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HomeMy WebLinkAbout06-63 RESOLUTION• RESOLUTION KO. — 63 A RESOLUTION PROVIDING Fon THE REFUNDING OF THE OUTSTANDING WATERWORKS MW SEWER REFUNDING AND CONSTRUCTION REVENUE B0tNDS OF THE CITY OF FAYEr&v£LLE, ARKANSAS; FOR. THE ISSUAtCE. OF W'ATERt:'O:tKS AND SEUER REVENUE REFUNDING BONDS THEREFOR; DECLARING AN EMERGENCY; AND FOR OTHER PURPOSES WHEREAS, of the $5,710,000 principal cmount of Waterworks and Sewer Refunding and Construction Revenue Bonds issued by the City of Fayetteville, Arkansas, dated June 1, 1958, and bearing interest at tha rates of 14, 24, 3%, 34, 34, 3-3/4%, and 47. per annum, for the purpose of refunding outstanding Sever Revenue Bonds and outstanding Water Revenue Bonds of the City of Fayette- ville, and for the purpose of constructing extensions, betterments), and improvements to the wateru-orkoland oeror syeteee of the City, which bonds rare issued undo*.tho authority of Act No. 131 of the Acta of the General Aaocmbly of Arkansas for the year 1933, as emend- ed, Act No. 132 of the Actc of the General Asoe bly of:Arkeneas for the year 1933, and Act No. 297 of the Acts of the General Assembly of Arkansan for the year 1937, an Ctinded, there aro now autotanding and unmaturad $5,313,000 principal must of said bonds, with inter- est paid thereon through December 1, 1962; and MEAS, the said bonds are callable for payment prior to maturity after June 1, 1963, with funds from any source, at par plug a premium of 24 if redeemed on or prior to Juno 1, 1964; at 2% if redeemed thereafter and on or prior to June 1, 1965; at 14 if re- deemed thereafter and on or prior to June 1, 1966; at 1% if redeem- ed thereafter and on or prior to June. 1, 1967; at 1/2% if redeemed thereafter and on or prior to June 1, 1968; and et par without a premium if redeemed after June 1, 1968, but the City Council finds that the City can refund the maid $5,313,000 principal emount of • • outstanding bonds from tho proceeds of the oalo of the bonds hereinafter authorised to bo incised, that by no doing; the City can save a groat amt of interest in tho payment of the said bonds and frao itnolf from certain unnecessary liana on them rater - marks systems and frac certain restrictions on tho use of the funds of the City, and that it is to tho advantage of the City to refund the said outstanding bonds; and WHEREAS, the City io authorised under Act Co. 297 of the Acts of the Senoras Assembly of Ackerman of the year 1937, cs emended, to imus and sell revcnuo bonds for the purpose of refunding the said outstanding bonds; and WM'l&tEAS, to cecuro the money to refund the said $5,313,000 of ;Intermark° and Seer tteft riding and Construction Revenue Bonds, the Council has dotarniued-to forme theeatcrvorks and Serer Revenue Refunding Bonds hereinafter authorised, to bo payable solely frog tha.;ovannes of both cfctema.; and WHEREAS, tho Council hen sold to fteuochor, Pierce & Co., Dallas, Texas, at 10D costs as Sc dollar. and accrued interest, $5,313,000 principal taunt of bond°,. $893,000 batwing interact at the rate of 3% par annum from data, $725,000 bearing interest at the rato of 31% per annum from date, $680,000. bearing; interact at the rate of 34% per annum free data, $1,215,000 bearing interest at tho rate of 3-3/4% per annum from date, and $1,800,000 bearing inter- cot ntercot at the rate of 3.70% per annus from date, dated April 1, 1963, and maturing aerially on April 1 in each of the yearn 1964 to 1990, inclusive, the purchaser to pay the) cost of printing the bonds, the fee of the attornoyo vho/cro to approve them, the coat of authenticating tho bonds, and the co°ta of tho Faeroe Agent under an °paras a3rocment to provide for the ratirceent of the said out- otandixng $5,313,000 of Watoxcorke and Scear Rofunding and Contraction Inc., • Revenue Bonds as they mature through December 1, 1968 end for pay- esnt prior to maturity on December 1, 1968 together with the costo incidental to securing much refunding, and the purchaser to have the privilege of naming the paying agent and the Eccroa Agent in the said escrow agreement; and WHEREAS, the Council finds that the maturity date of the paid bonds will not exceed the period of usefulness of the motor- works and oover systems; COU, THERE/ E, DE IT RESOLVED BY THE CITY C©UXZL OF THE CITY OF FAYETTE+VILLE, ABEANSAS1 Section 1. That the said Waterworks and Sever Refunding and Conctruotion Revenue Donde in the principal emount of $5,313,000, bearing interest at tho ratan of 3%, 34%, 38, 3-3/48, and 476, x dated June 1, 1950, be roftindcd from the procceds of the sale of the refunding bends heroin authorized to be iocuod and that all • stops necosse*y thorofor'b• taken. Section 2. That :negotiable coupon bonds of the City of 4 Fayetteville, Arkansas (hereinafter sometimes called "Honda"),bo issued in the total` principal e3Qunt.ef.Five billion Throe Hundred Thirteen Thousand Dollars ($5,313,000) payable solely from the revenues of the Waterworks not= and Sewer oyctca owned and operat- ed by the City, as hereinafter provided, for the purpose of refund- ing the 05,313,000 principal est of said outstanding Waterworks end Sewer Refunding end Construction Revenue Bonds of the City, dated June 1, 1958; that the said bonds bo designated "City of Fayetteville 31 (34, AZ, 3-3/4%, and 3.708) Waterworks and Sewer Revenue Refunding Bonds", be dated as of April 1, 1963,$893,000 bear interest at tho rate of 38 per annum from date, $725,000 bear interest at the rate of 3 per annum from date, $680,000 bear • interest at the rate of 34 per anent from date, $1,215,000 bear interest at the rata of 3-3/4 per annul from date, and $1,800,000 • bear interest at the rate of 3.702 per annum from date, payable semiannually on the first day of October and April in each year, beginning October 1, 1963, evidenced, .by coupons attached thereto, be inthe denominations, numbered, and maturing on April 1 In the amounts and years, respectively, as follows, but subject to redemption before maturity on the conditions hereinafter set out= BOND NUMBERS DENOMINATION RATE 0Y INTEREST AMOUNT MATURITY April 1 (All Inclusive) 2 1-3 4-43 44 - 85 $1,000 3-_-__ $ 5,000 " 203,000 1964. 5,000 " 210,000 1965 215,000 1966 130,000 1967 " 135,000 1968 347. 135,000 1969 n 140,000 1970 145,000 1971 150,000 1972 155,000 1973 3S _ 160,000 1974 165,000 1975 175,000 1976 180,000 1977 3-3141 185,000 1978 190,000 1979 200,000 1980 ^ 205,000 1981 215,000 1982 86 - 128 5,000 129 - 154 5,000 155 - 181 5,000 82 - 208 5,000 209 - 236 5,000 237 - 265 5,000 266 - 295 5,000 296 - 326 5,000 327 - 358 5,000 359 - 391 5,000 392 - 426 5,000 427 - 462 5,000 463 - 499 5,000 500 - 537 5,000 538 - 577 5,000 578 - 618 5,000 619 - 661 5,000, 1, 11 N fl SI 11 M • • DOM runmEns DECOMI11A1'I0:! RATE OF INTEREST AMOUNT (All Inclusive) 662 - 705 5,000 3-314% 220,000 706 - 751. 5,000 3.70% 2306000 752 - 799 5,000 " 240,000 800 -. 849 5,000 s 250,000 850 - 900 5,000 a 255,000 901 • 953 5,000 is 2650000 954 - 1008 5,000 " 275,000 1009 - 1065 5,000 "' 285,000 MATURITY SW. 1983 1984 1985 1986 1987 1988 1989 1990 that the bonds nay have the facsimile signature of the Mayor of the City lithographed or printed thereon and be signed by the City Clerk and sealed with the corporate coal of the City, and that the inter- est upon the bonds be evidenced by coupons thereto attached, the coupons to be signed by said Mayor by his facsimile signature; that the said facsimile signatures on the bonds and coupons thall have the same force and effectas if said bonds and coupons mere person- ally signed by the Mayor, of the City; that the bondo and coupons be payable in lawful coney of the United States of America at the office of Union planters National Bank, in Memphis, Tcnnesaso; and that each bond contain a recital that it is issued pursuant to said Act Ulo. 297 of the General Assembly of Arkansas of the year 1937, at emended by Act Vo. 96 of said Geneiai Acsenbly of the year 1941 and Act No. 291 of said General Assembly of the year 1943. Tho bonds, together with interest thereon, shall be payable palely out of the Ucteruorke and 'Sever Bevanuo Befanding Bond lid as hereinafter defined, and shall be a valid claim of the holder thereof only against sah. d," and the amount of the revenues pleased andmortgaged for the dual and ratable payment of the bonds • • • a 1 and sha11 be used for no other purpoie ' than to 4pay the principal • • • of and interest on Section 3. ally the following the bonds. 'T'hat `said bonds and Coupons be in substanti- forces : 4 • 6 • • • • 1 • • • • • UNITED STATES OF AMERICA STATE OF ARKANSAS COUNTY OF WASHINGTON CITY 0? FAYETTEVILLE 3% WATERWORKS AND SEWER REVENUE REFUNDING BOND No. $ KNOW ALL MEN BY THESE PRESENTS: That the City of Fayetteville (herein called the "City"), in the County of Washington, and State of Arkansas, hereby acknow- ledges itself to owe., and for value received promises to pay to bearer, solely out of the revenues received from the waterworks and serer systems owned by said City, the principal sum of DOLLARS • on the first day of April, 19 , and to pay, solely out of said revenues, interest hereon at the rats, of three per centum (3%) per annum from April 1, 1963, payable semiannually on the first days of October and April of each year, upon presentation and surrend- er of the annexed interest ponpons as they severally become due. Both principal hirsof and interest hereon shall be payable in lawful money of the United States of America at the office of Union Planters r National Bank, in Memphis, Tennessee._' The City is not obligated to pay this bond or the interest thereon except from the special fund provided from the revenues of the waterworks and seer systems owned by the City, hereinafter called "Systems", as hereinafter set forth. This bond is one of a duly authorized series of one thou- sand sixty-five (1,065) bonds, aggregating Five Million Three Hundred Thirteen Thousand Dollars ($5,313,000.00) dated April 1, 1963, -i- numbered from 1 to 1,065, inclusive, ell of like date and tenor except es to denomination, interact rate, maturity, and right of prior redemption, iocued..forthe ptsrpoee of refunding legally out- standing Waterworks and Sewer Refunding and Construction Revenue Bonds. of the7City', rdatii Juno 1, 1958,. which -were issued for the purpose of refunding outstanding Sauer Revenue Bonds and outatand- ing Water Revenue Rondo of the;City And for constructing extensions, betterments, and improvements to the waterworke and sewer systems of the City. This bond and the series of which it forms a part are issued under and pursuant to and in full compliance with the Constitution and laws of the State of Arkansas, including particularly Act No. 297 of the regular session of the General Assembly of the State of Arkansas for the year 1937, as amended by Act no. 96 of the regular session of the said General Asaedbly of the year 1941 and Act no. 291 of tho regular session of said General Assembly of the year 1943, end pursuant to resolutions and proceedings of the City Council duly passed, and do not constituteen indebtedness of the said City within any constitutional or statutory limitations. Both principal of and interest on said bonds are payable solely from a fixed amount of the net revenues derived from the operations of the Systems remaining after the payment only of the reasonable and proper coats of operation and maintenance of the Systems, Which amount shall be sufficient to pay the principal of and interest on the bonds as the some became duo and payable. This amount has been duly pot aside and pledged as a special fund for the purpose and identified as the "Waterworks end Sewer Revenue Refunding Bond fund" created by Resolution No. 4;... 6 3 adopted by the City Coun- oil of said City of Fayetteville on the /$ day of is%ek S . r • • • 1963, and in said Resolutionthe said City of Fayetteville has covenanted and agreed to fix and maintain rates for water and =MIT cervica which shall be cufficicnt at all times to provide for the payment of the reasonable expense° of operation end rain+ tenance of caid Systems and to provide for the payment of the principal of and interest on the bonds as the seine became due and payable. This bond is expressly made negotiable under said Act No. 297 and is issued with the intent that the laws of the State of Arkenecs shall govern the conatruction thereof. Bonds of this series are subject to redemption before maturity, at the option of the City, in lawful funds of the United Stated of America, in inverse numerical order, an any interact payment date, on and after April 1, 1983, at par and accrued inter- est, foam curtain rovaauee derived from the operation of the caid Systems inmates. of the amount required to bo paid into the Uatervorks and Sewer Revenue Refunding Bond Fund and to maintain. a reserve, as defined in said Resolution ro. 4p45 , and from any other available funds. Notice of the call for the redemption shall be published by the CityClerk of, the City for one insertion more than thirty (30) day° beforo,tho date.of such redemption in a newspaper of general circulation published in the City of Little. Rock, Arkansas, and having a general circulation throughout the State of Ark/arida, end after the data mentioned in caid call, the bond or bonds so called will ccasa to boar interact; provided funds • for their payment aro on deposit at that time. IT IS HERR= CERTIFIED, RECITED, AND DECLARED that all acts, conditions and things required by the Constitution and lams of the State of Arkansas to exist, happen and be performed prece- dent to and in the issuance of this bond have existed, have 9 happened, and have been performed in due time, form and manner, as required by law, end that Sufficient of the income and revenue which is deemed to be derived from the operation of said Systems has been pledged to and will be set,aiide into said special fund for the payment of the principal of and interest on said bonds; and that the total amou:it'of"tho bonds issued by theCity, in- cluding this bond, does not.exceed any constitutional or statutory limitation. This bond shall not be valid until it shall have been authenticated by the certificate hereon, duly signed by Union Planters National Bank, in Memphis, Tennessee. IN WITNESS WHEREOF, the City of Fayetteville, by its City Council, has caused this bond to be executed by the facsimile signature of the Mayor thereof and to be signed by the City Clerk thereof, and sealed with the corporate seal of said City, and has caused the coupons hereto attached to be executed by the fac- simile signature of its Mayor, all as of the first day of April, 1963. CITY OF FAYETTEVILLE, ARKANSAS By: ATTEST: City Clerk (SEAL) (FORM OF COUPON) Mayor October, On the first day of 19., the City of Fayetteville, April, Washington County, Arkansas, promises to Dtillara DI ) solely out of pay to bearer the sum of • • - 10 the special fund specified in the bond to which this coupon. appertaips, at the office of Union Planters National/Eaik, in Mmphis. Tennessee, in lawful money of the United States of America, being six months' interest then duo on its43% Waterworks and Sewer Revenue Refunding Bond, date ,the first day of April, 1963, and numbered , unless the bond to which it appertains is sooner called for payment. CITY OF FAYETTEVILLE, ARKANSAS Hayor (The signature of the Mayor may be lithographed or engraved.) On the back of said bonds is to appear the following: CERTIFICATE This is one of the bonds aggregating $5,313,000.00 des- cribed within. Memphis, Tennessee UNION PLANTERS NATIONAL BANK By: Authorised Signature .1 • • . Section 4. That the City reccurcr X11 bo custodial of tho Croon coven= derived fro tho operation of tbo rater orko end peter oyoteCh end cbc11 ii4o bond for tho faithful diccbarco of bio duties en such cuatodicn. Tho count of tho bond cha11 bo 425,000 end chall be cpprovcd by tho City Council. Frca end after tbo doe livery of tay bona iccucd ung tho provini:aaa of this Resolution tbo tctcruorfa end ceeor oyotc z choll bo conttttorsoly operated as a rovcr o pra6minn vndcrtekin3 Ali coney° received by the Treasurer tball bo depoaitcd by Ma is curb dgocitory or dgocitoricn for tho City as any ba Unfully decimated from tiro to circ, by tho City Council, cubject, bcvovcx, to tho Civin3 of cecurity ca encu or as hereafter coy bo required by lea, end providod that tech dcpooitory or depooitorioo cba1t hold r rnhip in tho Federal tpocit Insure moo Corporation. All a pooitc chap bo in the =an of tho City end droll bo co dosiCaatcd as to ic%dlceto the particular fund to abicb tho rcvcnuec boloaao. Any dcpooit. in arc= of thsQ mount cccurcd by the Fe4lral Mpooit Incurcaco Corporation choll bo cocured by bonds or othaur direct or fully cucrcnteed obiitationo of tho United States. Section 5. So loa3 co copy of tho pris ctpal of and interact on c of tho bonds heroin cuthorictd to be tbcred aro cutctaadino, the Miro meat cad tt3=3100 of tho Sync= choll bo cot cot&, co collected, cad devocited in c special Arndt bcreby created, to bo licca co tho 11 atcrtarhra end Oen= Fuad", cad dicburcetnto theme free chap bo °ado co baroinoftertipinvidr.rd for, in the £o1lcain3 order of .priority,* (1) .There obAll ba dicbUtccd therefromcceh oath • etch sumo es cra reecoaeblc end proper for tho coot of operation cnd ccintenenco of tho Cysto. • (2) There shall be set aside and deposited on the first business day of each month into a separate fund, hereby created, to be known as the "Waterworks and Sewer Revenue Refund- ing bond Fund", in equal monthly installments, the amounts here- inafter stated in sub -sections (a) and (b) for the purpose of pro- viding funds for payment of principal of and interest on the bonde as they mature, according to the following schedule, which amounts are hereby irrevocably pledged for said..purposesa 411 • 1 1963 1964 1965 1966 1967 1968 1969 1970 1971 1972 1973 1974 1975 1976 1977 1978 1979 1980 1981 1982 1983 1984 1985 1986 1987 1980 1959 1990 PRINCIPAL* $203,000.00 210,600.00 215,000.00 130,000.00 135.000.00 135;000.00 140,000.00 145,000.00 150.000.00 155,000.00 1.60.000.00 165,000.00 175,000.00 180.000.00 185,000.00 190.000.00 200,000.00 205 08040 215,000.00 220,000.00 230,000.00 240,000.00 250,000.00 255,000.00 263,000.00 275,000.00 285,000.00 • IMRE APRIL 1. OCTOBER 1 $93,157,50 893.157.50 90,112.50 90,112.50 86,962.50 86.962.50 83,737.50 83,737.50 81.787.50 *1,787.90 79,762.50 71,762.50 77,568.75 77,568.75 75,293.75 75,293.75 72,937.50 72,937.50 70.500.00 70,500.00 67,981.25 67 181.75 65.181.13 65.181.25 62,293.75 62,293.75 59,231.25 53,231.25 56,081.25 56.081.9.5 •52,612.50 52,612.50 490050,00 49.050.00 45030000 45,300-.00 41,456.25 41.456.25 37.425.00 37,425.00 33,300.00 33,100.00 29,045.00 29,045.00 24,605.00 24.605.00 19,880.00 19,940.00 15,262.50 15,262 50 10,360.00 10,360.00 5,272.50 5,272.50 • 14 $93,157.50 386,270.00 387,075.00 385,700.00 295,525.00 296,550.00 291,331.23 292,862.50 293,231.25 293,437.50 293.481.25 203.162.50 292,473.00 296,525,00 295,312 50 293,693.75 291,662.50 294,350.00 291,756.25 293,881.15 290,725 00 292,345.00 293,650.00 294,585.00 290,242.50 290,622.50 290,632.50 290,272.50 1 IL (a) One-sixth of itha aggre2*te amount of interest becoming due and payable on the bonds during the next succeeding six (b) months; (b) One -twelfth of the aggregate amount of principal of the bonds becoming due and payable during the next succeeding twelve (12) months; together with the paying agent's fees as hereinafter provided. No further payments need be made into the Waterworks and Sewer Revenue Refunding bond Fund when the amount contained there- in is at Least equal to the aggregate principal amount of the bonds then outstanding, plus the amount of interest then due or there- after to become due on all of the bonds. If for any reason the City shall fail to make the payments into the Waterworks and Sewer Revenue Refunding Bond Fund required by sub -section (2) of this section in any month, the amount of such deficiency shall be added to the amounts required to be paid into the Watsrworka and Sewer Revenue Refunding Bond Fund in each successive month, until such deficiencies shall have been made dup. All money paid into the Waterworks and Sewer Revenue Refunding Bond Fund shall bo held by the City in trust for the holder or holders of the bonds and the coupons appertaining thereto, and the City shall not have any beneficial interest or right in such money. All money deposited in the Waterworks and Sewer Revenue Refunding bond Fund shall be used solely for the purpose of paying interest on and the principal of the bonds herein authorised, to- gather withthe paying agent's fees, and for no other purpose. (3) Any revenues remaining in the Waterworks and Sewer • Fund after payment of the reasonable coot of operating and nein- taining the Systems and making transfers to the Waterworks and Sewer Revenue Refunding Bond Fundrequired by sub -sections (1) and (2) above, and caking any tranafore to maintain the Watermarks and Sewer Revenue Bonds Raeorve fund as provided in Section 6 of thio Resolution and to maintain the Waterworks and. Sewer Contingency Reserve as provided in Section 7 of this Resolution, shall be sat aside and deposited into a separate fund, hereby created, to be known as the "pates arks end Saler Surplus Revenue Fuad", and . may be uood to call bonds for redeeption on the conditions here- in pet out or for the construction of icprovementa and better - cents to the Syctecsa. 1 Section 6. Waterworks end Sewer Revenue Refunding Bonds Reserve Fund. Upon the execution and delivery of the Waterworks and Sewer never= Refunding Bonds herein authorised to be issued, the City Treasurer is directed to transfer from any available funds bold in the several Hater and Sewer Funds of the City into a fund Which is hereby created and designated "Waterworks and Sewer Revenue Refunding Bonds Reserve Fund" the sum of $300,000 Which said Fund oha11 be maintained at the said figure end shall be used for no purpose other than to prevent a default in the payeent of the prin- cipal of and interact on the bonds herein authorised to be issued co the said principal and interest matures, end in the event coneys from the said Reserve Fut►:are expended for the purpose of prevent- ing a default in the payment of prieci.pel of and interest on the bonds herein authorized to be termed, the fund shall be restored to $300,000 from the firot money@ available from the Qatoreorks and Scar Fund. Section 7. Waterworks. and Sewer Contingency Rosorve. Upon 16 4 , • tho orecution and ealivcxjr df thetateredrkaand tee Boveexta Refunding tondo, heroin cuthoriccd to bo iocucd. the City Trocourer lc dircatod to tranafer fro= any available fund° hold in the covcral Ucttcrcertca cnd Seeer Funds of the. City into a Lund thick is haroby created and daotmated "Vetere-0*p and Bauer Ccatingcncy Rcacrve tho pun of 0100,000, which paid Contin,ancy reserve cha11 bo coin- tainod at the paid ficuro and cha11 be used only to tho octant nuceccary to tit eny =money axiotnc out of or affcctin3 the cone anuses operation of tho votortarkp or ocvtr cyst= es o revenue producing undorteking for tUch there aro no otter funds available or for provcntiuu the &fault in tho paytent of principal of or interact on the bond* heroincuthoriced to ba Jocund, or porforoinc coy covenant of the City haraincontained for s ►ich tensa aro no other fundo available, cnd in the event cnoyc iron the paid Con- tingency Become aro cnpcndcd for tho paid pearpapo, or coy of then, tin Contingency ttoaervo °hall bo roptorod to 0100.000 fres t a first funds cvcilcblo from the rotorcark° end tet-ar Fund. Suction S. Vetere*** and Scent Roils and ntwlrecrs t (Fund. Upon execution end dolivory of tho t.*atorcarko and Sovtr Itevcsne Refunding Londa herein euthoriced to bo iccuad, the City Treasurer iv directed to tranafcr frac eny available funds hold in the cameral tctatercarkp end Steer Find° of tea City Into a fund ttlich is tercby created end dcoigaatcd tkentortacts° end Sesser repair cnd Iteplecement Fund! the num of-05i;oo0. mi .. coney in the odd Rea placement Fend shall bo unod solely for the Visna of poly the P y coots of replctatento deft noceaeary by "tett deprotiaticn ltd/or obcolccccaco of the retor:rko sad actor mint= and oball be c oins tainod iron pope,_:ntc ea provid, d in Section 5 (1) of thio tessolutiaa, • 17. • in an amount sufficient for the said purpose not to exceed the said sun of $50,000. Section 9. It shall be the duty of the City Treasurer to withdraw from the Waterworks and Sewer Revenue Refunding Bond Fund at least five days before the maturity date of any bond or interest coupon issued hereunder, and to deposit with Union Planters National Bank, in Memphis, Tennessee, the paying agent, an amount equal to the mount of such bond or coupon for the sole purpose of paying the same; and no withdrawal of funds from said Waterworks end Sewer Revenue Refunding Bond Fund shall be made for any other purpose, • except u otherwise suthoAse0 In thiCiesolution. Such deposit shall bR at_ths sole risk of the City and shall not operate as a payment of the bonds or Eoipons`until so applied. .At Oscine of each payment the treasurer shall resit to the paying agent a. fee of 12% cents for each $100 pat value of bonds' and $ cents for each coupon. I. 4 Section 10. So long as any of the bonds herein author- ized or coupons appertaining thereto shall remain outstanding and unpaid, theCity shall and hereby covenants and agrees with the holder or holders of the bonds and the coupons appertaining thereto that: (1) It will at all times establish, maintain and collect rates and charges for services tarnished by the Systems sufficient to provide for the payment of proper and reasonable expenses of operation end maintenance of the. Systems, such as may be necessary to preserve the same in good working order, and for the payment of the sums hereinabove in Section 5 re- quired to be paid into the Waterworks and Sewer System Revenue Fuad, and for the payment of any other charges required by this Resolution. The City shall make such provisions for the rendering of monthly bilis as will insure an orderly administration of the collection of such rates and charges, and shall makd such'provi- sion for discontinuance of the services afforded by the Systems, or either of them, in the event of non-payment of such enter or sewer bills and make such charges to cover the expense of such discontinuance and resumption of services as shall insure the proper and current payment. of: such,billa. 4 nal (2) No free service of any nature shall be rendered by the Systems, nor shall any .preferential rates be established for users of the same class. (3) in the eventtheCity•or any department, agency, instrumentality, officer or emdployee thereof, shall avail theme x -- r "' F selves of the facilities or services provided by the Systems, • the reasonable value of the services or facilities of the systems • 18 • • • so provided shall be paid by the City, dopennant, agency. or inotrtality thereof, at the rate established by the City for payeent in other case°. The revenues so received shall be deemed to be revenues derived from the operation of the Systeme end shall be deposited and accounted for in the seem manner an other revenues from the Systems. (4) The City Council hereby approves, retinae and confirms the luster and cecer rate° heretofore adopted by the Coun- cil, by Ordinance flo. 1165 passed and approved on the 18th day of April, 1958, an emended by Ordinance No. 1323 passed and approved on the 7th day of fcr. 1962. The said rates shall never be reduced no long as any of the tiatcrcarkn cud Suver Revenue Refund- ing Benda herein authorized to be issued aro outstanding. unless there to obtained from an independent certified public accountant a certificate that the not revenues of the Syctctt for the preceding fiscal year, or the preceding twelve 'tenths' period (not revenues being defined as gross revenues lean the reasonable expatiate of operation and maintenance of the Systems, including all expense items pro- perly attributable to operation and maintenance under generally accepted accounting practices applicable to cunicipal watersmrko and serer aystems) mere equal at least to 133W37. of the maximum an- nual debt service charges necessary to service the Nater and Senor Re- venue Refunding Bonds herein authorized to be issued and then out- • °tending and the sums necesoary to maintain the Waterworks and Seer Revenueltofwmding Bonds Reserve Fund end the Watezrorks and Seer Contingency Reserve herein provided, together with a., written opinion from said independent certified public accountant that the proposed new rateo will produce pat revenues, as cbovo defined, sufficient to '19. equal at least 133-1/3% of the mazimum annual debt service charges required to service the said bonds herein authorized to be issued and then outstanding and to maintain. the said Reserve Fund, Con- tingency Reserve,. and Replacement Fund herein provided. The City further covenants and. agrees that said rates shall, when necessary, from time to time be increased in an amount sufficient to provide total revenues for the herein above set forth requirements and to maintain all funds provided for herein. Section 11. That it it. hereby Covenanted and agreed by the City with the holder or.holders. of the bonds herein author- .•. , ized to be issued that it will'perfon all duties with reference to the By tons required by the Constitution and lawsof the State • Y ' of Arkansas, and the City hereby irrevocably covenants, binds, and obligates itself not tb pledge,•,$ottgage or otherwise S w t encumber the Systems or any part thereof,•or any revenues de- rived from the operation of the Systems or any part thereof, except in the. manner set forth. in Section 19 hereof, and that it will not sell, lease or otherwise dispose of the Systems or any portion thereof, unless and until the principal of and interest on all of the bonds issued hereunder shall be paid in full, or unless and until provision shall have been made for the payment of all the bonds and interest thereon in full, and the City further covenants and agrees with the holder or holders of the bonds to maintain the System in a satisfactory condition and to operate the sass continuously in an efficient and economi- cal manner. I I In order that the payment of the principal of and interest on the bonds herein authorized shall be adequately secured the 20. V { t City and its proper officers, agents and eeploycaa, are hero - by directed, and it shall be mandatory upon they, at all times to perform the duties specified in Section 12 of Act 297 of the General ,Aac=bly of'•Arkancas of 1937 purcuent to which the bonds are issued, the performance of which duties is here- . by declared to be of the ecaesco of, the contract botween the City and the holder of holders of the bonds and the coupons appertaining thereto and to be of the ccat force end effect as if got forth in full heroin. Section 12. That in the event the City dofeults in the pays ent of any bond or interact on any of the bonds issued hereunder and such default shall continua for a period of thirty (30) days, or in the event the City, its Council or its officers, agents, or caployaes shall fail or refuse to cc ply with the provisions of the Act, or any provision contained in this Resolution, any holder or holders of any of the bonds then outstanding shall have the right in accordance with the provisions of said Act, to apply in an appropriate judicial proceeding to any court of competent jurisdiction for•the appoint>rant of a receiver for the Syetcac, to perform such acts and in the manner Co provided by the Act; provided, however, that no receiver shall have any potter to gall, assign, cortgago or otherwise dispose of any assets of whatever kind or character belonging to the cmnicipality and useful to the Systems, the cuthority of any such receiver being limited to the operation and maintenance of the Syateze. Section 13. That no remedy conferred by this Resolution I { *'a .. ni upon any holder or holdem of the bonds herein authorized is intended to be exclusive of any other remedy, but each ouch remedy is cumulative end in addition to every other remedy and carry be exercised without exhausting and without retard to any other remedy conferred by this Resolution or said Act, or by any other lw. Ho waiver of any default or breach of duty or contrcct by any holder of the bonds shall extend to or shall affect any subsequent default or breach of duty or contracts or shall impair any rights or remedies thereon. fo delay or omission of any bondholder to exercise any right or power cccruing upon any default shall impair any such right or poorer or shall bo construed to .be a waiver of any such default or acquiescence therein. Every substantive right and ovary rc=ody conferred upon the holder of the bonds herein cuthoritcd may be enforced end exercised from time to tics and at often as may be deemed expedient. In case any cuit, action or proceeding to enforce any right or erorciao any remedy shall be brought or taken end then discontinued or abmadontd, or shall be dotesnined adversely to the holder or holders of the bonds, then and in every such case the City end such bolder or holders shall be ractofed to their forcaor.positions and,rightt and•vecodias as if • no such cuit,'action or proceeding had been brought orttaken. Section• 14. The 8yotems •slowly be operated upon a fiscal year basis, beginninaas of August l and ending on July 31 in each :. year.. Section 15. The City shall maintain the Syste.o in good condition and operate the saw in an efficient manner and at a 22 reasonable coot. So long as any of the bonds era outstanding, the City agrees to maintain fire, lightning and tornado insur- ance on the Syntrns in an amount which normally would be carried by a private company engaged in a similar typo of business. In the event of loan, the proceeds of such insurance shall be ap- plied solely towards the reconstruction, replaccment or repair* of the System de:ceaged. In such event, the City trill, with reason- able promptness, cause to be cex=enccd end cc pletod the rcconotruc- tion, rcplcccmcnt and repairs. Cothing heroin shall be construed as requiring the City to expend tinny fiat..'for caintenanca end operation of the Syntama or for premiums on its insurance which are derived from courcca other, then•che operation of the Systems, but nothing heroin. shall.be construed as preventing the City from doing so. Section 16. The City will keep proper books or records and accounts (separate from all other r66ords and accounts) in which complete and correct entries shall be made of any tranm- cctions relating to the Systems. The City will furnish to any holder or purchaser of any of the bonds at the time outstanding at the written request of ouch holder or purchaser, not more than. thirty (30) days after the close of each six conths' fiscal period, complete operating and income statements of the Uateruorko and Sctnr Systems in roaconablo detail covering such six months' period, end not more than sizty (60) days after the close of each fiscal year, comploto financial statement of the Systems covering such fiscal year, certified by a certified public accountant, which con tificato shall further certify that the City is in compliance with the provisions of thin Resolution, and if not, to the extent the City in not in commpl%nco with the tottn hereof. A copy of the financial state ont of the Systems for each fiscal year, so certified, -23- will be deposited with Union. Planters National Bank, of Memphis, Tennessee, and with Bauscher, fierce & Co., Inc., Dallas, Texas. Section 11. That all bonds paid or called for redemp- Lion either at or before maturity, shall be canceled when such payment or redemption is made, together with all unmatured cou- pons appertaining thereto, and hold by the City Treasurer. All unpaid interest coupons maturing on or prior to the data of such payment or redemption shall continue to be payable to the respective bearers thereof, 4. Section 18. That the'boads, together with interest thereon, shall be payable solely out of the Waterworks and Sewer Revenue Reftmdiag load. Ftmd A hereinbetora difined ad shall be a valid claim of the holders thereof only against said Fund, and the amount of the revenues pledged`to said Fund,.*which amount of said revenues is hereby pledged for the equal fnd ratable pay - sent of the bonds and shall be used for no other purpose than to pay the principal of and interest on the bonds as the sage accrue. Section 19. That as long as any of the bonds authorized hereby are outstanding, the City shall not issue or attempt. to issue any bonds claimed to be entitled to a priority of lion on revenues of the Systems over the lien securing the bonds of this issue. Nothing in this Resolution shall be construed to prevent the issuance by the City of additional bonds to finance or pay the cost of constructing any future extensions, betterments, or improvements to the Systems, or either of the, provided, however, the City shall not authorise or issue any such additional bonds - 24 - cr' ranking on a. parity with the outstanding bonds of this issue, un- less and until there shall havo been procured and filed with the City. Clerk a statement by an independent certified public accountant not in the regular employ of the City reciting the opinion based upon necessary investigation that net revenues (in this paragraph defined as the gross revenues of the Systems lass. the operation and maintenance expenses as determined by the independent certified public accountant) in either the fiscal year, or the twelve months period, immediately preceding /the month in which it is proposed to issue such additional bonds shall equal 133-1/3Z of the maximum amount that will become due in any year thereafter for principal, interest, and paying agent's charges. on the bonds then outstanding and the bonds then proposed to be issued. Section 20. The City further covenants and agrees that so long as any of the bonds herein authorized to be issued are out- standing and the interest thereon has not been paid in full, the City will not enter into any water -purchase or other contracts at least for a period' in excesA:of three (3) years which will to - suit in the reduction of the net earnings of the Systems (net earn- .. .. _ ings being the gross earnings of the Systems less the cost of the operation and maintenance) below an amount equal to 133-1/3x of the maximum annual debt service requirements of the bonds herein authorized to be issued together with the paying agent's charges in connection therewith. Section 21. The bonds herein authorized to be issued shall be subject to re4eaption before maturity, at the option of the City, in lawful funds of the United States of America, in inverse numerical 25. order, on any interoot payment data, on and after April 1, 1903, at par and accrued interest, from surplus revenues derived from the operation of the Systcas in stases of the count required to be paid into the Waterworks and Sewer Revenue Refunding Bond Fund and to maintain the Reserve Fund, Contingency Reserve, end Replacement Fund, an heroin defined, or from any other available funds. fotice of the call for redemption shall be published by the City Clark for one insertion corn than thirty (30) days before the data of such rode ption in a newspaper of central circulation published in the City of Little Bock, Arkansas, and having a gen- eral circulation throughout the State of Arkansas, and in a finan- cial journal published in the Dorough of ttanhattca, City of Nov York, and after the data mentioned in said call, the bond or bonds so called viii cease to bear interest; provided, funds for their section 22. After the bonds herein authorized to be issued have been executed by the City Clark, an heroin provided, they shall be delivered by the slayer to Union Planters Cational Bank, in tlttpbia, Tonnaseoo, which shall authenticate and deliver them to the purchaser, upon the paymcat•of Sc purchase price in the sum of 45,313,000.00, with accrued interact. Coast Qoranenusly with ouch delivery and payment, the said Dank shall apply the proceeds of the sale of the bonds as follouat (1) The accrued interact ►aid by the purchaser of the bonds shall be paid by the Dank to the treasurer of the City of Fayetteville, and he shall pay the cam* into the Uatertorka and Sever Revenue Refunding Bond Fused, in addition to any other mount required to be paid into the acid Fund. (2) The proceeds from the sale of the void bonds in - 26 - the mount of $3,313,000.00 shall be deposited in a separate escrow account hereby created and designated as "City of Fayetteville, Arkansas Waterworks and Sewer Refunding and Construction Revenue Bonds Refunding Fund" (herain_sometines designated as the "Refund- • ! in Fund") with Union Planters Rational Bank, of t=phis, Tennessee, (heroin sometimes designated as. the "Esarou Agent"), together with any interest to be derived from the investment of the deposits or any part thereof in bills, certificates of indebtedness, notes or bonds wwhich are direct obligations of,. or the principal of and interest on which. obligations are unconditionally guaranteed by, the United Staten of America, to pay the reasonable charges/of the Escrow Agent in connection therewith, and to pay the. principal of and interest on the outstanding Waterworks and Sewer Refunding and Construction Revenue Bonds of the City dated May 1, 1958, to be refunded, paid and discharged as the same bacstme due, to '.the respective maturities of the said bonds or to their prior rodctp- tion data, without rho payment of the premium therefor, which ever is earlier, honey shall be withdrawn by the Escrow Agent from the Refunding Fund in ouch emounts and times to permit the payment without default of such principal and interest. The Escrow Agent may also withdraw from the Refunding Fund the amounts of its reasonable service charges in connection therewith as the sate ac- crue and become due, not, however, in a total amount exceeding the Mount deposited in the Refunding Fund therefor. Any moneys re- maining in the Refunding Fund after the redemption in full of the outstanding Waterworks and Sever Refunding and Construction Revenue Bonds of the City dated May 1, 1958, or after adequate provision has been made therefor, shall be applied to any lawful purpose or purposao, as the Council my direct. 27 .r .1l The 1layor and City Clark of the City are hereby authorized and directed to execute an *screw agreoent with the I3ccroa gent concerning the deposit to be ands thcrcuith in the Rofundina Fund as herein provi cd, and any other aaroc=cnt necessary or desirable to icplctcnt the provicions of thin Resolution. Section 23. tanoyo bold for the credit of the Wateruorko corks and Sear Continency Fund shall be continuously invested end reinvented by the City in direct obl*eationn of, or obligations, tho principal of end interest on which, are unconditionally guaran- toad by the United States. of t`.mcrica, vbich, shall caturo, or chich shall be subject ..to redemption by the holder thereof, at the option of ouch holder, consistent with the ehticipated needs of the Sycttaa, but to mature not later them tvtiva (12) years after date of purchase. Obligations so purchased as an investment of Coneys in any such fund shall be placed in the custody of the City Treasurer and shall be dotted at all ti as to be a part of such fund, and the in- tarect accruing thereon and eny profit realized from ouch investment shall be credited to ouch fund, and any loco resulting from ouch invoateant shall be charged to such fund. Section 24. That if any provision of this Resolution shall for any reason be hold illegal or invalid by the courts, it shall not affect the validity of .the rc_aindcr of the Resolution. Section 25. That all ordinance or resolutions or parts thereof in conflict herewith are hereby repealed to the extent of ouch conflict. Section 26. That this Revolution shall not create any - 28 - right of any character, and no right of any character shall arias under or pursuant to it, until the bonds authorized by this Resolution shall bs issued and delivered. Section 27. It to ascertained and declared that it is to the issebediate advantage of the city of Fayetteville that Its outstanding Waterworks and Sewer Refunding and Construction Re- venue bonds be refunded, that the waterworks and sewer systims of the City are totally inadequate forth. nesds'of the City, and that as a result of which the health and lives of the inhabitants there- of, end their property are daily endangered, that only by the ad- option of this Resolution can the City place itself in a position to make sufficient future improvemente. It is, therefore, declared that an emergency exists, that this Resolution is necessary for the immediate preservation of the public pears, health, and safety, and that this Resolution shall take affect and be in force from and after its adoption. (Other matters not pertaining to the waterworks and serer systems and the bond issue are omitted.) There being no further business, the Council adjourned. Mayor ATTEST: ci rk • gt ft r