAL PROVISIONS j. d' This Bond is one of a duly authorized series of bonds of the City designated "Parking System Refunding Revenue Bonds, Series 1996," aggregating the principal amount of $3,750,000 (the "Bonds"), r issued by the City for the purpose of refunding outstanding parking revenue bonds of the City (said parking system, together with all future improvements and extensions thereto hereafter constructed or acquired by Y k' the City,being herein called the "System"), under the authority of and in full compliance with the constitution a'. and laws of the State of Missouri, including particularly Section 71.360 and Section 108.140 of the Revised ` Statutes of Missouri and pursuant to an ordinance duly adopted by the governing body of the City (herein } .r called the "Ordinance"). Capitalized terms used herein and not otherwise defined herein shall have the , ' meanings assigned to such terms in the Ordinance. tit At the option of the City, Bonds or portions thereof maturing on August 1, 2006, and thereafter may K3. be called for redemption and payment prior to maturity on August 1, 2005, and thereafter in whole at any time ' or in part on any interest payment date in inverse order of maturity (Bonds of less than a full maturity to selected in multiples of $5,000 principal amount in such equitable manner as the Paying Agent shall .' designate) at a redemption price of 100% of the principal amount thereof, plus accrued interest thereon to the 7 7 redemption date. M; r Bonds maturing on August 1, 2010 are subject to mandatory redemption and payment prior to a • maturity pursuant to the mandatory redemption requirements of the Ordinance on August 1, 2006, and on fi . each August 1 thereafter prior to maturity, at a redemption price equal to 100% of the principal amount thereof plus accrued interest to the redemption date. <; t.: t, Notice of redemption, unless waived, is to be given by the Paying Agent by mailing an official redemption notice by first class mail at least 30 days but not more than 60 days prior to the redemption date, n r . to the original purchaser(s) of the Bonds and each Registered Owner of each of the Bonds to be redeemed t at the address shown on the Bond Register. Notice of redemption having been given as aforesaid, the Bonds a r.' or portions of Bonds to be redeemed shall, on the redemption date,become due and payable at the redemption ' price therein specified, and from and after such date (unless the City defaults in the payment of the ..l a. f. redemption price)such Bonds or portions of Bonds shall cease to bear interest. f t. 6 "• •At , The Bonds are special obligati ons of the City payable solely from, and secured as to the payment of `,f Y. principal and interest by a pledge of, the revenues derived from the operation of the System, and the taxing ds power of the City is not pledged to the payment of the Bonds either as to principal or interest. The Bo shall not be or constitute a general obligation of the City,nor shall they constitute an indebtedness of the City within the meaning of any constitutional, statutory or charter provision, limitation or restriction. Under the conditions set forth in the Ordinance, the City has the ri ght to issue additional parity bonds and other obligations payable from the same source and secured by the same revenues as the Bonds; provided, however, ` f' that such additional bonds may be so issued only in accordance with and subject to the covenants, conditions :,. and restrictions relating thereto set forth in the Ordinance. The City hereby covenants and agrees with the Registered Owner of this Bond that it will keep and perform all covenants and agreements contained in the Ordinance, and will fix, establish,maintain and collect ?. 5. A-3 i F c ' �. '. � d+ .i,.,r r cr c1& t?SS kn'417. '?+f �fF��1h�Yi!`;rr 'r t ' �t�`, c4•,f;:•r ';rt 4 'ik t. Y tti t .n i ?t 4 nrf: r 4 tfh"'Sf:.Ld �,.j`�•: t' �.Ct+ tit t' #�! riLC Ctt d pt �,y..t r'k t .� rY1 t+ (.i � ?« J J �. .r �' P l �.f a '` yrr� P�P+4�nf��'��rY uC.`�g•7,�,�'µ °�M". 'i1.-���'t,�., �i.: t�{'rt'�,,zrtvki r�yi �-#rrT '..z4i Ct r } s' w 6 .�: �3. � ',2i� fi'r'''�� r�`i>*�"r,#t'47't��•;3'� .Y {• t',s .r '',,,;q�R��^�,+Wic}yrk� �s{"� y ;s.y ,"M��i Z f�4 S'i�t�''l C s r Fy� ,�� :r+r{, il.;y�; �'�, �1r17+,iP'.��.�S�`�� r�t'7�.��'Kk�S��i'�uhAf�r�¢�faCi+" 3 a' °' c.:J+"C.k. }�,t irit '�'�s�6 .1 �iL£sFr .,.?anfl rft+ ' .3 k'k � i ..i�F6Yt{.,�.;: .,•3..t(,�4;�,,y .ft., ''ss .b, k F•}.r .+ "cv• `• 3d� •t t' a$,iyy ft e .{ 'y0-`Tqppi"f'+1' (A)„�',.�„3 f r.R,f. 5;? •j ' '..fir:Y:':,s, ' rfh' n l�,.l Ji�i ri` c..�„ , J=t 1j j1:3�+1,7,+�i'C i!r•y,;' p'. a^ r N s.s+.F�'+r.,y.R��,{. s ��,.•'t ' ,„ &h. rir•d' 'r ,4. t .s,Y.,u+jy'�,' 7 t � � .,e ,"�f�'X1F'r r ',v'?�'4e7 �'"'S$.�„<M�«•..+:t,f'itY4+e+�t$ti r such rates, fees and charges for the use and services furnished by or through the System, as will produce revenues sufficient to pay the costs of operation and maintenance of the System, pay the principal of and interest on the Bonds as and when the same become due, and provide reasonable and adequate reserve funds. Reference is made to the Ordinance for a description of the covenants and agreements made by the City with ' respect to die collection, segregation and application of the revenues of the System, the nature and extent of the security for the Bonds, the rights, duties and obligations of the City with respect thereto, and the rights of the Registered Owners thereof. The Bonds am issuable in the form of fully registered Bonds without coupons in the denomination of$S,OUA or airy integral multiple thereof. i, This Bond may be transferred or exchanged, as provided in the Ordinance,only on the Bond Register upon surrender of this Bond together with a written instrument of transfer or exchange satisfactory to the Paying Agent duly executed by the Registered Owner or the Registered Owner's duly authorized agent, and f = thereupon a new Bond or Bonds in any authorized denomination of the same maturity and in the same aggregate principal amount shall be issued to the transferee in exchange therefor as provided in the Ordinance and upon payment of the charges therein prescribed. The City and the Paying Agent may deem and treat the person in whose name this Bond is registered on the Bond Register as the absolute owner hereof for the purpose of receiving payment of, or on account of, the principal or redemption price hereof and interest due hereon and for all other purposes. AdIk h C rG ,tr3 c y Rte( Y. j A-4 i' 1 i •y !'d y� A t , ��. .. r ��t' �. . 't: s ''�tz d :T ;,�-'. ;, ;y. � �y�s•§.rr e.i�.5'6^'�.� Y � ar,,��, qty.: RF`*?nJN'�J�L'ylAf 4 a !)14 i�r I� '� +fi,r$ �+l�itS .t rlrytil8t tt.. t 'J.`• s r (4+ ,ti r,k'y4•.7'�iFt `r�.:r' Tt�..,r��t:l�,4}''�t y7r{ fair.,,.r, .t t:'+'�' .•t�� J.. I a1. 1 I y t It t�r 7' d{ }�4 ASSIGNMENT FOR VALUE RECEIVED,the undersigned hereby sells, assigns and transfers unto Print or Typo Name,Address and Social tk i r; 1 i tsY'�1f• or other 1 1 1' • Number Security • Transferee the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints K agent to transfer the within Bond on the Bond Register kept by the Paying Agent for the registration thereof, 9 with fidl power of substitution premises. Dated: NOTICE: The t.n• signature • this assignment must correspond with the name of the Registered Owner as it appears upon the face of the within • 1 in every particular. yy4 .1 4}- Signature Guaranteed : (Name of Eligible / Institution as defined by Rule Ad-15 • 1 1 i ri •hj 1i '.ri .p i}..�., -" ;;,.e±,. e yxr,a• F�u�,�:+,'r,r� y,::...L C,:a,anl: e .. r,.s •,«m.x yt"r' a:s ti N1' L 'tr ktu�';''' fwd. Y:R:KA ,?1r ?.tw,§: xv ti',v%; i. 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' � t j •1 1� '. t,l t 11 M .1 t +r t i t 1 t't t t S } � ` •, t ra T �i � j 1 S t t } •t� r '� �4 t 1'� a�a "v �+ tr 7 5ti>•.�+� r7�itt �� a.. t�'t}} i... y 1 r' 1 ,. , C 7t '.. .. ', :},•� i { y ...i..t A3. }� 1 I`JyS.{1J 7€}j 1 .tY J j �1 1,� 1't �, Il l . +M1 ,'�t' a k' ,. 1 �h. t t,.t { �'y r� 1 ° z y r I�ty ..y} f t T _�. ���>. St�S' . . ptt•t.r c t { .� (t �.r d �� a ,. �/{��w�Fi����,.��!;4Mt�Y'Me.t+i,54°r i•1,A. '�.t ��r � � +,:Fy� � a� r_«i,�:; ,)j *v ..3r;, ( t r�,r�l t{p�,.� q �!" �..fi'i'•`�`�a it t �r)`� � ORDINANCE NO._ Y INDEX P� Title . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Recitals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 ARTICLE I DEFINITIONS 'x Section 101. Definitions of Words and Terms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 ARTICLE II AUTHORIZATION OF BONDS Section 201. Authorization of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Section 202. Description of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Section 203. Designation of Paying Agent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 Section 204. Method and Place of Payment of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 205. Registration,Transfer and Exchange of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 s Section 206. Execution,Authentication and Delivery of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 Section 207. Mutilated,Destroyed,Lost and Stolen Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 Section 208. Cancellation and Destruction of Bonds Upon Payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 Section 209. Preliminary and Final Official Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 y Section 210. Sale of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Y Section 211. Authorization of Escrow Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 ARTICLE III n REDEMPTION OF BONDS Section 301. Redemption of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Section 302. Selection of Bonds to Be Redeemed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Section 303. Notice and Effect of Call for Redemption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 t ARTICLE IV SECURITY FOR BONDS Section401. Security for Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 , Y N, �� :i°..wi.,. r• s wr � ^t,; y�!•?stp��i.�gt Ys3°1� yr�'�S j,�Sn}Y{,;t�;1..tytr! '! fxS' Pik' -v 't�s r,t'1t�,� t'''f�,i rjy: .1• .'�'t{v.,r.'�#Sy k .4�}.X.. 'Cq.?A,� {�a'R'$f ,• .'. _ '. 5i Sr ,. t 44t 3a{s { ,;,k��s+ f," ,( 4.,+ •Yr •�'��,5 y,{� €Y i,. .� ARTICLE V Y CREATION AND RATIFICATION OF FUNDS AND ACCOUNTS; " DEPOSIT AND APPLICATION OF BOND PROCEEDS Section 501, Establishment of Funds and Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 Section 502. Deposit of Bond Proceeds and Other Moneys . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 4 Section 503. Application of Moneys in the Escrow Fund. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 Section 504, Verification of Certified Public Accountant;Discharge of Refunded Bonds . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 Section 505. Redemption of Certain Refunded Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 �Y s}, ARTICLE VI . a APPLICATION OF REVENUES Section601. Revenue Fund . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 { Section 602. Application of Moneys in Funds and Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 Section 603. Transfer of Funds to Paying Agent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 ;i Section 604. Payments Due on Days other than Business Days . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 Section 605. Nonpresentment of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 ARTICLE VII DEPOSIT AND INVESTMENT OF MONEYS °. Section 701. Deposit and Investment of Moneys . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 +1 I` ARTICLE VIII GENERAL COVENANTS AND PROVISIONS Section 801. Efficient and Economical Operation . . . . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . 22 Section 802. Rate Covenant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 Section 803. Reasonable Charges for all Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 Section 804. Covenant to Request Appropriations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 Section 805. Restrictions on Mortgage or Sale of System . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 Section806. Insurance . . . . . . . . . . . . . . . . . . . . . .. . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 Section 807. Books,Records and Accounts . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 Section 808. Annual Budget. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 Section 809. Annual Audit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 Section 810. Right of Inspection . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 Section 811. Performance of Duties and Covenants . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 f Section 812. Tax Covenants. . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 Section 813. Continuing Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 I : N 1 Wi� •. ,�''}x 3..t .:x' ;. ..��'t [,..ti r � � ( n�y u�'�i'-da '„i•N •.."�` A''��'�w "i.L'?A'l, h.R•. PFNlk.2.i,'{ G'Y N K Y"14';��p'St Ski. .".4`}a!�' +*q? q'h`1��.1f�+�i�} l .w"nl$"«i 1,�(E l*3Slf 5 �..' � l •T d l ',i $ S r4 � •� ;h .t,. ARTICLE IX F ' ADDITIONAL BONDS AND OBLIGATIONS �=A Section901. Senior Lien Bonds . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 Section 902. Parity Lien Bonds and Other Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 Section 903. Junior Lien Bonds and Other Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 { Section 904. Refiueding Bonds . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 '..." ARTICLE X F DEFAULT AND REMEDIES Section 1001. Acceleration of Maturity Upon Default . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 ' Section 1002. Remedies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 Section 1003. Limitation on Rights of Bondowners . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 Section1004. Remedies Cumulative . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 ' Section 1005. No Obligation to Levy Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 ARTICLE XI DEFEASANCE Section 1101. Defeasance . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 ARTICLE.XII k".l. MISCELLANEOUS PROVISIONS Section 1201. Amendments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 Section 1202. 14otices,Consents and Other Instruments by Bondowners. . . . . . . . . . . . . . . . . . . . . . . . . . . 33 Section 1203. Further Authority. . . . . . . . . . . . .. . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 Section 1204. Severability . 34 Section1205. Governing Law . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34 Section 1206. Effective Date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34 • ; Passage and Approval Signatures and Seal Exhibit A-Form of Bonds Exhibit B-Preliminary Official Statement Exhibit C-Form of Bond Placement Agreement Exhibit D-Form of Escrow Trust Agreement Ism