HomeMy Public PortalAbout1995-09 Bondss
ORDINANCE NO. I C1 9
An Ordinance of the City of Greencastle authorizing the issuance of waterworks
revenue bonds for the purpose of providing funds to pay the cost of certain
additions, extensions and improvements to the municipal waterworks of said City,
providing for the safeguarding of the interests of the owners of said bonds, other
matters connected therewith, including the issuance of notes in anticipation of
bonds, and repealing ordinances inconsistent herewith
WHEREAS, the City of Greencastle (the "City ") now owns and operates an
unencumbered municipal waterworks in accordance with the provisions of Title 8, Article 1.5
of the Indiana Code, as in effect on the date of delivery of the bonds herein authorized (the
"Act "), furnishing the public water supply to said City and its inhabitants; and
WHEREAS, the Common Council of the City now finds that certain improvements and
e
extensions to said works are necessary; and that plans, specifications, and engineering estimates
have been prepared and filed by the engineers employed by the City for the construction of said
improvements and extensions, as more fully described on Exhibit A attached hereto (the
"Project "), which plans, specifications and engineering estimates have been or will be approved
by the Common Council and by all governmental authorities having jurisdiction; and
WHEREAS, the City has obtained engineers' estimates of the costs for the construction
of said Project and has advertised for and received bids for the Project, which bids are subject
to the City's obtaining funds to pay for said Project; that on the basis of said engineering
estimates and construction bids, the cost of the Project, including incidental expenses, is in the
estimated amount of $5,299,678.00; and
WHEREAS, the Common Council now finds that a Department of Commerce grant in
the amount of $99,678 will be available to apply to the cost of said Project, the balance to be
e funded by the issuance and sale of waterworks revenue bonds in an amount not to exceed Five
Million Two Hundred Dollars ($5,200,000.00) payable out of the Net Revenues (as hereinafter
O
defined) of said waterworks and, if necessary, bond anticipation notes (the 'BANS "); and
WHEREAS the City has heretofore issued certain Waterworks Refunding Revenue
Bonds of 1991, dated February 1, 1991 (the "1991 Bonds "), pursuant to an ordinance adopted
February 12, 1991, which 1991 Bonds are now outstanding in the aggregate principal amount
of $360,000, maturing annually on January 1 over a period ending January 1, 1999, and which
1991 Bonds constitute a first charge upon the Net Revenues of the waterworks; and
WHEREAS, the terms and conditions of the ordinance authorizing the issuance of the
now outstanding 1991 Bonds provide that additional revenue bonds may be issued on a panty
with the 1991 Bonds provided certain tests are met, and the City finds that the finances of said
waterworks are such as will enable meeting the conditions for the issuance of additional panty
• bonds and that, accordingly, the additional revenue bonds to be issued hereunder shall be on a
panty with the now outstanding 1991 Bonds; and
WHEREAS, the City desires to authorize the issuance of BANS hereunder. if necessary,
payable solely from the proceeds of waterworks revenue bonds issued to finance the
aforementioned cost of the Project, and to authorize the refunding of said BANS. if issued: and
WHEREAS, all conditions precedent to the adoption of an ordinance authorizing the
issuance of said bonds and BANS have been complied with in accordance with the provisions
of the Act; now therefore,
BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF
GREENCASTLE, INDIANA THAT:
Sec. 1. Issuance of Bonds and BANS
203158 - 2 -
(a) The City, being the owner of and engaged in operating a municipal waterworks
furnishing the public water supply to said City and its inhabitants, now proceed with the Project,
the cost of which shall not exceed $5,299,678, plus investment earnings on the BAN and bond
proceeds, without further authorization from the Common Council, and the financing thereof by
the issuance of revenue bonds pursuant to and in the manner prescribed by the Act, which
revenue bonds shall be payable solely out of the Net Revenues of said waterworks (herein
defined as gross revenues after deduction only for the payment of the reasonable expenses of
operation, repair and maintenance) of the waterworks. The terms "waterworks," "waterworks
system." "works," "system," and words of tike import where used in this ordinance shall be
construed to mean and include the existing waterworks system and all real estate and equipment
used in connection therewith and appurtenances thereto, and all extensions, additions and
improvements thereto and replacements thereof now or at any time hereafter constructed or
acquired.
(b) That the Project shall be constructed and installed in accordance with the plans
and specifications heretofore prepared by the engineers employed for the Project, which plans
and specifications are hereby approved and which plans are by reference made a part of this
ordinance as fully as if the same were attached hereto and incorporated herein and two copies
of which are now on file in the office of the Clerk- Treasurer and are open for public inspection.
(c) The City shall issue, if necessary, its BANS for the purpose of procuring interim
financing to apply on the cost of said Project. The City shall issue its BANs in an amount not
to exceed Five Million Two Hundred Thousand Dollars ($5,200,000) to be designated
"Waterworks Bond Anticipation Notes. " Said BANS shall be sold at not less than 99.5 % of their
203158 - 3 -
parvalue, shall be numbered consecutively from 1 upward, shall be in multiples of $1,000, shall
be dated as of the date of delivery thereof, and shall bear interest at a rate not to exceed 6.5 %
per annum (the exact rate or rates to be determined through negotiation) payable upon maturity.
The BANS will mature no later than one (1) year from their date of delivery. The BAD1s are
subject to renewal or extension at an interest rate or rates not to exceed 6.5 % per annum (the
exact rate or rates to be negotiated). The term of the BANS and all renewal BANS may not
exceed five years from the date of delivery of the initial BANS. The BANs shall be registered
in the name of the purchasers thereof.
The BANS shall be issued pursuant to IC 5- 1.5 -8 -6.1 if sold to the Indiana Bond Bank
or pursuant to IC 5- 1 -14 -5 if sold to a financial institution or any other purchaser. The principal
of and interest on the BANS shall be payable solely from the issuance of revenue bonds pursuant
0 to and in the manner prescribed by the Act. The revenue bonds will be payable solely out of
and constitute a charge against the Net Revenues of the waterworks of the City on a parity with
the 1991 Bonds.
(d) The City shall issue its bonds to be designated "Waterworks Revenue Bonds of
199_ ", to be completed with the year in which the bonds are issued (the 'Bonds "), for the
purpose of procuring funds to apply on the cost of said Project, refunding the BANs, if issued,
and issuance costs. The City shall issue the Bonds in the principal amount of Five Million Two
Hundred Thousand Dollars ($5,200,000).
The Bonds shall be sold at a price not less than 98.5 % of the par value thereof, shall be
issued in the denomination of Five Thousand Dollars ($5,000) each or integral multiples thereof,
numbered consecutively from 1 upward, dated as of the fast day of the month in which the
Bonds are sold and shall bear interest at a rate or rates not to exceed eight and one -half percent
e
'03158 - 4 -
per annum (the exact rate or rates to be determined by bidding). Interest on the Bonds
shall be payable semiannually on January 1 and July 1 of each year beginning on the first
January 1 or July 1 following the date of delivery of the Bonds, as determined by the Clerk -
Treasurer with the advice of the City's financial advisor. The Bonds shall mature annually on
January 1 in the amounts and in the years as set forth below:
Year Amount
1997
$145,000
1998
150,000
1999
160,000
2000
170,000
2001
175.000
2002
185,000
2003
200.000
2004
210,000
2005
220.000
2006
235.000
2007
250,000
2008
265,000
• 2009
280,000
2010
300,000
2011
320,000
2012
340,000
2013
360,000
2014
385.000
2015
410.000
2016
440,000
All or a portion of the Bonds may be issued as one or more term bonds, upon election
of the successful bidder. Such term bonds shall have a stated maturity or maturities of
January 1, 1998 through 2016, as determined by the successful bidder. The term bonds shall
be subject to mandatory sinking fund redemption and final payment(s) at maturity at 100% of
the principal amount thereof, plus accrued interest to the redemption date, on principal payment
dates which are in accordance with the schedule set forth in the above paragraph.
r�
203158 - 5 -
The BANs are prepayable by the City, in whole or in part, at any time upon seven
days' notice to the owner of the BANS without any premium.
The Bonds maturing on and after January 1, 2004, are redeemable at the option of the
City on July t, 2003, or any date thereafter, on thirty (30) days' notice, in whole or in part, in
inverse order of maturity and by lot within a maturity, at face value, together with the following
premiums:
1 % if redeemed on July 1, 2003,
or thereafter on or before June 30. 2004_:
.5% if redeemed on July 1, 2004,
or thereafter on or before June 30. 2005:
0% if redeemed on July 1, 2005,
or thereafter prior to maturity;
plus, in each case, accrued interest to the date fixed for redemption.
If any Bond is issued as a term bond,'the Paying Agent shall credit against the mandatory
Is sinking fund requirement for the Bonds maturing as term bonds, and corresponding mandatory
redemption obligation, in the order determined by the City, any Bonds maturing as term bonds
which have previously been redeemed (otherwise than as a result of a previous mandatory
redemption requirement) or delivered to the Registrar for cancellation or purchased for
cancellation by the Paying Agent and not theretofore applied as a credit against any redemption
obligation. Each Bond maturing as a term bond so delivered or cancelled shall be credited by
the Paying Agent at 100% of the principal amount thereof against the mandatory sinking fund
obligation on such mandatory sinking fund date, and any excess of such amount shall be credited
on future redemption obligations, and the principal amount of the Bonds to be redeemed by
operation of the mandatory sinking fund requirement shall be accordingly reduced; provided.
_03158 - 6
however, the Paying Agent shall credit only such Bonds maturing as term bonds to the extent
0
received on or before forty -five (45) days preceding the applicable mandatory redemption date.
If less than an entire maturity is called for redemption at one time, the Bonds to be called
shall be selected by lot by the Registrar. Each Five Thousand Dollars ($5,000) principal amount
shall be considered a separate bond for purposes of optional and mandatory redemption. If some
Bonds are to be redeemed by optional and mandatory sinking fund redemption on the same date,
the Registrar shall select by lot the Bonds for optional redemption before selecting the Bonds by
lot for the mandatory sinking fund redemption.
In either case, notice of such redemption shall be mailed to the registered owner not less
than thirty (30) days prior to the date fixed for redemption at the address of the registered owner
as shown on the registration record of the City as of the date which is forty -five (45) days prior
to said redemption date, unless such redemption notice is waived by the owner of the Bond or
Bonds redeemed. The notice shall specify the date and place of redemption and sufficient
identification of the Bonds called for redemption. The place of redemption may be determined
by the City. Interest on the Bonds so called for redemption shall cease on the redemption date
fixed in such notice if sufficient funds are available at the place of redemption to pay the
redemption price on the date so named.
Sec. 2. Registrar and PavinLY Agent The Clerk- Treasurer is hereby authorized to
contract with a qualified institution to serve as Registrar and Paying Agent for the Bonds
( "Registrar" or "Paying Agent "). Said Registrar is hereby charged with the responsibility of
authenticating the Bonds. The Clerk- Treasurer is hereby authorized to enter into such
agreements or understandings with the Registrar on the date of issuance of the Bonds, or at any
4 0
203158 -7 -
later until all the Bonds mature or are redeemed, as will enable the institution to perform
• the services required of a registrar and paying agent. The Clerk - Treasurer is further authorized
to pay such fees as the Registrar may charge for the services it provides as Registrar and Paying
Agent and such fees may be paid from the Bond and Interest Account, as hereinafter defined in
Section 10, to pay the principal of and interest on the Bonds and fiscal agency charges.
As to the BANS, the Clerk- Treasurer will be designated the Registrar and Paying Agent
and will be charged with the performance of all of the duties and responsibilities of Registrar
and Paying Agent.
The principal of the Bonds shall be payable at the principal office of the Paying Agent.
All payments of interest on the Bonds shall be paid by check mailed one business day prior to
the interest payment date to the registered owners thereof, as of the fifteenth day of the month
• preceding such interest payment date (the "Record Date "), at the addresses as they appear on
the registration books kept by the Registrar or at such other address as is provided to the Paying
Agent in writing by such registered owner. If payment of principal or interest is made to a
depository, payment shall be made by wire transfer on the payment date in same -day funds. If
the payment date occurs on a date when financial institutions are not open for business. the wire
transfer shall be made on the next succeeding business day. The Paying Agent shall be
instructed to wire transfer payments so such payments are received at the depository by 2:30
p.m. (New York City Time). All payments on the Bonds shall be made in any lawful money
of the United States of America, which on the date of such payment, shall be legal tender for
the payment of public and private debts.
_miss - 8 -
-- Each Bond shall be transferable or exchangeable only upon the books of the City kept
• for that purpose at the principal office of the Registrar by the registered owner thereof in person,
or by its attorney duly authorized in writing, upon surrender of such Bond together with a
written instrument of transfer or exchange satisfactory to the Registrar duly executed by the
registered owner, or its attorney duly authorized in writing, and thereupon a new fully registered
bond or bonds in an authorized aggregate principal amount and of the same maturity, shall be
executed and delivered in the name of the transferee or transferees or the registered owner, as
the case may be, in exchange therefor. The costs of such transfer or exchange shall be bome
by the City except for any tax or governmental charge required to be paid with respect to the
transfer or exchange, which taxes or governmental charges are payable by the person requesting
such transfer or exchange. The City, Registrar and Paying Agent for the Bonds may treat and
• consider the person in whose name such Bonds are registered as the absolute owner thereof for
all purposes including for the purpose of receiving payment of, or on account of, the principal
thereof and interest due thereon.
Interest on such Bonds shall be payable from the interest payment date to which interest
has been paid next preceding the authentication date of the Bonds unless the Bonds are
authenticated after the Record Date and on or before such interest payment date in which case
they shall bear interest from such interest payment date, or unless the Bonds are authenticated
on or before the Record Date preceding the fast interest payment date in which case they shall
bear interest from the original date of the Bonds until the principal shall be fully paid.
Sec. 3. Execution Each of said Bonds and BANS shall be executed in the name of the
City by the manual or facsimile signature of the Mayor, attested by the manual or facsimile
lJ
203158
-9-
•
signature of its Clerk- Treasurer and the seal of the City shall be affixed, imprinted or impressed
to or on each of said Bonds and BANs manually, by facsimile or any other means; and said
officials, by the execution of a Signature and No Litigation Certificate, shall adopt as and for
their own proper signatures the facsimile signatures appearing on said Bonds and BANS. In case
any officer whose signature or facsimile signature appears on the Bonds or BANS shall cease to
be such officer before the delivery of the Bonds or BANS, the signature of such officer shall
nevertheless be valid and sufficient for all purposes the same as if such officer had remained in
office until such delivery. The Bonds shall also be authenticated by the manual signature of an
authorized representative of the Registrar and no Bond shall be valid or become obligatory for
any purpose until the certificate of authentication thereon has been so executed.
Said Bonds and BANS shall have all of the qualities and incidents of negotiable
• instruments under the laws of the State of Indiana, subject to the provisions for registration
herein.
Sec. 4. Form of Bonds The form and tenor of said Bonds shall be substantially as
follows, all blanks to be filled in properly prior to delivery thereof:
UNITED STATES OF AMERICA
No.
STATE OF INDIANA COUNTY OF PUTNAM
Original Date Maturity Date Authentication Date Interest Rate CUSIP
CITY OF GREENCASTLE
WATERWORKS REVENUE
BOND OF 199_
11
203158 - 10-
REGISTERED OWNER:
PRINCIPAL SUM:
The City of Greencastle ( "City "), in Putnam County, State of Indiana, for value received,
hereby promises to pay to the Registered Owner named above ( "Registered Owner ") or
registered assigns, solely out of the special revenue fund hereinafter referred to, the Principal
Sum set forth above ( "Principal Sum ") on the Maturity Date set forth above (unless this bond
be subject to and be called for redemption prior to maturity as hereinafter provided) and to pay
interest hereon until the Principal Sum is paid at the Interest Rate per annum specified above,
from the interest payment date to which interest has been paid next preceding the Authentication
Date of this bond unless this bond is authenticated after the fifteenth day of the month preceding
an interest payment date and on or before such interest payment date in which case it shall bear
interest from such interest payment date, or unless this bond is authenticated on or before
199_, in which case it shall bear interest from the Original Date, which
interest is payable semiannually on January 1 and July 1, beginning 1. 199
The principal of this bond is payable at the principal office of
( "Registrar" or "Paving Agent "), in the of Indiana.
.all payments of interest on this bond shall be paid by check mailed one business day prior to
the interest payment date to the registered owner hereof, as of the fifteenth day of the month
• preceding an interest payment date, at the address as it appears on the registration books kept
by the Registrar or at such other address as is provided to the Paying Agent in writing by the
registered owner. If payment of principal or interest is made to a depository, payment shall be
made by wire transfer on the payment date in same -day funds. If the payment date occurs on
a date when financial institutions are not open for business, the wire transfer shall be made on
the next succeeding business day. The Paying Agent shall be instructed to wire transfer
payments so such payments are received at the depository by 2:30 p.m. (New York City Time).
All payments on the bond shall be made in any lawful money of the United States of America.
which on the dates of such payment, shall be legal tender for the payment of public and private
debts.
The City has designated the bonds as qualified tax- exempt obligations to qualify the bonds
for the $10,000,000 exception from the provisions of Section 265(b)(3) of the Internal Revenue
Code of 1986 relating to the disallowance of the deduction for interest expense allocable to tax -
exempt obligations.
THE CITY SHALL NOT BE OBLIGATED TO PAY THIS BOND OR THE INTEREST
HEREON EXCEPT FROM THE HEREINAFTER DESCRIBED SPECIAL REVENUE FUND.
AND NEITIHIR THIS BOND NOR THE ISSUE OF WHICH IT IS A PART SHALL IN ANY
RESPECT CONSTITUTE A CORPORATE INDEBTEDNESS OF THE CITY WITHIN THE
PROVISIONS AND I- MUTATIONS OF THE CONSTITUTION OF THE STATE OF
INDIANA.
•
203158 - 11 -
T h e t e r m s a n d p r o v i s i o n s o f t h i s b o n d a r e c o n t i n u e d o n t h e r e v e r s e s i d e h e r e o f a n d s u c h
" t e r m s a n d p r o v i s i o n s s h a l l f o r a l l p u r p o s e s h a v e t h e s a m e e f f e c t a s t h o u g h f u l l y s e t f o r t h a t t h i s
p l a c e .
I t i s h e r e b y c e r t i f i e d a n d r e c i t e d t h a t a l l a c t s , c o n d i t i o n s a n d t h i n g s r e q u i r e d t o b e d o n e
p r e c e d e n t t o a n d i n t h e e x e c u t i o n , i s s u a n c e a n d d e l i v e r y o f t h i s b o n d h a v e b e e n d o n e a n d
p e r f o r m e d i n r e g u l a r a n d d u e f o r m a s p r o v i d e d b y l a w .
T h i s b o n d s h a l l n o t b e v a l i d o r b e c o m e o b l i g a t o r y f o r a n y p u r p o s e u n t i l t h e c e r t i f i c a t e
o f a u t h e n t i c a t i o n h e r e o n s h a l l h a v e b e e n e x e c u t e d b y a n a u t h o r i z e d r e p r e s e n t a t i v e o f t h e
R e g i s t r a r .
I N W I T N E S S W H E R E O F , t h e C i t y o f G r e e n c a s t l e , i n P u t n a m C o u n t y , I n d i a n a , h a s
c a u s e d t h i s b o n d t o b e e x e c u t e d i n i t s c o r p o r a t e n a m e b y t h e m a n u a l o r f a c s i m i l e s i g n a t u r e o f
t h e M a y o r a n d i t s c o r p o r a t e s e a l . t o b e h e r e u n t o a f f i x e d , i m p r i n t e d o r i m p r e s s e d b y a n y m e a n s
a n d a t t e s t e d m a n u a l l y o r b y f a c s i m i l e b y i t s C l e r k - T r e a s u r e r .
[ S E A L ]
A t t e s t :
C l e r k - T r e a s u r e r
A
2 0 3 1 5 8
C I T Y O F G R E E N C A S T L E . I N D I A N A
M a y o r
- 1 2 -
-- REGISTRAR'S CERTIFICATE OF AUTHENTICATION
This bond is one of the bonds described in the within - mentioned Ordinance.
, as Registrar
Authorized Representative
(To be printed on Reverse Side)
This bond is one of an authorized issue of bonds of the City of like date, tenor and
effect. except as to numbering, interest rates and dates of maturity in the total amount of
$4,910,000, numbered consecutively from 1 up; issued for the purpose of providing funds to pay
the cost of certain additions, extensions and improvements to the municipally owned waterworks
system of the City[, refunding notes issued in anticipation of bonds] and to pay issuance
expenses. This bond is issued pursuant to an ordinance adopted by the Common Council of said
City on the _ day of , 1995, entitled "An Ordinance of the City
of Greencastle authorizing the issuance of waterworks revenue bonds for the purpose of
providing funds to pay the cost of certain additions, extensions and improvements to the
municipal waterworks of said City, providing for the safeguarding of the interests of the owners
of said bonds, other matters connected therewith, including the issuance of notes in anticipation
of bonds, and repealing ordinances inconsistent herewith" (the "Ordinance "), and in accordance
with the provisions of Indiana law, including without limitation Indiana Code 8 -1.5 as in effect
on the date of delivery of the bonds of this issue (the "Act "), the proceeds of which bonds are
to be applied solely, together with other funds described in the Ordinance, to the construction
of said additions, extensions and improvements[, refunding said interim notes issued in
anticipation of bonds,] and the incidental expenses incurred in connection therewith.
Pursuant to the provisions of said Act and said Ordinance, the principal of and interest
on this bond and all other bonds of said issue and any bonds hereafter issued on a parity
herewith, are payable solely from the Waterworks Sinking Fund continued by the Ordinance to
be provided from the Net Revenues (defined as gross revenues after deduction only for the
payment of the reasonable expenses of operation, repair and maintenance) of the waterworks.
This bond and the issue of which it is a part constitute a first charge upon said Net Revenues
on a parity with the 1991 Bonds (as defined in the Ordinance) in accordance with the terms
thereof.
•
203158 13 -
® -- The City of Greencastle irrevocably pledges the entire Net Revenues of said waterworks
to the prompt payment of the principal of and interest on this bond, and any bonds ranking on
a parity therewith, including the 1991 Bonds, to the extent necessary for that purpose, and
covenants that it will cause to be fixed, maintained and collected such rates and charges for
service rendered by said works as are sufficient in each year for the payment of the proper and
reasonable expenses of operation, repair and maintenance of said works, and for the payment
of the sums required to be paid into its Waterworks Sinking Fund under the provisions of said
Ordinance and said Act. In the event the City or the proper officers thereof shall fail or refuse
to so fix, maintain and collect such rates or charges, or if there be a default in the payment of
the interest on or principal of this bond, the owner of this bond shall have all of the rights and
remedies provided for under Indiana law.
The City further covenants that it will set aside and pay into its Waterworks Sinking Fund
a sufficient amount of the Net Revenues of said works for payment of (a) the interest on all
bonds which by their terms are payable from the revenues of said waterworks, as such interest
shall fall due, (b) the necessary fiscal agency charges for paying bonds and interest, (c) the
principal of all bonds which by their terms are payable from the revenues of said waterworks.
as such principal shall fall due, and (d) an additional amount as a margin of safety to create and
maintain the reserve required by the Ordinance. Such required payments shall constitute a first
charge upon the Net Revenues of said waterworks, on a parity with the aforementioned 1991
Bonds.
This bond is transferable or exchangeable only upon the books of the City kept for that
purpose at the office of the Registrar, by the registered owner hereof in person, or by its
attorney duly authorized in writing, upon surrender of this bond together with a written
instrument of transfer or exchange satisfactory to the Registrar duly executed by the registered
owner, or its attorney duly authorized in writing, and thereupon a new fully registered bond or
bonds in an authorized aggregate principal amount and of the same maturity, shall be executed
and delivered in the name of the transferee or transferees or to the registered owner, as the case
may be, in exchange therefor. This bond may be transferred or exchanged without cost to the
registered owner except for any tax or governmental charge required with respect to the transfer.
The City, the Registrar and any paying agent for this bond may treat and consider the person
in whose name this bond is registered as the absolute owner hereof for all purposes including
for the purpose of receiving payment of, or on account of, the principal hereof and interest due
hereon.
The Bonds maturing on and after January 1, 2004, are redeemable at the option of the
City on July 1, 2003, or any date thereafter, on thirty (30) days' notice, in whole or in part, in
inverse order of maturity and by lot within a maturity, at face value, together with the following
premiums:
1 % if redeemed on July 1, 2003,
or thereafter on or before June 30, 2004;
.5 % if redeemed on July 1, 2004,
.03158 - 14-
-- or thereafter on or before June 30, 2005:
0% if redeemed on July 1, 2005,
or thereafter prior to maturity;
plus, in each case, accrued interest to the date fixed for redemption.
[The bonds maturing on January 1, are subject to mandatory sinking fund
redemption prior to maturity, at a redemption price equal to the principal amount thereof plus
accrued interest, on January 1 in the years and amounts set forth below:
Year Amount
*
* Final Maturity
If less than an entire maturity is called for redemption at one time, the Bonds to be called
shall be selected by lot by the Registrar. Each Five Thousand Dollars ($5,000) principal amount
shall be considered a separate bond for purposes of optional and mandatory redemption. If some
bonds are to be redeemed by optional and mandatory sinking fund redemption on the same date,
• the Registrar shall select by lot the bonds for optional redemption before selecting the bonds by
lot for the mandatory sinking fund redemption.
Notice of such redemption shall be mailed to the address of the registered owner as
shown on the registration record of the City, as of the date which is forty -five (45) days prior
to such redemption date, not less than thirty (30) days prior to the date fixed for redemption.
The notice shall specify the date and place of redemption and sufficient identification of the
bonds called for redemption. The place of redemption may be determined by the City. Interest
on the bonds so called for redemption shall cease on the redemption date fixed in such notice.
if sufficient funds are available at the place of redemption to pay the redemption price on the
date so named.
If this bond shall not be presented for payment or redemption on the date fixed therefor,
the City may deposit in trust with its depository bank an amount sufficient to pay such bond or
the redemption price, as the case may be, and thereafter the registered owner shall look only to
the funds so deposited in trust with said bank for payment, and the City shall have no further
obligation or Liability in respect thereto.
THE OWNER OF THIS BOND, BY THE ACCEPTANCE HEREOF, HEREBY
AGREES TO ALL THE TERMS AND PROVISIONS CONTAINED IN THE ORDINANCE.
This bond is subject to defeasance prior to redemption or payment as provided in the Ordinance.
The Ordinance may be amended without the consent of the owners of the bonds as provided in
203158 - 15 -
the- Ordinance if the Common Council determines, in its sole discretion, that the amendment
shall not adversely affect the rights of any of the owners of the bonds.
The bonds maturing in any one year are issuable only in fully registered form in the
denomination of $5,000 or any integral multiple thereof not exceeding the aggregate principal
amount of the bonds maturing in such year.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto
hereby irrevocably constitutes and appoints
attorney, to
transfer the within bond in the books kept for the registration thereof with full power of
substitution in the premises.
Dated:
•
NOTICE: Signature(s) must be
guaranteed by an eligible guarantor
institution participating in a Securities
Transfer Association recognized
signature guarantee program.
the within bond and all rights thereunder, and
NOTICE: The signature to this assignment
must correspond with the name as it appears
on the face of the within bond in every
particular, without alteration or enlargement or
any change whatsoever.
Sec. 5. Authorization for Preparation and Sale of the BANS and the Bonds
(a) The Clerk- Treasurer is hereby authorized and directed to have said Bonds and
Pj
BANS prepared, and the Mayor and Clerk - Treasurer are hereby authorized and directed to
execute and attest said Bonds and BANs in the form and manner herein provided. The Clerk -
Treasurer is hereby authorized and directed to deliver said Bonds and BANS to the purchasers
thereof after sale made in accordance with the provisions of this ordinance, provided that at the
time of said delivery the Clerk- Treasurer shall collect the full amount which the purchaser has
203158 - 16 -
agreed to pay therefor, which shall not be less than 99.5 % of the par value of said BANS or not
less than 98.5 % of the par value of said Bonds, as the case may be, plus accrued interest to the
date of delivery. The Bonds herein authorized, when fully paid for and delivered to the
purchaser, shall be the binding special revenue obligations of the City, payable out of the Net
Revenues of the waterworks to be set aside into the Waterworks Sinking Fund, as herein
provided. The proceeds derived from the sale of said Bonds shall be and are hereby set aside
for application on the cost of the Project, the refunding of the BANS, if issued, and the expenses
necessarily incurred in connection with the Bonds and BANS. The proper officers of the City
are hereby directed to draw all proper and necessary warrants, and to do whatever acts and
things which may be necessary to carry out the provisions of this ordinance.
(b) Distribution of an Official Statement prepared by H.J. Umbaugh & Associates,
O on behalf of the City, is hereby authorized and approved and the Mayor or Clerk- Treasurer are
authorized and directed to execute the Official Statement on behalf of the Citv in a form
consistent with this ordinance. The Mayor or Clerk - Treasurer are hereby authorized to designate
the Official Statement as "nearly final" for purposes of Rule 15c2 -12 promulgated by the
Securities and Exchange Commission.
Sec. 6. Sale of Bonds: Award of Bonds Prior to the sale of said Bonds, the Clerk-
Treasurer shall cause to be published either (i) a notice of bond sale in the Banner - Graphic the
only newspaper published in the City of Greencastle, Indiana, two times, at least one week
apart, the first publication made at least fifteen (15) days before the date of the sale and the
second publication being made at least three (3) days before the date of the sale, or (ii) a notice
of intent to sell in the Banner Graphic and The Court & Commercial Record all in accordance
40
203159 - 17 -
w-itHC 5 -1 -11 and IC 5 -3 -1. A notice or summary notice of sale may also be published in The
Court & Commercial Record or in The Bond Buver in New York, New York. The notice shall
state the character and amount of the Bonds, the maximum rates of interest thereon, the terms
and conditions upon which bids will be received and the sale made, and such other information
as the Clerk- Treasurer and the attorneys employed by the City shall deem advisable, and any
summary notice may contain any information deemed so advisable. Said notice shall provide,
among other things, that bidders for said Bonds will be required to name the rate or rates of
interest which the Bonds are to bear, not exceeding the maximum rate hereinbefore fixed, and
that such interest rate or rates shall be in multiples of one - eighth (1/8) or one - twentieth (1/20)
of one percent (1 %), The rate bid on a maturity shall be equal to or greater than the rate bid
on the immediately preceding maturity. The notice may provide, among other things, that each
O bid shall be accompanied by a certified or cashier's check or a financial surety bond in an
amount equal to 1 % of the principal amount of the Bonds described in the notice, to guarantee
performance on the part of the bidder. If a financial surety bond is used, it must be from an
insurance company licensed to issue such bond in the State of Indiana, and such bond must be
submitted to the City prior to the opening of the bids. The financial surety bond must identify
each bidder whose good faith deposit is guaranteed by such financial surety bond. If the Bonds
are awarded to a bidder utilizing a financial surety bond, then that purchaser is required to
submit to the City a certified or cashier's check (or wire transfer such amount as instructed by
the City) not later than 3:30 p.m. (Greencastle Time) on the next business day following the
award. In the event the successful bidder shall fail or refuse to accept delivery of the Bonds and
pay for the same as soon as the Bonds are ready for delivery, or at the time fixed in the notice
203158 - 18 -
O of -safe, then said check and the proceeds thereof shall be the property of the City and shall be
considered as its liquidated damages on account of such default. No conditional bids or bids for
less than 98.5 % of the par value of the Bonds will be considered. The opinion of Ice Miller
Donadio & Ryan, bond counsel of Indianapolis, Indiana, approving the legality of said Bonds
will be furnished to the purchaser at the expense of the City.
The Bonds shall be awarded by the Clerk- Treasurer to the best bidder who has submitted
its bid in accordance with the tetras of this ordinance and the notice. The best bidder will be
the one who offers the lowest net interest cost to the City to be determined by computing the
total interest on all of the Bonds to their maturities, adding thereto the discount bid, if any, and
deducting therefrom the premium bid, if any. The right to reject any and all bids is hereby
reserved. If an acceptable bid is not received on the date of sale, the sale may be continued
• from day to day thereafter without further advertisement for a period of thirty (30) days, during
which time no bid which provides a higher net interest cost to the City than the best bid received
at the time of the advertised sale will be considered.
Sec. 7. Financial Records and Accounts The City shall keep proper records and books
of account, separate from all of its other records and accounts, in which complete and correct
entries shall be made showing all revenues received on account of the operation of said
waterworks and all disbursements made therefrom and all transactions relating to said
waterworks. There shall be furnished, upon request, to any owner of the Bonds, within thirty
(30) days of said request, the most recent audited financial statements of the utility prepared by
the State Board of Accounts. Copies of all such statements and reports shall be kept on file in
the office of the Clerk- Treasurer. Any owner of the Bonds shall have the right, upon request,
e
7031ss - 19 -
atAH reasonable times to inspect said waterworks system and the records, accounts and data of
0
the City relating thereto.
Sec. 3. Continuing Disclosure The Mayor or the Clerk - Treasurer are hereby authorized
to execute and deliver a continuing disclosure certificate upon delivery of the Bonds
( "Continuing Disclosure Certificate "), which Continuing Disclosure Certificate shall comply with
the terms of this Ordinance and allow the Bonds to qualify for underwriting under Securities and
Exchange Commission Rule 15c2 -12. The City covenants that it will comply with and carry out
all of the provisions of the Continuing Disclosure Certificate. Notwithstanding any other
provision of this Ordinance, failure of the City to comply with the Continuing Disclosure
Certificate shall not be considered an event of default hereunder. If the City fails to comply
with the Continuing Disclosure Certificate, the sole remedy available for such failure shall be
is for the specific performance of the City's obligations under this section and the Continuing
Disclosure Certificate and not for money damages of any kind or in any amount. This remedy
shall be available solely to owners of the Bonds.
Sec. 9. Construction Account Any accrued interest and any premium received at the
time of the delivery of the Bonds shall be deposited in the Waterworks Sinking Fund hereinafter
defined. The remaining proceeds from the sale of the Bonds, to the extent not used to refund
BANs, and BAN proceeds shall upon receipt be deposited in a bank or banks which are legally
designated and qualified depositories for the funds of the City, in a special account or accounts
to be designated as "City of Greencastle, Waterworks Construction Account. " The funds in each
of such special accounts shall be deposited, secured, and held, or invested in accordance with
the laws of the State of Indiana relating to the depositing, securing and holding, or investing of
E
'03158 -20 -
e public funds. The funds in such special account or accounts and any income derived from the
investment hereof shall be expended only for the purpose of paying the cost of the Project.
refunding the BANS, if issued, and the incidental expenses incurred in connection therewith and
with the issuance of bonds and BANs. Any balance or balances remaining unexpended in such
special account or accounts after the completion of the Project, which are not required to meet
unpaid obligations incurred in connection with the construction of the Project, shall either (1)
be deposited in the Waterworks Sinking Fund and used solely for the purposes of said Fund or
(2) be used for the same purpose or type of project for which the Bonds were issued, all in
accordance with IC 5 -1 -13, as amended.
Sec. 10. Revenue Fund and Operation and Maintenance Fund All revenues derived
from the operation of the waterworks and from the collection of water rates and charges shall
o be deposited in the Revenue Fund ( "Revenue Fund ") hereby continued. Said Revenue Fund
shall be segregated and deposited as set forth in this ordinance. Out of said Revenue Fund the
proper and reasonable expenses of operation, repair and maintenance of the works shall be paid,
the principal and interest of all bonds and fiscal agency charges of registrars or paying agents
shall be paid and the costs of replacements, extensions, additions and improvements to the works
shall be paid.
There is hereby continued a fund known as the "Operation and Maintenance Fund" ( "O
& M Fund "). On the last day of each calendar month, a sufficient amount of moneys shall be
transferred from the Revenue Fund to the O & M Fund so that the balance maintained in the O
& M Fund is sufficient to pay the expenses of operation, repair and maintenance of the works
for the next succeeding two (2) calendar months. The moneys credited to this Fund shall be
•
2m158 - 21 -
used -for the payment of the reasonable and proper operation, repair and maintenance expenses
of the waterworks on a day -to -day basis. Any monies in said Fund may be transferred to the
Waterworks Sinking Fund if necessary to prevent a default in the payment of principal of or
interest on the outstanding bonds of the waterworks.
Sec. 11. Waterworks Sinking Fund There is hereby continued a special fund designated
"Waterworks Sinking Fund" ( "Sinking Fund ") for the payment of the principal of and interest
on all outstanding waterworks revenue bonds, and the payment of any fiscal agency charges in
connection with the payment of bonds. There shall be set aside and deposited in said Sinking
Fund, as available, and as hereinafter provided. a sufficient amount of the Net Revenues of said
waterworks to meet the requirements of the Bond and Interest Account and the Reserve Account
hereby continued in said Sinking Fund. Such payments shall continue until the balances in the
O Bond and Interest Account and Reserve Account hereinafter described equal the principal of and
interest on all of the then outstanding bonds of the waterworks to the final maturity and provide
for payment of all fiscal agency charges.
(a) Bond and Interest Account There is hereby continued, within said Sinking Fund,
the Bond and Interest Account. There shall be credited on the last day of each calendar month
to the Bond and Interest Account an amount of the Net Revenues equal to at least one -sixth (1/6)
of the interest on and at least one - twelfth (1/12) of the principal of all then outstanding bonds
payable on the then next succeeding interest and principal payment dates, until the amount of
interest and principal payable on the then next succeeding respective interest and principal
payment dates shall have been so credited. There shall similarly be credited to the account any
amount necessary to pay the bank fiscal agency charges for paying interest and principal on the
0
203158 - 22 -
® bends as the same become payable. The City shall, from the sums deposited in the Sinking
Fund and credited to the Bond and Interest Account, remit promptly to the registered owner or
to the bank fiscal agency sufficient moneys to pay the interest and principal on the due dates
thereof together with the amount of bank fiscal agency charges.
(b) Reserve Account There is hereby continued, within the Sinking Fund, the
Reserve Account. The City shall deposit Net Revenues of the waterworks into the Reserve
Account on the last day of each calendar month until the balance in the Reserve Account equals
but does not exceed the least of (i) the maximum annual debt service on the then outstanding
1991 Bonds and the Bonds, or (ii) 125% of the average annual debt service on the 1991 Bonds
and the Bonds, or (iii) ten percent (10 %) of the proceeds of the 1991 Bonds and the Bonds (the
"Reserve Requirement "). The monthly deposits shall be equal in amount and sufficient to
® accumulate the Reserve Requirement within four (4) years of the date of delivery of the Bonds
The Reserve Account shall constitute the margin for safety and a protection against
default in the payment of principal of and interest on the Bonds and the 1991 Bonds, and the
moneys in the Reserve Account shall be used only to pay current principal and interest on said
Bonds and 1991 Bonds to the extent that moneys in the Bond and Interest Account are
insufficient for that purpose. Any deficiencies in credits to the Reserve Account shall be
promptly made up from the next available Net Revenues remaining after credits into the Bond
and Interest Account. In the event moneys in the Reserve Account are transferred to the Bond
and Interest Account to pay interest or principal on the Bonds or 1991 Bonds, then such
depletion of the balance in the Reserve Account shall be made up from the next available Net
Revenues after the credits into the Bond and Interest Account hereknbefore provided for. No
E
?03158 - I
moneys shall be held in the Reserve Account in excess of the Reserve Requirement. Any
interest earnings that accumulate in excess of the Reserve Requirement shall be considered as
revenues of the waterworks. The Common Council has determined, based upon the advice of
its financial advisor, that the Reserve Account is reasonably required and that the Reserve
Requirement is no larger than necessary to market the Bonds. The Common Council further
finds that the Reserve Account is directly related to the Project since the Bonds could not be
issued to fund the Project without the Reserve Account.
Sec. 12. Waterworks Improvement Fund There is hereby continued a special fund
designated the Waterworks Improvement Fund ( "Improvement Fund "). In the event all required
payments into the O &M Fund and the Sinking Fund have been met to date, then any excess Net
Revenues may be transferred to the Improvement Fund for improvements, replacements,
is additions, and extensions to the works. No such transfer to the Improvement Fund shall be
made. however, which will interfere with the requirements of the Sinking Fund or the
accumulation of the required reserve therein.
All or any portion of the funds accumulated and reserved in the Improvement Fund shall
be transferred to the Sinking Fund. if necessary, to prevent a default in the payment of principal
of or interest on the bonds payable from said Sinking Fund or to eliminate any deficiencies in
credits to or minimum balance in the Reserve Account. Moneys in the Improvement Fund also
may be transferred to the O & M Fund to meet unforeseen contingencies in the operation, repair
and maintenance of the waterworks.
Sec. 13. Investment of Funds The Sinking Fund shall consist of at least one separate
account of the City. The O & M Fund and the Improvement Fund may be maintained in one
r 1
U
203158 - 24
account, or accounts, but such account, or accounts, shall likewise be maintained separate and
apart from all other accounts of the City and apart from the Sinking Fund account or accounts.
All moneys deposited in said accounts shall be deposited, held, secured and invested as public
funds in accordance with the public depository laws and investment laws of the State of Indiana
as now in effect or as hereafter amended.
Sec. 14. Defeasance of the Bonds If, when the Bonds issued hereunder or any portion
thereof shall have become due and payable in accordance with their terms or shall have been
duly called for redemption or irrevocable instructions to call the Bonds or any portion thereof
for redemption shall have been given, and the whole amount of the principal and the interest and
the premium, if any, so due and payable upon all of the Bonds or any portion thereof then
outstanding shall be paid; or (i) sufficient moneys or (ii) direct obligations of, or obligations the
principal of and interest on which are unconditionally guaranteed by the United States of
America, the principal of and the interest on which when due will provide sufficient moneys for
such purpose, shall be held in trust for such purpose, and provision shall also be made for
paying all fees and expenses for the redemption, then and in that case the Bonds issued
hereunder or any designated portion thereof shall no longer be deemed outstanding or entitled
to the pledge of the Net Revenues of the City's waterworks.
Sec. 15. Rate Covenant The City shall by ordinance establish, maintain and collect just
and equitable rates and charges for facilities and services afforded and rendered by said
waterworks, which shall, to the extent permitted by law, produce sufficient revenues at all times
to pay all the legal and other necessary expenses incident to the operation of such waterworks,
to include maintenance costs, operating charges, upkeep, repairs, depreciation, interest charges,
O
zm159 - 25 -
to- provide for payment of the sums to provide a sinking fund for the liquidation of bonds or
other obligations and to provide a debt service reserve for bonds or other obligations, including
leases, to provide adequate funds to be used as working capital, as well as funds for making
extensions, additions, and replacements, and also, for the payment of any taxes that may be
assessed against such waterworks, it being the intent and purpose hereof that such charges shall
produce an income sufficient to maintain such waterworks property in a sound physical and
financial condition to render adequate and efficient service. So long as any of the bonds herein
authorized are outstanding, none of the facilities or services afforded or rendered by said system
shall be furnished without a reasonable and just charge being made therefor. The City shall pay
like charges for any and all services rendered by said waterworks to the City, and all such
payments shall be deemed to be revenues of the waterworks. Such rates or charges shall, if
®
necessary,
be changed and readjusted from time to time so that the revenues therefrom
shall
always be
sufficient to meet the expenses of operation, repair and maintenance and
said
requirements of the Sinking Fund.
Sec. 16. Additional Bond Provisions The City reserves the right to authorize and issue
additional BANs at any time ranking on a parity with the BANS. The City also reserves the
right to authorize and issue additional bonds, payable out of the Net Revenues of its waterworks
ranking on a panty with the Bonds authorized by this ordinance for the purpose of financing the
cost of future additions, extensions, and improvements to the waterworks, or to refund
obligations, subject to the following conditions:
203158 - 26 -
®' -- (a) All required payments into the Sinking Fund shall have been made in accordance
with the provisions of this ordinance, and the interest on and principal of all bonds payable from
the Net Revenues of the waterworks shall have been paid in accordance with their terms.
(b) The Net Revenues of the waterworks in the fiscal year immediately preceding the
issuance of any such bonds ranking on a parity with the Bonds shall be not less than one hundred
twenty -five percent (125%) of the maximum annual interest and principal requirements of the
then outstanding bonds and the additional parity bonds proposed to be issued: or, prior to the
issuance of the panty bonds the water rates and charges shall be increased sufficiently so that
said increased rates and charges applied to the previous year's operations would have produced
Net Revenues for said year equal to not less than one hundred twenty -five percent (125 %) of
the maximum annual interest and principal requirements of all bonds payable from the revenues
• of the waterworks, including the additional panty bonds proposed to be issued. For purposes
of this subsection, the records of the waterworks shall be analyzed and all showings prepared
by a certified public accountant employed by the City for that purpose.
(c) The interest on the additional parity bonds shall be payable semiannually on the
first days of January and July and the principal on. or mandatory sinking fund redemption dates
for, the additional panty bonds shall be payable annually on January 1.
Sec. 17. Further Covenants of the City: Maintenance Insurance Pledge Not To
Encumber Subordinate Indebtedness and Contract with Bondholders. For the purpose of
further safeguarding the interests of the owners of the Bonds and BANS, it is hereby specifically
provided as follows:
0
203158 -27-
-- (a) All contracts let by the City in connection with the construction of the Project
shall be let after due advertisement as required by the laws of the State of Indiana, and all
contractors shall be required to furnish surety bonds in an amount equal to 100 % of the amount
of such contracts, to insure the completion of said contracts in accordance with their terms, and
such contractors shall also be required to carry such employers' liability and public liability
insurance as are required under the laws of the State of Indiana in the case of public contracts,
and shall be governed in all respects by the laws of the State of Indiana relating to public
contracts.
(b) The Project shall be constructed under plans and specifications approved by a
competent engineer designated by the City. All estimates for work done or material furnished
shall first be checked by the engineer and approved by the City.
® (c) The City shall at all times maintain its waterworks in good condition and operate
the same in an efficient manner and at a reasonable cost.
(d) So long as any of the Bonds and BANS herein authorized are outstanding, the City
shall maintain insurance on the insurable parts of said waterworks of a kind and in an amount
such as would normally be carried by private companies engaged in a similar type of business.
All insurance shall be placed with responsible insurance companies qualified to do business
under the laws of the State of Indiana. As an alternative to maintaining such insurance, the City
may maintain a self - insurance program with catastrophic or similar coverage so long as such
program meets the requirements of any applicable laws or regulations and is maintained in a
manner consistent with programs maintained by similarly situated municipalities. All insurance
r�
LJ
203158 - 28 -
® orself- insurance proceeds shall be used in replacing the property destroyed or damaged or if not
used for that purpose shall be deposited in the Sinking Fund.
(e) So long as any of the Bonds and BANS herein authorized are outstanding, the City
shall not mortgage, pledge or otherwise encumber such works or any part thereof, nor shall it
sell, lease or otherwise dispose of any portion thereof except equipment or property which may
become worn out, obsolete or no longer suitable for use in the waterworks.
(f) Except as hereinbefore provided in Sec. 16, so long as the Bonds herein
authorized are outstanding, no additional bonds or other obligations pledging any portion of the
revenues of said waterworks shall be authorized, executed or issued by the City except such as
shall be made subordinate and junior in all respects to the Bonds herein authorized, unless the
Bonds herein authorized have been duly called for redemption and sufficient funds to effect the
® redemption and retirement have been deposited at the place of redemption on the date fixed for
redemption in accordance with the tetras and conditions of said Bonds and this ordinance.
(g) The provisions of this ordinance shall constitute a contract by and between the
City and the owners of the Bonds and BANS herein authorized, and after the issuance of said
Bonds and BANs, this ordinance shall not be repealed or amended in any respect which will
adversely affect the rights of the owners of said Bonds and BANS, nor shall the Common
Council adopt any law. ordinance or resolution which in any way adversely affects the rights of
such owners so long as said Bonds and BANS or the interest thereon remain unpaid. Excluding
the changes set forth in Section 19(a) -(f), the ordinance may be amended, however, without the
consent of Bond or BAN owners, if the Common Council determines, in its sole discretion, that
such amendment would not adversely affect the owners of the Bonds or BANS.
u
203158 -29 -
-- (h) The provisions of this ordinance shall be construed to create a trust in the
proceeds of the sale of the Bonds and BANS herein authorized for the uses and purposes herein
set forth, and the owners of the Bonds and BANS shall retain a lien on such proceeds until the
same are applied in accordance with the provisions of this ordinance and of said governing Act.
The provisions of this ordinance shall also be construed to create a trust in the portion of the Net
Revenues herein directed to be set apart and paid into the Sinking Fund for the uses and
purposes of said fund as in this ordinance set forth. The owners of said Bonds shall have all the
rights, remedies and privileges under Indiana law in the event the City shall fail or refuse to fix
and collect sufficient rates and charges for said purposes, or shall fail or refuse to operate and
maintain said system and to apply properly the revenues derived from the operation thereof, or
if there be a default in the payment of the interest on or principal of the Bonds.
Sec. 18. Tax Covenants In order to preserve the exclusion of interest on the Bonds and
BANS from gross income, under federal law and as an inducement to the purchasers of the
Bonds and BANS, the City represents, covenants and agrees:
(a) No person or entity, other than the City or another state or local governmental
unit, will use proceeds of the Bonds or BANS or property financed by said proceeds other than
as a member of the general public. No person or entity other than the City or another state or
local governmental unit will own property financed by Bond or BAN proceeds or will have
actual or beneficial use of such property pursuant to a lease, a management or incentive payment
contract, an arrangement such as take -or -pay or other type of output contract or any other type
of arrangement that differentiates that person's or entity's use of such property from the use by
the public at large of such property.
C
203158 - 30 -
-- (b) No portion of the payment of the principal of or interest on the Bonds or BANs
® is, under the terms of the Bonds, BANS, this ordinance or any underlying arrangement, directly
or indirectly, secured by an interest in property used or to be used for any private use or
payments in respect of such property, or to be derived from payments (whether or not to the .
City) in respect of property or borrowed money used or to be used for a private business use.
(c) No Bond or BAN proceeds will be loaned to any entity or person other than a
state or local governmental unit. No Bond or BAN proceeds will be transferred directly, or
indirectly transferred or deemed transferred to a non - governmental person in a fashion that
would in substance constitute a loan of said Bond or BAN proceeds.
(d) The City represents that it will rebate any arbitrage proceeds to the United States
of .America in accordance with the Code.
(e) The City represents that:
(1) The BANS and Bonds are not private activity bonds as defined in Section
141 of the Code;
(2) The City hereby designates the BANS and Bonds as qualified tax- exempt
obligations for purposes of Section 265(b) of the Code; and
(3) The reasonably anticipated amount of qualified tax- exempt obligations
(including 501(c)(3) obligations and tax- exempt leases but excluding other private activity
bonds) which will be issued by the City and all entities subordinate to the City during
1995 does not exceed $10,000,000.
(4) The City has not and will not designate more than $10,000,000 of
qualified tax- exempt obligations during 1995.
203158 - 31 -
® - Tbmfore, the BANS and Bonds qualify for the exception in the Code from the disallowance of
100% of the deduction by financial institutions of interest expense allocable to tax- exempt
obligations.
(f) It will not take any action or fail to take any action with respect to the BANS or
Bonds that would result in the loss of the exclusion from gross income for federal tax purposes
of interest on the BANS or Bonds pursuant to Section 103 of the Code, nor will the City act in
any other manner which would adversely affect such exclusion, and it will not make any
investment or do any other act or thing during the period that the BANS and Bonds are
outstanding which would cause the BANS or Bonds to be "arbitrage bonds" within the meaning
of Section 148 of the Code.
(g) These covenants are based solely on current law in effect and in existence on the
® date of delivery of such Bonds or BANS, as the case may be.
(h) It shall not be an event of default under this ordinance if the interest on the BANS
or Bonds is not excludable from gross income for federal tax purposes or otherwise pursuant to
any provision of the Code which is not currently in effect and in existence on the date of the
issuance of the BANS or Bonds, as the case may be.
Sec. 19. Amendments with Consent of Bondholders Subject to the terms and provisions
contained in this section, and not otherwise, the owners of not less than sixty -six and two- thirds
percent (66 2/3 %) in aggregate principal amount of the Bonds issued pursuant to this ordinance
and then outstanding shall have the right from time to time, anything contained in this ordinance
to the contrary notwithstanding, to consent to and approve the adoption by the Common Council
of the City of Greencastle of such ordinance or ordinances supplemental hereto or amendatory
E
203158 - 32 -
hereof, as shall be deemed necessary or desirable by the City of Greencastle for the purpose of
modifying, altering, amending, adding to or rescinding in any particular any of the terms or
provisions contained in this ordinance, or in any supplemental ordinance: provided, however,
that nothing herein contained shall permit or be construed as permitting:
(a) An extension of the maturity of the principal of, mandatory sinking fund
redemption date, if any, or interest on any Bond issued pursuant to this ordinance; or
(b) A reduction in the principal amount of any Bond or the redemption premium or
the rate of interest thereon; or
(c) The creation of a lien upon or a pledge of the revenues of the waterworks ranking
prior to the pledge thereof created by this ordinance; or
(d) A preference or priority of any Bond or Bonds issued pursuant to this ordinance
over any other Bond or Bonds issued pursuant to the provisions of this ordinance; or
® (e) A reduction in the aggregate principal amount of the Bonds required for consent
to such supplemental ordinance; or
(f) A reduction of the Reserve Requirement.
In the event that the owners of not less than sixty -six and two - thirds percent (66 2/3 %)
in aggregate principal amount of the Bonds outstanding at the time of adoption of such
supplemental ordinance shall have consented to and approved the adoption thereof by written
instrument to be maintained on file in the office of the Clerk- Treasurer of the City, no owner
of any Bond issued pursuant to this ordinance shall have any right to object to the adoption of
such supplemental ordinance or to object to any of the terms and provisions contained therein
or the operation thereof, or in any manner to question the propriety of the adoption thereof, or
0 203158 - 33 -
® to-enjoin or restrain the Common Council of the City from adopting the same, or from taking
any action pursuant to the provisions thereof. Upon the adoption of any supplemental ordinance
pursuant to the provisions of this section, this ordinance shall be, and shall be deemed, modified
and amended in accordance therewith, and the respective rights, duties and obligations under this
ordinance of the City and all owners of Bonds then outstanding, shall thereafter be determined,
exercised and enforced in accordance with this ordinance, subject in all respects to such
modifications and amendments. Notwithstanding anything contained in the foregoing provisions
of this ordinance, the rights and obligations of the City and of the owners of the Bonds
authorized by this ordinance, and the terms and provisions of the Bonds and this ordinance, or
any supplemental or amendatory ordinance, may be modified or altered in any respect with the
consent of the City and the consent of the owners of all the Bonds then outstanding.
® Sec. 20. (a) The City, having satisfied all the statutory requirements for the issuance of
its Bonds, may elect to issue its BAN or BANS to a financial institution, the Indiana Bond Bank
or any other purchaser, pursuant to a Bond Anticipation Note Purchase Agreement (the
"Purchase Agreement ") to be entered into between the City and the purchaser of the BAN or
BANS. The Common Council hereby authorizes the issuance and execution of the BAN or
BANS in lieu of initially issuing Bonds to provide interim construction financing for the Project
until permanent financing becomes available. It shall not be necessary for the City to repeat the
procedures for the issuance of its Bonds, as the procedures followed before the issuance of the
BAN or BANS are for all purposes sufficient to authorize the issuance of the Bonds and the use
of the proceeds to repay the BAN or BANs.
203158 - 34 -
®' (b) The Mayor and the Clerk- Treasurer are hereby authorized and directed to execute
a Purchase Agreement in such form or substance as they shall approve acting upon the advice
of counsel. The Mayor and the Clerk- Treasurer may also take such other actions or deliver such
other certificates as are necessary or desirable in connection with the issuance of the BANS or
the Bonds and the other documents needed for the financing as they deem necessary or desirable
in connection therewith.
Sec. 21. Compliance with Tax Covenants Notwithstanding any other provisions of this
ordinance, the covenants and authorizations contained in this ordinance ( "Tax Sections ") which
are designed to preserve the exclusion of interest on the BANs and Bonds from g ross income
under federal tax law ( "Tax Exemption ") need not be complied with if the City receives an
opinion of bond counsel that any Tax Section is unnecessary to preserve the Tax Exemption.
® Sec. 22. Conflicting Ordinances All ordinances and parts of ordinances in conflict
herewith are hereby repealed; provided, however, that this ordinance shall not be deemed in any
way to repeal Ordinance No. 1991 -3, nor be construed as adversely affecting the rights of the
holders of the 1991 Bonds.
Sec. 23. Headings The headings or titles of the several sections shall be solely for
convenience of reference and shall not affect the meaning, construction or effect of this
ordinance.
Sec. 24. Effective Date This ordinance shall be in full force and effect from and after
its passage and execution by the Mayor.
203158 - 35 -
-- Passed and adopted this day of 1995 by the
Common Council of the City of Greencastle.
Attest:
COMMON COUNCIL
CITY OF GREENCASTLE
rrestdmg O$icer
Clerk - Treasurer
Presented by me to the Mayor of the City of Greencastle on the .2a day of
1995, at the hour of 4z-.m.
Clerk - Treasurer
Sinned and a p p roved by me the Mayor of the City of Greencastl on the day of
e PP , y y
1995, at the hour of � �.m.
/i— �—
Mayor
207158 - 36 -
-- EXHIBIT A
e
The Division A project is the construction of a new water treatment plant to increase
treatment capabilities with the addition of iron and manganese removal. Included in the structure
will be 2 gravity sand filters, 2 high service pumps, a clear and a backwash transfer tank.
The proposed treatment plant will also provide new laboratory, office, conference and meter
shop areas. Improvements also include a 1.2 MG red water settling lagoon, 100,000 gal.
backwash water storage tank, and a new 90' x 54' maintenance /garage building. Provisions are
included in the new construction for the addition of a third filter cell and the expansion to three
high service pumps.
The Division B project involves the replacement of transmission main from the proposed
water treatment facility to the intersection of Depot Street and Jackson Street. Included in this
project is the connection of Frazier Street water system to the College Avenue water system.
Improvements for the transmission main and the Frazier Street loop consists of the construction
of the following: 95 lineal feet of 16" diameter cement lined ductile iron water main: 4,944
lineal feet of 14" diameter cement lined ductile iron water main; 427 lineal feet of 12" diameter
cement lined ductile iron water main; 238 lineal feet of 6" diameter cement lined ductile iron
water main, hydrants; gate valves; and tapping sleeves.
The Division C project is the refurbishment of the existing 2.0 million gallon steel
potable water tank located on the north side of Cemetery Road south of S.R. 240. The project
e consists of surface preparation and exterior coating of the existing tank.
Foxridge Water - Phase 2 consists of the installation of 5,000 lineal feet of 8" diameter
ductile iron water mains, hydrants, gate valves and tapping sleeves. A new water main has been
constructed along Tennessee Street and Veteran's Memorial Highway connecting to existing
water mains at both Zinc Mill Road and at a point approx. 800' southeast of the intersection of
Tennessee Street and Veterans Memorial Highway. A second new water main has replaced the
existing 2" line along Martinsville Street from the intersection with Zinc Mill Road to the
intersection with North Central Street. Also added is a section of water main along South street
from the intersection with Zinc Mill Road to a point approximately 1100' west of the
intersection, where it is connected to an existing 4" main.
0 203158 - 37 -