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Ordinance 2014-32 UNITED CITY OF YORKVILLE KENDALL COUNTY,ILLINOIS ORDINANCE NO. 2014-32 4011w �y 'M AN ORDINANCE AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION BONDS (ALTERNATE REVENUE SOURCE) OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS, IN ONE OR MORE SERIES IN AN AGGREGATE PRINCIPAL AMOUNT OF $7,885,000. ADOPTED BY THE MAYOR AND CITY COUNCIL OF THE UNITED CITY OF YORKVILLE KENDALL COUNTY,ILLINOIS THIS 22ND DAY OF JULY,2014 Published in pamphlet form by authority of the City Council of the United City of Yorkville, Kendall County, Illinois, this 22nd day of July, 2014 MINUTES of a regular public meeting of the City Council of the United City of Yorkville, Kendall County, Illinois, held at the 800 Game Farm Road, Yorkville, Illinois, at 7:00 P.M., on the 22nd day of July, 2014. The Mayor called the meeting to order and led the pledge of allegiance to the flag. The Mayor then directed the Clerk to call the roll. Upon the roll being called by the Clerk, the' following Aldermen answered present: v, X-A 06e fer C 4 e- l 'e SPEAKS -PkE56A17- V1+9 -AuDto To T C41W IC-4(- ?zosLeAls W, Aunso E-Quiplkewr, SpPEa2S Was L/IJ46v- 7D ✓om ed ogbl J,4, ce. The following Aldermen were absent: After a discussion of the proposed road and street improvement project and the opportunity to refund a portion of the City's outstanding debt, Mayor Golinski entertained a motion to approve the adoption of an ordinance authorizing the issuance of general obligation alternate revenue source bonds for the purposes of (i) financing certain road and street improvements throughout the City, (ii) refunding the City's General Obligation Bonds (Alternate Revenue Source), Series 2005A, (iii) refunding the City's General Obligation Bonds (Alternate Revenue Source), Series 2005C, and (iv) paying for the costs of expenses incident to the issuance of the bonds. So moved by Alderman �g,1Q14ej seconded by Alderman motion approved by a roll call vote: Ayes Nays _�_ approving the Ordinance the complete text of which is set out as follows: ORDINANCE No: 2014-32 AN ORDINANCE AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION BONDS (ALTERNATE REVENUE SOURCE) OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS, IN ONE OR MORE SERIES IN AN AGGREGATE PRINCIPAL AMOUNT OF $7,885,000. WHEREAS, the United City of Yorkville, Kendall County, Illinois, is a municipal corporation and body politic of the State of Illinois (the"City"); and WHEREAS, the City has outstanding its General Obligation Bonds (Alternate Revenue Source), Series 2005A (the "2005A Bonds") which were issued to finance certain road and street improvements within the City; and WHEREAS, the City has outstanding its General Obligation Bonds (Alternate Revenue Source), Series 2005C (the "2005C Bonds") which were issued to finance improvements its waterworks and sewerage system; and WHEREAS, the City Council of the City (the "Council") has determined that it is advisable, necessary and in the best interests of the City (i) to construct various road and street improvements within the City (the "Project") (ii) to refund all or a portion of the 2005A Bonds and the 2005C Bonds (collectively, the "Refunding"); and (iii) to pay costs of issuance and expenses incident thereto, all for the benefit of the inhabitants of the City; and WHEREAS, the estimated cost of the Project (collectively, the "Project Costs") is expected not to exceed $4,295,000, and there are insufficient funds on hand and lawfully available to pay such costs; and WHEREAS, the estimated cost of the Refunding (collectively, the "Refunding Costs") is expected not to exceed $3,590,000, and there are insufficient funds on hand and lawfully available to pay such costs; and WHEREAS, for the purpose of providing funds to pay the Project Costs and the Refunding Costs and in accordance with the provisions of the Local Government Debt Reform Act, as supplemented and amended (the "Act"), the City on May 27, 2014, adopted an ordinance (the "Authorizing Ordinance") authorizing the issuance of alternate bonds, being general obligation bonds payable from any revenue source as provided by the Act, in an amount not to exceed $7,885,000; and WHEREAS, on June 5, 2014, the Authorizing Ordinance, together with a notice in the statutory form, was published in the Kendall County Record, being a newspaper of general circulation in the City, and an affidavit evidencing the publication of the Authorizing Ordinance and said notice have been presented to the City and made a part of the permanent records of the City; and WHEREAS, more than thirty (30) days have expired since the date of publication of the Authorizing Ordinance and said notice, and no petition with the requisite number of valid signatures thereon has been filed with the City Clerk requesting that the question of the issuance of the alternate bonds be submitted to referendum; and WHEREAS, on June 24, 2014, the City held a public hearing pursuant to the Bond Issuance Notification Act following notice published in the Kendall County Record on the May 29, 2014; and WHEREAS, the City is now authorized to issue alternate bonds in several series in an aggregate amount not to exceed $7,885,000 in accordance with the provisions of the Act, and the City hereby determines that it is necessary and desirable that the alternate bonds so authorized be issued at this time to pay the Project Costs and the Refunding Costs; and - 2 - WHEREAS, the revenue sources that will be pledged to the payment of the principal and interest on the alternate bonds associated with the Project Costs will be revenues received by the City from its distributions of sales tax revenues, and such other funds of the City as may be lawfully available and annually appropriated for such payment (the "2014A Pledged Revenues"); and WHEREAS, the revenue sources that will be pledged to the payment of the principal and interest on the alternate bonds associated with the portion of the Refunding Costs attributable to the refunding of-the 2005A Bonds will be revenues received by the City from its distributions of public utility tax revenues and such other funds of the City as may be lawfully available and annually appropriated for such payment(the "2014B Pledged Revenues"); and WHEREAS, the revenue sources that will be pledged to the payment of the principal and interest on the alternate bonds associated with the portion of the Refunding Costs attributable to the refunding of the 2005C Bonds will be (i) revenues of the City in the Surplus Account of the Waterworks and Sewerage Fund consisting of funds remaining in the Waterworks and Sewerage Fund after the required monthly deposits and credits have been made to the Operation and Maintenance Account, the Depreciation Account and any other accounts that may be created in the future, (ii) revenues received by the City from its distributions of income tax revenues, and (iii) such other funds of the City as may be lawfully available and annually appropriated for such payment (the "2014C Pledged Revenues", and together with the 2014A Pledged Revenues and the 2014B Pledged Revenues, the "Pledged Revenues"); and WHEREAS, if the above-mentioned Pledged Revenues are insufficient to pay the principal of and interest on each respective series of alternate bonds, ad valorem property taxes upon all - 3 - taxable property in the City without limitation as to rate or amount are authorized to be extended to pay the principal of and interest on said alternate bonds; and WHEREAS, the City hereby determines that the Pledged Revenues will provide in each year at least 1.25 times debt service of each respective series of alternate bonds proposed to be issued; and WHEREAS, such determination is supported by a report for each series of alternate bonds prepared for the City by Speer Financial (collectively, the "Reports"), which Reports have been presented to the City, and are now on file with the City Clerk. NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE UNITED CITY OF YORKVILLE,KENDALL COUNTY,ILLINOIS,AS FOLLOWS: Section 1. Issuance of Bonds. (a) The City hereby finds that all of the recitals contained in the preambles to this ordinance are full, true and correct and do incorporate them into this ordinance by this reference. (b) It is hereby found and determined that the City has been authorized by the provisions of the Act to issue alternate bonds of said City in several series in an aggregate amount of$7,885,000 for the purpose of paying the Project Costs and the Refunding Costs to serve the inhabitants of the City and such borrowing of money is necessary for the welfare of the government and affairs of the City, is a proper public purpose and is in the public interest. (c) There shall be borrowed on the credit of and for and on behalf of the City, the amount of $4,295,000 for the Project, and the City shall issue in the name of the City its "General Obligation (Alternate Revenue Source) Bonds, Series 2014A" in the principal amount of$4,295,000 (the "2014A Bonds") pursuant to the Act for the purpose of the payment of the Project Costs. - 4 - The 2014A Bonds shall be issued in the denomination of Five Thousand Dollars ($5,000) each or integral multiples thereof, numbered consecutively from 1 upward, and dated the date of delivery. The 2014A Bonds shall bear interest from the most recent date to which interest has been paid or duly provided for, until the principal amount of the 2014A Bonds is paid, such interest (computed upon the basis of a 360-day year of twelve 30-day months) being payable on June 1 and December 1 of each year, beginning June 1, 2015. The 2014A Bonds shall become due and payable (subject to redemption as set forth herein) on December 1 of each year and shall bear interest at rates per annum as follows: MATURITY INTEREST MATURITY INTEREST DATE AMOUNT RATE DATE AMOUNT RATE 2015 $135,000 3.000% 2025 $225,000 3.000% 2016 185,000 3.000% 2026 230,000 3.125% 2017 190,000 3.000% 2028 495,000 4.000% 2018 190,000 3.000% 2030 540,000 4.000% 2019 195,000 3.000% 2033 870,000 4.000% 2020 200,000 3.000% 2021 200,000 3.000% 2022 210,000 3.000% 2023 210,000 3.000% 2024 220,000 3.000% (d) There shall be borrowed on the credit of and for and on behalf of the City, the amount of$2,300,000 to pay for a portion the Refunding, and the City shall issue in the name of the City its "General Obligation (Alternate Revenue Source) Refunding Bonds, Series 201413" in the principal amount of$2,300,000 (the "2014B Bonds") pursuant to the Act for the purpose of the payment of a portion of the Refunding Costs attributable to the refunding of the 2005A Bonds. - 5 The 2014B Bonds shall be issued in the denomination of Five Thousand Dollars ($5,000) each or integral multiples thereof, numbered consecutively from 1 upward, and dated the date of delivery. The 2014B Bonds shall bear interest from the most recent date to which interest has been paid or duly provided for, until the principal amount of the 2014B Bonds is paid, such interest (computed upon the basis of a 360-day year of twelve 30-day months) being payable on June 30 and December 30 of each year beginning December 30, 2014. The 2014B Bonds shall become due and payable (subject to redemption as set forth herein) on December 30 of each year and shall bear interest at rates per annum as follows: MATURITY INTEREST DATE AMOUNT RATE 2015 $255,000 2.000% 2016 270,000 2.000% 2017 275,000 2.000% 2018 285,000 2.000% 2019 290,000 2.000% 2020 295,000 3.000% 2021 310,000 3.000% 2022 320,000 3.000% (e) There shall be borrowed on the credit of and for and on behalf of the City, the amount of$1,290,000 to pay for a portion of the Refunding, and the City shall issue in the name of the City its "General Obligation (Alternate Revenue Source) Refunding Bonds, Series 2014C" in the principal amount of$1,290,000 (the "2014C Bonds", and together with the 2014A Bonds and the 2014B Bonds, the "Bonds") pursuant to the Act for the purpose of the payment of a portion of the Refunding Costs attributable to the refunding of the 2005C Bonds. The 2014C Bonds shall be issued in the denomination of Five Thousand Dollars ($5,000) each or integral multiples thereof, numbered consecutively from 1 upward, and dated the date of - 6 - delivery. The 2014C Bonds shall bear interest from the most recent date to which interest has been paid or duly provided for, until the principal amount of the 2014C Bonds is paid, such interest (computed upon the basis of a 360-day year of twelve 30-day months) being payable on June 30 and December 30 of each year beginning December 30, 2014. The 2014C Bonds shall become due and payable (subject to redemption as set forth herein) on December 30 of each year and shall bear interest at rates per annum as follows: MATURITY INTEREST DATE AMOUNT RATE 2015 $120,000 2.000% 2016 120,000 2.000% 2017 120,000 2.000% 2018 130,000 2.000% 2019 125,000 2.000% 2020 130,000 3.000% 2021 135,000 3.000% 2022 135,000 3.000% 2023 140,000 3.000% 2024 135,000 3.000% Section 2. Registrar and Pang Agent. The Amalgamated Bank of Chicago is hereby appointed to serve as Registrar and Paying Agent for the Bonds (the "Registrar" or "Paying Agent"). The Registrar is hereby charged with the responsibility of authenticating the Bonds. The principal of the Bonds shall be payable at the designated 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 the names appear as of the fifteenth day preceding the interest payment date and 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 - 7 - 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 by 1:00 p.m. (New York City time) 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 coin or currency 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. Each Bond shall be transferable or exchangeable only upon the books of the City kept for that purpose at the designated office of the Registrar by the registered owner 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 Registrar shall not be required to transfer or exchange any Bond during the period beginning at the close of business on the fifteenth (15th) day preceding an interest payment date on such Bond occurs and ending on such interest payment date. The costs of such transfer or exchange shall be borne 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. - 8 - The Registrar and Paying Agent may at any time resign as Registrar and Paying Agent upon giving 30 days' notice in writing to the City and by first class mail to each registered owner of the Bonds then outstanding, and such resignation will take effect at the end of such 30 day period or upon the earlier appointment of a successor registrar and paying agent by the City. Any such notice to the City may be served personally or sent by registered mail. The Registrar and Paying Agent may be removed at any time as Registrar and Paying Agent by the City, in which event the City may appoint a successor registrar and paying agent. The City shall notify each registered owner of the Bonds then outstanding by first class mail of the removal of the Registrar and Paying Agent. Notices to the registered owners of the Bonds shall be deemed to be given when mailed by first class mail to the addresses of such registered owners as they appear on the registration books kept by the Registrar. Upon the appointment of any successor registrar and paying agent by the City, the Mayor and City Clerk are authorized and directed to enter into such agreements and understandings with such successor registrar and paying agent as will enable the institution to perform the services required of a registrar and paying agent for the Bonds. The Mayor and City Clerk are further authorized to pay such fees as the successor registrar and paying agent may charge for the services it provides as registrar and paying agent and such fees may be paid from the fund established to pay the principal of interest on the Bonds as fiscal agency charges. Any predecessor registrar and paying agent shall deliver all of the Bonds and any cash or investments in its possession with respect thereto, together with the registration books, to the successor registrar and paying agent. Interest on the 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 - 9 - authenticated after the fifteenth day preceding an interest payment date and on or before such interest payment date in which case they shall bear interest from such interest payment date. Section 3. Redemption. (a) The 2014A Bonds maturing on or after December 1, 2025, are callable at the option of the City on any date on or after December 1, 2024, at a price of par plus accrued interest. The 2014B Bonds are not subject to optional redemption prior to maturity. The 2014C Bonds are not subject to optional redemption prior to maturity. (b) The 2014A Bonds maturing on December 1 in the years 2028, 2030 and 2033 are subject to mandatory sinking fund redemption at the price of par plus accrued interest to the date of redemption on the dates and in the amounts as follows: Term 2014A Bonds due Term 2014A Bonds due Term 2014A Bonds due December 1, 2028 December 1, 2030 December 1, 2033 12/01/2027 $245,000 12/01/2029 $265,000 12/01/2031 $280,000 12/01/2028 250,000* 12/01/2030 275,000* 12/01/2032 290,000 12/01/2033 300,000* * Final Maturity (c) Unless waived by any holder of Bonds to be redeemed, notice of the call for any such redemption shall be given by the Bond Registrar on behalf of the City by mailing the redemption notice by first class mail at least thirty (30) days and not more than sixty (60) days prior to the date fixed for redemption to the registered owner of the Bond or Bonds to be redeemed at the address shown on the Bond Register or at such other address as is furnished in writing by such registered owner to the Bond Registrar. All notices of redemption shall state: (1) the redemption date, (2) the redemption price, - 10 - (3) if less than all outstanding Bonds are to be redeemed, the identification (and, in the case of partial redemption, the respective principal amounts) of the Bonds to be redeemed, (4) that on the redemption date the redemption price will become due and payable upon each such Bond or portion thereof called for redemption, and that interest thereon shall cease to accrue from and after said date, (5) the place where such Bonds are to be surrendered for payment of the redemption price, which place of payment shall be a corporate trust office of the Bond Registrar, and (6) such other information then required by custom, practice or industry standard. Prior to any redemption date, the City shall deposit with the Bond Registrar an amount of money sufficient to pay the redemption price of all the Bonds or portions of Bonds which are to be redeemed on that date. Unless moneys sufficient to pay the redemption price of the Bonds to be redeemed shall have been received by the Bond Registrar prior to the giving of such notice of redemption, such notice may, at the option of the City, state that said redemption shall be conditioned upon the receipt of such moneys by the Bond Registrar on or prior to the date fixed for redemption. If such moneys are not received, such notice shall be of no force and effect, the City shall not redeem such Bonds, and the Bond Registrar shall give notice, in the same manner in which the notice of redemption was given, that such moneys were not so received and that such Bonds will not be redeemed. - 11 - Notice of redemption having been given as aforesaid, the Bonds or portions of Bonds so to be redeemed shall, on the redemption date, become due and payable at the redemption price therein specified, and from and after such date(unless the City shall default in the payment of the redemption price) such Bonds or portions of Bonds shall cease to bear interest. Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Bond Registrar at the redemption price. Installments of interest due on or prior to the redemption date shall be payable as herein provided for payment of interest. Upon surrender for any partial redemption of any Bond, there shall be prepared for the registered holder a new Bond or Bonds of the same maturity in the amount of the unpaid principal. If any Bond or portion of Bond called for redemption shall not be so paid upon surrender thereof for redemption, the principal shall, until paid, bear interest from the redemption date at the rate borne by the Bond or portion of Bond so called for redemption. All Bonds which have been redeemed shall be cancelled and destroyed by the Bond Registrar and shall not be reissued. Section 4. Execution and Negotiability. Each of the Bonds shall be executed in the name of the City by the manual or facsimile signatures of the Mayor and the City Clerk, and the seal of the City shall be affixed, imprinted, engraved or otherwise reproduced thereon and countersigned by the manual or facsimile signature of the City Treasurer; and these 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 the Bonds. In case any officer whose signature or facsimile signature appears on the Bonds shall cease to be such officer before the delivery of the Bonds, 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. - 12 - The Bonds shall have all of the qualities and incidents of negotiable instruments under the laws of the State of Illinois, subject to the provisions for registration herein. The Bonds shall also be authenticated by the manual signature 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. Section 5. Form of Bonds. The form and tenor of the Bonds shall be substantially as follows, all blanks to be filled in properly prior to delivery: FORM OF SERIES 2014A BOND UNITED STATES OF AMERICA STATE OF ILLINOIS COUNTY OF KENDALL UNITED CITY OF YORKVILLE GENERAL OBLIGATION (ALTERNATE REVENUE SOURCE) BOND, SERIES 2014A Interest Rate Maturity ate Original Date Authentication Date CUSIP REGISTERED OWNER: CEDE & CO. PRINCIPAL SUM: The United City of Yorkville, in Kendall County, Illinois (the "City"), for value received, hereby promises to pay to the Registered Owner named above or registered assigns, the Principal Sum set forth above on the Maturity Date set forth above, and to pay interest hereon (computed on the basis of a 360-day year of twelve 30-day months) at the Interest Rate per annum stated 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 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 May 15, 2015, in which case it shall bear interest from the Original Date, until the principal is paid, which interest is payable semiannually on June 1 and December 1 in each year, beginning on June 1, 2015. The principal of this Bond is payable at the designated corporate trust office of The Amalgamated Bank of Chicago (the "Registrar" or"Paying Agent"). All payments of interest on this bond shall be paid by check, mailed one business day prior to the interest payment date to - 13 - the registered owner hereof as of the fifteenth day preceding such 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 wire transfer payments by 1:00 p.m. (New York City time) 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 coin or currency 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. This Bond is a general obligation of the City payable as to principal and interest from revenues received by the City from its distributions of sales tax revenues, and such other funds of the City as may be lawfully available and annually appropriated for such payment, and to the extent the previous sources are insufficient, ad valorem taxes levied against all taxable property in the City, without limitation as to rate or amount, all in accordance with the provisions of the Local Government Debt Reform Act, as supplemented and amended (the "Act"). The full faith, credit and resources of the City are pledged to the punctual payment of the principal of and interest on the Bonds. This Bond is negotiable, subject to registration provisions, pursuant to the laws of the State of Illinois. The Bonds are payable from the Pledged Revenues (as defined in the Ordinance) on a parity with the outstanding General Obligation Bonds (Alternate Revenue Source), Series 2005 and General Obligation (Alternate Revenue Source) Refunding Bonds, Series 2014 This Bond is one of an authorized issue of bonds of the City of like date, tenor and effect, except as to source of security, rates of interest and dates of maturity; aggregating $4,295,000; numbered consecutively from R-1 up; issued (i) to construct various road and street improvements within the City (the "Project"), and (ii) to pay costs of issuance and expenses incident thereto, all for the benefit of the inhabitants of the City (the "Project"); as approved by the Mayor and City Council of the City (the "City"). This Bond is issued pursuant to a Bond Ordinance adopted by the City on July 22, 2014 (the "Ordinance"), and in accordance with the Act, the proceeds of which bonds are to be applied solely to pay the cost of the Project and the payment of costs of issuance. The Bonds maturing on or after December 1, 2025, are subject to optional redemption on any date on or after December 1, 2024, at 100% of the principal amount thereof plus accrued interest to the date of redemption. The Bonds due December 1 in the years 2028, 2030 and 2033 are subject to mandatory sinking fund redemption at 100% of the principal amount thereof plus accrued interest to the redemption date in accordance with the schedule set forth in the Ordinance. This Bond is transferable or exchangeable only upon the books of the City kept for that purpose at the designated 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 - 14 - and delivered in the name of the transferee or transferees or to the registered owner, as the case may be, in exchange therefor. The Registrar shall not be required to transfer or exchange this bond during the period beginning at the close of business on the fifteenth (15th) day of the month preceding the interest payment date on this bond occurs and ending on such interest payment date. The City, the Registrar, the Paying Agent and any other registrar or 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. This Bond is subject to defeasance prior to payment as provided in the Ordinance referred to herein. THE OWNER OF THIS BOND, BY THE ACCEPTANCE HEREOF, HEREBY AGREES TO ALL THE TERMS AND PROVISIONS CONTAINED IN THE ORDINANCE. 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. It is hereby certified and recited that all acts, conditions and things required to be done precedent to and in the execution, issuance and delivery of this bond have been done and performed in regular and due form as provided by law; that the indebtedness of the City, including the issue of the Bond of which this is one, does not exceed any limitation imposed by law; and that provision has been made for the collection of a direct annual tax sufficient to pay the interest hereon as it falls due and also to pay and discharge the principal hereof at maturity. This Bond shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been executed by an authorized representative of the Registrar. IN WITNESS WHEREOF, the United City of Yorkville, Kendall County, Illinois, has caused this bond to be executed by the manual or facsimile signatures of the Mayor and the City Clerk, the seal of said City (or a facsimile thereof) to be affixed, imprinted, engraved or otherwise reproduced hereon and countersigned by the duly authorized manual or facsimile signature of the City Treasurer, all as of the Original Date identified above. UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS By Mayor BY City Clerk [SEAL] - 15 - Countersigned: By City Treasurer REGISTRAR'S CERTIFICATE OF AUTHENTICATION This bond is one of the bonds described in the within-mentioned Ordinance. THE AMALGAMATED BANK OF CHICAGO, as Registrar By Authorized Officer FORM OF SERIES 2014B BOND UNITED STATES OF AMERICA STATE OF ILLINOIS COUNTY OF KENDALL UNITED CITY OF YORKVILLE GENERAL OBLIGATION (ALTERNATE REVENUE SOURCE) REFUNDING BOND, SERIES 2014B Interest Rate Maturity Date Original Date Authentication Date CUSIP REGISTERED OWNER: CEDE & CO. PRINCIPAL SUM: The United City of Yorkville, in Kendall County, Illinois (the "City"), for value received, hereby promises to pay to the Registered Owner named above or registered assigns, the Principal Sum set forth above on the Maturity Date set forth above, and to pay interest hereon (computed on the basis of a 360-day year of twelve 30-day months) at the Interest Rate per annum stated 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 preceding an interest payment date and on or before such interest payment date in which case it shall bear interest from such interest payment date or unless this bond is authenticated on or before December 15, 2014, in which case it shall bear interest from the Original Date, until the principal is paid, which interest is payable semiannually on June 30 and December 30 in each year, beginning on December 30, 2014. The principal of this Bond is payable at the designated corporate trust office of The Amalgamated Bank of Chicago (the "Registrar" or"Paying Agent"). All payments of interest on this bond shall be paid by check, mailed one business day prior to the interest payment date to - 16 - the registered owner hereof as of the fifteenth day preceding such 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 wire transfer payments by 1:00 p.m. (New York City time) 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 coin or currency 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. This Bond is a general obligation of the City payable as to principal and interest from revenues received by the City from its distributions of public utility tax revenues and such other funds of the City as may be lawfully available and annually appropriated for such payment and to the extent the previous sources are insufficient, ad valorem taxes levied against all taxable property in the City, without limitation as to rate or amount, all in accordance with the provisions of the Local Government Debt Reform Act, as supplemented and amended (the "Act"). The full faith, credit and resources of the City are pledged to the punctual payment of the principal of and interest on the Bonds. This Bond is negotiable, subject to registration provisions, pursuant to the laws of the State of Illinois. The Bonds are payable from the Pledged Revenues (as defined in the Ordinance) on a parity with the outstanding General Obligation Bonds (Alternate Revenue Source), Series 2005A. This Bond is one of an authorized issue of bonds of the City of like date, tenor and effect, except as to source of security, rates of interest and dates of maturity; aggregating $2,300,000; numbered consecutively from R-1 up; issued (i) to refund the City's General Obligation (Alternate Revenue Source) Bonds, Series 2005A, and (ii) to pay costs of issuance and expenses incident thereto, all for the benefit of the inhabitants of the City (the "Refunding"); as approved by the Mayor and City Council of the City (the "City"). This Bond is issued pursuant to a Bond Ordinance adopted by the City on July 22, 2014 (the "Ordinance"), and in accordance with the Act, the proceeds of which bonds are to be applied solely to pay the cost of the Refunding and the payment of costs of issuance. The Bonds are not to optional redemption prior to maturity. This Bond is transferable or exchangeable only upon the books of the City kept for that purpose at the designated 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. The Registrar shall not be required to transfer or exchange this bond during the period beginning at the close of business on the fifteenth (15th) day of the month preceding the interest payment date on this bond occurs and ending on such interest payment date. The City, the Registrar, the Paying Agent and any other registrar or paying agent for this bond may treat and consider the person in whose name this bond is registered as the absolute - 17 - owner hereof for all purposes including for the purpose of receiving payment of, or on account of, the principal hereof and interest due hereon. This Bond is subject to defeasance prior to payment as provided in the Ordinance referred to herein. THE OWNER OF THIS BOND, BY THE ACCEPTANCE HEREOF, HEREBY AGREES TO ALL THE TERMS AND PROVISIONS CONTAINED IN THE ORDINANCE. 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. It is hereby certified and recited that all acts, conditions and things required to be done precedent to and in the execution, issuance and delivery of this bond have been done and performed in regular and due form as provided by law; that the indebtedness of the City, including the issue of the Bond of which this is one, does not exceed any limitation imposed by law; and that provision has been made for the collection of a direct annual tax sufficient to pay the interest hereon as it falls due and also to pay and discharge the principal hereof at maturity. This Bond shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been executed by an authorized representative of the Registrar. IN WITNESS WHEREOF, the United City of Yorkville, Kendall County, Illinois, has caused this bond to be executed by the manual or facsimile signatures of the Mayor and the City Clerk, the seal of said City (or a facsimile thereof) to be affixed, imprinted, engraved or otherwise reproduced hereon and countersigned by the duly authorized manual or facsimile signature of the City Treasurer, all as of the Original Date identified above. UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS By Mayor By City Clerk [SEAL] Countersigned: By City Treasurer REGISTRAR'S CERTIFICATE OF AUTHENTICATION This bond is one of the bonds described in the within-mentioned Ordinance. THE AMALGAMATED BANK OF CHICAGO, as Registrar - 18 - By Authorized Officer FORM OF SERIES 2014C BOND UNITED STATES OF AMERICA STATE OF ILLINOIS COUNTY OF KENDALL UNITED CITY OF YORKVILLE GENERAL OBLIGATION (ALTERNATE REVENUE SOURCE) REFUNDING BOND, SERIES 2014C Interest Rate Maturity Date Original Date Authentication Date CUSIP REGISTERED OWNER: CEDE & CO. PRINCIPAL SUM: The United City of Yorkville, in Kendall County, Illinois (the "City"), for value received, hereby promises to pay to the Registered Owner named above or registered assigns, the Principal Sum set forth above on the Maturity Date set forth above, and to pay interest hereon (computed on the basis of a 360-day year of twelve 30-day months) at the Interest Rate per annum stated 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 preceding an interest payment date and on or before such interest payment date in which case it shall bear interest from such interest payment date or unless this bond is authenticated on or before December 15, 2014, in which case it shall bear interest from the Original Date, until the principal is paid, which interest is payable semiannually on June 30 and December 30 in each year, beginning on December 30, 2014. The principal of this Bond is payable at the designated corporate trust office of The Amalgamated Bank of Chicago (the"Registrar" or"Paying Agent"). 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 preceding such 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 wire transfer payments by 1:00 p.m. (New York City time) 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 coin or currency 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. - 19 - This Bond is a general obligation of the City payable as to principal and interest from (i) revenues of the City in the Surplus Account of the Waterworks and Sewerage Fund consisting of funds remaining in the Waterworks and Sewerage Fund after the required monthly deposits and credits have been made to the Operation and Maintenance Account, the Depreciation Account and any other accounts that may be created in the future, (ii) revenues received by the City from its distributions of income tax revenues, and (iii) such other funds of the City as may be lawfully available and annually appropriated for such payment, and (iv) to the extent the previous sources are insufficient, ad valorem taxes levied against all taxable property in the City, without limitation as to rate or amount, all in accordance with the provisions of the Local Government Debt Reform Act, as supplemented and amended (the"Act"). The full faith, credit and resources of the City are pledged to the punctual payment of the principal of and interest on the Bonds. This Bond is negotiable, subject to registration provisions, pursuant to the laws of the State of Illinois. The Bonds are payable from the Pledged Revenues (as defined in the Ordinance) on a parity with the outstanding General Obligation Bonds (Alternate Revenue Source), Series 2004B and General Obligation Refunding Bonds (Alternate Revenue Source), Series 2007A This Bond is one of an authorized issue of bonds of the City of like date, tenor and effect, except as to source of security, rates of interest and dates of maturity; aggregating $1,290,000; numbered consecutively from R-1 up; issued (i) to refund the City's General Obligation (Alternate Revenue Source) Bonds, Series 2005C, and (ii) to pay costs of issuance and expenses incident thereto, all for the benefit of the inhabitants of the City (the "Refunding"); as approved by the Mayor and City Council of the City (the "City"). This Bond is issued pursuant to a Bond Ordinance adopted by the City on July 22, 2014 (the "Ordinance"), and in accordance with the Act, the proceeds of which bonds are to be applied solely to pay the cost of the Refunding and the payment of costs of issuance. The Bonds are not subject to optional redemption prior to maturity. This Bond is transferable or exchangeable only upon the books of the City kept for that purpose at the designated 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. The Registrar shall not be required to transfer or exchange this bond during the period beginning at the close of business on the fifteenth (15th) day of the month preceding the interest payment date on this bond occurs and ending on such interest payment date. The City, the Registrar, the Paying Agent and any other registrar or 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. This Bond is subject to defeasance prior to payment as provided in the Ordinance referred to herein. THE OWNER OF THIS BOND, BY THE ACCEPTANCE HEREOF, HEREBY AGREES TO ALL THE TERMS AND PROVISIONS CONTAINED IN THE ORDINANCE. - 20 - 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. It is hereby certified and recited that all acts, conditions and things required to be done precedent to and in the execution, issuance and delivery of this bond have been done and performed in regular and due form as provided by law; that the indebtedness of the City, including the issue of the Bond of which this is one, does not exceed any limitation imposed by law; and that provision has been made for the collection of a direct annual tax sufficient to pay the interest hereon as it falls due and also to pay and discharge the principal hereof at maturity. This Bond shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been executed by an authorized representative of the Registrar. IN WITNESS WHEREOF, the United City of Yorkville, Kendall County, Illinois, has caused this bond to be executed by the manual or facsimile signatures of the Mayor and the City Clerk, the seal of said City (or a facsimile thereof) to be affixed, imprinted, engraved or otherwise reproduced hereon and countersigned by the duly authorized manual or facsimile signature of the City Treasurer, all as of the Original Date identified above. UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS By Mayor By City Clerk [SEAL] Countersigned: By City Treasurer REGISTRAR'S CERTIFICATE OF AUTHENTICATION This bond is one of the bonds described in the within-mentioned Ordinance. THE AMALGAMATED BANK OF CHICAGO, as Registrar By Authorized Officer Section 6. Sale of Bonds. The City Treasurer is hereby authorized and directed (i) to deliver the 2014A Bonds to Robert W. Baird & Co., as purchaser of the 2014A Bonds (the - 21 - "2014A Purchaser"); (ii) to deliver the 2014B Bonds to Robert W. Baird & Co., as purchaser of the 2014B Bonds (the "2014B Purchaser"); and (iii) to deliver the 2014C Bonds to Robert W. Baird & Co., as purchaser of the 2014C Bonds (the "2014C Purchaser"). The Mayor and the City Clerk are authorized and directed to execute a bond purchase agreement with each respective purchaser in connection with the sale of the Bonds (each, a "Purchase Contract"), in the name of and on behalf of the City. The Purchase Contract shall be substantially in the form of purchase contracts commonly used in transactions similar to that described in the Ordinance, with such changes as necessary to reflect the terms and provisions of the Bonds, this Ordinance, and such other changes as the Mayor or City Treasurer shall determine are necessary or desirable in connection with the sale of the Bonds. No person holding any office of the City, either by election or appointment, is in any manner financially interested directly in his own name or indirectly in the name of any other person, association, trust or corporation, in the Purchase Contract. Section 7. Alternate Revenue Source; Tax Levy; Additional Security. For the purpose of providing funds required to pay the interest on the Bonds promptly when and as the same falls due and to pay and discharge the principal thereof at maturity, the City covenants and agrees with the Purchasers and the owners of the Bonds that the City will deposit the Pledged Revenues into the Bond Funds described in Section 10 hereof. The 2014A Pledged Revenues are hereby pledged to the payment of the 2014A Bonds, on a parity with the outstanding General Obligation Bonds (Alternate Revenue Source), Series 2005 and General Obligation (Alternate Revenue Source) Refunding Bonds, Series 2014, and the City covenants and agrees to provide for, collect and apply the 2014A Pledged Revenues to the payment of the 2014A Bonds. - 22 - The 2014B Pledged Revenues are hereby pledged to the payment of the 2014B Bonds, on a parity with the outstanding General Obligation Bonds (Alternate Revenue Source), Series 2005A, and the City covenants and agrees to provide for, collect and apply the 2014B Pledged Revenues to the payment of the 2014B Bonds. The 2014C Pledged Revenues are hereby pledged to the payment of the 2014C Bonds, on a parity with the outstanding General Obligation Bonds (Alternate Revenue Source), Series 2004B and General Obligation Refunding Bonds (Alternate Revenue Source), Series 2007A, and the City covenants and agrees to provide for, collect and apply the 2014C Pledged Revenues to the payment of the 2014C Bonds. For the purpose of providing additional funds to produce the sums necessary to pay interest on the Bonds as it falls due and pay and discharge the principal thereof at maturity, there be and there is hereby levied upon all the taxable property within the City a direct annual tax (the "Pledged Taxes") for each of the years while the Bonds or any of them are outstanding, in amounts sufficient for that purpose, and that there be and there is hereby levied upon all of the taxable property in the City, in addition to all other taxes, a direct annual tax in the years and amounts as follows: 2014A PLEDGED TAXES For the Lever A Tax Sufficient to Produce the Sum of: 2014 $330,936.81 2015 329,137.50 2016 328,587.50 2017 322,887.50 2018 322,187.50 2019 321,337.50 2020 315,337.50 2021 319,337.50 2022 313,037.50 2023 316,737.50 2024 315,137.50 - 23 - 2025 313,387.50 2026 321,200.00 2027 316,400.00 2028 321,400.00 2029 320,800.00 2030 314,800.00 2031 313,600.00 2032 312,000.00 2014B PLEDGED TAXES For the Levy Year A Tax Sufficient to Produce the Sum of: 2014 $310,250.00 2015 320,150.00 2016 319,750.00 2017 324,250.00 2018 323,550.00 2019 322,750.00 2020 328,900.00 2021 329,600.00 2014C PLEDGED TAXES For the Lever A Tax Sufficient to Produce the Sum of: 2014 $152,550.00 2015 150,150.00 2016 147,750.00 2017 155,350.00 2018 147,750.00 2019 150,250.00 2020 151,350.00 2021 147,300.00 2022 148,250.00 2023 139,050.00 Principal or interest coming due at any time when there are not sufficient funds on hand from the Pledged Taxes to pay the same shall be paid from current funds on hand of the City, and the fund from which such payment was made shall be reimbursed out of the Pledged Taxes hereby levied when the same shall be collected. The City covenants and agrees with the Purchaser and the owners of the Bonds that so long as any of the Bonds remain outstanding, the City will take no action or fail to take any - 24 - action which in any way would adversely affect the ability of the City to collect the Pledged Revenues or to levy and collect the Pledged Taxes, and the City and its officers will comply with all present and future applicable laws in order to assure that the Pledged Revenues will be available and that the Pledged Taxes will be levied, extended and collected as provided herein and deposited in the Bond Fund. The funds derived from the tax levy be and the same are hereby appropriated and set aside for the sole and only purpose of paying principal and interest on said Bonds when and as the same become due. The funds from the sale of said Bonds be and they are hereby appropriated and set aside for the purpose hereinbefore set out. Section 8. Filing of Ordinance — Bond Funds. After this Ordinance becomes effective, a copy hereof, certified by the City Clerk, shall each be filed with the County Clerk of Kendall County (the "County Clerk"). The County Clerk shall in and for the years specified in this ordinance ascertain the rate required to produce the aggregate Pledged Taxes hereinbefore provided to be levied in each of said years; and the County Clerk shall extend the same for collection on the tax books in connection with other taxes levied in said years in and by the City for general corporate purposes of the City; and the County Clerk, or other appropriate officer or designee, shall remit the Pledged Taxes for deposit to the credit of a special fund created by Section 10 hereof and referred to as the "Bond Funds", and in said years the Pledged Taxes shall be levied and collected by and for and on behalf of the City in like manner as taxes for general corporate purposes of the City for said years are levied and collected, and in addition to and in excess of all other taxes. The Pledged Taxes are hereby irrevocably pledged to and shall be used only for the purpose of paying principal of and interest on the Bonds. - 25 - Section 9. Abatement of Pledged Taxes. The City pledges to abate the levy for the Bonds upon full funding of each Bond Fund in the appropriate levy amount for the subsequent calendar year. The City shall by adoption of an appropriate ordinance direct the abatement of the Pledged Taxes by such amount, and proper notification of such abatement shall each be filed with the County Clerk in a timely manner to effect such abatement. Section 10. Bond Funds. (a) 2014A Bond Fund. There is hereby established a special fund of the City known as the "Alternate Bond and Interest Fund of 2014A (the "2014A Bond Fund") to be held by the Paying Agent which is a trust fund established for the purpose of carrying out the covenants, terms and conditions imposed upon the City by this ordinance. The 2014A Bonds are secured by a pledge of all of the moneys on deposit in the 2014A Bond Fund, and such pledge is irrevocable until such 2014A Bonds have been paid in full or until the obligations of the City are discharged under this ordinance. Within the 2014A Bond Fund there shall be created two accounts: the 2014A Bond and Interest Account (the "2014A Bond and Interest Account") and the 2014A Surplus Account (the "2014A Surplus Account"). The 2014A Bond and Interest Account shall only be used to pay the interest on the 2014A Bonds and principal of the Bonds at maturity or upon redemption. The 2014A Surplus Account may be used by the City for any lawful purpose. 2014A Pledged Taxes shall be set aside as collected and deposited into the 2014A Bond and Interest Account. Upon receipt of the 2014A Pledged Revenues, the City Treasurer shall deposit into the 2014A Bond and Interest Account an amount equal to one-sixth (1/6) of the amount of interest due on the Bonds on the next interest payment date and an amount equal to one-twelfth (1/12) of the amount of principal due on the 2014A Bonds on the next principal payment date. - 26 - The balance of the 2014A Pledged Revenues received each month, after payment of principal and interest on all parity obligations, shall be deposited into the 2014A Surplus Account. (b) Project Fund. There is hereby established a special fund of the City known as the "2014A Project Fund" to be held by the Treasurer. There shall be deposited in the 2014A Project Fund the proceeds of the 2014A Bonds in an amount as provided in Section 11 hereof. The 2014A Project Fund shall be maintained separate and apart from all other accounts of the City. (c) 2014B Bond Fund. There is hereby established a special fund of the City known as the "Alternate Bond and Interest Fund of 201413" (the "2014B Bond Fund") to be held by the Paying Agent which is a trust fund established for the purpose of carrying out the covenants, terms and conditions imposed upon the City by this ordinance. The 2014E Bonds are secured by a pledge of all of the moneys on deposit in the 2014B Bond Fund, and such pledge is irrevocable until such 2014B Bonds have been paid in full or until the obligations of the City are discharged under this ordinance. Within the 2014B Bond Fund there shall be created two accounts: the 2014B Bond and Interest Account (the "2014B Bond and Interest Account") and the 2014B Surplus Account (the "2014B Surplus Account"). The 2014B Bond and Interest Account shall only be used to pay the interest on the Bonds and principal of the 2014B Bonds at maturity or upon redemption. The 2014B Surplus Account may be used by the City for any lawful purpose. 2014B Pledged Taxes shall be set aside as collected and deposited into the 2014B Bond and Interest Account. Upon receipt of the 2014B Pledged Revenues, the City Treasurer shall deposit into the 2014B Bond and Interest Account an amount equal to one-sixth (1/6) of the amount of interest due on the 2014B Bonds on the next interest payment date and an amount equal to one- twelfth (1/12) of the amount of principal due on the 2014B Bonds on the next principal payment - 27 - date. The balance of the 2014B Pledged Revenues received each month, after payment of principal and interest on all parity obligations, shall be deposited into the 2014B Surplus Account. (d) 2014C Bond Fund. There is hereby established a special fund of the City known as the "Alternate Bond and Interest Fund of 2014C" (the "2014C Bond Fund", and together with the 2014A Bond Fund and the 2014B Bond Fund, the "Bond Fund")) to be held by the Paying Agent which is a trust fund established for the purpose of carrying out the covenants, terms and conditions imposed upon the City by this ordinance. The 2014C Bonds are secured by a pledge of all of the moneys on deposit in the 2014C Bond Fund, and such pledge is irrevocable until such 2014C Bonds have been paid in full or until the obligations of the City are discharged under this ordinance. Within the 2014C Bond Fund there shall be created two accounts: the 2014C Bond and Interest Account (the "2014C Bond and Interest Account") and the 2014C Surplus Account (the "2014C Surplus Account"). The 2014C Bond and Interest Account shall only be used to pay the interest on the 2014C Bonds and principal of the 2014C Bonds at maturity or upon redemption. The 2014C Surplus Account may be used by the City for any lawful purpose. 2014C Pledged Taxes shall be set aside as collected and deposited into the 2014C Bond and Interest Account. Upon receipt of the 2014C Pledged Revenues, the City Treasurer shall deposit into the 2014C Bond and Interest Account an amount equal to one-sixth (1/6) of the amount of interest due on the 2014C Bonds on the next interest payment date and an amount equal to one- twelfth (1/12) of the amount of principal due on the 2014C Bonds on the next principal payment date. The balance of the 2014C Pledged Revenues received each month, after payment of principal and interest on all parity obligations, shall be deposited into the 2014C Surplus Account. - 28 - Section 11. Use of Bond Proceeds. Accrued interest and capitalized interest received on the delivery of the 2014A Bonds are hereby appropriated for the purpose of paying interest due on the 2014A Bonds and are hereby ordered deposited into the 2014A Bond Fund. The balance of the proceeds of the 2014A Bonds are hereby appropriated for payment of Project Costs and are hereby ordered deposited into the Project Fund. Accrued interest and capitalized interest received on the delivery of the 2014B Bonds are hereby appropriated for the purpose of paying interest due on the 2014B Bonds and are hereby ordered deposited into the 2014B Bond Fund. The balance of the proceeds of the 2014B Bonds are hereby appropriated for refunding the 2005A Bonds and proceeds after payment of costs of issuance are hereby ordered deposited into the Escrow Account (the "Escrow Account") created pursuant to the Escrow Agreement between the City and The Amalgamated Bank of Chicago. Accrued interest and capitalized interest received on the delivery of the 2014C Bonds are hereby appropriated for the purpose of paying interest due on the 2014C Bonds and are hereby ordered deposited into the 2014C Bond Fund. The balance of the proceeds of the 2014C Bonds are hereby appropriated for refunding the 2005C Bonds and proceeds after payment of costs of issuance are hereby ordered deposited into the Escrow Account. In the event that any moneys remain in the Project Fund, the Escrow Account or any Bond Fund upon completion of the Project or the Refunding, the City shall cause such moneys to be used to pay the interest on the respective series of Bonds on the earliest possible date. Such moneys which are on deposit in the Bond Fund after 30 days of the date of deposit shall be invested at a yield not exceeding the yield on the Bonds in the event that the investment of such moneys shall cause the Bond Fund not to be a bona fide debt service fund pursuant to Treas. Reg. Section 1.148(1)(b). - 29 - Section 12. Defeasance of the Bonds. If, when the Bonds or a portion thereof shall have become due and payable in accordance with their terms, 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 a portion thereof then outstanding shall be paid; or(i) sufficient moneys or(ii) direct obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury), 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 or any designated portion thereof issued hereunder shall no longer be deemed outstanding or entitled to any pledge of the Pledged Revenues and the Pledged Taxes made herein. Section 13. Investment of Moneys. Moneys in the Bond Fund and the Project Fund may be invested by the City Treasurer in lawful investments for the City. All income earned or losses sustained on such investments shall be credited to the Fund or Account from which the investments were made. Section 14. Additional Bonds. The City may without limit issue additional bonds ("Additional Bonds") on a parity with or junior to the Bonds as to the pledge of the Pledged Revenues. If such Additional Bonds are to be parity bonds, the Pledged Revenues shall be sufficient to provide for or pay all of the following: (i) debt service on all outstanding Bonds computed immediately after the issuance of any proposed Additional Bonds, and (ii) an additional amount not less than 0.25 times debt service on the outstanding Bonds and Additional Bonds after the issuance of the proposed Additional Bonds. Such sufficiency shall be calculated for each year to the final maturity of the Bonds and the Additional Bonds. The determination of - 30 - the sufficiency of the Pledged Revenues shall be supported by reference to the most recent audit of the City, which audit shall be for a Fiscal Year ending not earlier than eighteen (18) months previous to the time of issuance of the proposed Additional Bonds. If such audit shows the Pledged Revenues to be insufficient, then the determination of sufficiency may be supported by the report of an independent accountant or feasibility analyst demonstrating the sufficiency of the Pledged Revenues and explaining by what means they will be greater than shown in the audit. Section 15. 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-seven percent (67%) in aggregate principal amount of the Bonds issued pursuant to this ordinance and then outstanding shall have the right from time to time, anything contained in this ordinance to the contrary notwithstanding, to consent to and approve the adoption by the City of such ordinance or ordinances supplemental hereto or amendatory hereof, as shall be deemed necessary or desirable by the City for the purpose of modifying, altering, amending, adding to or rescinding in any particular manner 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 or interest on any Bond issued pursuant to this ordinance; or (b) A reduction in the principal amount of any Bond or the rate of interest thereon; or (c) 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 (d) A reduction in the aggregate principal amount of the Bonds required'.for consent to such supplemental ordinance. - 31 If the owners of not less than sixty-seven percent (67%) 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 City Clerk of the City, no owner of any Bond issued pursuant to this ordinance shall have any right to object to the adoption of such supplemental ordinance or to object to any of the terms and provisions contained therein or the operation thereof, or in any manner to question the propriety of the adoption thereof, or to enjoin or restrain the City 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. Section 16. Tax Covenants. In order to preserve the exclusion of interest on the Bonds from gross income for federal tax purposes under Section 103 of the Internal Revenue Code of 1986 as existing on the date of issuance of the Bonds (the "Code") and as an inducement to purchasers of the Bonds, the City represents, covenants and agrees that: - 32 - (a) No more than 10% of the payment of the principal of or interest on the Bonds will be (under the terms of the Bonds, this ordinance or any underlying arrangement), directly or indirectly, (i) secured by any interest in property used or to be used for a private business use or payments in respect of such property or (ii) derived from payments (whether or not to the City) in respect of such property or borrowed money used or to be used for a private business use. (b) No more than 5% of the Bond proceeds will be loaned to any entity or person other than a state or local governmental unit. No more than 5% of the Bond proceeds will be transferred, directly or indirectly, or deemed transferred to a nongovernmental person in any manner that would in substance constitute a loan of the Bond proceeds. (c) The City reasonably expects, as of the date hereof, that the Bonds will not meet either the private business use test described in paragraph (a) above unless such private use is by a 501(c)(3) entity or the private loan test described in paragraph (b) above during the entire term of the Bonds. (d) Neither the City nor the City will take any action or fail to take any action with respect to the Bonds that would result in the loss of the exclusion from gross income for federal tax purposes on the Bonds pursuant to Section 103 of the Code, nor will the City or the City act in any other manner which would adversely affect such exclusion. (e) The City hereby designates each of the Bonds as a "qualified tax-exempt obligation" for the purposes and within the meaning of Section 265(b)(3) of the Code. In support of such designation, the City hereby certifies that (i) none of the Bonds will be at any time a"private activity bond" (as defined in Section 141 of the Code), (ii) as of the date hereof in calendar year 2014, the City has not issued any tax-exempt obligations of any kind other than the Bonds nor have any tax-exempt obligations of any kind been issued on behalf of the City and - 33 - (iii) the City does reasonably expect to issue or have issued on its behalf more than $10,000,000 of tax exempt obligations (including the Bonds) during calendar year 2014. (f) It shall not be an event of default under this ordinance if the interest on any Bond 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 issuance of the Bonds. (g) These covenants are based solely on current law in effect and in existence of the date of delivery of the Bonds. The City hereby authorizes the officials of the City responsible for issuing the Bonds, the same being the Mayor, the City Clerk and the City Treasurer of the City, to make such further covenants and certifications as may be necessary to assure that the use thereof will not cause the Bonds to be arbitrage bonds and to assure that the interest on the Bonds will be excludable from gross income for federal income tax purposes. In connection therewith, the City further agrees: (a) through its officers, to make such further specific covenants, representations as shall be truthful, and assurances as may be necessary or advisable; (b) to consult with counsel approving the Bonds; (c) to pay to the United States, as necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Bonds as required pursuant to Section 148 of the Code and the regulations promulgated thereunder; (d) to file such forms, statements, and supporting documents as may be required and in a timely manner; and (e) if deemed necessary or advisable by their officers, to employ and pay fiscal agents, financial advisors, attorneys, and other persons to assist the City in such compliance. Section 17. Noncompliance with Tax Covenants. Notwithstanding any other provisions of this ordinance, the covenants and authorizations contained in this ordinance (the - 34 - "Tax Sections") which are designed to preserve the exclusion of interest on the Bonds from gross income under federal law (the "Tax Exemption") need not be complied with if the City receives an opinion of nationally recognized bond counsel that any Tax Section is unnecessary to preserve the Tax Exemption. Section 18. Registered Form. The City recognizes that Section 149(a) of the Code requires the Bonds to be issued and to remain in fully registered form in order that interest thereon is exempt from federal income taxation under laws in force at the time the Bonds are delivered. In this connection, the City agrees that it will not take any action to permit the Bonds to be issued in, or converted into, bearer or coupon form. Section 19. Severability. If any section, paragraph or provision of this ordinance shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this ordinance. Section 20. Publication. The City Clerk is hereby authorized and directed to publish this ordinance in pamphlet form and to file copies thereof for public inspection in his/her office. Section 21. Conflicting Ordinances. All ordinances, resolutions and parts of ordinances and resolutions, in conflict herewith are hereby repealed. Section 22. 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. Section 23. Effective Date. This ordinance shall be in full force and effect from and after its adoption and approval. - 35 - Ken Koch 1' Joel Frieders -- Carlo Colosimo Chris Funkhouser �! Larry Kot � Diane Teeling Jacquelyn Milschewski Rose Ann Spears _ Passed by the City Council of the United City of Yorkville, Illinois this day of L) A c4 , 2014. Attest: City Clerk APPROVED by me this L day of C u5 i , 2014. Ma or ATTESTED and FILED in my office this_L day of �lt5i, 2014. City Clerk Published by me in pamphlet form this day of CUB%, 2014. FYI _ City Clerk, United City of Yorkville _ Kendall County, Illinois - 36 - STATE OF ILLINOIS ) SS COUNTY OF KENDALL ) CERTIFICATION OF MINUTES 1, the undersigned, do hereby certify that I am the duly qualified and acting City Clerk of the United City of Yorkville, Kendall County, Illinois (the "City"), and as such official am the keeper of the records and files of the of the City Council of the City(the"City"). I further certify that the foregoing is a full, true and complete transcript of that portion of the minutes of the meeting of the City held on the 22nd day of July, 2014, insofar as the same relates to the adoption of Ordinance No. 2014--'2AQ entitled: AN ORDINANCE AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION BONDS (ALTERNATE REVENUE SOURCE) OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS, IN ONE OR MORE SERIES IN AN AGGREGATE PRINCIPAL AMOUNT OF $7,885,000 a true, correct and complete copy of which said ordinance as adopted at said meeting appears in the foregoing transcript of the minutes of said special meeting. I do further certify that the deliberations of the City on the adoption of said ordinance were conducted openly, that the vote on the adoption of said ordinance was taken openly, that said meeting was held at a specified time and place convenient to the public, that notice of said meeting was duly given to all of the news media requesting such notice, that said meeting was called and held in strict compliance with the provisions of the Open Meetings Act of the State of Illinois, as amended, and that the City has complied with all of the provisions of said Act and with all of the procedural rules of the City. IN WITNESS WHEREOF, I hereunto affix my official signature and seal of said City, this L day of U5 i 2014. City Clerk, United City of Yorkville, Kendall County, Illinois (SEAL) STATE OF ILLINOIS ) SS COUNTY OF KENDALL ) FILING CERTIFICATE 1, the undersigned, do hereby certify that I am the duly qualified and acting County Clerk of Kendall County, Illinois, and as such official I do further certify that on the /Sf day of 405115T , 2014, there was filed in my office a duly certified copy of Ordinance No. 2014-3a entitled: AN ORDINANCE AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION BONDS (ALTERNATE REVENUE SOURCE) OF THE UNITED CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS, IN ONE OR MORE SERIES IN AN AGGREGATE PRINCIPAL AMOUNT OF $7,885,000 duly adopted by the Mayor and City Council of the United City of Yorkville, Kendall County, Illinois, on 22nd day of July, 2014, and that the same has been deposited in the official files and records of my office. IN WITNESS WHEREOF, I hereunto affix my official signature and the seal of said County, this Sf day O 451, 2014. ounty Clerk of Kendall County, Illinois (SEAL)