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HomeMy WebLinkAboutOrdinance 1732 • _ " �il�Cui� +c a-1 �' 4r,.-�� � L�,.z•. /i .LC' C-�.� ; j - - - ORDI-NANCE NO , AN ORDINANCE AUTHORIZING A CONTRACT BY AND BETWEEN THE CITY AND BEAVER WATER DISTRICT OF BENTON AND AiVASHINCTON COUNTIES , ARKANSAS IN SUBSTANTIALLY THE FORM AND WITFI SUBSTANTIALIY THE CONTENTS SET FORTH IN AND MADE A PART OF THIS ORDINANCE ; AUTHORIZING THE EXECUTION AND DELIVERY OF SAID CONTRACT,; PRESCRIBING OTHER MATTERS RELATING THERETO ; AND DECLARING AN EMERGENCY , BE IT ORDAINED by the Board of Directors of the City of Fayetteville , Arkansas; Section I . That there be , and there is hereby , authorized . the execution and delivery of a Contract by and between the City of i , Fayetteville , Arkansas (the " City " ), and Beaver Water District of Benton and Washington Counties , Arkansas , in substantially the form and with substantially the contents hereafter set forth , and the Mayor and City Clerk be , and they are hereby , authorized to execute , acknowledge and , deliver said Contract for and on behalf of the Citl . The form and contents of the said Contract , which are hereby approved and which are made a part hereof , shall be substantially as follows : { ; i MICROFILM& SECOND SUPPLMENTAI, CONTRACT TIIIS CONTRACT entered into by and between the City of Fayetteville , Arkansas (the " City " ) , and Beaver Water District of Benton and Washington Counties , Arkansas (the " District" ) ; WITNESSETH : WHEREAS , the District and the City have heretofore entered into a Contract , dated January 16 , 1963 (the " 1963 Contract " ) , specifying annual . payments to be made by the City to the District which , together- With annual payments specified in similar contracts entered into by and between the District and other cities '(ail ,cities involved , including the City referred to in this Contract , are Fayetteville , Rogers , Springdale and Bentonville , Arkansas) are sufficient to enable the District to adequately provide for the payment of the principal of and interest on the outstanding Water Revenue Improvement Bonds , Series A , of the District originally issued in the principal amount of $ 411 , 000 (with $ 355 , 000 in principal amount being outstanding as of the date of Agxe'cution hereof) ; and WHEREAS , the 1963 Contract provides , among other things , that when the District constructed additional improvements , the District and the City (along with the other cities named above ) would enter into supplemental contracts increasing the required payments to those amounts sufficient to en- able the District to provide for the payment of all outstanding bonds ; and WHEREAS , the District has undertaken an additional construction program and in connection therewith issued $ 1 , 800 , 000 in principal amount of Water Revenue Improvement Temporary Bonds of 1968 , dated December 1 , 1968 , bearing interest at the rate of 5 - 1/4 % per annum , with interest payable semi- annually on June 1 and December 1 of each year , commencing June 1 , 1969 , and with all principal maturing December 1 , 1973 (the " 1968 Bonds " ) , with the 1968 Bonds to be paid out of the proceeds of a permanent bond issue to be Page 2 delivered on or prior to December 1 , 1973 , which permanent bonds will rank on a parity of security with the outstanding Series A Bonds of the District and which will be issued under and equally and ratably secured by the provisions of an out- standing Deed of Trust by and between the District and First National Bank , Fayetteville , Arkansas (the " Trustee " ) , dated December 1 , 1962 (the " original Indenture " ) and of record in the offices of the Circuit Clerks and Ex Officio Recorders of Benton and Washington Counties , Arkansas (in Benton County , Arkansas in Book 229 , Page 329 , and in Washington County , Arkansas , in Book 291 , Page 124) ; and WHEREAS , the 1968 Bonds were issued under and secured by the pro- visions of. a Supplemental Deed of Trust by and between the District and First National Bank , Fayetteville , Arkansas , dated December 1 , 1968 ( " First Supplemental Indenture " ) , and of record in the offices of the Circuit Clerks and Ex Officio Recorders of Benton and Washington Counties , Arkansas (in Benton County , Arkansas , in Book 286 , Page 400 , and in Washington County , Arkansas , in Book 753 , Page 14) ; and WHEREAS , it has now developed that the original estimates were inadequate and the District finds that in order to complete the improvement program. it needs an additional $ 400 , 000 and the District has determined to issue Water Revenue Improvement Temporary Bonds of 1970 in the principal amount of $ 400 , 000 , dated March 1 , 1970 , bearing interest at the rate of 6 - 1/2 %" per annum , with interest payable semiannually on June 1 and December 1 of each year commencing December 1 , 1970 , and with all principal maturing December 1 , 1973 (the " 1970 Bonds " ) , with the 1970 Bonds , along with the 1968 Bonds to be paid out of the proceeds of a permanent bond issue to be delivered on or prior to December 1 , 1973 , which permanent bonds will rank on a parity of security with the outstanding Series A Bonds of the District and which will be issued and equally and ratably secured by the provisions of the original Indenture , as supplementod; and Page 3 WHEREAS , THE District and the City (along with the other cities involved) have entered into a Memorandum of Understanding and Contract for Constructing ,_ Maintenance , Operation and Expansion of Beaver Water Supply Facilities , executed in June 1967 (the " 1. 967 Agreement " ) ; and WHEREAS , executed - copies of the 1963 Contract , the 1967 Agreement , the original Indenture and the First Supplemental Indenture are on file in the office of the Secretary of the District and in the office of the Trustee and reference is made thereto for the details of their terms and provisions ; and WHEREAS , in connection with the issuance of the 1968 Bonds , the District entered into a Supplemental Contract (the " First Supplemental Contract" ) and it i is now necessary to enter into a Second Supplemental Contract in connection with the issuance of the 1970 Bonds ; and WIIEREAS , this Second Supplemental Contract is entered into by way of implementation of the provisions of the 1967 Agreement for the benefit of the parties hereto and for the Trustee and the holders of. the 1970 Bonds to insure adequate revenues for payment of the principal of and interest on the 1970 Bonds in accordance with the provisions thereof and in accordance with the original Indenture , as supplemented by the First Supplemental Indenture , and as supple - mented by a Second Supplemental Deed of Trust , dated as of March 1 , 1970 , specifying the details pertaining to the 1970 Bonds and the nature and extent of their .security (the " Second Supplemental Indenture " ) , which Second Supplemental Indenture has been or will be prior to the delivery hereof recorded in the offices of the Circuit Clerks and Ex Officio Recorders of Benton and Washington Counties , Arkansas , and an executed copy of which will be on file in the office of the Secretary of the District and in the office of the Trustee ; NOW , THEREFORE , in consideration of the mutual benefits heretofore derived and to be hereafter derived by the parties to this Contract (includi.ng , without limitation , the insuring of an adequate water supply to the City and its } Page 4 inhabitants necessary for the public health , safety and welfare) , and for other good and valuable consideration , the receipt of which is hereby acknowledged by the parties hereto , the City and the District agree as follows : ( 1 ) In addition to the payments specified in the 1963 Contract and the First Supplemental Contract , the City shall pay to the District , solely . from revenues derived from the operation of the City ' s utility system (being the municipally owned and operated utility facilities which in the case of Fayetteville consists of water and sewer facilities , in the case of Bentonville consists of water and electric facilities , in the case of k Rogers consists of water facilities and in the case of Springdale consists i of water facilities) , the amounts on the dates set forth in the following i schedule : i SEMIANNUAL PAYMENT DATE OF PAYMENT $ 9 , 981 . 75 (nine months) November 15 , 1970 ' 61654 . 50 May 15 , 1971 61654 , 50 Novemberl5 , 1971 61654 , 50 May 15 , 1972 61654 , 50 November IS , 1972 61654 , 50 May 15 , 1973 61654 , 50 November 15 , 1973 The sum of the above payments and similar payments being made by the other cities involved will be sufficient to provide funds for the District to pay interest when due on the 1970 Bonds for the entire period from the date of the 1970 Bonds (March 1 , 1970) until their maturity (December 1 , 1973) and the payments are to be used solely by the District for that pur- pose . In addition to the above payments it will be necessary to provide for the payment of fees of the Trustee and Paying Agent in connection with the 1970 Bonds and the City agrees that upon demand by the Trustee it will pay either to the District or directly to the Trustee 40 . 95 per cent of aL .Lr -L -• -� - f Page 5 such fees (with the understanding that the percentage maybe varied if necessary to round off amounts among it and the other cities involved so that the total to be paid by all of the cities involved .will equal the fees of the Trustee and Pay Agent) . (2) The City and the District understand that pennanent bonds will be issued on or prior to December 1 , 1973 and that the required amount of the proceeds of the permanent bands will be used to pay in full all of the outstanding 1968 Bonds and the 1970 Bonds . In connection with the permanent bonds the City and the District hereby covenant and agree that they will execute and deliver a Contract specifying payments (from the operation of their respective utility facilities as heretofore described in this Contract) sufficient to enable the District (along with similar payments to be received by the District from the other cities involved) to provide for the payment of the principal of and interest on the permanent bonds as the same become due and containing such other provisions as the City and the District deem desirable or appropriate at the time not inconsistent with the above covenant_. It is understood and agreed that the holders of the 1970 Bonds are acquiring and will hold the 1970 Bonds in reliance upon the commitment of the City (and the other cities involved) to make the re- quired payments specified in ( 1 ) above and in reliance upon the covenant of the City (and the similar covenant of the other cities involved) set forth in this paragraph (2) . (3) It is understood and agreed that pursuant to the provisions of Paragraph (8) of the 1963 Contract that the contractual obligations of the City hereunder shall rank on a parity of security with the contractual obli - obligations of the City under the 1963 Contract and under the rust Supplemental Contract , Page (4 ) The 1963 Contract , as supplemented by the First Supplemental Contract and as supplemented hereby , shall continue in full force and effect and the City , the District , the Trustee and the holders of all. of the outstanding Bonds of the District (including the holders of the 1970 Bonds ) shall be entitled to the benefit of all provisions thereof and of all rights thereunder , including particularly and without limitation , the covenant of the City specifying that the required payments (from utility facility revenues) are certainly payable on the dates specified without notice or demand or without abatement or setoff and regardless of any contingencies whatsoever and notwithstanding any circumstances or occurrences that may now exist or that may hereafter arise or take place . IN WITNESS WHEREOF , the City has caused this Contract to be ; signed in its name and on its behalf by its Mayor and its corporate seal to be herewith affixed and attested by its City Clerk and the District has caused this Contract to be signed in its name and on its behalf by its Chairman , and its seal to be hereunto affixed and attested by its Secretary , all as of they ?Xo day of 1970 . CITY OF. FAYETTEVILLE , ARKANSAS ATTEST : By Mayor y Clerk (SEAL) BEAVER WATER DISTRICT OF BENTON AND WASHINGTON COUNTIES ATTEST : Chairman Secretary (S EAL) Page 7 TRUSTEE ' S APPROVAL Pursuant to the provisions of Paragraph (2) of the 1963 Contract , the Trustee hereby consents to and approves the execution and delivery of the foregoing Second Supplemental Contract , FIRST NATIONAL BANK FAYETTEVILLE , ARKANSAS - TRUSTEE By_ Page 9 Section 2 . That the Mayor and City Clerk be , and they are hereby , authorized and directed for and on behalf of the City to do all things , execute all instruments and otherwise take all action necessary to the realization of the City ' s rights and to the discharge of the City ' s obligations under the Contract . Section 3 . That the provisions of. this ordinance are hereby declared to be separable and if any section , phrase or provision shall , for any reason , be declared to be invalid , such declaration shall not affect the validity of the remainder of the sections , phrases or provisions . Section n . That all ordinances and parts of ordinances in conflict herewith are hereby repealed to the extent of such conflict . Section 5 . That there is hereby found and declared to be an immediate need for the securing of an adequate water supply for the City in order to insure the adequate protection of the public health , safety and welfare of the City and its inhabitants , and the execution and delivery of the Contract approved by this ordinance is essential therefor . It is , therefore , declared that an emergency exists and this ordinance being necessary for the immediate .preservation of the public health , safety and welfare shall be in force and take effect immediately upon and after its passage . PASSED :_ _ APPROVED : Mayor ATTEST: Cit Clerk - CERTIFICATE The undersigned , City Clerk of the City of Fayetteville , Arkansas , hereby certifies that the foregoing pages numbered 1 to ` inclusive , are a true and compared copy of an ordinance passed at a session of the Board of Directors , held at the regular meeting p ce of the Board of Directors in the City of Fayetteville , Arkansas , at f .L o ' clock/ me on the day of 1970 , and that said ordinance is of record in Ordinance Record Book Pagee -2— now in my possession . ` i GIVEN under my hand and seal this lftjw- day of 1970 , i � is (SEAL) - : i CERTIFICATE OF RECORD. State of Arkansss ( Ss City of Fayetteville I, Suzanne C. Kennedy, City Clerk and Es-Officio recorder fortlie City of Fayetteville, do hereby certify that the annexed or fore- 0' record in my office and the sante ap- nc:r.:-. i t 0 :..'i rance & Resolution book VV' itness my --, :.ly of City Clerk and -.,). , . i -; recorder � J January 15 , 1970 Schedule of payments required from Cities of Bentonville, Fayetteville , Rogers and Springdale to Beaver Water District , in order to provide funds equivalent to 125%i of maturing interest on $400 , 000 Beaver Water District 6 1/2% Water Revenue Imp- rovement Temporary Bonds of 1970 , dated March 1 , 1970 all maturing December 11 1973 . .CITY OF BENTONVILLE, ARKANSAS (7 , 71%) SEMI-ANNUAL PAYMENT DATE PAYMENT DUE $1 , 879 . 50 (nine months) November 15 , 1970 1453J00 May 15 , 1971 ) 2 `�3 as 1 , 253 . 00 November 15 , 1971 ` 25 3 , 06 1 , 253 . 00 May 15 , 1972 C 6 1 , 253 .00 November 15 , 1972 11253 . 00 May 15 , 1973 1 , 253 . 00 November 15 , 1973 CITY OF FAYETTEVILLE , ARKANSAS (40 . 950) SEMI-ANNUAL PAYMENT DATE PAYMENT DUE $9, 981 . 75 (nine months) November 15 , 1970 6 , 654 . 50 May 15 , 1971 6 . 654 . 50 November 15 , 1971 (a ( s4t_'Vb 6 , 654 . 50 May 15 , 1972 p p b 7 c 6 , 654 . 50 November 15 , 1972 /3 )b 6 , 654 . 50 May 15 , 1973 6 , 654 . 50 November 15 , 1973 CITY OF ROGERS , ARKANSAS (16 . 27% SEMI-ANNUAL PAYMENT DATE PAYMENT DUE $ 3 , 966 . 00 (nine months) November 15 , 1970 �� ` C' 404of 20644 . 00 May 15 , 1971 4� 06 2 , 644 .00 November 15 , 1971 Z , ���� O 2 , 644 .00 May 15 , 1972 . �( r 9gg �00 Qvy � df 21644 .00 November 15 , 1972 2 , 644 . 00 May 15 , 1973 2 , 644 .00 November 15 , 1973 CITY OF SPRINGDALE , ARKANSAS ( 35 . 07`,) SEMI-ANNUAL PAYMENT DATE PAYMENT DUE $8, 547 . 75 (nine months) November 15 , 1970 Jrb � g,S� 5 , 698 . 50 May 15 , 1971 15 , 5 , 698 . 50 November 15 , 1971 5 , 698 . 50 May 15 , 1972 n �f 5 , 698 . 50 November 15 , 1972 51698 . 50 May 15 , 1973 5 , 698 . 50 November 15 , 1973 ANNUAL INTEREST AT 6 1/2% ON $400 , 000 BONDS . . . . . . . . . . . . . . . . . . . . . . . . . . . $26, 000 . 00 ANNUAL PAYMENT FROM ABOVE CITIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 , 500 . 00 INTEREST REQUIREMENTS TIMES COVERED BY PAYMENTS . . . . . . . . . . . . . . . . . . . . . . . 1 . 25 First coupon on bonds due December 1 , 1970 is for interest from March 1 , 1970 or period of nine months . This is reason for first payment from cities must be for nine months . Payments thereafter are for six months period .