Ordinance 2023-24 UNITED CITY OF YORKVILLE
KENDALL COUNTY, ILLINOIS
ORDINANCE NO. 2023-24
AN ORDINANCE authorizing and providing for the issuance of General Obligation
Bonds (Alternate Revenue Sources), Series 2023A, of the United City of Yorkville,
Kendall County, Illinois, in the aggregate principal amount not to exceed $1 1,000,000,
for the purpose of providing for certain enhancements to the City's water supply system,
authorizing the execution of one or more bond orders and providing for the imposition
of taxes to pay principal of and interest on such bonds
Adopted by the City Council on the
I I" day of July, 2023
MINUTES of a regular public meeting of the City Council of the
United City of Yorkville, Kendall County, Illinois, held at the City
Council Chambers of the City Hall, located at 651 Prairie Pointe
Drive, Yorkville, Illinois, in said City at 7 o'clock P.M., on the 1 I1h
day of July, 2023.
The Mayor called the meeting to order and directed the City Clerk to call the roll.
Upon roll call, the Mayor and the following Aldermen answered present at said location:
Koch, Transier, Plocher, Soling, Funkhouser, Marek, Tarulis and Corneils
The following were absent None. The Mayor announced that the next item of business
before the City Council was the consideration of an ordinance authorizing the issuance of
not to exceed $11,000,000 General Obligation Bonds (Alternate Revenue Source), Series
2023A for the purposes of(a) providing funds for the enhancement of the City's water supply
system, including replacing existing water mains, constructing a new well, modifying the
existing raw water main and water treatment plant and other capital improvements relating
thereto; and (b) paying the costs of issuance thereof
Thereupon, Mayor Purcell presented, and there was made available to the Aldermen and
interested members of the public the following ordinance(the "Bond Ordinance"):
AN ORDINANCE authorizing and providing for the issuance of
General Obligation Bonds (Alternate Revenue Source), Series
2023A, of the United City of Yorkville, Kendall County, Illinois, in
the aggregate principal amount not to exceed $11,000,000, for the
purpose of providing for certain enhancements to the City's water
supply system, authorizing the execution of one or more bond orders
and providing for the imposition of taxes to pay principal of and
interest on such bonds.
Alderman Transier moved and Alderman Soling seconded the motion that the Bond
Ordinance as presented be adopted.
A City Council discussion of the matter followed. During the City Council discussion, the
Mayor gave a public recital of the nature of the matter, which included a reading of the title of the
Bond Ordinance and statements that (a) the Bond Ordinance provided for the issuance of alternate
bonds for the purpose of providing funds for certain capital improvement projects for the City's
water supply system; (b) the bonds are issuable without referendum pursuant to the Illinois
Municipal Code, as amended, and the Local Government Debt Reformed Act, as amended; (c)the
Bond Ordinance provides for the levy of taxes to pay the bonds, although the intent of the City is
that the bonds will be paid by certain water supply system revenues; and (d) that the Bond
Ordinance provides certain details for the bonds, including tax-exempt status covenants for the
bonds, provisions for terms and form of the bonds, and appropriations.
After a full and complete discussion thereof, the Mayor directed that the roll be called for
a vote upon the motion to adopt the Bond Ordinance.
Upon the roll being called, the following Aldermen:
Plocher, Funkhouser, Tarulis, Transier, Soling, Marek, Corneils, and Koch
voted AYE, and the following Aldermen: None voted NAY.
Whereupon the Mayor declared the motion carried and the Bond Ordinance adopted, and
approved and signed the same in open meeting and directed the City Clerk to record the same in
full in the records of the City Council of the United City of Yorkville, Kendall County, Illinois.
Other business not pertinent to the adoption of said ordinance was duly transacted at said
meeting.
Upon motion duly made and seconded, the meeting was adjourned.
Jo ' Behland,'Efty Clerk
ited City of Yorkville,
Kendall County, Illinois
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ORDINANCE No.2023-24
AN ORDINANCE authorizing and providing for the issuance of
General Obligation Bonds (Alternate Revenue Source), Series
2023A, of the United City of Yorkville, Kendall County, Illinois, in
the aggregate principal amount not to exceed $11,000,000, for the
purpose of providing for certain enhancements to the City's water
supply system, authorizing the execution of one or more bond orders
and providing for the imposition of taxes to pay principal of and
interest on such bonds.
WHEREAS, the United City of Yorkville, Kendall County, Illinois (the "City"), is a duly
organized and existing municipality incorporated and existing under the provisions of the laws of
the State of Illinois, is now operating under the provisions of the Illinois Municipal Code, as
amended (the "Municipal Code"), and all laws amendatory thereof and supplementary thereto,
including, without limitation, the Local Government Debt Reform Act, 30 Illinois Compiled
Statues 350, as amended (the "Debt Reform Act"); and
WHEREAS, the City has for many years owned and operated a municipally-owned water
supply system (the "System") under and pursuant to the provisions of Division 129 of Article 11
of the Municipal Code; and
WHEREAS, the City by its City Council (the "Corporate Authorities") has determined that
it is advisable, necessary and in the best interests of the City to finance the enhancement of the
System, including replacing existing water mains, constructing a new well,modifying the existing
raw water main and water treatment plant and other capital improvements relating thereto
(hereinafter collectively referred to as the "Project"), all in accordance with the preliminary plans
and estimates of costs therefor heretofore presented to the Corporate Authorities; and
WHEREAS, the estimated costs of the Project, including, without limitation,legal, financial,
bond discount,bond registrar,paying agent and other related banking fees,printing and publication
costs and other expenses and costs, are estimated by the Corporate Authorities to be not more than
$11,000,000,but the City does not currently have sufficient funds on hand and lawfully available
to pay such costs, nor does it expect to have sufficient funds on hand and lawfully available to pay
such costs; and
WHEREAS, it is necessary and for the best interests of the City that the Project be
constructed; and
WHEREAS, pursuant to Article 8 and Article 11 of the Municipal Code, the City is
authorized to issue its water revenue bonds payable solely from the revenue derived from the
operation of the System to pay the costs of the Project, subject to right of backdoor petition for
referendum; and
WHEREAS, pursuant to the provisions of Section 15 of the Debt Reform Act, whenever the
City has been authorized under applicable law(as defined in the Debt Reform Act)to issue revenue
bonds under the Municipal Code, the City may issue its general obligation alternate bonds (as
defined in the Debt Reform Act) in lieu of such revenue bonds; and
WHEREAS, for the purpose of providing funds to pay the costs of the Project and in
accordance with the provisions of Division 129 of Article 11 of the Municipal Code,the Corporate
Authorities adopted Ordinance No. 2023-20 on May 30, 2023 (the "Authorizing Ordinance"),
authorizing the issuance of the City's water revenue bonds (the "Revenue Bonds"), as provided in
the Municipal Code, in an aggregate principal amount not to exceed $11,000,000, and further
authorizing the issuance of its general obligation alternate revenue bonds (the "Alternate Bonds")
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in lieu of the Revenue Bonds, as provided in the Debt Reform Act, in an aggregate principal
amount not to exceed $11,000,000; and
WHEREAS, on the 2"d day of June, 2023, notices of the adoption of the Authorizing
Ordinance(the"Notices"),in statutory form,were published in the Aurora Beacon-News, the same
being a newspaper of general circulation in the City, and an affidavit evidencing the publication
of the Notices has heretofore been presented to the Corporate Authorities and made a part of the
permanent records of the City; and
WHEREAS, on the 2nd day of June, 2023, the Authorizing Ordinance was published in the
Aurora Beacon-News, the same being a newspaper of general circulation in the City, and an
affidavit evidencing the publication of the Authorizing Ordinance has heretofore been presented
to the Corporate Authorities 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 the Notices, and no petitions with the requisite number of valid
signatures thereon have been filed with the City Clerk requesting that the question of the issuance
of the Revenue Bonds or the Alternate Bonds be submitted to referendum; and
WHEREAS, the Project constitutes a lawful corporate purpose within the meaning of the
Debt Reform Act; and
WHEREAS, the Corporate Authorities are now authorized to issue the Revenue Bonds to the
amount of$11,000,000 or, in lieu thereof, the Alternate Bonds to the amount of$11,000,000 in
accordance with the provisions of the Debt Reform Act, and the Corporate Authorities hereby
determine that it is necessary and desirable that there be issued at this time the entire authorized
amount, being $11,000,000 of the Alternate Bonds so authorized, for the purpose of providing
funds to pay the costs of the Project; and
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WHEREAS, the Alternate Bonds to be issued will be payable from (i) the net revenues
derived from the operation of the System, (ii) all collections of any non-home rule "places for
eating" sales tax imposed by the City and deposited into the City's Water Fund, and (iii) certain
moneys on deposit from time to time in the funds and accounts held within the City's Water Fund
(collectively, the "Pledged Revenues"), and, if the Pledged Revenues are insufficient to pay the
Alternate Bonds,payable also from ad valorem property taxes upon all taxable property in the City
without limitation as to rate or amount (the "Pledged Taxes"); and
WHEREAS, the Corporate Authorities have heretofore and do hereby determine in
accordance with the provisions of the Debt Reform Act that the Pledged Revenues will be
sufficient to provide for or pay in each year to final maturity of the Alternate Bonds all of the
following: (1) costs of operation and maintenance of the System, but not including depreciation,
(2) debt service on all outstanding revenue bonds payable from the Pledged Revenues, (3) all
amounts required to meet any fund or account requirements with respect to such outstanding
revenue bonds, (4) other contractual or tort liability obligations, if any, payable from the Pledged
Revenues, and(5) in each year, an amount not less than 1.25 times debt service on all (i) alternate
bonds payable from the Pledged Revenues previously issued and outstanding, and(ii)the Alternate
Bonds proposed to be issued; and
WHEREAS, such determination of the sufficiency of the Pledged Revenues is supported by
reference to the report dated the date hereof (the "Report"), of Speer Financial, Inc., Chicago,
Illinois ("Speer"), which Report has been presented to and accepted by the Corporate Authorities
and is now on file with the City Clerk; and
WHEREAS,pursuant to and in accordance with the provisions of the Bond Issue Notification
Act of the State of Illinois, the Mayor, on the 301h day of May, 2023, called a public hearing (the
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"Hearing") for the 13rh day of June, 2023, concerning the intent of the Corporate Authorities to
sell not to exceed $11,000,000 Alternate Bonds; and
WHEREAS, notice of the Hearing was given (i) by publication at least once not less than
seven (7) nor more than thirty (30) days before the date of the Hearing in the Aurora Beacon-
News, the same being a newspaper of general circulation in the City, and (ii) by posting at least
forty-eight (48) hours before the Hearing a copy of said notice at the principal office of the
Corporate Authorities, which notice was continuously available to the public for the 48-hour
period preceding the Hearing; and
WHEREAS, the Hearing was opened on the 13th day of June, 2023, and at the Hearing, the
Corporate Authorities explained the reasons for the proposed bond issue and permitted persons
desiring to be heard an opportunity to present written or oral testimony within reasonable time
limits; and
WHEREAS, the Hearing was finally adjourned on the 13`h day of June, 2023, and not less
than seven (7) days have passed since the final adjournment of the Hearing; and
WHEREAS, pursuant to and in accordance with the provisions of the Debt Reform Act, the
City is authorized to issue its General Obligation Bonds(Alternate Revenue Source), Series 2023A
(the "Bonds") in the aggregate principal amount of not to exceed $11,000,000 for the purpose of
providing funds to pay the costs of the Project and all related costs and expenses incidental thereto,
and the Corporate Authorities hereby determine that it is necessary and desirable that the Bonds
be issued in the aggregate principal amount of not to exceed $11,000,000; and
WHEREAS,the Bonds will be issued on a parity with the Series 2014C Bonds(as hereinafter
defined), and will be secured ratably and equally by a portion of the Pledged Revenues with such
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Series 2014C Bonds, which Series 2014C Bonds are the only outstanding obligations of the City
payable from a portion of the Pledged Revenues on a parity basis with the Bonds;
WHEREAS, the Series 2014C Bonds were issued pursuant to the Series 2014C Bond
Ordinance (as hereinafter defined), in which the City expressly reserved the right to issue
"Additional Bonds" as therein defined, provided that certain conditions are met; and
WHEREAS, the Property Tax Extension Limitation Law of the State of Illinois, as amended
("PTELL"), imposes certain limitations on the "aggregate extension" of certain property taxes
levied by the City, but provides that the definition of"aggregate extension" contained in PTELL
does not include extensions made for any taxing district subject to PTELL to pay interest or
principal on bonds issued under Section 15 of the Debt Reform Act; and
WHEREAS, the County Clerk of the County of Kendall, Illinois is therefore authorized to
extend and collect said property taxes so levied for the payment of the Bonds, as alternate bonds,
without limitation as to rate or amount; and
WHEREAS, the Corporate Authorities deem it necessary and desirable at this time to
authorize the sale of one or more series of the Bonds and to authorize the Mayor and the Treasurer
of the City to provide for the sale thereof and thereupon to execute one or more Bond Orders (each,
a "Bond Order"), all subject to the limitations hereinafter set forth; and
WHEREAS, the City shall further set forth the terms of each series of Bonds as provided
in the relevant Bond Order.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE UNITED
CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS, AS FOLLOWS:
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Section 1. Definitions The following words and terms used in this Ordinance shall have
the following meanings unless the context or use clearly indicates another or different meaning is
intended:
"Act"means the Local Government Debt Reform Act of the State of Illinois, as amended.
"Additional Bonds" means (i) any revenue bonds to be issued subsequent in time to the
Bonds in accordance with the provisions of the Municipal Code, and (ii) any alternate bonds to be
issued subsequent in time to the Bonds in accordance with the provisions of the Act, in either case
on a parity with and sharing ratably and equally in all or a portion of the Pledged Revenues with
the Bonds and the Series 2014C Bonds.
"Additional IEPA Loans"means any revenue bonds payable from the Net Revenues issued
subsequent in time to the Bonds in connection with an IEPA Loan, issued either subordinate to or
on a parity with, and sharing ratably and equally in, the Net Revenues with the IEPA Loans, the
Bonds or the Additional Bonds.
"Alternate Bond and Interest Account (2023)" means the Alternate Bond and Interest
Account (2023) established hereunder and further described by Section 11 of this Ordinance.
"Bond" or "Bonds" means one or more, as applicable, of the not to exceed $11,000,000
General Obligation Bonds (Alternate Revenue Source), Series 2023A, authorized to be issued by
the City pursuant to this Ordinance or such other designation as set forth in the relevant Bond
Order.
"Bond Fund" means the 2023 Alternate Bond Fund established hereunder and further
described in Section 15 of this Ordinance.
"Bond Order"means any written Bond Order hereinafter authorized to be executed by the
Designated Officers and setting forth certain details of the Bonds as hereinafter provided.
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"Bond Register" means the books of the City kept by the Bond Registrar to evidence the
registration and transfer of the Bonds.
"Bond Registrar"means Amalgamated Bank of Chicago, Chicago, Illinois, a bank or trust
company having trust powers, or a successor thereto or a successor designated as Bond Registrar
hereunder.
"City"means the United City of Yorkville, Kendall County, Illinois.
"Clerk"means the Clerk of the City.
"Code" means the Internal Revenue Code of 1986, as amended.
"Corporate Authorities"means the City Council of the City.
"County Clerk"means the County Clerk of the County of Kendall, Illinois.
"Depository" means The Depository Trust Company, New York, New York, its
successors, or a successor depository qualified to clear securities under applicable state and federal
laws.
"Designated Officers"means the Mayor,the Treasurer, or the Clerk,or any of them acting
together, and their respective successors and assigns.
"Expense Fund" means the fund established hereunder and further described by Section
16 of this Ordinance.
"Fiscal Year" means a twelve-month period beginning May 1 of the calendar year and
ending on the next succeeding April 30.
"Future Bond Ordinances" means the ordinances to be from time to time adopted by the
Corporate Authorities authorizing the issuance of bonds or other debt payable from the Net
Revenues, but not including this Ordinance or any other ordinance authorizing the issuance of
Additional Bonds.
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"Gross Revenues" means all income from whatever source derived from the System,
including, without limitation, (i) investment income; (ii) connection, permit and inspection fees
and the like; and(iii)penalties and delinquency charges;but expressly excluding(a)non-recurring
income from the sale of property of the System; (b) governmental or other grants; (c) advances
from or grants made to the City; (d) capital development,reimbursement, or recovery charges and
the like; and (e) annexation or pre-annexation charges insofar as designated by the Corporate
Authorities as paid for System connection or service; and as otherwise determined in accordance
with generally accepted accounting principles for municipal enterprise funds.
"IEPA" means the Illinois Environmental Protection Agency, or any successor agency
under the laws of the State.
"IEPA Loans"means, collectively,all from time to time Outstanding loans to the City from
the IEPA.
"IEPA Loan Account" means any loan account established under any ordinance adopted
by the Corporate Authorities from time to time with respect to an IEPA Loan or an Additional
IEPA Loan.
"Insurer" means any issuer of a municipal bond insurance or financial guaranty policy
relating to the Bonds as so identified in any Bond Order.
"Mayor"means the Mayor of the City.
"Municipal Code" means the Illinois Municipal Code, as amended, and all laws
amendatory thereof and supplementary thereto.
"Net Revenues"means Gross Revenues minus Operation and Maintenance Expenses.
"Operation and Maintenance Expenses"means all expenses of operating,maintaining and
routine repair of the System,including wages, salaries,costs of materials and supplies,power,fuel,
insurance, purchase of water (including all payments by the City pursuant to long term contracts
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for such services as and to the extent provided in such contracts); but excluding debt service,
depreciation, or any reserve requirements; and otherwise determined in accordance with generally
accepted accounting principles for municipal enterprise funds.
"Ordinance"means this Ordinance, numbered as set forth on the title page hereof, passed
by the Corporate Authorities on the 11 th day of July, 2023, as supplemented and amended.
"Outstanding" and "Outstanding Bonds", when used with reference to any of the Bonds,
the Series 2014C Bonds, the Additional Bonds, the IEPA Loans or the Additional IEPA Loans,
means such of those Bonds, the Series 2014C Bonds, the Additional Bonds, the IEPA Loans or
the Additional IEPA Loans which are outstanding and unpaid;provided, however, such term shall
not include any of the Bonds, the Series 2014C Bonds, the Additional Bonds, the IEPA Loans or
the Additional IEPA Loans (1) which have matured and for which moneys are on deposit with
proper paying agents,or are otherwise properly available, sufficient to pay all principal and interest
thereon, or(ii) the provision for payment of which has been made by the City by the deposit in an
irrevocable trust or escrow of funds direct, full faith and credit obligations of the United States of
America, the principal and interest of which will be sufficient to pay at maturity or as called for
redemption all the principal of and interest and applicable premium, if any, on the Bonds, the
Series 2014C Bonds, the Additional Bonds, the IEPA Loans and the Additional IEPA Loans.
"Paying Agent" means Amalgamated Bank of Chicago, Chicago, Illinois, a bank or trust
company having trust powers, or a successor thereto or a successor designated as Paying Agent
hereunder.
"Places for Eating Tax" means the non-home rule sales tax on the gross receipts for
prepared food and beverages sold at retail establishments for immediate consumption imposed by
the City pursuant to an ordinance adopted by the Corporate Authorities on June 27, 2023, the
revenues from which are to be deposited into the Water Fund.
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"Pledged Moneys"means the Pledged Revenues and the Pledged Taxes, as such terms are
defined herein.
"Pledged Revenues" means, collectively, (i) the Net Revenues, (ii) all collections of the
Places for Eating Tax, and (iii) certain moneys on deposit from time to time in the funds and
accounts held within the Water Fund.
"Pledged Taxes"means the ad valorem taxes levied against all the taxable property within
the City without limitation as to rate or amount, pledged hereunder by the City as security for the
Bonds.
"Policy" means a municipal bond or financial guaranty insurance policy issued by an
Insurer.
"Project"means, collectively,the enhancement of the System,including replacing existing
water mains, constructing a new well,modifying the existing raw water main and water treatment
plant and other capital improvements relating thereto.
"Project Fund" means the Project Fund established hereunder and further described in
Section 16(c) of this Ordinance.
"Purchase Price" means not less than 97% of par (not including original issue discount)
as set forth in the relevant Bond Order.
"Purchaser" means Robert W. Baird and Co., Incorporate, Naperville, Illinois or such
other purchaser or purchasers of the Bonds as described in Section 8 of this Ordinance and
identified in the relevant Bond Order, provided that such other purchaser or purchasers shall be a
bank or financial institution listed in the Dealers &Underwriters or Municipal Derivatives sections
of the most recent edition of The Bond Buyer's Municipal Marketplace.
"Series 2014C Bond Ordinance" means Ordinance Number 2014-32 adopted by the
Corporate Authorities on July 22, 2014 authorizing the issuance of the Series 2014C Bonds.
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"Series 2014C Bonds"means the $1,290,000 original aggregate principal amount General
Obligation (Alternate Revenue Source) Refunding Bonds, Series 2014C issued by the City
pursuant to the Series 2014C Bond Ordinance, less any of said bonds that are no longer
"Outstanding"hereunder.
"State"means the State of Illinois.
"Treasurer"means the Treasurer of the City.
"Water Fund"means the Water Fund of the City continued hereunder and further described
in Section 10 of this Ordinance.
Section 2. Incorporation of Preambles; Acceptance of Report. The Corporate
Authorities hereby find 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 thereto. The Report
is hereby accepted and approved by the Corporate Authorities, and it is hereby found and
determined that Speer is a feasibility analyst having a national reputation for expertise in such
matters as the Report.
Section 3. Determination to Issue Bonds. It is hereby found and determined that it is
necessary and in the best interests of the City to construct the Project for the public health, safety
and welfare, in accordance with the estimate of costs, as described, and to borrow money and to
issue the Bonds in the amount of not to exceed $11,000,000 pursuant to the Municipal Code and
the Act for the purpose of paying for the Project and all related costs and expenses incidental
thereto, and that such borrowing of money is necessary for the welfare of the government and
affairs of the City, is a public purpose and is in the public interest.
Section 4. Bond Details. For the purpose of providing for the payment of the costs of the
Project and all related costs and expenses incidental thereto, there shall be issued and sold the
Bonds in one or more series in the aggregate principal amount of not to exceed $11,000,000. The
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Bonds shall each be designated "General Obligation Bonds (Alternate Revenue Source), Series
2023A", shall be dated as provided in a Bond Order(such date being the "Dated Date"), and shall
also bear the date of authentication thereof, shall be in fully registered form, shall be in
denominations of$5,000 each and authorized integral multiples thereof(but no single Bond shall
represent installments of principal maturing on more than one date), shall be numbered R-1 and
upward and shall bear interest to be payable semiannually on June 30 and December 30 in each
year, commencing on December 30, 2023, or on such other dates as may be provided in the
relevant Bond Order.
The Bonds shall mature serially and/or as Term Bonds (subject to the right of prior
redemption hereinafter stated) on December 30 (or on such other dates as may be provided in the
relevant Bond Order) of each of the years and in the amounts and bearing interest at the rates
percent per annum as shall be set forth in the relevant Bond Order,provided, however, that (i) no
Bond shall mature on a date which is later than December 30,2053, (ii)no Bond shall bear interest
at a rate percent per annum which is in excess of six percent (6%), and (iii) the aggregate amount
of principal payments on the Bonds shall not exceed $675,000 in any year.
The Bonds shall bear interest from the Dated Date or from the most recent interest payment
date to which interest has been paid or duly provided for, until the principal amount of the Bonds
is paid or duly provided for, such interest (computed upon the basis of a 360-day year of twelve
30-day months). Interest on each Bond shall be paid by check or draft of the Paying Agent or wire
transfer, payable in lawful money of the United States of America, to the person in whose name
such Bond is registered at the close of business on the 151" day of the month next preceding the
interest payment date. The principal of the Bonds shall be payable in lawful money of the United
States of America at the principal office maintained for the purpose by the Paying Agent in
Chicago, Illinois, or at successor Paying Agent and address.
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The Bonds shall be signed by the manual or duly authorized facsimile signature of the
Mayor, and shall be attested by the manual or duly authorized facsimile signature of the Clerk, and
the corporate seal of the City shall be affixed thereto or printed thereon, and in case any officer
whose signature shall appear on any Bond shall cease to be such officer before the delivery of such
Bond, such signature shall nevertheless be valid and sufficient for all purposes, the same as if such
officer had remained in office until delivery.
All Bonds shall have thereon a certificate of authentication substantially in the form
hereinafter set forth duly executed by the Bond Registrar as authenticating agent of the City for
this issue and showing the date of authentication. No Bond shall be valid or obligatory for any
purpose or be entitled to any security or benefit under this Ordinance unless and until such
certificate of authentication shall have been duly executed by the Bond Registrar by manual
signature, and such certificate of authentication upon any such Bond shall be conclusive evidence
that such Bond has been authenticated and delivered under this Ordinance. The certificate of
authentication on any Bond shall be deemed to have been executed by the Bond Registrar if signed
by an authorized officer of the Bond Registrar, but it shall not be necessary that the same officer
sign the certificate of authentication on all of the Bonds issued hereunder.
Section S. Redemption.
(a) Optional Redemption. If so provided in the Bond Order(s), the Bonds of a series
may be subject to redemption prior to maturity at the option of the City, from any available funds,
in whole or in part, in any order of their maturity as determined by the City (less than all of the
Bonds of a single maturity to be selected by the Bond Registrar and within any maturity by lot),
on the date of redemption provided in the applicable Bond Order (which date of optional
redemption shall not be later than December 30, 2033), and on any date thereafter, at the
redemption price of par plus accrued interest to the redemption date.
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(b) Mandatory Redemption. The Bonds of a series may be subject to mandatory
redemption as Term Bonds as set forth in the Bond Order(s). The City covenants that it will redeem
any Term Bonds pursuant to any mandatory redemption requirement for such Term Bonds and
levy taxes accordingly.
(c) Additional Bonds. Additional Bonds hereinafter issued pursuant to the terms hereof
may be redeemable at such times and upon such terms as may be determined at the time of
authorization thereof.
(d) Redemption Procedure. Any Bonds of a series that may be subject to optional or
mandatory redemption as set forth in the Bond Order(s) shall be redeemed by the City pursuant to
such procedures as set forth in such Bond Order.
Section 6. Registration of Bonds; Persons Treated as Owners. (a) General. The City
shall cause the Bond Register as provided in this Ordinance to be kept at the principal office
maintained for the purpose by the Bond Registrar in Chicago, Illinois, which is hereby constituted
and appointed the registrar of the City for this issue. The City is authorized to prepare, and the
Bond Registrar shall keep custody of, multiple Bond blanks executed by the City for use in the
transfer and exchange of Bonds.
Any Bond may be transferred or exchanged, but only in the manner, subject to the
limitations, and upon payment of the charges as set forth in this Ordinance or any Bond Order.
Upon surrender for transfer or exchange of any Bond at the principal corporate trust office
maintained for the purpose by the Bond Registrar, duly endorsed by, or accompanied by a written
instrument or instruments of transfer or exchange in the form attached to the Bond and duly
executed by the registered owner or an attorney for such owner duly authorized in writing,the City
shall execute and the Bond Registrar shall authenticate, date and deliver in the name of the
transferee or transferees or,in the case of an exchange,the registered owner, a new fully registered
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Bond or Bonds of the same maturity of authorized denominations, for a like aggregate principal
amount. The execution by the City of any fully registered Bond shall constitute full and due
authorization of such Bond and the Bond Registrar shall thereby be authorized to authenticate,
date and deliver such Bond,provided, however, the principal amount of outstanding Bonds of each
maturity authenticated by the Bond Registrar shall not exceed the authorized principal amount of
Bonds for such maturity less previous retirements.
The Bond 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 of the month next preceding
any interest payment date on such Bond and ending at the opening of business on such interest
payment date, nor to transfer or exchange any Bond after notice calling such Bond for redemption
has been mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of
redemption of any Bonds.
The person in whose name any Bond shall be registered shall be deemed and regarded as
the absolute owner thereof for all purposes,and payment of the principal of or interest on any Bond
shall be made only to or upon the order of the registered owner thereof or the legal representative
of such owner. All such payments shall be valid and effectual to satisfy and discharge the liability
upon such Bond to the extent of the sum or sums so paid.
No service charge shall be made for any transfer or exchange of Bonds,but the City or the
Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental
charge that may be imposed in connection with any transfer or exchange of Bonds except in the
case of the issuance of a Bond or Bonds for the unredeemed portion of a Bond surrendered for
redemption.
(b) Global Book-Entry System. The Bonds shall be initially issued in the form of a
separate single fully registered Bond for each of the maturities of the Bonds as set forth in the
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Bond Order. Upon initial issuance, the ownership of each such Bond shall be registered in the
Bond Register in the name of "Cede & Co. ", or any successor thereto, as nominee of the
Depository. All of the Bonds from time to time shall be registered in the Bond Register in the name
of Cede & Co., as nominee of the Depository, except as hereinafter provided. Any officers of the
City who is a signatory on the Bonds is authorized to execute and deliver on behalf of the City
such letters to or agreements with the Depository as shall be necessary to effectuate such book-
entry system(any such letter or agreement being referred to herein as the "Representation Letter").
Without limiting the generality of the authority given with respect to entering into such
Representation Letter, it may contain provisions relating to (a) payment procedures, (b) transfers
of the Bonds or of beneficial interests therein, (c)redemption notices and procedures unique to the
Depository, (d) additional notices or communications, and (e) amendment from time to time to
conform with changing customs and practices with respect to securities industry transfer and
payment practices.
With respect to Bonds registered in the Bond Register in the name of Cede & Co., as
nominee of the Depository, the City and the Bond Registrar shall have no responsibility or
obligation to any broker-dealer, bank or other financial institution for which the Depository holds
Bonds from time to time as securities depository(each such broker-dealer, bank or other financial
institution being referred to herein as a "Depository Participant") or to any person on behalf of
whom such a Depository Participant holds an interest in the Bonds. Without limiting the meaning
of the immediately preceding sentence,the City and the Bond Registrar shall have no responsibility
or obligation with respect to (a) the accuracy of the records of the Depository, Cede& Co., or any
Depository Participant with respect to any ownership interest in the Bonds, (b)the delivery to any
Depository Participant or any other person, other than a registered owner of a Bond as shown in
the Bond Register, of any notice with respect to the Bonds, including any notice of redemption, or
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(c) the payment to any Depository Participant or any other person, other than a registered owner
of a Bond as shown in the Bond Register, of any amount with respect to principal of or interest on
the Bonds.
The City and the Bond Registrar may treat and consider the person in whose name each
Bond is registered in the Bond Register as the absolute owner hereof for the purpose of payment
of principal and interest with respect to such Bond, for the purpose of giving notices of redemption
and other matters with respect to such Bond, for the purpose of registering transfers with respect
to such Bond, and for all other purposes whatsoever. The Bond Registrar shall pay all principal of
and interest on the Bonds only to or upon the order of the respective registered owner of the Bonds,
as shown in the Bond Register, or their respective attorneys duly authorized in writing, and all
such payments shall be valid and effective to fully satisfy and discharge the City's obligations with
respect to the payment of the principal of and interest on the Bonds to the extent so paid.
No person other than a registered owner of a Bond as shown in the Bond Register shall
receive a Bond evidencing the obligation of the City to make payments of principal and interest
with respect to any Bond. Upon delivery by the Depository to the Bond Registrar of written notice
to the effect that the Depository has determined to substitute a new nominee in place of Cede &
Co., and subject to the provisions hereof with respect to the payment of interest to the registered
owners of Bonds at the close of business on the applicable record date, the name "Cede & Co. "in
this Ordinance shall refer to such new nominee of the Depository.
In the event that(a) the City determines that the Depository is incapable of discharging its
responsibilities described herein and in the Representation Letter, (b) the agreement among the
City, the Bond Registrar and the Depository evidenced by the Representation Letter shall be
terminated for any reason or(c) the City determines that it is in the best interests of the City or of
the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the City shall
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notify the Depository and the Depository Participants of the availability of Bond certificates, and
the Bonds shall no longer be restricted to being registered in the Bond Register in the name of
Cede & Co., as nominee of the Depository. At that time, the City may determine that the Bonds
shall be registered in the name of and deposited with a successor depository operating a book-entry
system, as may be acceptable to the City, or such depository's agent or designee, and if the City
does not select such alternate book-entry system, then the Bonds may be registered in whatever
name or names registered owners of Bonds transferring or exchanging Bonds shall designate, in
accordance with the provisions hereof.
Notwithstanding any other provision of this Ordinance to the contrary, so long as any Bond
is registered in the name of Cede & Co., as nominee of the Depository, all payments with respect
to principal of and interest on such Bond and all notices with respect to such Bond shall be made
and given, respectively, in the manner provided in the Representation Letter.
Section 7. Form of Bond The Bonds shall be prepared in substantially the following
form:
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(Form of Bond)
REGISTERED REGISTERED
No. $
UNITED STATES OF AMERICA
STATE OF ILLINOIS
COUNTY OF KENDALL
UNITED CITY OF YORKVILLE
GENERAL OBLIGATION BOND(ALTERNATE REVENUE SOURCE),
SERIES 2023A
Interest Maturity Dated
Rate: % Date: December 30, Date: , 2023 CUSIP:
Registered Owner: Cede & Co.
Principal Amount:
KNow ALL PERSONS BY THESE PRESENTS, that the United City of Yorkville, Kendall
County, Illinois, a municipality and political subdivision of the State of Illinois (the "City"),
hereby acknowledges itself to owe and for value received promises to pay to the Registered Owner
identified above, or registered assigns as hereinafter provided, on the Maturity Date identified
above, the Principal Amount identified above and to pay interest (computed on the basis of a 360-
day year of twelve 30-day months) on such Principal Amount from the Dated Date of this Bond
or from the most recent interest payment date to which interest has been paid at the Interest Rate
per annum set forth above on June 30 and December 30 of each year, commencing December 30,
2023, until said Principal Amount is paid or duly provided for. The principal of this Bond is
payable in lawful money of the United States of America upon presentation hereof at the principal
office maintained for the purpose by Amalgamated Bank of Chicago, Chicago, Illinois, as paying
agent and bond registrar (the "Bond Registrar"). Payment of interest shall be made to the
Registered Owner hereof as shown on the registration books of the City maintained by the Bond
Registrar. Payment of the installments of interest shall be made to the Registered Owner hereof as
shown on the registration books of the City maintained by the Bond Registrar, at the close of
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business on the 151h day of the month next preceding the interest payment date and shall be paid
by check or draft of the Bond Registrar or by wire transfer, payable in lawful money of the United
States of America, mailed to the address of such Registered Owner as it appears on such
registration books or at such other address furnished in writing by such Registered Owner to the
Bond Registrar.
This bond and the bonds of the series of which it forms a part ("Bond" and "Bonds"
respectively) are part of an authorized issue of Dollars ($ ) of like date and
tenor, and are issued pursuant to the Illinois Municipal Code, as amended(the "Municipal Code"),
and all laws amendatory thereof and supplementary thereto, and the Local Government Debt
Reform Act of the State of Illinois, as amended (the "Act"). The Bonds are issued pursuant to the
Act for the purpose of providing for the enhancement of the City's water supply system (the
"System"), including replacing existing water mains, constructing a new well, modifying the
existing raw water main and water treatment plant and other capital improvements relating thereto
and paying expenses incidental thereto.
The Bonds are issued pursuant to an authorizing ordinance passed by the City Council of
the City (the "Corporate Authorities") on the 30rh day of May, 2023 and pursuant to Ordinance
No. 2023-20,passed by the Corporate Authorities on the 11 th day of July, 2023 (together with and
as supplemented by a Bond Order executed by the Mayor, the "Bond Ordinance"), to which
reference is hereby expressly made for further definitions and terms and to all the provisions of
which the owner by the acceptance of this Bond assents.
The Bonds are"alternate bonds"issued pursuant to Section 15 of Act and are payable from
(a) (i) the net revenues derived from the operation of the System, (ii) all collections of any non-
home rule "places for eating" sales tax imposed by the City and deposited into the Water Fund,
and (iii) certain moneys on deposit from time to time in the funds and accounts held within the
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Water Fund (collectively, the "Pledged Revenues"), and (b) ad valorem taxes levied against all of
the taxable property in the City without limitation as to rate or amount (the "Pledged Taxes") (the
Pledged Revenues and the Pledged Taxes being collectively called the "Pledged Moneys"), all in
accordance with the provisions of the Act and the Municipal Code.
The Bonds are issued on a parity with the City's currently outstanding General Obligation
(Alternate Revenue Source) Refunding Bonds, Series 2014C. The City may issue future revenue
bonds, alternate bonds or other debt payable from the Pledged Revenues pursuant to the terms of
the Bond Ordinance, which bonds or other debt may be issued on a parity with the Bonds and share
ratably and equally in the Pledged Revenues with the Bonds, pursuant to the terms of the Bond
Ordinance, provided provisions of the Act have been satisfied.
This Bond does not and will not constitute an indebtedness of the City within the meaning
of any constitutional provision or limitation, unless the Pledged Taxes shall be extended pursuant
to the general obligation, full faith and credit promise supporting the Bonds, in which case the
amount of the Bonds then outstanding shall be included in the computation of indebtedness of the
City for purposes of all statutory provisions or limitations until such time as an audit of the City
shall show that the Bonds shall have been paid from the Pledged Revenues for a complete fiscal
year, in accordance with the Act.
The Bonds of this issue may be subject to redemption prior to maturity at the option of the
City as set forth in the Bond Order.
[Bonds maturing on and after , shall be subject to redemption prior to
maturity at the option of the City, from any available funds,in whole or in part,in integral multiples
of$5,000, in any order of their maturity as determined by the City (less than all of the Bonds of a
single maturity to be selected by the Bond Registrar and within any maturity by lot), on
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and on any date thereafter, at the redemption price of par plus accrued interest to the
redemption date.]
[Bonds due on and , are subject to mandatory redemption, in
integral multiples of$5,000 selected by lot by the Bond Registrar, at a redemption price of par
plus accrued interest to the redemption date, without premium, on 30 of the years and
in the amounts as follows:
For the Term Bonds due 30, 20 •
YEAR AMOUNT($)
20
20
with $ remaining to be paid at maturity in 20_.]
This Bond is transferable by the registered owner hereof in person or by his or her attorney
duly authorized in writing at the principal office maintained for the purpose by the Bond Registrar
in Chicago, Illinois, but only in the manner, subject to the limitations and upon payment of the
charges provided in the Bond Ordinance, and upon surrender and cancellation of this Bond. Upon
such transfer a new Bond or Bonds of authorized denominations of the same maturity and for the
same aggregate principal amount will be issued to the transferee in exchange therefor.
The Bonds are issued in fully registered form in the denomination of $5,000 each or
authorized integral multiples thereof. This Bond may be exchanged at the principal office
maintained for the purpose by the Bond Registrar for a like aggregate principal amount of Bonds
of the same maturity of other authorized denominations, upon the terms set forth in the Bond
Ordinance. The Bond Registrar shall not be required to transfer or exchange any Bond during the
period beginning at the close of business on the fifteenth (15rh) day of the month next preceding
any interest payment date on such Bond and ending at the opening of business on such interest
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payment date, nor to transfer or exchange any Bond after notice calling such Bond for redemption
has been mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of
redemption of any Bonds.
The City and the Bond Registrar may deem and treat the registered owner hereof as the
absolute owner hereof for the purpose of receiving payment of or on account of principal hereof
and interest due hereon and for all other purposes and neither the City nor the Bond Registrar shall
be affected by any notice to the contrary.
It is hereby certified and recited that all conditions, acts and things required to be done
precedent to and in the issuance of this Bond,have existed and have been properly done,happened
and been performed in regular and due form and time as required by law; that the indebtedness of
the City, represented by the Bonds, does not exceed any limitation imposed by law; and that
provision has been made for the collection of the Pledged Revenues, the levy and collection of the
Pledged Taxes, and the segregation of the Pledged Moneys to pay the interest hereon as it falls due
and also to pay and discharge the principal hereof at maturity; and that the City hereby covenants
and agrees that it will properly account for said Pledged Moneys and will comply with all the
covenants of and maintain the funds and accounts as provided by the Ordinance.
This Bond shall not be valid or become obligatory for any purpose until the certificate of
authentication hereon shall have been signed by the Bond Registrar.
IN WITNESS WHEREOF, said United City of Yorkville, Kendall County, Illinois,by its City
Council, has caused this Bond to be signed by the manual or duly authorized facsimile signature
of the Mayor of the City and attested by the manual or duly authorized facsimile signature of the
Clerk of said City, and its corporate seal to be affixed hereto or printed hereon, all as of the Dated
Date identified above.
(Facsimile Signature)
Mayor
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(SEAL)
Attest:
(Facsimile Signature)
City Clerk
Date of Authentication: , 2023
Bond Registrar and Paying Agent:
CERTIFICATE Amalgamated Bank of Chicago,
OF Chicago, Illinois
AUTHENTICATION
This Bond is one of the Bonds described in the
within mentioned ordinance and is one of the
General Obligation Bonds (Alternate Revenue
Source), Series 2023A, of the United City of
Yorkville, Kendall County, Illinois.
Amalgamated Bank of Chicago, as Bond
Registrar
By (Manual Signature)
Authorized Officer
(Assignment)
FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto
(Name and Address of Assignee)
the within Bond and does hereby irrevocably constitute and appoint
attorney to transfer the said Bond on the books kept for registration thereof with full power of
substitution in the premises.
Dated:
Signature guaranteed:
NOTICE: The signature to this assignment must correspond with the name of the registered owner
as it appears upon the face of the within Bond in every particular, without alteration or
enlargement or any change whatever.
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[End of Form of Bond]
Section 8. Sale of Bonds. The Bonds shall be executed as in this Ordinance provided as
soon after the passage hereof as may be, shall be deposited with the Treasurer, and shall be by the
Treasurer delivered to the Purchaser, upon receipt of the Purchase Price therefor and upon the
terms provided herein and in the Bond Order. Authority is hereby delegated to the Mayor and the
Treasurer to sell all, but not less than all, of the Bonds to the Purchaser at a negotiated sale and at
a purchase price of not less than 97% of par upon their finding that the terms of the Bonds are fair
and reasonable in view of current conditions in the bond markets and that the Bonds meet the terms
and requirements of this Ordinance. The sale of the Bonds shall be evidenced by a Bond Order
which shall be signed by the Mayor or Treasurer. The Clerk is further directed to make available
to the Corporate Authorities a copy of the executed Bond Order at the first regularly scheduled
meeting of the Corporate Authorities following the execution of the same, but such action shall be
for information purposes only, and the Corporate Authorities shall have no right or authority at
such time to approve or reject such sale as evidenced in the Bond Order. Nothing in this Section 8
shall require the Designated Officers to sell the Bonds if in their judgment the conditions in the
bond markets shall have markedly deteriorated from the time of adoption hereof, but the
Designated Officers shall have the authority to sell the Bonds in any event so long as the limitations
set forth in this Ordinance and the conditions of this Section shall have been met.
The Mayor or the Treasurer are authorized and directed to execute one or more bond
purchase agreements (the "Purchase Contract") in connection with the sale of the Bonds, in the
name of and on behalf of the City. The Purchase Contract shall be substantially in the form of bond
purchase agreements commonly used in transactions similar to that described in this 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 Treasurer shall determine are necessary or desirable in
connection with the sale of the Bonds, including whether to purchase bond insurance and the
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related terms. No person holding any office of the City, either by election or appointment, shall,
to the best of the knowledge and belief of the Corporate Authorities, after due inquiry, be in any
manner financially interested, either directly in his or her own name or indirectly in the name of
any other person, association, trust or corporation, in the Purchase Contract.
The use by the Purchaser of any Preliminary Official Statement and any Official Statement
relating to the Bonds (the "Official Statement') is hereby ratified, approved and authorized; the
execution and delivery of the Official Statement is hereby authorized; and the officers of the
Corporate Authorities are hereby authorized to take any action as may be required on the part of
the City to consummate the transactions contemplated by the Purchase Contract, this Ordinance,
the Bond Order, the Preliminary Official Statement and the Official Statement.
The selection and retention of Saul Ewing LLP, Chicago, Illinois, to serve as bond counsel
in connection with the issuance of the Bonds is hereby ratified, confirmed and approved.
Section 9. Treatment of Bonds as Debt. The Bonds shall be payable from the Pledged
Moneys and shall not constitute an indebtedness of the City within the meaning of any
constitutional provision or limitation, unless the Pledged Taxes shall be extended pursuant to the
general obligation, full faith and credit promise supporting the Bonds, as set forth herein, in which
case the amount of the Bonds then Outstanding shall be included in the computation of
indebtedness of the City for purposes of all statutory provisions or limitations until such time as
an audit of the City shall show that the Bonds shall be been paid from the Pledged Revenues for a
complete Fiscal Year, in accordance with the Act.
Section 10. Continuation of Water Fund and Accounts Thereof. Upon the issuance of
any of the Bonds, the System shall be operated on a Fiscal Year basis. All of the Gross Revenues
shall be set aside as collected and be deposited in a separate fund and in an account in a bank to be
designated by the Corporate Authorities, which fund is hereby continued and is designated as the
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"Water Fund" (the "Water Fund") of the City, which shall constitute a trust fund for the purpose,
among others, of carrying out the covenants, terms, and conditions of this Ordinance and any
Future Bond Ordinances, and shall be used only in paying Operation and Maintenance Expenses,
providing an adequate depreciation fund,paying the principal of and interest on all bonds and other
debt of the City which by their terms are payable from the Net Revenues, providing for the
continuation or establishment of and expenditure from the respective accounts as hereinafter
described, and for such other System-related purposes as may be provided by law and contract. In
addition to the Gross Revenues, the revenues received from the collection of the Places for Eating
Tax shall be deposited into the Water Fund and credited thereto on or before the first (1 st) day of
each month by the Treasurer, beginning on February 1, 2024.
Section 11. Flow of Funds in Water Fund. There shall be and there are hereby continued
or created, as the case may be, separate accounts in the Water Fund to be known as the"Operation
and Maintenance Account,"the "Alternate Bond and Interest Account (2023),"the "Depreciation
Account," the "Places for Eating Tax Account," and the "Surplus Account," to which there shall
be credited on or before the first (1st) day of each month by the Treasurer, without any further
official action or direction, in the order in which said accounts are hereinafter mentioned, all
moneys held in the Water Fund, in accordance with the following provisions:
(a) Operation and Maintenance Account: There shall be deposited and credited
to or retained in the Operation and Maintenance Account an amount sufficient, when added
to the amount then on deposit in said Account, to establish or maintain a balance to an
amount not less than the amount considered necessary to pay Operation and Maintenance
Expenses for the then current and the next succeeding month.
(b) Alternate Bond and Interest Account (2023): There next shall be deposited
and credited to the Alternate Bond and Interest Account (2023) and held, in cash and
investments, in each month a fractional amount of the interest becoming due on the next
succeeding interest payment date on all Outstanding Bonds and also a fractional amount of
the principal becoming due on the next succeeding principal maturity date of all of the
Outstanding Bonds until there shall have been accumulated and held, in cash and
investments, in the Alternate Bond and Interest Account (2023) on or before the last day
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of the month preceding such payment date of interest or maturity date of principal, an
amount sufficient to pay such principal or interest, or both, of all Outstanding Bonds.
Pursuant to Section I I(d), funds in the Places of Eating Tax Account shall be transferred
to the Alternate Bond and Interest Account (2023) from time to time in such amounts as
the City may deem necessary for the purpose of paying principal or interest, or both, on
any interest payment date or maturity date of principal on all Outstanding Bonds payable
from the Pledged Revenues.
In computing the fractional amount to be set aside each month in the Alternate Bond
and Interest Account(2023), the fraction shall be so computed that sufficient funds will be
set aside in said Account (i) in order to abate the Pledged Taxes in accordance with the
provisions of this Ordinance, and(ii)be available for the prompt payment of such principal
of and interest on all Outstanding Bonds as will become due and shall be not less than one-
fifth of the interest becoming due on the next succeeding interest payment date and not less
than one-tenth of the principal becoming due on the next succeeding principal payment
date on all Outstanding Bonds until there is sufficient money in said Account to pay such
principal or interest, or both.
Credits to the Alternate Bond and Interest Account(2023)may be suspended in any
Fiscal Year at such time as there shall be a sufficient sum,held in cash and investments, in
said Account to meet principal and interest requirements in said Account for the balance
of such Fiscal Year, but such credits shall again be resumed at the beginning of the next
Fiscal Year.
All moneys in said Account shall be used only for the purpose of paying interest
and principal of Outstanding Bonds.
Pledged Taxes on deposit in the Alternate Bond and Interest Account (2023) shall
be fully spent to pay the principal of and interest on the Bonds for which such taxes were
levied and collected prior to use of any other moneys on deposit in said Account. Pledged
Taxes on deposit in the Alternate Bond and Interest Account (2023) shall only be used to
pay the principal of and interest on the Bonds.
(c) Depreciation Account: There shall be deposited in and credited to the
Depreciation Account in each month after the required payments have been made into the
accounts described above, such amounts as the City may deem necessary in order to
provide an adequate depreciation for the System.
Amounts to the credit of said Depreciation Account shall be used for (i) the
payment of the cost of extraordinary maintenance, necessary repairs and replacements, or
contingencies,the payment for which no other funds are available,in order that the System
may at all times be able to render efficient service, and (ii) the payment of principal of or
interest on any Outstanding Bonds at any time when there are no other funds available for
that purpose in order to prevent a default and shall be transferred to the Alternate Bond and
Interest Account (2023) or an IEPA Loan Account, as applicable, for such purpose.
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Whenever an amount is withdrawn from such Account for the purpose stated in
clause (ii) of the preceding paragraph, the amount so transferred shall be added to the
amount to be next and thereafter credited to said Depreciation Account until full
reimbursement to said Account has been made. Each expenditure to be made from such
Account for a purpose stated in clause (i) of the preceding paragraph shall be made only
after a registered professional engineer employed for that purpose has certified that such
expenditure is necessary to the continued effective and efficient operation of the System.
(d) Places for Eating Tax Account: There shall be deposited into and credited to
the Places for Eating Tax Account in each month the collections from the Places for Eating
Tax,which collections shall commence on January 1, 2024. Amounts in said Account shall
be used only for the purpose of paying principal or interest, or both, on any interest payment
date or maturity date of principal on any Outstanding Bonds payable from the Pledged
Revenues, and shall be transferred to the Alternate Bond and Interest Account(2023) from
time to time in such amounts as the City may deem necessary for such purpose.
(e) Surplus Account: At the end of the Fiscal Year, all moneys remaining in the
Water Fund, after crediting the required amounts to the respective accounts hereinabove
provided for, and after making up any deficiency in the accounts described in subsections
(a)to (c), inclusive, shall be credited to the Surplus Account. Funds in the Surplus Account
shall first be used first to make up any subsequent deficiencies in any of the accounts
hereinabove named and then, at the discretion of the Corporate Authorities, shall be used
for one or more of the following purposes without any priority among them:
(1) For the purpose of making transfers to the Water Fund generally to be
applied and treated as Net Revenues when transferred; or
(2) For the purpose of constructing or acquiring repairs, replacements,
renewals, improvements or extensions to the System; or
(3) For the purpose of calling and redeeming Outstanding Bonds which are
callable at the time; or
(4) For the purpose of purchasing Outstanding Bonds at the time at a price
of not to exceed par and accrued interest to the date of purchase and the then
applicable redemption premium, if any, thereon; or
(5) For the purpose of paying principal of and interest on any subordinate
bonds or obligations issued for the purpose of acquiring or constructing repairs,
replacements, renewals, improvements and extensions to the System; or
(6) For any other lawful System purpose.
(f) Investments. Money to the credit of the Water Fund prior to the monthly
accounting and to the credit of the Operations and Maintenance Account may be invested
pursuant to any authorization granted to municipal corporations by Illinois statute or court
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decision. All interest on any funds so invested may be credited to the Water Fund and is
hereby deemed and allocated as expended with the next expenditure(s) of money from the
Water Fund, or may be credited to the account for which the investment was made;
provided, however, the City shall credit such interest in such manner as to not cause the
Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and the
related Treasury Regulations.
(g) Future Bond Ordinances. The Corporate Authorities may, at their discretion,
adopt Future Bond Ordinances which create additional accounts in the Water Fund for the
payment and security of water revenue bonds. Amounts in the Water Fund shall be credited
to and transferred from said accounts in accordance with the terms of such Future Bond
Ordinances.
Section 12. Additional Bonds, Subordinate Bonds and Future Bond Ordinances.
Notwithstanding anything in this Ordinance to the contrary, the City reserves the right to:
(a) issue Additional Bonds from time to time payable from the Pledged
Revenues, and any such Additional Bonds shall share ratably and equally in the Pledged Revenues
with the Bonds; provided,however, that no Additional Bonds shall be issued except in accordance
with the provisions of the Act as the Act is written at this time and demonstrating that the coverage
required under the Act for the issuance of alternate bonds payable from the Pledged Revenues shall
have been met for the Outstanding Bonds;
(b) issue Additional IEPA Loans from time to time payable from the Pledged
Revenues, and any such Additional IEPA Loans may either be subordinate to or share ratably and
equally in the Pledged Revenues with the Bonds, the Additional Bonds and the IEPA Loans;
(c) issue revenue bonds from time to time payable from the Pledged Revenues
that are subordinate to the Bonds, the Additional Bonds, IEPA Loans and Additional IEPA, and
are payable from the money remaining in the Surplus Account after making required deposits into
the Alternate Bond and Interest Account (2023); and
(d) adopt Future Bond Ordinances to provide for the funding of accounts in the
Water Fund having a prior and superior lien on the Pledged Revenues to the lien of the Alternate
Bond and Interest Account (2023). Such accounts may include an account or a series of accounts
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for the payment of and reserves for the Additional Bonds, the IEPA loans, the Additional IEPA
loans or other obligations of the City payable from the Pledged Revenues; operating reserve
accounts; renewal, replacement, depreciation, emergency reserve and the like accounts; rate
stabilization and like accounts; or capital project accounts. Any such Future Bond Ordinances, or
if not applicable, future ordinances of the City,may provide for the Bonds (and Additional Bonds)
to be payable from such other or renamed account of the fund or funds related to the System as
may be therein described,provided, however, that, in all events, the covenant to provide sufficient
Pledged Revenues accumulating as herein provided shall continue to be met.
Section 13. General Covenants Regarding the System. The City covenants and agrees
with the owners of the Outstanding Bonds,so long as there are any Outstanding Bonds, as follows:
(a) The City will maintain the System in good repair and working order, will
operate the same efficiently and faithfully, and will punctually perform all duties with
respect thereto required by the Constitution and laws of the State and of the United States
of America.
(b) The City will establish and maintain at all times reasonable fees, charges and
rates for the use and service of the System, and will provide for the collection thereof and
the segregation and application of the revenues of the System in the manner provided by
this Ordinance, sufficient at all times to pay Operation and Maintenance Expenses, to
provide an adequate depreciation fund, to pay the principal of and interest on all bonds of
the City which by their terms are payable solely from the revenues of the System, and to
provide for the creation and maintenance of the respective accounts as provided in this
Ordinance; provided, however, that the City need not charge itself for such services if in
the previous Fiscal Year, Pledged Revenues,not including any payments made by the City,
shall have met the requirements of this Ordinance.
(c) There shall be charged against all users of the System such rates and amounts
for water services as shall be adequate to meet the requirements of this subsection.
(d) Whenever the coverage requirement in (b) above is not achieved or Pledged
Taxes are extended and collected as provided in this Ordinance,the City covenants to have
prepared as soon as practicable a rate and management study for the System by an
independent engineer or consultant(experienced with respect to the System) employed for
that purpose.
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(e) The City from time to time will make all needful and proper repairs,
replacements, additions, and betterments to the System so that it may at all times be
operated properly and advantageously; and when any necessary equipment or facility shall
have been worn out, destroyed, or otherwise is insufficient for proper use, it shall be
promptly replaced so that the value and efficiency of the System shall be at all times fully
maintained.
(f) The City will establish such rules and regulations for the control and operation
of the System necessary for the safe, lawful, efficient and economical operation thereof.
(g) The City will make and keep proper books and accounts (separate and apart
from all other records and accounts of said City), in which complete entries shall be made
of all transactions relating to the System, and hereby covenants that within ninety(90) days
following the close of each Fiscal Year, it will cause the books and accounts of the System
to be audited by independent certified public accountants. Said audit will be available for
inspection by the owners of any of the Bonds. Each such audit, in addition to whatever
matters may be thought proper by the accountants to be included therein, shall, without
limiting the generality of the foregoing, include the following:
(i) A statement in detail of income and expenditures of the System for
such Fiscal Year.
(ii) A balance sheet as of the end of such Fiscal Year,including a statement
of the amount held in each of the accounts of the Water Fund.
(iii) A list of all insurance policies in force at the end of the Fiscal Year,
setting out as to each policy the amount of the policy, the risks covered, the name
of the insurer, and the expiration date of the policy.
(iv) The number of System customers and users served by the System at
the end of the Fiscal Year, the quantity of water supplied by the System and a
summary of rates in effect at the end of such Fiscal Year for services of the System
and any changes in such rates effective during such Fiscal Year.
(v) The accountant's comment regarding the manner in which the City has
carried out the accounting requirements of this Ordinance, and the accountant's
recommendations for any changes or improvements in the operation of the System.
(h) The City will keep the books and accounts for the System in accordance with
generally accepted fund reporting practices for municipal enterprise funds; provided,
however, that the monthly credits to the Alternate Bond and Interest Account (2023), the
IEPA Loan Account and the Depreciation Account shall be in cash and said funds shall be
held separate and apart in cash and investments. For the purpose of determining whether
sufficient cash and investments are on deposit in such accounts under the terms and
requirements of this Ordinance, investments shall be valued at the lesser of cost or the
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market price on the valuation date thereof,which valuation date shall be not less frequently
than annually.
(i) The City will take no action in relation to the System which would
unfavorably affect the security of the Outstanding Bonds or the prompt payment of the
principal and interest thereon. Any amounts received from the sale of property of the
System shall be deposited to the credit of the Depreciation Account.
0) Any owner of a Bond may proceed by civil action to compel performance of
all duties required by law and this Ordinance, including the making and collecting of
sufficient charges and rates for the services supplied by the System and the application of
the income and revenue therefrom.
(k) The City will carry insurance on the System of the kinds and in the amounts
which are usually carried by private parties operating similar properties, covering such
risks as shall be recommended by a competent consulting engineer or insurance consultant
employed by the City for the purpose of making such recommendations. All moneys
received for loss under such insurance policies shall be deposited into the Depreciation
Account and used in making good the loss or damage in respect of which they were paid,
either by repairing the property damaged or making replacement of the property destroyed,
or for other necessary capital improvements and provision for making good such loss or
damage shall be made within ninety (90) days from the date of the loss. The payment of
premiums for all insurance policies required under the provisions of this covenant shall be
considered an Operation and Maintenance Expense. The proceeds derived from any and
all policies for workers' compensation or public liability shall be paid into the Operation
and Maintenance Account and used in paying the claims on account of which they were
received.
(1) The City covenants,to the extent permitted by law,that the City will not grant
a franchise or other rights for the operation of any competing water system within the City
or the area served by the System.
(m) Upon request,the City will provide annual financial statements,including the
comprehensive annual financial report, if one is prepared, to any registered owner of the
Bonds and the Outstanding Bonds.
Section 14. General Covenants Regarding the Bonds. The City covenants and agrees
with the owners of the Bonds, so long as there are any Outstanding Bonds, as follows:
(a) 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 Water Fund. The Pledged
Revenues are hereby pledged to the payment of the Bonds and the City covenants and
agrees to provide for, budget, collect and apply the Pledged Revenues to the payment of
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the Bonds and the provision of not less than an additional .25 times debt service, all in
accordance with Section 15 of the Act.
(b) The City will punctually pay or cause to be paid from the Alternate Bond and
Interest Account (2023) and from the Bond Fund(as hereinafter defined) the principal and
interest to become due in respect to the Bonds in strict conformity with the terms of the
Bonds and this Ordinance, and it will faithfully observe and perform all of the conditions,
covenants and requirements thereof and hereof.
(c) The City will pay and discharge, or cause to be paid and discharged, from the
Alternate Bond and Interest Account (2023), the 2023 Pledged Revenues Account and the
Bond Fund any and all lawful claims which, if unpaid,might become a lien or charge upon
the Pledged Moneys, or any part thereof, or upon any funds in the hands of the Bond
Registrar, or which might impair the security of the Bonds. Nothing contained herein shall
require the City to make any such payment so long as the City in good faith shall contest
the validity of said claims.
(d) The City will adopt a budget and approve appropriations for the Water Fund
prior to the beginning of each Fiscal Year, subject to all applicable State laws, providing
for the payment of all sums to be due in such Fiscal Year so as to comply with the terms
of this Ordinance. The budget may include in its estimate of income the use of available
surplus moneys or other funds of the City appropriated for such purposes. If during such
Fiscal Year there are extraordinary receipts or payments of unusual cost,the City will adopt
an amended budget for the remainder of such Fiscal Year, providing for receipts or
payments pursuant hereto.
(e) The City will preserve and protect the security of the Bonds and the rights of
the registered owners of the Bonds, and will warrant and defend their rights against all
claims and demands of all persons. From and after the sale and delivery of any of the Bonds
by the City, the Bonds shall be incontestable by the City.
(f) The City will adopt, make, execute and deliver any and all such further
ordinances, resolutions, instruments and assurances as may be reasonably necessary or
proper to carry out the intention of, or to facilitate the performance of, this Ordinance, and
for the better assuring and confirming unto the registered owners of the Bonds of the rights
and benefits provided herein.
(g) As long as any Bonds are Outstanding, the City will take no action or fail to
take any action which in any way would adversely affect the ability of the City to levy the
Pledged Taxes and to collect and to segregate the Pledged Revenues and the Pledged Taxes.
The City and its officers will comply with all present and future applicable laws in order
to assure that the Pledged Taxes can be levied and extended and that the Pledged Moneys
may be collected and deposited as provided in this Ordinance.
(h) Once issued, the Bonds shall be and forever remain until paid or defeased the
general obligation of the City, for the payment of which its full faith and credit are pledged,
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and shall be payable, in addition to the Pledged Revenues, from the levy of the Pledged
Taxes as provided in the Act.
Section 15. 2023A Pledged Revenues Account. There is hereby created a special fund of
the City, which fund shall held separate and apart from all other funds and accounts of the City
and shall be known as the "2023A Pledged Revenues Account' (the "2023A Pledged Revenues
Account"). The purpose of the 2023A Pledged Revenues Account is to provide a fund to receive
and disburse the Pledged Revenues from time to time for the payment of the Bonds. All payments
with respect to the Bonds from the Pledged Taxes shall be made directly from the 2023A Bond
Fund (as hereinafter defined). The 2023A Pledged Revenues Account constitutes a trust fund
established for the purpose of carrying out the covenants, terms and conditions imposed upon the
City by this Ordinance.
Pledged Revenues, other than that portion of the Pledged Revenues required for the
payment of the Series 2014C Bonds pursuant to the Series 2014C Bond Ordinance, shall be
withdrawn from the Water Fund by the City from time to time and shall be deposited into the
Series 2023A Pledged Revenues Account in a timely fashion to permit the abatement of Pledged
Taxes as described in Section 20 of this Ordinance and to provide for the timely payment of the
principal of and interest on the Bonds.
Section 16. Use of Bond Proceeds. The proceeds derived from the sale of the Bonds shall
be used as follows:
(a) Accrued interest, if any, received by the City upon the sale of the Bonds shall
be remitted by the Treasurer for deposit into the 2023A Pledged Revenues Account and used to
pay first interest coming due on the Bonds.
(b) The City shall then allocate from the Bond proceeds the sum necessary for
expenses incurred in the issuance of the Bonds which shall be deposited into an "Expense Fund"
to be maintained by the Treasurer and disbursed for such issuance expenses from time to time in
accordance with usual City procedures for the disbursement of funds, which disbursements are
hereby expressly authorized. Moneys not disbursed from the Expense Fund within six (6)months
shall be transferred by the City for deposit into the Project Fund, and any deficiencies in the
Expense Fund shall be paid by disbursement from the Project Fund.
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(c) The remaining Bond proceeds shall be set aside in a separate fund hereby
created and designated as the "Project Fund" (the "Project Fund"), which the City shall maintain
as a separate and segregated account. Moneys in said fund shall be withdrawn and disbursed by
the City from time to time as needed for the payment of costs of the Project, and paying the fees
and expenses incidental thereto not paid out of the Expense Fund.
(d) Funds on deposit in the Project Fund may be invested by the Treasurer in any
lawful manner. All investment earnings in the Project Fund shall first be reserved and transferred
to such other account as and to the extent necessary to pay any "excess arbitrage profits" or
"penalty in lieu of rebate" under Section 148 of the Code to maintain the tax-exempt status of the
Bonds, and the remainder shall be retained in the Project Fund and for payment of costs of the
Project.
(e) If the Project has been completed and accepted, the engineer or architect or
City officer in responsible charge of the Project shall certify to the Corporate Authorities the fact
that the work has been completed and accepted, and upon approval of such certification by the
Corporate Authorities, funds (if any) remaining in the Project Fund shall be credited by the
Treasurer to the Bond Fund for payment of the Bonds; and the Project Fund shall be closed.
Section 17. 2023 Alternate Bond Fund. There is hereby created a special fund of the
City, which fund shall be held by the Paying Agent separate and apart from all other funds and
accounts of the City and shall be known as the "2023 Alternate Bond Fund" (the "Bond Fund").
The purpose of the Bond Fund is to provide a fund to receive and disburse the Pledged Taxes for
any (or all) of the Bonds. The Bond Fund constitutes a trust fund established for the purpose of
carrying out the covenants, terms and conditions imposed upon the City by this Ordinance. Any
Pledged Taxes received by the City shall promptly be deposited into the Bond Fund.
Section 18. Pledged Taxes; Tax Levy. For the purpose of providing additional funds
required to pay the interest and principal on the Bonds promptly when and as the same falls due,
and to pay and discharge the principal thereof at maturity, and as provided in Section 15 of the
Act, there is hereby levied upon all of the taxable property within the City, in the years for which
any of the Bonds are outstanding, a direct annual tax sufficient for that purpose; and there be and
there hereby is hereby levied on all of the taxable property in the City the direct annual taxes as
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provided in the relevant Bond Order; provided, however, that the aggregate amount of Pledged
Taxes levied for any one year shall not exceed the amount of$700,000.
These taxes shall be in addition to and in excess of all other taxes levied by the City.
Following any extension of Pledged Taxes,interest or principal coming due at any time when there
are insufficient funds on hand from the Pledged Taxes to pay the same shall be paid promptly
when due from current funds on hand in advance of the collection of the Pledged Taxes levied
pursuant to the Bond Order; and when the Pledged Taxes shall have been collected,reimbursement
shall be made to said funds in the amount so advanced.
The City covenants and agrees with the Purchaser and registered 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
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. 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 in the
relevant Bond Order, and deposited into the Bond Fund.
Section 19. Filing with County Clerk. Promptly, as soon as this Ordinance and each Bond
Order becomes effective, a copy of this Ordinance, as certified by the City Clerk, shall be filed
with the County Clerk; and said County Clerk shall in and for each of the levy years as provided
in the relevant Bond Order ascertain the rate percent required to produce the aggregate Pledged
Taxes hereinbefore provided to be levied in each of said years; and said 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 the Bond Fund, and
in said years the Pledged Taxes shall be levied and collected by and for and on behalf of the City
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in like manner as taxes for general corporate purposes 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. It is
hereby expressly provided that in the event there shall be moneys both to the credit of the Alternate
Bond and Interest Account(2023)and the Bond Fund,the Bond Fund shall be fully depleted before
moneys to the credit of the Alternate Bond and Interest Account (2023) shall be used to pay
principal of and interest on the Bonds.
Section 20. Abatement of Pledged Taxes. Whenever funds are or will be available to pay
any principal of or interest on the Bonds when due, so as to enable the abatement of the Pledged
Taxes levied for the same, the Corporate Authorities shall direct the deposit of such funds into the
Water Fund in an amount sufficient to pay such principal of or interest on the Bonds and shall
direct the abatement of the Pledged Taxes. Proper notification of such abatement shall be filed
with the County Clerk in a timely manner to effect such abatement. The Corporate Authorities
covenant that they will abate the levy of the Pledged Taxes only to the extent of the funding of the
Water Fund from the Pledged Revenues or other available funds.
Section 21. Defeasance. Any Bond which (a) is paid and cancelled, (b) which has
matured and for which sufficient sums been deposited with the Bond Registrar to pay all principal
and interest due thereon, or (c) for which sufficient United States of America dollars and direct
United States Treasury obligations have been deposited with the Bond Registrar or similar
institution to pay, taking into account investment earnings on such obligations, all principal of and
interest on the Bond when due at maturity or as called for redemption, if applicable, pursuant to
an irrevocable escrow or trust agreement, shall cease to have any lien on or right to receive or be
paid from the Pledged Revenues or the Pledged Taxes and shall no longer have the benefits of any
covenant for the registered owner of the outstanding Bond as set forth herein as such relates to lien
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and security of the outstanding Bond in the Pledged Revenues or the Pledged Taxes. All covenants
relative to the tax-exempt status of the Bond; and payment, registration, transfer, and exchange,
are expressly continued for the Bond whether an outstanding Bond or not.
Section 22. Continuing Disclosure Undertaking. Any Designated Officer is hereby
authorized, empowered and directed to execute and deliver a Continuing Disclosure Undertaking,
in customary form as approved by Bond Counsel and approved by the City Attorney, to effect
compliance with Rule 15c2-12 adopted by the Securities and Exchange Commission under the
Securities Exchange Act of 1934, as amended. When such Continuing Disclosure Undertaking is
executed and delivered on behalf of the City,it will be binding on the City and the officers, agents,
and employees of the City, and the same are hereby authorized and directed to do all such acts and
things and to execute all such documents as may be necessary to carry out and comply with the
provisions of such Continuing Disclosure Undertaking as executed and delivered.
Notwithstanding any other provisions hereof, the sole remedies for failure to comply with such
Continuing Disclosure Undertaking shall be the ability of the beneficial owner of any Bond to seek
mandamus or specific performance by court order, to cause to the City to comply with its
obligations thereunder.
Section 23. General Tax Covenants. The City agrees to comply with, and as of the date
hereof reasonably expects that it will comply with, all provisions of the Code which, if not
complied with by the City, would cause the Bonds not to be tax-exempt. As used herein, "tax-
exempt" means, with respect to the Bonds, the status of interest paid and received thereon as not
includible in the gross income of the owners thereof under the Code for federal income tax
purposes except to the extent that such interest is taken into account in computing an adjustment
used in determining the federal alternative minimum tax. It shall not be an event of default under
this Ordinance if the interest on any of the Bonds is not tax-exempt pursuant to any provision of
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the Code which is not currently in effect and in existence on the date of the issuance of the Bonds.
In furtherance of the foregoing provisions, but without limiting their generality, the City
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 comply with all representations,
covenants and assurances contained in certificates or agreements as may be prepared by counsel
approving the Bonds, including, without limitation, a Tax Certificate; (c) to consult with such
counsel and to comply with such advice as may be given; (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 its officers, to employ and pay fiscal agents, financial advisors, attorneys and other
persons to assist the City in such compliance.
The City further certifies and covenants as follows with respect to the requirements of
Section 148(f) of the Code, relating to the rebate of "excess arbitrage profits" (the "Rebate
Requirement") to the United States:
(A) Unless an applicable exception to the Rebate Requirement is available to the
City, the City will meet the Rebate Requirement.
(B) Relating to applicable exceptions, the Treasurer or the Mayor is hereby
authorized to make such elections under the Code as either such officer shall deem reasonable and
in the best interests of the City. If such election may result in a "penalty in lieu of rebate" as
provided in the Code, and such penalty is incurred (the "Penalty"), then the City shall pay such
Penalty.
(C) The officers of the City shall cause to be established, at such time and in such
manner as they may deem necessary or appropriate hereunder, a"2023 Bonds Rebate [or Penalty,
if applicable] Fund" (the "148 Compliance Fund") for the Bonds, and such officers shall further,
not less frequently than annually, cause to be transferred to the 148 Compliance Fund the amount
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determined to be the accrued liability under the Rebate Requirement or Penalty. Said officers shall
cause to be paid to the United States Treasury, without further order or direction from the
Corporate Authorities, from time to time as required, amounts sufficient to meet the Rebate
Requirement or to pay the Penalty.
(D) Interest earnings in the Bond Fund are hereby authorized to be transferred,
without further order or direction from the Corporate Authorities, from time to time as required,
to the 148 Compliance Fund for the purposes herein provided; and proceeds of the Bonds and other
funds of the City are also hereby authorized to be used to meet the Rebate Requirement or to pay
the Penalty,but only if necessary after application of investment earnings as aforesaid and only as
appropriated by the Corporate Authorities.
The Corporate Authorities also certify and further covenant with the Purchaser and the
holders and registered owners of the Bonds from time to time outstanding that so long as any of
the Bonds remain unpaid,moneys on deposit in any fund or account in connection with the Bonds,
whether or not such moneys were derived from the proceeds of the sale of the Bonds or from any
other source, will not be used in a manner which will cause the Bonds to be "arbitrage bonds"
within the meaning of Section 148 of the Code, and any lawful regulations promulgated
thereunder, as the same presently exist, or may from time to time hereafter be amended,
supplemented or revised. The Corporate Authorities reserve the right, however, to make any
investment of moneys on deposit in any fund or account in connection with the Bonds permitted
by state law, if, when and to the extent that said Section 148 or regulations promulgated thereunder
shall be repealed or relaxed or shall be held void by final decision of a court of competent
jurisdiction,but only if any investment made by virtue of such repeal,relaxation or decision would
not, in the opinion of an attorney at law or a firm of attorneys of nationally recognized standing in
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matters pertaining to tax-exempt bonds, result in the inclusion of interest on the Bonds in gross
income for federal income tax purposes.
The Corporate Authorities are hereby authorized and directed to make such further
covenants, estimates, representation, or assurances as may be necessary or advisable to the end
that the Bonds not be "arbitrage bonds" as aforesaid.
Section 24. Not Private Activity Bonds. None of the Bonds is or shall be a "private
activity bond" as defined in Section 141(a) of the Code. In support of such conclusion, the City
certifies, represents and covenants as follows:
(a) Not more than five percent (5%) of the net proceeds and investment
earnings of the Bonds is to be used, directly or indirectly, in any activity carried on by any
person other than a state or local governmental unit.
(b) Not more than five percent (5%) of the amounts necessary to pay the
principal of and interest on the Bonds will be derived, directly or indirectly, from payments
with respect to any private business use by any person other than a state or local
governmental unit.
(c) None of the proceeds of the Bonds is to be used, directly or indirectly, to
make or finance loans to persons other than a state or local governmental unit.
(d) No user of the Project other than the City or another governmental unit will
use the same on any basis other than the same basis as the general public; and no person,
other than the City or another governmental unit, will be a user of the Project as a result of
(i) ownership or(ii) actual or beneficial use pursuant to a lease, a management or incentive
payment contract other than as expressly permitted by the Code, or (iii) any other
arrangement.
Section 25. NotArbitrage Bonds. The Bonds shall not be"arbitrage bonds"under Section
148 of the Code; and the Code certifies, represents, and covenants as follows:
(a) With respect to the Project, the City has heretofore incurred or within six
(6) months after delivery of the Bonds expects to incur substantial binding obligations to
be paid for with money received from the sale of the Bonds, said binding obligations
comprising binding contracts for the Project in not less than the amount of five percent
(5%) of the proceeds of the Bonds allocable to the Project.
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(b) More than eighty-five percent(85%) of the proceeds of the Bonds allocable
to the Project will be expended on or before three (3) years for the purpose of paying the
costs of the Project.
(c) All of the principal proceeds of the Bonds allocable to the Project and
investment earnings thereon will be used, needed, and expended for the purpose of paying
the costs of the Project including expenses incidental thereto.
(d) Work on the Project is expected to proceed with due diligence to
completion.
(e) Except for the Bond Fund, the City has not created or established and will
not create or establish any sinking fund reserve fund or any other similar fund to provide
for the payment of the Bonds. The Bond Fund has been established and will be funded in
a manner primarily to achieve a proper matching of revenues and debt service and will be
depleted at least annually to an amount not in excess of 1/121h the particular annual debt
service on the Bonds. Money deposited into the Bond Fund will be spent within a thirteen
(13) month period beginning on the date of deposit, and investment earnings in the Bond
Fund will be spent or withdrawn from the Bond Fund within a one (1) year period
beginning on the date of receipt.
(f) Amounts of money related to the Bonds required to be invested at a yield
not materially higher than the yield on the Bonds, as determined pursuant to such tax
certifications or agreements as the City officers may make in connection with the issuance
of the Bonds, shall be so invested; and appropriate City officers are hereby authorized to
make such investments.
Section 26. 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 to be and remain
tax-exempt. 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 27. List of Bondholders. The Bond Registrar shall maintain a list of the names
and addresses of the owners of all Bonds and upon any transfer shall add the name and address of
the new owner and eliminate the name and address of the transferor owner.
Section 28. Opinion of Counsel Exception. The City reserves the right to use or invest
moneys in connection with the Bonds in any manner, notwithstanding the tax-related covenants
set forth herein,provided it shall first have received an opinion from Saul Ewing LLP, or any other
attorney or a firm of attorneys of nationally recognized standing as bond counsel, to the effect that
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use or investment of such moneys as contemplated is valid and proper under applicable law and
this Ordinance and, further, will not adversely affect the tax-exempt status for the Bonds.
Section 29. Duties of Bond Registrar. If requested by the Bond Registrar or the Paying
Agent, or both, any Designated Officer is authorized to execute the Bond Registrar's standard form
of agreement between the City and the Bond Registrar or Paying Agent with respect to the
obligations and duties of the Bond Registrar hereunder which may include the following:
(a) to act as bond registrar, paying agent, authenticating agent and transfer agent
as provided herein;
(b) to maintain a list of the owners of the Bonds as set forth herein and to furnish
such list to the City upon request,but otherwise to keep such list confidential;
(c) to give notice of redemption of Bonds as provided herein;
(d) to cancel and/or destroy Bonds which have been paid at maturity or upon
earlier redemption or submitted for exchange or transfer;
(e) to furnish the City at least annually a certificate with respect to Bonds
cancelled and/or destroyed; and
(f) to furnish the City at least annually an audit confirmation of Bonds paid,
Bonds outstanding and payments made with respect to interest on the Bonds.
Section 30. Provisions a Contract. The provisions of this Ordinance shall constitute a
contract between the City and the owners of the outstanding Bonds and no changes, additions, or
alterations of any kind shall be made hereto, except as herein provided, so long as there are any
outstanding Bonds. No consent or waiver, express or implied, to or of any breach or default in the
performance of any obligation under this Ordinance shall constitute a consent or waiver to or of
any other breach or default in the performance of the same or any other obligation.
Section 31. Insurance. Upon a finding by the Authorized Officers that the purchase of a
Policy for all or any portion of the Bonds is likely to facilitate the marketing and sale of the Bonds
and permit completion of such sale in a timely fashion, and that such Policy is available at an
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acceptable premium, as set forth in the Bond Order, the Designated Officers are hereby expressly
authorized to accept the commitment of an Insurer to issue a commitment to provide a Policy in
connection with the issuance and delivery of the Bonds. The terms, provisions, conditions and
requirements of said Insurer set forth in said commitment as a condition to its issuance of such
Policy shall be as attached to the Bond Order as Exhibit A thereto and shall thereupon be
incorporated into this Ordinance by this reference as if set out at this place in full.
Section 32. Severability. If any section, paragraph, clause or provision of this Ordinance
shall be held invalid, the invalidity of such section, paragraph, clause or provision shall not affect
any of the other provisions of this Ordinance.
Section 33. Repealer. All ordinances, resolutions or orders, or parts thereof, in conflict
with the provisions of this Ordinance are to the extent of such conflict hereby repealed.
Section 34. Effective Date. This Ordinance shall be in full force and effect forthwith and
immediately upon its passage.
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Passed by the Corporate Authorities on July 11, 2023 by a roll call vote as follows:
AYES: Plocher, Funkhouser, Tarulis Transier, Soling Marek Corneils and Koch
NAYS:
ABSENT:
UNITED CITY OF YORKVILLE,
KENDALL CO Y, ILLINOIS
By:
Mayor
APPROVED this 11 t"day of July, 2023.
Attest:
Q�]
City Clerk
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STATE OF ILLINOIS )
) SS
COUNTY OF KENDALL )
CERTIFICATION OF ORDINANCE AND MINUTES
I, the undersigned, do hereby certify that I am the duly qualified and acting Clerk of the
United City of Yorkville,Kendall County, Illinois(the "City"), and as such officer I am the keeper
of the books, records, files, and journal of proceedings of the City and of the City Council thereof
(the "City Council").
I do further certify that the foregoing constitutes a full, true and complete transcript of the
minutes of the meeting of the City Council held on the I Ith day of July, 2023, insofar as same
relates to the adoption of Ordinance No. 2023-24 entitled:
AN ORDINANCE authorizing and providing for the issuance of
General Obligation Bonds (Alternate Revenue Source), Series 2023, of
the United City of Yorkville, Kendall County, Illinois, in the aggregate
principal amount not to exceed $11,000,000, for the purpose of
providing for certain enhancements to the City's water supply system,
authorizing the execution of one or more bond orders and providing for
the imposition of taxes to pay principal of and interest on such bonds,
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 meeting.
I do further certify that the deliberations of the City Council on the adoption of said
ordinance were taken 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 accordance with the provisions of the Illinois Municipal Code, as amended,
and the Open Meetings Act of the State of Illinois, as amended, and that the City Council has
complied with all of the applicable provisions of said Code and said Act and its procedural rules
in the adoption of said ordinance.
IN WITNESS WHEREOF, I hereunto affix my official signature and the seal of the City, this
I l th day of July, 2023.
ilerk,United City of Yorkville,
11 County, Illinois
(SEAL)