O-17-15 Authorizing the Issuance of (i) General Obligation Bonds (Waterworks/Sewerage) ORDINANCE NO.D-I 1—IC
AN ORDINANCE AUTHORIZING THE ISSUANCE OF (i)
GENERAL OBLIGATION BONDS (WATERWORKS AND
SEWERAGE ALTERNATE REVENUE SOURCE), SERIES
2015A; (ii) GENERAL OBLIGATION REFUNDING BONDS
(ALTERNATE REVENUE SOURCE), SERIES 2015B; AND
(iii) GENERAL OBLIGATION REFUNDING BONDS
(ALTERNATE REVENUE SOURCE), SERIES 2015C, OF
THE VILLAGE OF LEMONT,COOK,DUPAGE AND WILL
COUNTIES, ILLINOIS, PROVIDING THE DETAILS OF
SUCH BONDS AND FOR APPLICABLE ALTERNATE
REVENUE SOURCES AND THE LEVY OF DIRECT
ANNUAL TAXES SUFFICIENT TO PAY THE PRINCIPAL
OF AND INTEREST ON SUCH BONDS, AND RELATED
MATTERS
WHEREAS, the Village of Lemont, Cook, DuPage and Will Counties, Illinois
(the "Issuer"), is a non-home rule municipality duly established and operating under the Illinois
Municipal Code(Section 5/1-1-1 et seq. of Chapter 65 of the Illinois Compiled Statutes.
WHEREAS, the Issuer and owns and operates its municipally-owned combined
waterworks and sewerage system (the "Waterworks and Sewerage System") in accordance
with the provisions of Divisions 139 of Article 11 of the Illinois Municipal Code (Section 5/11-
139-1 et seq. of Chapter 65 of the Illinois Compiled Statutes), as supplemented and amended,
and receives revenues thereof(the "Net Revenues"); is entitled to receive (i) certain proceeds of
the Retailers Occupation Taxes, Service Occupation Taxes, Use Taxes and Service Use Taxes
(collectively, as applicable, "Sales Taxes," and including any replacement, substitute or
successor taxes therefor as provided by applicable law in the future) imposed and distributed
pursuant to applicable law, or replacement, substitute or similar taxes therefor as provided by
applicable law in the future; (ii) any tax to provide special services to the area served by the
Waterworks and Sewerage System hereafter adopted levied or imposed pursuant to the Special
Services Area Tax Law (the "SSA Taxes"); (iii) utility taxes (subject to any prior lien or pledge,
and however styled, and includes any replacement or successor taxes of similar effect,
collectively, "Utility Taxes") imposed, collected and distributed pursuant to applicable law; (iv)
a distributive share of State of Illinois income taxes (such distributive share referred to herein as
the "Revenue Sharing Receipts") imposed by the State of Illinois pursuant to the Illinois
Income Tax Act and distributed pursuant to the State Revenue Sharing Act; and (v) certain
incremental taxes (derived from the Municipality's Downtown Canal District I Redevelopment
Project Area(subject to any prior pledge, "Incremental Taxes"); and
WHEREAS, the President and Board of Trustees of the Issuer (the "Corporate
Authorities") has determined that it is advisable, necessary and in the best interests of the
Issuer's public health, safety and welfare to refinance (A) the acquisition, construction and
installation of a new police station, and related facilities, improvements and costs (which may
have been undertaken in one or more phases, the "2007A Project"), and (B) the acquisition,
construction and installation of part of a parking garage, public facilities and improvements and
utility site improvements, within the Downtown Canal District I Redevelopment Project Area,
and related facilities, improvements and costs (which may have been undertaken in one or more
phases, the "2007 Project") (Collectively, the 2007A and 2007 Projects are the "Prior
Projects".); and to finance the acquisition, construction and installation of various
improvements, extensions and facilities of the Waterworks and Sewerage System, and related
facilities, improvements and costs (the "Project"); and
WHEREAS, in connection with financing: (A) the 2007A Project the Issuer on
December 20, 2007 issued $7,000,000 initial principal amount General Obligation Bonds
(Alternate Revenue Source), Series 2007A (to be refunded at a lower interest cost, the "2007A
Bonds") under Ordinance No. 0-108-07, adopted December 10, 2007 (as supplemented and
amended, the "2007A Ordinance"), with Amalgamated Bank of Chicago, Chicago, Illinois a the
bond registrar and paying agent (the "2007A Bond Registrar" and "2007A Paying Agent");
and (B) the 2007 Project the Issuer on August 7, 2007 issued $2,680,000 initial principal amount
General Obligation Bonds (Alternate Revenue Source), Series 2007 (to be restructured, the
"2007 Bonds") under the Ordinance No. 0-58-07, adopted July 23, 2007 (as supplemented, the
"2007 Ordinance"), which 2007A Bonds and 2007 Bonds (collectively, the "Prior Bonds") are
to be refinanced in whole or in part, by direct payment or funding with an applicable escrow,
deposit or other refunding agent (as applicable, the "Refunding Agent") through an escrow,
deposit or other refunding account (as applicable, the "Refunding Account") with cash and/or
certain investment securities ( "Investment Securities") under an escrow, deposit or refunding
agreement(as applicable, the "Refunding Agreement") for such purpose; and
WHEREAS, of the estimated cost to provide for refunding the Prior Bonds (each
a "Refunding" or collectively, the "Refundings")) and refinancing the Prior Projects, and
related legal, financial, bond discount, printing and publication costs, and other expenses in
connection therewith, a sufficient amount is presently anticipated and planned to be paid from
proceeds of the hereinafter described Bonds, and the Issuer presently has no funds available from
existing or anticipated sources for such purposes; and
WHEREAS, ORDINANCE NO. 0-10-15, AN ORDINANCE AUTHORIZING
THE ISSUANCE OF UP TO $5,900,000 WATERWORKS AND SEWERAGE REVENUE
BONDS AND ALTERNATE REVENUE SOURCE BONDS (IN LIEU OF SUCH REVENUE
BONDS) OF THE VILLAGE OF LEMONT, DuPAGE, WILL AND COOK COUNTIES,
ILLINOIS, TO FINANCE WATERWORKS AND SEWERAGE SYSTEM FACILITY
IMPROVEMENTS (the "2015A Preliminary Ordinance"), adopted May 11, 2015, together
with a separate notice of intent to issue revenues bonds and alternate bonds (being general
obligation in lieu of revenue bonds) was published on May 15, 2015, in the Lemont Suburban
Life, a newspaper published in Lemont, Illinois and of general circulation in the corporate limits
of the Issuer; and
WHEREAS, more than thirty (30) days have elapsed since the May 15, 2015
publication of the 2015A Preliminary Ordinance and the related notice in the Lemont Suburban
Life, and the Issuer has received no petition in connection with the 2015A Bonds, a form of
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petition therefor being at all relevant times available in the office of the Village Clerk on and
since May 11, 2015; and
WHEREAS, the Issuer has insufficient funds to pay the costs of the Project and
the Refundings and, therefore, must borrow money and issue revenue and general obligation
bonds (alternate revenue source) under this ordinance, in evidence thereof up to the aggregate
principal amount of$9,605,000 for such purposes (collectively, the "Bonds"): (A) $5,900,000
General Obligation Bonds (Waterworks and Sewerage Alternate Revenue Source), Series 2015A
(the "Series 2015A Bonds" or "Series 2015A"); (B) $4,500,000 General Obligation Refunding
Bonds (Alternate Revenue Source), Series 2015B (the "Series 2015B Bonds" or "Series
2015B"); and (C) $2,300,000 General Obligation Refunding Bonds (Alternate Revenue Source),
Series 2015C (the "Series 2015C Bonds" or"Series 2015C"); and
WHEREAS, pursuant to and in accordance with the provisions of Section 15 of
the Local Government Debt Reform Act (Section 350/15 of Chapter 30 of the Illinois Compiled
Statutes), as supplemented and amended, the Preliminary Ordinance and this ordinance, the
Issuer is authorized to issue the Bonds for the purpose of providing funds to pay all or a portion
of the costs of the Project and the Refundings; and
WHEREAS, after notices having been duly published on May 15, 2015 in the
Lemont Suburban Life, the Corporate Authorities on June 8, 2015 held and conducted the public
hearing required by the Bond Issue Notification Act (30 ILCS 352/1 et seq.) concerning the
2015A Bonds; and
WHEREAS,one or more proposed Bond purchase agreements (which when fully
executed or closed upon each is to constitute the "Purchase Agreement") by and between the
Issuer and Bernardi Securities, Inc., Chicago, Illinois (the "Underwriter"), pursuant to which
the Underwriter offers to purchase the Bonds at the applicable prices and interest rates, to be as
described in the Issuer's Official Statement (in preliminary form, and when completed to
constitute the final "Official Statement") related to the Bonds, with a related continuing
disclosure certificate and agreement as an undertaking (the "Disclosure Agreement") under
Rule 15c2-12 of the Securities and Exchange Commission ("Rule 15c2-102"); and
WHEREAS, for convenience of reference only this ordinance is divided into
numbered sections with heading, which shall not define or limit the provisions hereof, as
follows:
Pane
Preambles 1
Section 1. Definitions 4
Section 2. Preambles, Authority, and Purpose 8
Section 3. Authorization and Terms of Bonds 9
Section 4. Registration of Bonds and Book-Entry 12
Section 5. Execution and Authentication 15
Section 6. Transfer, Exchange and Registration 15
Section 7. Bond Registrar and Paying Agent 16
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Section 8. Alternate Bonds; General Obligations 17
Section 9. Forms of Bonds 18
Section 10. Levy and Extension of Taxes 37
Section 11. Related Agreements 38
Section 12. Special Funds and Accounts 38
Section 13. Bond Proceeds Account 41
Section 14. Issuance of Additional Bonds 42
Section 15. Arbitrage Rebate 43
Section 16. Investment Regulations 44
Section 17. Non-Arbitrage and Tax-Exemption 44
Section 18. Further Assurances and Actions 49
Section 19. General Covenants 50
Section 20. Ordinance to Constitute a Contract 53
Section 21. Severability and No Contest 53
Section 22. Bank Qualified Bonds 53
Section 23. Conflict 53
Section 24. Effective Date 53
NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND
BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT, COOK, DUPAGE AND
WILL COUNTIES,ILLINOIS,as follows:
Section 1. Definitions. Certain words and terms used in this ordinance shall
have the meanings given them herein, including above in the preambles hereto, and the meanings
given them in this Section 1, unless the context or use clearly indicates another or different
meaning is intended. Certain definitions are as follows:
"Act" means, collectively and as applicable, the Local Government Debt Reform
Act (Section 350/1 et seq. of Chapter 30 (and particularly Section 350/15 thereof concerning
alternate bonds) of the Illinois Compiled Statutes, as supplemented and amended, and Divisions
139 of Article 11 of the Illinois Municipal Code(Sections 5/11-139-1 et seq. of Chapter 65 of the
Illinois Compiled Statutes),the Illinois Municipal Code(65 ILCS 5/1-1-1 etseq.), and applicable
law in connection with applicable revenue sources, as supplemented and amended, the
Registered Bond Act, the Illinois Bond Replacement Act and the Bond Authorization Act.
g p
"Alternate Bonds" means "alternate bonds" as described in Section 15 of the
Local Government Debt Reform Act (Section 350/15 of Chapter 30 of the Illinois Compiled
Statutes), and includes expressly the Series 2015A, B and C Bonds.
"Applicable Denomination" means the denomination for an applicable series of
Bonds as specified in an applicable Bond Order, expected to be $5,000 or otherwise as provided
in a Bonds Order, as the case may be.
"BDSF" or "bona fide debt service fund" means a fund, which may include
proceeds of an issue, that (1) Is used to primarily to achieve a proper matching of revenues with
principal and interest payments, within each bond year (i.e. each December 2 to December 1
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annual period); and (2) Is depleted at least once each bond year, except for a reasonable
carryover amount not to exceed the greater of: (i) the earnings on the fund for the immediately
preceding bond year; or (ii) one-twelfth of the principal and interest payments on the issue for
the immediately preceding bond year.
"Bond" or "Bonds" means, collectively, the Issuer's: Series 2015A Bonds;
Series 2015B Bonds; and Series 2015C Bonds, in each case as authorized to be issued by this
ordinance, as supplemented and amended.
"Bond Order" means one or more certificates signed by the Village President,
and attested by the Village Clerk and under the seal of the Issuer, setting forth and specifying
details for each series of the Bonds, including, as the case may be, but without limitation,
identification or specification of a Policy and an Insurer, book-entry only registration, payment
dates, final interest rates, final maturity schedules, Applicable Denomination, Pledged Taxes,
Levied Taxes, optional and mandatory redemption provisions, status as "qualified tax-exempt
obligations," original issue discount ("OID") and/or reoffering premium, designation of the
Bond Registrar, Paying Agent and, as applicable, a Refunding Agent under a Refunding
Agreement, particular Prior Bonds to be refunded, the specified aggregate principal amount for
each series of the Bonds, or the aggregate taxes levied or authorized in each year in Section 10 as
Pledged Taxes and/or Levied Taxes.
"Bond Year" means each annual period of December 2 to the next December 1,
for each series of Bonds, with the first Bond Year ending December 1, 2015 subject to such
lawful elections as the Issuer may make.
"Code" means the Internal Revenue Code of 1986, as amended, and includes
related and applicable Income Tax Regulations promulgated by the Treasury Department.
"Corporate Authorities" means the President and Board of Trustees of the
Issuer.
"Depository" means a securities depository with respect to Bonds subject to
global book entry registration, initially The Depository Trust Company ("DTC"), New York,
New York.
"Disclosure Agreement" means each of the Issuer's Continuing Disclosure
Certificate and Agreements under Rule 15c2-12 related to the Bonds.
"Fiscal Year" means the twelve-month period constituting the Issuer's fiscal
year, not inconsistent with applicable law.
"Gross Revenues" means all income from whatever source derived from the
Waterworks and Sewerage System, including: (i) user charges, fees, rates and other receipts
(including revenues for use of the Waterworks and Sewerage System facilities to be received by
the Issuer); (ii) investment income; (iii) connection, permit and inspection fees and the like; and
(iv) penalties and delinquency charges, but excluding expressly (a) nonrecurring income from
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the sale of real estate; (b) governmental or other grants; (c) advances or grants made to or from
the Issuer; (d) capital development, reimbursement, or recovery charges and the like; (e)
annexation or preannexation charges; and (1) as otherwise determined in accordance with
generally accepted accounting principles for local government funds.
"Insurer" means, if any, the issuer of a Policy securing payment of one or more
series of Bonds.
"Issuer" means the Village of Lemont, Cook, DuPage and Will Counties, Illinois.
"Junior Bond" means any Outstanding bond or Outstanding bonds payable from
an applicable Junior Debt Service Account, in this case the "Junior Debt Service Account," and
includes expressly each series of the Bonds.
"Levied Taxes" means the taxes levied in Section 10 to pay the Bonds, as
applicable.
"Net Revenues" means, with respect to the Waterworks and Sewerage System,
Gross Revenues minus Operation and Maintenance Expenses.
"Operation and Maintenance Expenses" means all expenses of operating,
maintaining and routine repair of the Waterworks and Sewerage System, including wages,
salaries, costs of materials and supplies, power, fuel, insurance and related services; but
excluding debt service, depreciation, or any reserve requirements, and otherwise as determined
in accordance with generally accepted accounting principles for local government enterprise
funds.
"Outstanding", when used with reference to any referenced obligation, means
any referenced obligation which is outstanding and unpaid; provided, however, such term shall
not include obligations: (i) 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 thereof, or (ii) the provision for payment of which has been made by the Issuer by the
deposit in an irrevocable trust or escrow of funds of direct, full faith and credit non-callable
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 applicable premium on such
obligations, and will not result in the loss of the exclusion from gross income of the interest
thereon under Section 103 of the Code.
"Parity Bonds" means bonds or any other obligations which share ratably and
equally in the applicable Pledged Revenues with either the Senior Bonds or the Junior Bonds, as
set forth and provided for in any such ordinance authorizing the issuance of any such Parity
Bonds.
"Pledged Revenues" means, collectively: (i) with respect to the Series 2015A
Bonds — Net Revenues of the System, Sales Taxes; and SSA Taxes (the "2015A Pledged
Revenues"); (ii) with respect to the Series 2015B Bonds — Utility Taxes and Revenue Sharing
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Receipts (the "2015B Pledged Revenues"); and (iii) with respect to the Series 2015C Bonds —
Sales Taxes and Incremental Taxes (the "2015C Pledged Revenues").
"Pledged Taxes" means the Taxes levied in Section 10 to secure and pay the
Bonds, as applicable.
"Policy" means, if any, an Insurer's bond insurance policy or other credit facility
securing payment of one or more series of Bonds.
"Preliminary Ordinances" means, collectively, Ordinance No. 0-10-15,
adopted May 11, 2015 (for the Series 2015A Bonds), Ordinance No. 0-70-07, adopted August
27, 2007 (for the 2007A Bonds) and Ordinance No. 0-20-07, adopted March 12, 2007 (for the
2007 Bonds), with respect to which after due publication with the required notices in a
newspaper of general circulation in Lemont, Illinois, no petitions have been filed under Section 2
of any of such ordinances.
"Prior Bonds" means, collectively, the 2007A Bonds and the 2007 Bonds, to be
refunded under this ordinance.
"Prior Ordinances" means, collectively, the authorizing ordinances for the Prior
Bonds.
"Prior Projects" means, collectively,the 2007A Project and the 2007 Project.
"Purchase Agreement" means each Bond Purchase Agreement with the
Underwriter for the purchase of each series of the Bonds, which upon acceptance and execution
by the Issuer and the Underwriter constitutes the Purchase Agreement for each series of the
Bonds.
"Qualified Investments" means legal investments of the Issuer under applicable
law, limited and restricted with respect to any applicable Insurers Policy.
"Refunding", "Refunding Account", "Refunding Agent", "Refunding
Agreement" and "Refunding Deposit" each shall have the meaning above in the recitals to this
ordinance.
"Revenue Fund" means the Revenue Fund created and established under Section
12 of this ordinance with respect to the Series 2015C Bonds.
"Revenue Sources" means, collectively, the 2015A, 2015B and 2015C Revenue
Sources.
"Rule 15c2-12" means Rule 15c2-12 of the Securities and Exchange
Commission.
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"Sales Taxes" shall have the meaning above in the recitals in the preamble to this
ordinance.
"Senior Bond" means any Outstanding bond or Outstanding bonds payable from
the applicable Senior Debt Service Account of the Bond and Interest Account of the applicable
Fund under this ordinance.
"2007A Bonds" and "2007 Bonds" each shall have the meaning above n the
recitals in the preamble to this ordinance.
"Series 2015A Bonds" or "Series 2015A" each means the Issuer's General
Obligation Bonds (Waterworks and Sewerage Alternate Revenue Source), Series 2015A, issued
under this ordinance.
"Series 2015B Bonds" or "2015B Bonds" each means the Issuer's General
Obligation Refunding Bonds (Alternate Revenue Source), Series 2015B, issued under this
ordinance.
"Series 2015C Bonds" or "2015C Bonds" each means the Issuer's General
Obligation Refunding Bonds (alternate Revenue Source), Series 2015C, issued under this
ordinance.
"2015A Revenue Source" means Net Revenues (constituting "enterprise
revenues") of the Issuer's Waterworks and Sewerage System, Sales Taxes and SSA Taxes.
"2015B Revenue Source" means Utility Taxes and Revenue Sharing Receipts
(constituting a"revenue source").
"2015C Revenue Source" means Sales Taxes and Incremental Taxes
(constituting a"revenue source").
"Underwriter" means Bernardi Securities, Inc., Chicago, Illinois,the underwriter
in connection with the Bonds, identified in the recitals in the preamble to this ordinance.
"Waterworks and Sewerage Fund" means the Issuer's Waterworks and
Sewerage Fund, as continued or created and established, as the case may be, with respect to the
Series 2015A Bonds.
Section 2. Preambles, Authority and Purpose. The Corporate Authorities
hereby find that all the recitals contained in the preambles and recitals to this ordinance are true,
complete and correct, and hereby incorporate them into this ordinance by this reference thereto.
This ordinance is adopted pursuant to the Constitution and applicable laws of the State of
Illinois, including the Act, for the purpose of paying all or a portion of the costs of the Project
and refunding the Prior Bonds, and costs of issuance of the Bonds. The Corporate Authorities
hereby determine the period of usefulness of the Project and each Prior Project to be not less than
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A
twenty (20) years from the expected date of delivery of the Bonds. With notices published on
May 15, 2015 in Lemont Suburban Life, Lemont, Illinois, the Corporate Authorities on June 8,
2015 held and conducted the public hearings on the 2015A Bonds under the Bond Issue
Notification Act.
Section 3. Authorization and Terms of Bonds. To meet all or a part of the
estimated costs of financing the Project and funding the Bonds, and refinancing the Prior
Projects and refunding the Prior Bonds, there is hereby appropriated each applicable sum to be
derived from the proceeds of each series of the Bonds. For the purpose of financing such
appropriations, the Bonds of the Issuer shall be issued and sold from time to time in the
aggregate principal amount set forth herein, shall be in three (3) series designated: (i) General
Obligation Bonds (Waterworks and Sewerage Alternate Revenue Source), Series 2015A
($5,900,000 maximum aggregate principal amount); (ii) General Obligation Refunding Bonds
(Alternate Revenue Source), Series 2015B ($4,500,000 maximum aggregate principal amount);
and (iii) General Obligation Refunding Bonds (Alternate Revenue Source), Series 2015C
($2,300,000 maximum aggregate principal amount), and shall be issuable in the denominations
of$5,000 each or any authorized integral multiple thereof.
(a) General Terms. The Bonds of each series shall be numbered
consecutively from 1 upwards in order of their issuance and may bear such identifying numbers
or letters as shall be useful to facilitate the registration, transfer and exchange of the Bonds.
Unless otherwise determined in an order to authenticate the Bonds, the Bonds shall be dated as
of or before the date or dates of the issuance and sale thereof and acceptable to the Underwriter.
Subject to a Bond Order, the Bonds of each series are hereby authorized to bear interest at the
rate or rates percent per annum not exceeding 6.00% and shall mature on December 1 of the
years (subject to redemption, as the case may be), and in the principal amount in each year:
commencing not before the year 2016 and ending not later than the year 2034/Series 2015A
Bonds; commencing not before the year 2015 and ending not later than the year 2032/Series
2015B Bonds; and commencing not before the year 2015 and ending not later than the year
2027/Series 2015C Bonds; as shall be specified in a Bond Order.
Each Bond shall bear interest from its date, or from the most recent interest
payment date to which interest has been paid, computed on the basis of a 360-day year consisting
of twelve 30-day months, and payable in lawful money of the United States of America
semiannually on each June 1 and December 1, commencing on or after December 1, 2015, at the
rates percent per annum herein provided. The principal of and premium, if any, on the Bonds
shall be payable in lawful money of the United States of America upon presentation and
surrender thereof at the designated payment office of the financial institution designated in this
ordinance to act as the Paying Agent for the Bonds (including its successors, the "Paying
Agent"). Interest on the Bonds shall be payable on each interest payment date to the registered
owners of record appearing on the registration books maintained by the financial institution
designated in this ordinance to act as the Bond Registrar on behalf of the Issuer for such purpose
(including its successors, the "Bond Registrar"), at the designated corporate trust office of the
Bond Registrar as of the close of business on the fifteenth (15th) day (whether or not a business
day) of the calendar month next preceding the applicable interest payment date. Interest on the
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Bonds shall be paid by check or draft mailed by the Paying Agent to such registered owners at
their addresses appearing on the registration books.
(b) Redemption. The Bonds are subject to redemption as follows:
(i) Optional Redemption. Bonds of a particular series maturing on
and after December 1 as specified in an applicable Bond Order shall be subject to redemption
prior to maturity on any date on December 1 of the year or years specified and thereafter in
whole on any date or in part on any date, in any order of maturity specified (but in inverse order
if none is specified), at a redemption price of par, plus accrued interest to the date fixed for
redemption, and otherwise are not subject to optional redemption.
(ii) Sinking Fund Redemption. This subsection (b) shall apply only
to the extent an applicable Bond Order shall specify any Term Bonds (as applicable to a
particular series, the "Term Bonds"), and otherwise shall not apply. Bonds so specified as Term
Bonds, if any, are subject to mandatory sinking fund redemption in the principal amount on
December 1 of the years so specified, but corresponding to the amounts specified above in
Section 3(a), or otherwise as duly set forth in a Bond Order.
At its option before the 45th day (or such lesser time acceptable to the Bond
Registrar) next preceding any mandatory sinking fund redemption date in connection with Term
Bonds the Issuer by furnishing the Bond Registrar and the Paying Agent an appropriate
certificate of direction and authorization executed by the Village President may: (i) deliver to
the Bond Registrar for cancellation Term Bonds in any authorized aggregate principal amount
desired; or (ii) furnish the Paying Agent funds for the purpose of purchasing any of such Term
Bonds as arranged by the Issuer; or(iii) receive a credit(not previously given)with respect to the
mandatory sinking fund redemption obligation for such Term Bonds which prior to such date
have been redeemed and cancelled. Each such Bond so delivered, previously purchased or
redeemed shall be credited at 100% of the principal amount thereof, and any excess shall be
credited with regard to future mandatory sinking fund redemption obligations for such Bonds in
chronological order, and the principal amount of Bonds to be so redeemed as provided shall be
accordingly reduced. In the event Bonds being so redeemed are in a denomination greater than
$5,000, a portion of such Bonds may be so redeemed, but such portion shall be in the principal
amount of$5,000 or any authorized integral multiple thereof.
(iii) Procedure. The Issuer covenants that it will redeem Bonds
pursuant to the redemption provisions applicable to such Bonds. Proper provision for
redemption having been made, the Issuer covenants that the Bonds so selected for redemption
shall be payable as at maturity.
The Issuer shall, at least 45 days prior to an optional redemption date (unless a
shorter time shall be satisfactory to the Bond Registrar), notify the Bond Registrar of any
optional redemption date and of the principal amount of Bonds to be redeemed (no such notice
shall be required in the case of any mandatory sinking fund redemption of Term Bonds). In the
event that less than all of the Bonds of a particular series or maturity are called for redemption as
aforesaid, as necessary, the particular Bonds or portions of Bonds to be redeemed shall be
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selected not more than sixty (60) days or less than thirty (30) days prior to the redemption date
by the Bond Registrar by such method as the Bond Registrar shall deem fair and appropriate;
provided, that such lottery shall provide for the selection for redemption of Bonds or portions
thereof so that any $5,000 Bond or $5,000 portion of a Bond shall be as likely to be called for
redemption as any other such $5,000 Bond or $5,000 portion. The Bond Registrar shall
promptly notify the Issuer in writing of the Bonds or portions of Bonds selected for redemption
and, in the case of any Bond selected for partial redemption, the principal amount thereof to be
redeemed.
Unless waived by the registered owner of Bonds to be redeemed, presentment for
payment being conclusively such a waiver, notice of any such redemption shall be given by the
Bond Registrar on behalf of the Issuer by mailing the redemption notice by first class mail not
less than thirty(30) days and not more than sixty(60) days prior to the date fixed for redemption
to each registered owner of the Bond or Bonds to be redeemed at the address shown on the Bond
Register or at such other address as is furnished in writing by each such registered owner to the
Bond Registrar.
All notices of redemption shall include at least the information as follows: (1) the
identification of the particular Bonds to be redeemed; (2)the redemption date; (3)the redemption
price; (4) if less than all of the Bonds of a particular maturity are to be redeemed, the
identification numbers and maturities (and, in the case of partial redemption of any Bond, the
respective principal amounts) of the Bonds to be redeemed; (5) a statement that on the
redemption date the redemption price will become due and payable upon each such Bond or
portion thereof called for redemption and that interest thereon shall cease to accrue from and
after such date; and (6) the place where such Bonds are to be surrendered for payment of the
redemption price, which place of payment shall be the principal payment office of the Paying
Agent.
On or prior to any redemption date,the Issuer shall deposit with the Paying Agent
an amount of money sufficient to pay the redemption price of all the Bonds or portions of Bonds
which are to be redeemed on that date.
Notice of redemption having been given as aforesaid, the Bonds or portions of
Bonds so to be redeemed shall, on the redemption date, become due and payable at the
redemption price therein specified, together with accrued interest, and from and after such date
(unless the Issuer shall default in the payment of the redemption price) such Bonds or portions of
Bonds shall cease to bear interest. Neither the failure to mail such redemption notice nor any
defect in any notice so mailed to any particular registered owner of a Bond shall affect the
sufficiency of such notice with respect to any other registered owner. Notice having been
properly given, failure of a registered owner of a Bond to receive such notice shall not be
deemed to invalidate, limit or delay the effect of the notice or the redemption action described in
the notice. Such notice may be waived in writing by a registered owner of a Bond, either before
or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice shall
be filed with the Bond Registrar, but such filing shall not be a condition precedent to the validity
of any action taken in reliance upon such waiver.
11
Upon surrender of such Bonds for redemption in accordance with such notice,
such Bonds shall be paid from available funds therefor by the Paying Agent at the redemption
price. Interest due on or prior to the redemption date shall be payable as herein provided for
payment of interest. Upon surrender for the partial redemption of any Bond, there shall be
prepared for the registered owner a new Bond or Bonds of the same maturity in the amount of
the unpaid principal.
If any Bond or portion of Bond called for redemption shall not be so paid upon
surrender thereof for redemption, the principal, and premium, if any, shall, until paid, bear
interest from the redemption date at the rate borne by the Bond or portion of Bond so called for
redemption. All Bonds which have been redeemed shall be marked cancelled by the Bond
Registrar and shall not be reissued.
In addition to the foregoing notice set forth above, further notice shall be given by
the Bond Registrar on behalf of the Issuer as set out below, but no defect in such further notice
nor any failure to give all or any portion of such further notice shall in any manner defeat the
effectiveness of a call for redemption if notice thereof is given as above prescribed. Each further
notice of redemption given hereunder shall contain the information required above for an official
notice of redemption plus (a) the CUSIP numbers of all Bonds being redeemed; (b) the date of
issue of the Bonds as originally issued; (c) the rate of interest borne by each Bond being
redeemed; (d) the maturity date of each Bond being redeemed; and (e) any series or other
descriptive information needed to identify accurately the Bonds being redeemed.
Each further notice of redemption shall be sent at least thirty (30) days before the
redemption date to all registered securities depositories then holding any of the Bonds.
Upon the payment of the redemption price of Bonds being redeemed, each check
or other transfer of funds issued for such purpose shall identify the series and the Bond or Bonds,
or portion thereof, being redeemed with the proceeds of such check or other transfer.
Section 4. Registration of Bonds and Book-Entry. The Bonds shall be
negotiable, subject to the provisions for registration of transfer contained herein and related to
book-entry only registration.
(a) General. This subsection (a) is subject to the provisions of subsection (b)
concerning book-entry only provisions. The Issuer shall cause books (the "Bond Register") for
the registration and for the transfer of the Bonds as provided in this ordinance to be kept at the
principal payment office of the Bond Registrar, which is hereby constituted and appointed the
Bond Registrar of the Issuer. The Issuer is authorized to prepare, and the Bond Registrar shall
keep custody of, multiple Bond blanks executed by the Issuer for use in the issuance from time to
time of the Bonds and in the transfer and exchange of Bonds.
Upon surrender for transfer of any Bond at the designated corporate trust office of
the Bond Registrar, duly endorsed by, or accompanied by a written instrument or instruments of
transfer in form satisfactory to the Bond Registrar and duly executed by the registered owner or
such owners attorney duly authorized in writing, the Issuer shall execute and the Bond Registrar
12
shall authenticate, date and deliver in the name of the transferee or transferees a new fully
registered Bond or Bonds of the same series and maturity of authorized denominations, for a like
aggregate principal amount. Any fully registered Bond or Bonds may be exchanged at the office
of the Bond Registrar for a like aggregate principal amount of Bond or Bonds of the same series
and maturity of other authorized denominations. The execution by the Issuer 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.
The Bond Registrar shall not be required to transfer or exchange any Bond during
the period from the fifteenth (15th) day of the calendar month next preceding any interest
payment date on such Bond and ending on such interest payment date, nor, as applicable, to
transfer or exchange any Bond after notice calling such Bond for prepayment has been mailed,
nor during a period of fifteen (15) days next preceding mailing of a notice of prepayment and
redemption of any Bond.
The person in whose name any Bond shall be registered on the Bond Register
shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of the
principal of, premium (if any) or interest on any Bond shall be made only to or upon the order of
the registered owner thereof or such registered owners legal representative. 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
Issuer 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
exchanged in the case of the issuance of a Bond or Bonds for the outstanding portion of a Bond
surrendered for redemption. In the event any registered owner fails to provide a correct taxpayer
identification number to the Paying Agent, the Paying Agent may make a charge against such
registered owner sufficient to pay any governmental charge required to be paid as a result of such
failure. In compliance with Section 3406 of the Code, such amount may be deducted by the
Paying Agent from amounts otherwise payable to such registered owner hereunder or under the
Bonds.
The Village President or Village Treasurer may, in his or her discretion at any
time, designate a bank with trust powers or trust company, duly authorized to do business as a
bond registrar, paying agent, or both, to act in one or both such capacities hereunder, in the event
the Village President or Village Treasurer shall determine it to be advisable. Notice shall be
given to the registered owners of any such designation in the same manner, as near as may be
practicable, as for a notice of redemption of Bonds, and as if the date of such successor taking up
its duties were the redemption date.
(b) Book-Entry-Only Provisions. Unless otherwise provided in a Bond Order, as
the case may be, the Bonds shall be issued in the form of a separate single fully registered Bond
of each series for each of the maturities of the Bonds. Upon initial issuance, the ownership of
each such Bond shall be registered in the Bond Register therefor in a street name (initially "Cede
& Co." for DTC) of the Depository, or any successor thereto, as nominee of the Depository.
13
The outstanding Bonds from time to time may be registered by the Bond Register in a street
name, as nominee of the Depository. The Issuer's Village President or Village Treasurer is
authorized to execute and deliver on behalf of the Issuer 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 to the Village President or Village Treasurer with respect to
entering into such Representation Letter, it may contain provisions relating to, among other
things, (a) payment procedures, (b) transfers of the Bonds or of beneficial interest 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 a nominee
of the Depository, the Issuer 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 or an Indirect Participant holds an interest in the Bonds (an
"indirect participant" or a "beneficial owner"). Without limiting the meaning of the
foregoing, the Issuer and the Bond Registrar or Paying Agent shall have no responsibility or
obligation with respect to (a) the accuracy of the records of the Depository, the nominee, or any
Depository Participant, Indirect Participant or Beneficial Owner, 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 (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.
As long as the Bonds are held in a book-entry-only system, no person other than
the nominee of the Depository, or any successor thereto, as nominee for the Depository, shall
receive a Bond certificate with respect to any Bonds. 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 the prior nominee, and subject to the provisions hereof with respect to
the payment of interest to the registered owners of Bonds as of the close of business on the
fifteenth (15th) day (whether or not a business day) of the month next preceding the applicable
interest payment date, the reference herein to nominee in this ordinance shall refer to such new
nominee of the Depository.
In the event that (a) the Issuer determines that the Depository is incapable of
discharging its responsibilities described herein and in the Representation Letter, (b) the
agreement among the Issuer, the Bond Registrar, the Paying Agent and the Depository evidenced
by the Representation Letter shall be terminated for any reason or(c) the Issuer determines that it
is in the best interests of the beneficial owners of the Bonds that they be able to obtain
certificated Bonds, the Issuer shall 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 a nominee of the Depository. At that time, the Issuer may
14
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 Issuer, or such
depository's agent or designee, and if the Issuer 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 a 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 5. Execution and Authentication. Each Bond shall be executed in the
name of the Issuer by the manual or authorized facsimile signature of its Village President and
the corporate seal of the Issuer, or a facsimile thereof, shall be thereunto affixed, impressed or
otherwise reproduced or placed thereon and attested by the manual or authorized facsimile
signature of its Village Clerk. Temporary Bonds, in lieu of or preliminary to the availability of
Bonds in definitive form, shall be and are hereby authorized and approved. Typewritten Bonds
are authorized in the event Section 4(b) applies.
In case any officer whose signature, or a facsimile of whose signature, shall
appear on any Bond shall cease to hold such office before the issuance of such Bond, such Bond
shall nevertheless be valid and sufficient for all purposes, the same as if the person whose
signature, or a facsimile thereof, appears on such Bond had not ceased to hold such office. Any
Bond may be signed, sealed or attested on behalf of the Issuer by any person who, on the date of
such act, shall hold the proper office, notwithstanding that at the date of such Bond such person
may not hold such office. No recourse shall be had for the payment of any Bonds against any
member of the Corporate Authorities or any officer or employee of the Issuer (past, present or
future)who executes the Bonds, or on any other basis.
Each Bond shall bear thereon a certificate of authentication executed manually by
the Bond Registrar. No Bond shall be entitled to any right or benefit under this ordinance or
shall be valid or obligatory for any purpose until such certificate of authentication shall have
been duly executed by the Bond Registrar. 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 or signer for the
Bond Registrar, but it shall not be necessary that the same signer or officer sign the certificate of
authentication on all of the Bonds issued hereunder.
Section 6. Transfer, Exchange and Registration. Each Bond shall be
transferable only upon the registration books maintained by the Bond Registrar on behalf of the
Issuer for that purpose at the principal office of the Bond Registrar, by the registered owner
thereof in person or by such registered owners attorney duly authorized in writing upon surrender
thereof together with a written instrument of transfer satisfactory to the Bond Registrar and duly
executed by the registered owner or such registered owners duly authorized attorney. Upon the
15
surrender for transfer of any such Bond, the Issuer shall execute and the Bond Registrar shall
authenticate and deliver a new Bond or Bonds registered in the name of the transferee of the
same aggregate principal amount, maturity and interest rate as the surrendered Bond. Bonds,
upon surrender thereof at the principal office of the Bond Registrar, with a written instrument
satisfactory to the Bond Registrar, duly executed by the registered owner or such registered
owners attorney duly authorized in writing, may be exchanged for an equal aggregate principal
amount of Bonds of the same maturity and interest rate and of the denomination of$5,000 or any
authorized integral multiple thereof, less previous retirements.
For every such exchange or registration of transfer of Bonds, the Issuer or the
Bond Registrar may make a charge sufficient to reimburse it for any tax, fee or other
governmental charge required to be paid with respect to such exchange or transfer, which sum or
sums shall be paid by the person requesting such exchange or transfer as a condition precedent to
the exercise of the privilege of making such exchange or transfer. No other charge shall be made
for the privilege of making such transfer or exchange. The provisions of the Illinois Bond
Replacement Act shall govern the replacement of lost, destroyed or defaced Bonds.
The Issuer, the Paying Agent and the Bond Registrar may deem and treat the
person in whose name any Bond shall be registered upon the registration books as the absolute
owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving
payment of, or on account of, the principal of, premium, if any, or interest thereon and for all
other purposes whatsoever, and all such payments so made to any such registered owner or upon
such registered owners order shall be valid and effectual to satisfy and discharge the liability
upon such Bond to the extent of the sum or sums so paid, and neither the Issuer nor the Paying
Agent or the Bond Registrar shall be affected by any notice to the contrary.
Section 7. Bond Registrar and Paving Agent. The Bond Registrar and Paying
Agent with respect to this ordinance and each series of the Bonds shall be as specified in a Bond
Order. The Issuer covenants that it shall at all times retain a Bond Registrar and Paying Agent
with respect to the Bonds and shall cause to be maintained at the office of such Bond Registrar a
place where Bonds may be presented for registration of transfer or exchange, that it will maintain
at the designated office of the Paying Agent a place where Bonds may be presented for payment,
that it shall require that the Bond Registrar maintain proper registration books and that it shall
require the Bond Registrar and Paying Agent to perform the other duties and obligations imposed
upon each of them by this ordinance in a manner consistent with the standards, customs and
practices concerning municipal securities. The Issuer may enter into appropriate agreements
with any Bond Registrar and any Paying Agent in connection with the foregoing, including as
follows:
(a) to act as Bond Registrar, authenticating agent, Paying Agent and transfer
agent as provided herein;
(b) to maintain a list in the Bond Register of the registered owners of the
Bonds as set forth herein and to furnish such list to the Issuer upon request, but otherwise
to keep such list confidential;
16
(c) to cancel and/or destroy Bonds which have been paid at maturity or
submitted for exchange or transfer;
(d) to give notices of redemption of Bonds to be redeemed;
(e) to furnish the Issuer at least annually a certificate with respect to Bonds
cancelled and/or destroyed; and
(f) to furnish the Issuer at least annually an audit confirmation of Bonds paid,
Bonds outstanding and payments made with respect to interest on the Bonds.
In any event, the Bond Registrar and Paying Agent shall comply with(a) - (f)above.
The Bond Registrar and Paying Agent shall signify their acceptances of the duties
and obligations imposed upon them by this ordinance. The Bond Registrar by executing the
certificate of authentication on any Bond shall be deemed to have certified to the Issuer that it
has all requisite power to accept, and has accepted, such duties and obligations, including in the
case of the Paying Agent, not only with respect to the Bond so authenticated but with respect to
all of the Bonds. The Bond Registrar and Paying Agent are the agents of the Issuer for such
purposes and shall not be liable in connection with the performance of their respective duties
except for their own negligence or default. The Bond Registrar shall, however, be responsible
for any representation in its certificate of authentication on the Bonds.
The Issuer may remove the Bond Registrar or Paying Agent at any time. In case
at any time the Bond Registrar or Paying Agent shall resign (such resignation to not be effective
until a successor has accepted such role) or shall be removed or shall become incapable of
acting, or shall be adjudged a bankrupt or insolvent, or if a receiver, liquidator or conservator of
the Bond Registrar or Paying Agent, or of its property, shall be appointed, or if any public officer
shall take charge or control of the Bond Registrar or Paying Agent or of their respective
properties or affairs, the Issuer covenants and agrees that it will thereupon appoint a successor
Bond Registrar or Paying Agent, as the case may be. The Issuer shall mail or cause to be mailed
notice of any such appointment made by it to each registered owner of Bonds within twenty (20)
days after such appointment. Any Bond Registrar or any Paying Agent appointed under the
provisions of this Section 7 shall be a bank, trust company or other qualified professional with
respect to such matters, authorized to exercise such functions in the State of Illinois.
The Issuer shall provide to the Bond Registrar and Paying Agent a copy of any
amendment to this ordinance or to the Bonds.
Section 8. Alternate Bonds; General Obligations. The Bonds are and
constitute Alternate Bonds under the Local Government Debt Reform Act, anticipated to be
payable from applicable Pledged Revenues as Junior Bonds. The Bonds of each such series,
regardless of the date or dates of their issuance, are on parity with each other within such series
and shall share equally and ratably as to payment in the Pledged Revenues applicable to each
series of Bonds. Under and pursuant to Section 15 of the Local Government Debt Reform Act,
the full faith and credit of the Issuer are hereby irrevocably pledged to the punctual payment of
17
the principal of, premium, if any, and interest on such Bonds; such Bonds shall be direct and
general obligations of the Issuer; and the Issuer shall be obligated to levy ad valorem taxes upon
all the taxable property within the Issuer's corporate limits, for the payment of each of the Bonds
and the interest thereon, without limitation as to rate or amount (such ad valorem taxes being the
applicable "Pledged Taxes"), as provided herein.
The applicable Pledged Revenues for each of the Bonds are hereby determined by
the Corporate Authorities to be sufficient to provide for or pay in each year to final maturity of
the Bonds, as applicable, the following: (1) Operation and Maintenance Expenses of the
enterprise (i.e., but only for the Waterworks and Sewerage System for the Series 2015A Bonds),
but not including depreciation, (2) the debt service on all Outstanding revenue bonds payable
from applicable 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 applicable Pledged Revenues, and (5) in each year, an
amount not less than 1.25 times debt service of all (i) Alternate Bonds payable from such
applicable Pledged Revenues previously issued and outstanding, and (ii) Alternate Bonds
payable from such applicable Pledged Revenues proposed to be issued, including the Series
2015A, Series 2015B and Series 2015C Bonds. To the extent payable from one or more revenue
sources, the applicable Pledged Revenues shall be and are hereby determined by the Corporate
Authorities to provide in each year an amount not less than 1.25 times debt service (as defined in
Section 2 of the Local Government Debt Reform Act) of Alternate Bonds payable from such
revenue sources previously issued and outstanding and Alternate Bonds proposed to be issued.
Such conditions enumerated need not be met for that amount of debt service (as defined in
Section 2 of the Local Government Debt Reform Act) provided for by the setting aside of
proceeds of bonds or other moneys at the time of the delivery of such bonds. The Pledged
Revenues (but only Gross Revenues for Operation and Maintenance Expenses related to Series
2015A) are hereby determined by the Corporate Authorities to provide in each year Operation
and Maintenance Expenses, all amounts required to meet any fund or account requirements with
respect to this ordinance, any other contractual or tort liability obligations, if any, payable from
applicable Pledged Revenues, and an amount not less than 1.25 times debt service (as defined in
Section 2 of the Local Government Debt Reform Act) of all of the Outstanding Bonds, payable
from such Pledged Revenues.
The determination of the sufficiency of applicable Pledged Revenues is expected
to be supported by reference to the most recent audit of the Issuer, which is for a Fiscal Year
ending not earlier than 18 months previous to the time of issuance of the Alternate Bonds. If
such Pledged Revenues are otherwise shown to be insufficient, the determination of sufficiency,
if applicable law so requires, and not otherwise, shall be supported by the "report" of an
independent accountant or feasibility analyst, the latter having a national reputation for expertise
in such matters, demonstrating the sufficiency of such revenues and explaining, if appropriate, by
what means the Pledged Revenues will be greater than as shown in the audit. Whenever the
sufficiency of Pledged Revenues is demonstrated by reference to higher rates or charges and fees
for enterprise revenues (with respect to the use of the Waterworks and Sewerage System
constituting applicable Pledged Revenues for the Series 2015A Bonds), such higher rates or
charges and fees with respect to the use of the services of the Waterworks and Sewerage System
shall have been properly imposed by an ordinance adopted prior to the time of delivery of the
18
Bonds. Although such technical compliance for refunding bonds is not required, the Issuer
anticipates such compliance.
Section 9. Forms of Bonds. Unless Bonds in typewritten form are accepted or
in any contract for the sale of the Bonds the purchaser or purchasers of the Bonds shall agree to
accept typewritten or other temporary Bonds preliminary to the availability of, or in lieu of,
Bonds in printed form prepared in compliance with the National Standard Specifications for
Fully Registered Municipal Securities prepared by the American National Standards Institute,
Bonds shall comply therewith, and in any event shall be in substantially the following forms
[provided, however, that appropriate insertions, deletions and modifications in the form of the
Bonds may be made, including as to the custom of printing Bonds in part on the front and back
of certificates, a payment schedule and the issuance of a single Bond for each maturity, as the
Underwriter thereof agrees or accepts, in an appropriate form approved by Bond counsel, not
inconsistent herewith]:
(A) [Form/Series 2015A Bonds]
(B) [Form/Series 2015B Bonds]
(C) [Form/Series 2015C Bonds]
[The remainder of this page is intentionally left blank.]
19
(A) [FORM/SERIES 2015A BONDS]
UNITED STATES OF AMERICA
:see Reverse Side for : STATE OF ILLINOIS
:Additional Provisions:
THE COUNTIES OF COOK,DUPAGE AND WILL
VILLAGE OF LEMONT
GENERAL OBLIGATION BOND
(WATERWORKS AND SEWERAGE ALTERNATE REVENUE SOURCE)
SERIES 2015A
REGISTERED NO. REGISTERED$
INTEREST RATE: MATURITY DATE: DATED DATE: CUSIP:
Registered Owner:
Principal Amount:
[1] KNOW ALL BY THESE PRESENTS that the Village of Lemont (the
"Issuer"), a non-home rule municipality situated in The Counties of Cook, DuPage and Will, in
the State of Illinois, acknowledges itself indebted and for value received hereby promises to pay
to the Registered Owner identified above, or registered assigns, the Principal Amount set forth
above on the Maturity Date specified above, and to pay interest on such Principal Amount from
the later of the Dated Date hereof or the most recent interest payment date to which interest has
been paid, at the Interest Rate per annum set forth above, computed on the basis of a 360-day
year consisting of twelve 30-day months and payable in lawful money of the United States of
America semiannually on the first (1st) days of June and December in each year, commencing
December 1, 2015, until the Principal Amount hereof shall have been paid, by check or draft
mailed to the Registered Owner of record hereof as of the close of business on the fifteenth
(15th) day (whether or not a business day) of the calendar month next preceding such interest
payment date, at the address of such Registered Owner appearing on the registration books
maintained for such purpose at the designated corporate trust office of
, in , , as Bond Registrar (including its
successors, the "Bond Registrar"). This Bond, as to principal and premium, if any, when due,
will be payable in lawful money of the United States of America upon presentation and surrender
of this Bond at the designated payment office of , in
, as Paying Agent (including its successors, the "Paying Agent"). [Insert as
applicable: Interest on each Bond also may be payable by wire or electronic transfer to (and at
the expense of) any registered owner of a Bond or Bonds (as of the applicable record date)
holding an aggregate principal amount of$500,000 or more when such registered owner shall
have requested such wire or electronic transfer payment to a bank in the continental United
States by written instruction (with sufficient directions, including bank address and routing and
account numbers) to the Paying Agent at least fifteen (15) days prior to an interest payment
20
date.] The Bonds are payable from the receipts derived by the Issuer from certain Pledged
Revenues (that is, from Net Revenues derived from the Issuer's operation of its municipally-
owned a combined waterworks and sewerage system (the "System"), Sales Taxes and SSA
Taxes as each such term is defined in the Bond Ordinance and although it is expected, and has
been certified, that the Bonds are to be paid from such Net Revenues, Sales Taxes and SSA
Taxes, which Pledged Revenues are pledged to the payment thereof, second, junior and
subordinate to any bonds or other obligations thereon having or to have a prior claim, the full
faith and credit of the Issuer, including the power to levy taxes without limit as to rate or amount
(that is, Pledged Taxes) are irrevocably pledged for the punctual payment of the principal of and
interest on this Bond and each Bond of the series of which it is a part, according to the terms
thereof.
[2] This Bond is one of a series of Bonds issued in the aggregate principal amount of
$ , which are all of like tenor, except as to maturity, interest rate and right of and
redemption, and which are authorized and issued under and pursuant to and in accordance with
Ordinance No. , adopted by the President and Board of Trustees of the Issuer on
, 2015, and entitled: "AN ORDINANCE AUTHORIZING THE ISSUANCE OF
(i) GENERAL OBLIGATION BONDS (WATERWORKS AND SEWERAGE ALTERNATE
REVENUE SOURCE), SERIES 2015A; (ii) GENERAL OBLIGATION REFUNDING BONDS
(ALTERNATE REVENUE SOURCE), SERIES 2015B; AND (iii) GENERAL OBLIGATION
REFUNDING BONDS (ALTERNATE REVENUE SOURCE), SERIES 2015C, OF THE
VILLAGE OF LEMONT, COOK, DUPAGE AND WILL COUNTIES, ILLINOIS,
PROVIDING THE DETAILS OF SUCH BONDS AND FOR APPLICABLE ALTERNATE
REVENUE SOURCES AND THE LEVY OF DIRECT ANNUAL TAXES, AS APPLICABLE,
SUFFICIENT TO PAY THE PRINCIPAL OF AND INTEREST ON SUCH BONDS, AND
RELATED MATTERS" (with respect to which undefined terms herein shall have the meanings
therein, the "Bond Ordinance", as supplemented and amended), pursuant to the Constitution
and laws of the State of Illinois, including Section 15 of the Local Government Debt Reform Act
(Section 350/15 of Chapter 30 of the Illinois Compiled Statutes, in connection with "alternate
bonds", as supplemented and amended), Division 139 of Article 11 of the Illinois Municipal
Code (Section 5/11-139-1 et seq. of Chapter 65 of the Illinois Compiled Statutes), as
supplemented and amended, and applicable law in connection with the imposition, distribution,
receipt and application of Net Revenues of the Issuer's Waterworks and Sewerage System,
including by the Intergovernmental Cooperation Act [5 ILCS 220/1 et seq.], Section 10
(Intergovernmental Cooperation) of Article VII (Local Government) of the Constitution of the
State of Illinois, the Registered Bond Act, the Illinois Bond Replacement Act and the Bond
Authorization Act. The Bonds are issued to pay costs of financing the acquisition, construction
and installation of Waterworks and Sewerage System facilities and improvements, and costs of
issuance of the Bonds.
[3] [Insert, as applicable: Bonds of this series maturing December 1, 20 , are Term
Bonds (the "Term Bonds"), subject to mandatory sinking fund redemption in the principal
amount on December 1 of each of the years, as follows:
21
Dec. 1,20 Term Bonds
Principal
Year Amount($)
20 ,000
20 ,000
20 ,000
20 ,000*
*To be paid at maturity unless previously retired.]
[Insert, as applicable: Bonds of this series maturing on and after December 1, 20 , shall
be subject to optional redemption prior to maturity on and after December 1, 20 , in whole on
any date or in part on any interest payment date, in any order specified (but in inverse order if
none is specified) of maturity, at a redemption price of par, plus accrued interest to the date fixed
for redemption. OR: The Bonds of this series are not subject to call for optional redemption.]
[4] In the event of the redemption of less than all the Bonds of like maturity, the aggregate
principal amount thereof to be redeemed shall be $5,000 or an authorized integral multiple
thereof, and the Bond Registrar shall assign to each Bond of such maturity a distinctive number
for each $5,000 principal amount of such Bond and shall select by lot from the numbers so
assigned as many numbers as, at $5,000 for each number, shall equal the principal amount of
such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were
assigned numbers so selected; provided that only so much of the principal amount of each Bond
shall be redeemed as shall equal $5,000 for each number assigned to it and so selected.
[5] The Issuer shall deposit with the Paying Agent an amount of money sufficient to pay
the redemption price of all the Bonds or portions of Bonds which are to be redeemed on the
redemption date, together with interest to such redemption date, prior to the redemption date.
Notice of the redemption of Bonds shall be given by first class mail not less than thirty(30) days
nor more than sixty(60) days prior to the date fixed for such redemption to the registered owners
of Bonds to be redeemed at their last addresses appearing on the registration books therefor. The
Bonds or portions thereof specified in such notice shall become due and payable at the
redemption price on the redemption date therein designated, and if, on the redemption date,
moneys for payment of the redemption price of all the Bonds or portions thereof to be redeemed,
together with interest to the redemption date, remain on deposit with the Paying Agent, and if
notice of redemption shall have been mailed as aforesaid (and notwithstanding any defect therein
or the lack of actual receipt thereof by any registered owner), then from and after the redemption
date interest on such Bonds or portions thereof shall cease to accrue and become payable. If
there shall be drawn for redemption less than all of a Bond, the Issuer shall execute and the Bond
Registrar shall authenticate and deliver, upon the surrender of such Bond, without charge to the
registered owner thereof, for the unredeemed balance of the Bond so surrendered, Bonds of like
maturity and of the denomination of$5,000 or any authorized integral multiple thereof.
22
[6] All notices of redemption shall include at least the information as follows: (1) the
redemption date; (2) the redemption price; (3) if less than all of the Bonds of a given maturity are
to be redeemed, the identification and, in the case of partial redemption of the Bonds, the
respective principal amounts of the Bonds to be redeemed; (4) a statement that on the redemption
date the redemption price will become due and payable upon each such Bond or portion thereof
called for redemption and that interest thereon shall cease to accrue from such date; and (5) the
place where such Bonds are to be surrendered for payment of the redemption price, which place
of payment shall be the principal office of the Paying Agent.
[7] This Bond is transferable only upon the registration books therefor by the Registered
Owner hereof in person, or by such Registered Owners attorney duly authorized in writing, upon
surrender hereof at the principal office of the Bond Registrar together with a written instrument
of transfer satisfactory to the Bond Registrar duly executed by the Registered Owner or by such
Registered Owners duly authorized attorney, and thereupon a new registered Bond or Bonds, in
the denominations of $5,000 or any authorized integral multiple thereof and of the same
aggregate principal amount as this Bond shall be issued to the transferee in exchange therefor. In
like manner, this Bond may be exchanged for an equal aggregate principal amount of Bonds of
any authorized denomination.
[8] The Bond Registrar shall not be required to exchange or transfer any Bond during the
period from the fifteenth (15th) day of the month next preceding any interest payment date and
ending on such interest payment date[ or during a period of fifteen (15) days next preceding the
mailing of a notice of redemption which could designate all or a part of such Bond for
redemption, nor to transfer or exchange any Bond after notice calling such Bond for prepayment
has been mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of
prepayment and redemption of any Bonds]. The Issuer or the Bond Registrar may make a charge
sufficient to reimburse it for any tax, fee or other governmental charge required to be paid with
respect to the transfer or exchange of this Bond. No other charge shall be made for the privilege
of making such transfer or exchange. The Issuer, the Paying Agent and the Bond Registrar may
treat and consider the person in whose name this Bond is registered as the absolute owner hereof
for the purpose of receiving payment of, or on account of, the principal, premium, if any, and
interest due hereon and for all other purposes whatsoever, and all such payments so made to such
Registered Owner or upon such Registered Owners order shall be valid and effectual to satisfy
and discharge the liability upon this Bond to the extent of the sum or sums so paid, and neither
the Issuer nor the Paying Agent or the Bond Registrar shall be affected by any notice to the
contrary.
[9] No recourse shall be had for the payment of any Bonds against the Village President or
any member of the President and Board of Trustees or any other officer or employee of the
Issuer (past, present or future) who executes any Bonds, or on any other basis. The Issuer may
remove the Bond Registrar or Paying Agent at any time and for any reason and appoint a
successor.
[10] This Bond shall not be valid or become obligatory for any purpose until the certificate
of authentication hereon shall have been duly executed by the Bond Registrar.
23
[11] The Issuer has designated the Bonds of this series as "qualified tax-exempt
obligations" under Section 265(b)(3) of the Internal Revenue Code of 1986, as amended.
[12] It is hereby certified, recited and declared that all acts, conditions and things required
to be done, exist and be performed precedent to and in the issuance of this Bond in order to make
it a legal, valid and binding general obligation of the Issuer have been done, exist and have been
performed in regular and due time, form and manner as required by law, and that the series of
Bonds of which this Bond is one, together with all other indebtedness of the Issuer is within
every debt or other limit prescribed by law.
[13] IN WITNESS WHEREOF, the Village of Lemont, Cook, DuPage and Will Counties,
Illinois, has caused this Bond to be executed in its name and on its behalf by the manual or
facsimile signature of its Village President, and its corporate seal, or a facsimile thereof, to be
hereunto affixed or otherwise reproduced hereon and attested by the manual or facsimile
signature of its Village Clerk, all as of the Dated Date set forth above.
(SEAL) VILLAGE OF LEMONT, Cook,
DuPage and Wil • Illinois
Atte :
i age Clerk 'rest•-
[14] CERTIFICATE OF AUTHENTICATION
Dated:
This is one of the General Obligation Bonds (Waterworks and Sewerage Alternate
Revenue Source), Series 2015A, described in the within mentioned Bond Ordinance.
, as Bond
Registrar
By:
Authorized Signer
Bond Registrar and
Paying Agent:
24
[15] ASSIGNMENT
For value received the undersigned sells, assigns and transfers unto
[Name, Address and Tax Identification Number of Assignee]
the within Bond and hereby irrevocably constitutes and appoints
attorney to transfer the within Bond on the books kept for registration thereof, with full power of
substitution in the premises.
Dated
Signature
Signature Guarantee By:
(Name of Eligible Guarantor Institution as defined
by SEC Rule 17 Ad-15(17 CFR 240.1 Ad-15))
NOTICE: The signature on 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.
25
(B) [FORM/SERIES 2015B BONDS]
UNITED STATES OF AMERICA
STATE OF ILLINOIS
:see Reverse side for :
:Additional Provisions: THE COUNTIES OF COOK, DUPAGE AND WILL
VILLAGE OF LEMONT
GENERAL OBLIGATION REFUNDING BOND
(ALTERNATE REVENUE SOURCE)
SERIES 2015B
REGISTERED NO. REGISTERED$
INTEREST RATE: MATURITY DATE: DATED DATE: CUSIP:
Registered Owner:
Principal Amount:
111 KNOW ALL BY THESE PRESENTS that the Village of Lemont (the
"Issuer"), a non-home rule municipality situated in The Counties of Cook, DuPage and Will, in
the State of Illinois, acknowledges itself indebted and for value received hereby promises to pay
to the Registered Owner identified above, or registered assigns, the Principal Amount set forth
above on the Maturity Date specified above, and to pay interest on such Principal Amount from
the later of the Dated Date hereof or the most recent interest payment date to which interest has
been paid, at the Interest Rate per annum set forth above, computed on the basis of a 360-day
year consisting of twelve 30-day months and payable in lawful money of the United States of
America semiannually on the first (1st) days of June and December in each year, commencing
December 1, 2015, until the Principal Amount hereof shall have been paid, by check or draft
mailed to the Registered Owner of record hereof as of the close of business on the fifteenth
(15th) day (whether or not a business day) of the calendar month next preceding such interest
payment date, at the address of such Registered Owner appearing on the registration books
maintained for such purpose at the designated corporate trust office of
, in , , as Bond Registrar (including its
successors, the "Bond Registrar"). This Bond, as to principal and premium, if any, when due,
will be payable in lawful money of the United States of America upon presentation and surrender
of this Bond at the designated payment office of , in
, as Paying Agent (including its successors, the "Paying Agent"). [Insert as
applicable: Interest on each Bond also may be payable by wire or electronic transfer to (and at
the expense of) any registered owner of a Bond or Bonds (as of the applicable record date)
holding an aggregate principal amount of$500,000 or more when such registered owner shall
have requested such wire or electronic transfer payment to a bank in the continental United
States by written instruction (with sufficient directions, including bank address and routing and
26
account numbers) to the Paying Agent at least fifteen (15) days prior to an interest payment
date.] The Bonds are payable from the receipts derived by the Issuer from certain Pledged
Revenues (that is Utility Taxes and Revenue Sharing Receipts, as each such term is defined in
the Bond Ordinance), and although it is expected, and has been certified, that the Bonds are to be
paid from such Utility Taxes and Revenue Sharing Receipts, which Pledged Revenues are
pledged to the payment thereof, the full faith and credit of the Issuer, including the power to levy
taxes without limit as to rate or amount (that is, Pledged Taxes) are irrevocably pledged for the
punctual payment of the principal of and interest on this Bond and each Bond of the series of
which it is a part, according to the terms thereof.
[2] This Bond is one of a series of Bonds issued in the aggregate principal amount of
$ , which are all of like tenor, except as to maturity, interest rate and right of and
redemption, and which are authorized and issued under and pursuant to and in accordance with
Ordinance No. , adopted by the President and Board of Trustees of the Issuer on
, 2015, and entitled: "AN ORDINANCE AUTHORIZING THE ISSUANCE OF
(i) GENERAL OBLIGATION BONDS (WATERWORKS AND SEWERAGE ALTERNATE
REVENUE SOURCE), SERIES 2015A; (ii) GENERAL OBLIGATION REFUNDING BONDS
(ALTERNATE REVENUE SOURCE), SERIES 2015B; AND (iii) GENERAL OBLIGATION
REFUNDING BONDS (ALTERNATE REVENUE SOURCE), SERIES 2015C, OF THE
VILLAGE OF LEMONT, COOK, DUPAGE AND WILL COUNTIES, ILLINOIS,
PROVIDING THE DETAILS OF SUCH BONDS AND FOR APPLICABLE ALTERNATE
REVENUE SOURCES AND THE LEVY OF DIRECT ANNUAL TAXES, AS APPLICABLE,
SUFFICIENT TO PAY THE PRINCIPAL OF AND INTEREST ON SUCH BONDS, AND
RELATED MATTERS" (with respect to which undefined terms herein shall have the meanings
therein, the "Bond Ordinance", as supplemented and amended), pursuant to the Constitution
and laws of the State of Illinois, including Section 15 of the Local Government Debt Reform Act
(Section 350/15 of Chapter 30 of the Illinois Compiled Statutes, in connection with "alternate
bonds", as supplemented and amended), applicable law in connection with the imposition,
distribution and receipt of Sales Taxes as the revenue source applicable to this series of Bonds,
as supplemented and amended, including by the Intergovernmental Cooperation Act [5 ILCS
220/1 et seq.], Section 10 (Intergovernmental Cooperation) of Article VII (Local Government) of
the Constitution of the State of Illinois, the Registered Bond Act, the Illinois Bond Replacement
Act and the Bond Authorization Act. The Bonds are issued to pay costs of refinancing the
acquisition, construction and installation of a new police station, and costs of issuance of the
Bonds.
[3] [Insert, as applicable: Bonds of this series maturing on December 1, 20 are Term
Bonds (the "Term Bonds"), subject to mandatory sinking fund redemption in the principal
amount on December 1 of each of the years, as follows:
Dec. 1,20 Term Bonds
Principal
Year Amount($)
27
*To be paid at maturity unless previously retired.]
[Insert, as applicable: The Bonds of this series maturing on and after December 1,
20 , shall be subject to redemption prior to maturity on and after December 1, 20 , in whole
on any date or in part on any interest payment date, in any order of maturity specified (but in
inverse order if none is specified), at a redemption price of par, plus accrued interest to the date
fixed for redemption. OR: The Bonds of this series are not subject to call for optional
redemption.]
[4] In the event of the redemption of less than all the Bonds of like maturity, the aggregate
principal amount thereof to be redeemed shall be $5,000 or an authorized integral multiple
thereof, and the Bond Registrar shall assign to each Bond of such maturity a distinctive number
for each $5,000 principal amount of such Bond and shall select by such method as the Bond
Registrar shall deem fair and appropriate from the numbers so assigned as many numbers as, at
$5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The
Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided
that only so much of the principal amount of each Bond shall be redeemed as shall equal $5,000
for each number assigned to it and so selected.
[5] The Issuer shall deposit with the Paying Agent an amount of money sufficient to pay
the redemption price of all the Bonds or portions of Bonds which are to be redeemed on the
redemption date, together with interest to such redemption date, prior to the redemption date.
Notice of the redemption of Bonds shall be given by first class mail not less than thirty(30) days
nor more than sixty(60) days prior to the date fixed for such redemption to the registered owners
of Bonds to be redeemed at their last addresses appearing on the registration books therefor. The
Bonds or portions thereof specified in such notice shall become due and payable at the
redemption price on the redemption date therein designated, and if, on the redemption date,
moneys for payment of the redemption price of all the Bonds or portions thereof to be redeemed,
together with interest to the redemption date, remain on deposit with the Paying Agent, and if
notice of redemption shall have been mailed as aforesaid (and notwithstanding any defect therein
or the lack of actual receipt thereof by any registered owner), then from and after the redemption
date interest on such Bonds or portions thereof shall cease to accrue and become payable. If
there shall be drawn for redemption less than all of a Bond, the Issuer shall execute and the Bond
Registrar shall authenticate and deliver, upon the surrender of such Bond, without charge to the
registered owner thereof, for the unredeemed balance of the Bond so surrendered, Bonds of like
maturity and of the denomination of$5,000 or any authorized integral multiple thereof.
[6] All notices of redemption shall include at least the information as follows: (1) the
redemption date; (2)the redemption price; (3) if less than all of the Bonds of a given maturity are
to be redeemed, the identification and, in the case of partial redemption of the Bonds, the
respective principal amounts of the Bonds to be redeemed; (4)a statement that on the redemption
date the redemption price will become due and payable upon each such Bond or portion thereof
called for redemption and that interest thereon shall cease to accrue from such date; and (5) the
place where such Bonds are to be surrendered for payment of the redemption price, which place
of payment shall be the principal office of the Paying Agent.
28
[7] This Bond is transferable only upon the registration books therefor by the Registered
Owner hereof in person, or by such Registered Owners attorney duly authorized in writing, upon
surrender hereof at the principal office of the Bond Registrar together with a written instrument
of transfer satisfactory to the Bond Registrar duly executed by the Registered Owner or by such
Registered Owners duly authorized attorney, and thereupon a new registered Bond or Bonds, in
the denominations of $5,000 or any authorized integral multiple thereof and of the same
aggregate principal amount as this Bond shall be issued to the transferee in exchange therefor. In
like manner, this Bond may be exchanged for an equal aggregate principal amount of Bonds of
any authorized denomination.
[8] The Bond Registrar shall not be required to exchange or transfer any Bond during the
period from the fifteenth (15th) day of the calendar month next preceding any interest payment
date and ending on such interest payment date[ or during a period of fifteen (15) days next
preceding the mailing of a notice of redemption which could designate all or a part of such Bond
for redemption, nor to transfer or exchange any Bond after notice calling such Bond for
prepayment has been mailed, nor during a period of fifteen (15) days next preceding mailing of a
notice of prepayment and redemption of any Bonds]. The Issuer or the Bond Registrar may
make a charge sufficient to reimburse it for any tax, fee or other governmental charge required to
be paid with respect to the transfer or exchange of this Bond. No other charge shall be made for
the privilege of making such transfer or exchange. The Issuer, the Paying Agent and the Bond
Registrar may treat and consider the person in whose name this Bond is registered as the absolute
owner hereof for the purpose of receiving payment of, or on account of, the principal, premium,
if any, and interest due hereon and for all other purposes whatsoever, and all such payments so
made to such Registered Owner or upon such Registered Owners order shall be valid and
effectual to satisfy and discharge the liability upon this Bond to the extent of the sum or sums so
paid, and neither the Issuer nor the Paying Agent or the Bond Registrar shall be affected by any
notice to the contrary.
[9] No recourse shall be had for the payment of any Bonds against the Village President or
any member of the President and Board of Trustees or any other officer or employee of the
Issuer (past, present or future) who executes any Bonds, or on any other basis. The Issuer may
remove the Bond Registrar or Paying Agent at any time and for any reason and appoint a
successor.
[10] This Bond shall not be valid or become obligatory for any purpose until the certificate
of authentication hereon shall have been duly executed by the Bond Registrar.
[II] The Issuer has designated the Bonds of this series as "qualified tax-exempt
obligations"under Section 265(b)(3)of the Internal Revenue Code of 1986, as amended.
[12] It is hereby certified, recited and declared that all acts, conditions and things required
to be done, exist and be performed precedent to and in the issuance of this Bond in order to make
it a legal, valid and binding general obligation of the Issuer have been done, exist and have been
performed in regular and due time, form and manner as required by law, and that the series of
Bonds of which this Bond is one, together with all other indebtedness of the Issuer is within
every debt or other limit prescribed by law.
29
[13] IN WITNESS WHEREOF, the Village of Lemont, Cook, DuPage and Will Counties,
Illinois, has caused this Bond to be executed in its name and on its behalf by the manual or
facsimile signature of its Village President, and its corporate seal, or a facsimile thereof, to be
hereunto affixed or otherwise reproduced hereon and attested by the manual or facsimile
signature of its Village Clerk, all as of the Dated Date set forth above.
(SEAL) VILLAGE OF LEMONT, Cook,
DuPage . d Will Counti- Illinois
Attest:
r
' ii age Clerk ; ' .ge Preside
[14] CERTIFICATE OF AUTHENTICATION
Dated:
This is one of the General Obligation Refunding Bonds (Alternate Revenue Source),
Series 2015B, described in the within mentioned Bond Ordinance.
as Bond
Registrar
By:
Authorized Signer
Bond Registrar and
Paying Agent:
30
[15] ASSIGNMENT
For value received the undersigned sells, assigns and transfers unto
[Name, Address and Tax Identification Number of Assignee]
the within Bond and hereby irrevocably constitutes and appoints
attorney to transfer the within Bond on the books kept for registration thereof, with full power of
substitution in the premises.
Dated
Signature
Signature Guarantee By:
(Name of Eligible Guarantor Institution as defined
by SEC Rule 17 Ad-15(17 CFR 240.1 Ad-15))
NOTICE: The signature on 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.
31
(C) [FORM/SERIES 2015C BONDS]
:see Reverse side for : UNITED STATES OF AMERICA
:Additional Provisions:
STATE OF ILLINOIS
THE COUNTIES OF COOK,DUPAGE AND WILL
VILLAGE OF LEMONT
GENERAL OBLIGATION REFUNDING BOND
(ALTERNATE REVENUE SOURCE)
SERIES 2015C
REGISTERED NO. REGISTERED$
INTEREST RATE: MATURITY DATE: DATED DATE: CUSIP:
Registered Owner:
Principal Amount:
[1[ KNOW ALL BY THESE PRESENTS that the Village of Lemont, Cook,
DuPage and Will Counties, Illinois, a non-home rule municipality and political subdivision of
the State of Illinois (the "Issuer"), 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 later of the Dated Date of this Bond identified above or from the
most recent interest payment date to which interest has been paid or duly provided for at the
Interest Rate per annum identified above, such interest to be payable on June 1 and December 1
of each year, commencing December 1, 2015, until such Principal Amount is paid or duly
provided for, except as the hereinafter stated provisions for redemption prior to maturity may and
shall become applicable to this Bond. The principal of and redemption premium, if any, due on
this Bond are payable in lawful money of the United States of America upon presentation hereof
at the designated payment office of , , , as
paying agent (including its successors, the "Paying Agent"). Payment of interest shall be made
to the Registered Owner hereof as shown on the registration books of the Issuer maintained by
, as Bond Registrar (including its
successors, the "Bond Registrar"), at the close of business on the fifteenth (1 5th) day (whether
or not a business day) of the calendar month next preceding the interest payment date and shall
be paid by check or draft of the Paying Agent, 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. [Insert as applicable: Interest on each Bond also may be payable by wire or electronic
-32-
transfer to (and at the expense of) any registered owner of a Bond or Bonds (as of the applicable
record date) holding an aggregate principal amount of$500,000 or more when such registered
owner shall have requested such wire or electronic transfer payment to a bank in the continental
United States by written instruction (with sufficient directions, including bank address and
routing and account numbers) to the Paying Agent at least fifteen (15) days prior to an interest
payment date.] The Bonds are payable from the receipts derived by the Issuer from certain
Pledged Revenues (that is Sales Taxes and Incremental Taxes as each such term is defined in the
Bond Ordinance); and although it is expected, and has been certified, that the Bonds are to be
paid from such Sales Taxes and Incremental Taxes which Pledged Revenues are pledged to the
payment thereof, second,junior and subordinate to any bonds or other obligations thereon having
or to have a prior claim, the full faith and credit of the Issuer, including the power to levy taxes
without limit as to rate or amount are irrevocably pledged for the punctual payment of the
principal of and interest on this Bond and each Bond of the series of which it is a part, according
to the terms thereof.
[2] This Bond is one of a series of Bonds issued in the aggregate principal amount of
$ , which are all of like tenor, except as to maturity, interest rate and right of and
redemption, and which are authorized and issued under and pursuant to and in accordance with
Ordinance No. , adopted by the President and Board of Trustees of the Issuer on
, 2015, and entitled: "AN ORDINANCE AUTHORIZING THE ISSUANCE OF
(i) GENERAL OBLIGATION BONDS (WATERWORKS AND SEWERAGE ALTERNATE
REVENUE SOURCE), SERIES 2015A; (ii) GENERAL OBLIGATION REFUNDING BONDS
(ALTERNATE REVENUE SOURCE), SERIES 2015B; AND (iii) GENERAL OBLIGATION
REFUNDING BONDS (ALTERNATE REVENUE SOURCE), SERIES 2015C, OF THE
VILLAGE OF LEMONT, COOK, DUPAGE AND WILL COUNTIES, ILLINOIS,
PROVIDING THE DETAILS OF SUCH BONDS AND FOR APPLICABLE ALTERNATE
REVENUE SOURCES AND THE LEVY OF DIRECT ANNUAL TAXES, AS APPLICABLE,
SUFFICIENT TO PAY THE PRINCIPAL OF AND INTEREST ON SUCH BONDS, AND
RELATED MATTERS" (with respect to which undefined terms herein shall have the meanings
therein, the "Bond Ordinance", as supplemented and amended), pursuant to the Constitution
and laws of the State of Illinois, including Section 15 of the Local Government Debt Reform Act
(Section 350/15 of Chapter 30 of the Illinois Compiled Statutes, in connection with "alternate
bonds", as supplemented and amended), applicable law in connection with the imposition,
distribution and receipt of Sales Taxes as the revenue source applicable to this series of Bonds,
as supplemented and amended, including by the Intergovernmental Cooperation Act [5 ILCS
220/1 et seq.], Section 10 (Intergovernmental Cooperation) of Article VII (Local Government) of
the Constitution of the State of Illinois, the Registered Bond Act, the Illinois Bond Replacement
Act and the Bond Authorization Act. The Bonds are issued to pay costs of refinancing the
acquisition, construction and installation of a new police station, and costs of issuance of the
Bonds.
[3] 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 the Bond Ordinance. Upon surrender
for transfer or exchange of any Bond at the principal corporate trust office of the Bond Registrar
in Streator, Illinois, duly endorsed by or accompanied by a written instrument or instruments of
transfer or exchange in form satisfactory to the Bond Registrar and duly executed by the
-33-
registered owner or an attorney for such registered owner duly authorized in writing, the Issuer
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 Bond or Bonds of like tenor, of the same maturity, bearing the same interest rate, of
authorized denominations, for a like aggregate principal amount.
[4] The Bond Registrar shall not be required to transfer or exchange any Bond during
the period from the fifteenth (15th) day of the calendar month next preceding any interest
payment date on such Bond and ending on such interest payment date[, nor to transfer or
exchange any Bond after notice calling such Bond for prepayment has been mailed, nor during a
period of fifteen (15) days next preceding mailing of a notice of prepayment and redemption of
any Bonds].
[5] The Issuer, the Paying Agent 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, premium, if any, and interest due hereon and for all other
purposes and neither the Issuer nor the Paying Agent or Bond Registrar shall be affected by any
notice to the contrary.
[6] [Insert, as applicable: Bonds of this series maturing December 1, are Term
Bonds (the "Term Bonds"), subject to mandatory sinking fund redemption in the principal
amount on December 1 of each of the years, as follows:
Dec. 1,20 Term Bonds
Principal
Year Amount($)
*To be paid at maturity unless previously retired.]
[Insert, as applicable: The Bonds of this series maturing on and after December 1,
20 , shall be subject to redemption prior to maturity on and after December 1, 20_, in whole
on any date or in part on any interest payment date, in any order of maturity specified (but in
inverse order if none is specified), at a redemption price of par, plus accrued interest to the date
fixed for redemption. OR: The Bonds of this series are not subject to call for optional
redemption.]
[7] Unless waived by the registered owner of Bonds to be redeemed, notice of any
such redemption shall be given by the Bond Registrar on behalf of the Issuer by mailing the
redemption notice by first class mail not less than thirty (30) days and not more than sixty (60)
days prior to the date of fixed for redemption to each registered owner of the Bond or Bonds to
be redeemed at the address shown on the Bond Register or at such other address as is furnished
in writing by such registered owner to the Bond Registrar. Neither the failure to mail such
redemption notice, nor any defect in any notice so mailed, to any particular registered owner of a
Bond, shall affect the sufficiency of such notice with respect to other registered owners. Notice
-34-
(SEAL) VILLAGE OF LEMONT,Cook, DuPage
and Will Counties, Illinois
Attest:
Village Clerk Village President
[15] CERTIFICATE OF AUTHENTICATION
Date of Authentication:
This is one of the General Obligation Refunding Bonds, Series 2015C, described
in the within mentioned Bond Ordinance.
, as Bond Registrar
By
Authorized Signer
Bond Registrar
and Paying Agent:
[16] ASSIGNMENT
FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto
(Name, Address and Tax Identification of Assignee)
the within Bond and does hereby irrevocably constitute and appoint
as attorney to transfer the within Bond on the
books kept for registration thereof with full power of substitution in the premises.
Dated:
Signature Guaranteed:
(Name of Eligible Guarantor Institution as defined
by SEC Rule 17 Ad-15 (17 CFR 240.1 Ad-15))
NOTICE: The signature to this transfer and 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.
-36-
a
Section 10. Levy and Extension of Taxes. For the purpose of providing the
money required to pay the interest on each series of the Bonds when and as the same falls due
and to pay and discharge the principal thereof as the same shall mature, there shall be levied
upon all the taxable property within the Issuer's corporate limits in each year while any of the
Bonds shall be Outstanding, direct annual taxes sufficient for that purpose and there is hereby
levied upon all of the taxable property within the Issuer's corporate limits, in addition to all other
taxes, the following direct annual taxes, in the amounts for each year, commencing not before
levy year 2015 and ending not later than 2033/Series 2015A Bonds, commencing not before levy
year 2015 and ending not later than 2031/Series 2015B Bonds and commencing not before levy
year 2015 and ending not later than 2026/Series 2015C Bonds, as correspond to each series of
Prior Bonds, as applicable, as shall be specified in one or more Bond Orders.
To the extent lawful, interest or principal coming due at any time when there shall
be insufficient funds on hand to pay the same shall be paid promptly when due from current
funds on hand in advance of the collection of the taxes herein levied; and when such taxes shall
have been collected, reimbursement shall be made to such fund or funds from which such
advance was made in the amounts thus advanced.
As soon as this ordinance becomes effective, a copy thereof, certified by the
Village Clerk of the Issuer, which certificate shall recite that this ordinance has been duly
adopted, shall be filed with the County Clerks of Cook, DuPage and Will Counties, Illinois, who
are hereby directed to ascertain the rate percent required to produce the aggregate tax provided to
be levied in the years, as set forth above and to extend the same for collection on the tax books in
connection with other taxes levied in each of such years, in and by the Issuer for general
corporate purposes of the Issuer, and in each of such years such annual tax shall be levied and
collected in like manner as taxes for general corporate purposes for each of such years are levied
and collected and, when collected, such taxes shall be used solely for the purpose of paying the
principal of and interest on the Bonds herein authorized as the same become due and payable.
The Issuer covenants and agrees with the registered owners of the Bonds that so
long as any of the Bonds remain Outstanding, and except as to conform the tax levies to actual
interest rates in a Bond Order different than as set forth in Section 3a above, the Issuer will not
cause the abatement of the foregoing taxes and otherwise will take no action or fail to take any
action which in any way would adversely affect the ability of the Issuer to levy and collect the
foregoing taxes, unless and to the extent there then shall be moneys irrevocably on deposit
therefor in the applicable debt service account or accounts established under Section 12 below.
The Issuer and its officers will comply with all present and future applicable laws in order to
assure that the foregoing taxes will be levied, extended and collected as provided herein and
deposited in the applicable debt service accounts established in Section 12 below to pay the
principal of and interest on the Bonds; and whenever the debt service deposit requirements in
this paragraph have been satisfied, the Corporate Authorities shall duly direct the abatement of
the Levied Taxes or Pledged Taxes for the year with respect to which such taxes have been
levied, to the extent so satisfied, and appropriate certification of such abatement shall be timely
filed with the County Clerks of Cook, DuPage and Will Counties in connection with such
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abatement. If for any reason there is abatement of such levy of taxes and the failure thereafter to
pay debt service in respect of such abatement, the additional amount, together with additional
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interest accruing, shall be added to the tax levy in the year of, or the next year following, such
failure.
Section 11. Related Agreements. Each applicable Purchase Agreement,
Refunding Agreement and Disclosure Agreement, in substantially the forms thereof presented
before the meeting of the Corporate Authorities at which this ordinance is adopted, shall be and
are hereby approved and authorized to be executed, delivered and performed.
The Official Statement in connection with each series of the Bonds, as presented
before the Corporate Authorities in preliminary form, shall be and is hereby approved, deemed
final under Rule 15c2-12 and is authorized to be used by the Underwriter in the offering and sale
of the Bonds. The Preliminary Official Statement is hereby authorized to be completed to
constitute a final Official Statement under such Rule 15c2-12. The Issuer is authorized to
cooperate with the Underwriter in connection with compliance by the Underwriter with Rule
15c2-12 and applicable rules of the Municipal Securities Rulemaking Board related to the Bonds.
All things done with respect to each applicable Purchase Agreement, Refunding
Agreement, Disclosure Agreement and the Official Statement by the Issuer's Village President,
Village Clerk, Village Treasurer or Village Attorney, in connection with the issuance and sale of
the Bonds, shall be and are hereby in all respects ratified, confirmed and approved. The Village
President, Village Clerk, Village Treasurer, Village Attorney and other officials of the Issuer are
hereby authorized and directed to do and perform, or cause to be done or performed for or on
behalf of the Issuer, each and every thing necessary for the issuance of the Bonds, including the
proper execution, delivery and performance by the Issuer of the Official Statement and each
Disclosure Agreement, Refunding Agreement and Purchase Agreement, and related instruments
and certificates, such documents to be in substantially the form presented at the meeting of the
Corporate Authorities which the ordinance is adopted, with such changes therein as the officers
executing them shall approve, and the purchase by and delivery of the Bonds to or at the
direction of the Underwriter.
No elected or appointed officer of the Issuer is in any manner interested, directly
or indirectly, in his or her own name or in the name of any other person, association, trust or
corporation in the Purchase Agreement.
Section 12. Special Funds and Accounts. Upon the issuance of any of the
Bonds, the Issuer shall continue to be operated on a Fiscal Year basis (May 1 to April 30). All of
the Pledged Revenues when received by the Village Treasurer or other financial officer of the
Issuer receiving Pledged Revenues, subject to any prior lien or pledge, shall be set aside as and
when received and shall be deposited in a separate fund and in an account in a bank to be
designated or continued, as the case may be, by the Issuer, which fund is created and established
or, as applicable, continued, as the Issuer's "Revenue Fund" (the "Fund"), which shall
constitute a trust fund for the sole purpose of carrying out the covenants, terms, and conditions of
this Ordinance, including, without limitation, the establishment therein of the "Bond and
Interest Account" (within which shall be a Junior Debt Service Account, and therein a separate
subaccount identified for each series of Bonds) with respect to Junior Bonds (i.e., the Bonds) and
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may be a Senior Debt Service Account with respect to Senior Bonds), the "Depreciation
Account"and the "Surplus Account."
There shall be credited and paid into the Revenue Fund, on or before the business
day next preceding the first day of each month, by the Village Treasurer or other appropriate
financial officer of the Issuer, without any further official action or direction other than this Bond
Ordinance, in the order in which such Accounts are hereinafter mentioned, subject to the
requirements of any account having a prior claim, all moneys in the Fund in accordance with the
following provisions (provided that receipts of Pledged Taxes for debt service shall be credited
or deposited directly into a separate subaccount under(a) or(b)below, as applicable):
(a) Senior Debt Service Account: After any initial deposit required this
Ordinance, there shall be deposited and credited to the Senior Debt Service Account and held, in
cash and investments, a fractional amount (not less than 1/6) of the interest becoming due on the
next succeeding interest payment date on all outstanding senior bonds and also a fractional
amount (not less than 1/12) of the principal becoming due (or subject to mandatory redemption)
on the next succeeding principal maturity date of all of the Outstanding Senior Bonds until there
shall have been accumulated and held in cash and investments in such Account on or before the
month preceding such interest payment date or principal maturity date, or both, an amount
sufficient to pay such principal or interest, or both.
In computing the fractional amount to be set aside each month in such Senior
Debt Service Account,the fraction shall be so computed that a sufficient amount will be set aside
in such Senior Debt Service Account and will be available for the prompt payment of such
principal of and interest on all Outstanding Senior Bonds and shall be not less than one-sixth
(1/6) of the interest becoming due on the next succeeding interest payment date and not less than
one-twelfth (1/12) of the principal becoming due (or subject to mandatory redemption) on the
next succeeding principal payment date on all Outstanding Senior Bonds until there is sufficient
money in such Senior Debt Service Account to pay such principal or interest, or both.
Credits into such Senior Debt Service Account may be suspended in any bond
year at such time as there shall be a sufficient sum held in cash and investments in such Account
to meet principal and interest requirements in such Account for the balance of such bond year,
but such credits shall again be resumed at the beginning of the next bond year. All moneys in
such Senior Debt Service Account shall be used only for the purpose of paying interest and
principal and applicable premium on Outstanding Senior Bonds.
(b) Junior Debt Service Account: After any initial deposit required by
subsection (a) above, there shall be deposited and credited to the Junior Debt Service Account
and held, in cash and investments, a fractional amount (not less than 1/6) of the interest
becoming due on the next succeeding interest payment date on all outstanding Junior Bonds and
also a fractional amount (not less than 1/12) of the principal becoming due (or subject to
mandatory redemption) on the next succeeding principal maturity date of all of the outstanding
Junior Bonds until there shall have been accumulated and held in cash and investments in such
Account on or before the month preceding such interest payment date or principal maturity date,
or both, an amount sufficient to pay such principal or interest, or both.
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In computing the fractional amount to be set aside each month in such Junior Debt
Service Account, the fraction shall be so computed that a sufficient amount will be set aside in
such Junior Debt Service Account and will be available for the prompt payment of such principal
of and interest on all Outstanding Junior Bonds and shall be not less than one-sixth (1/6) of the
interest becoming due on the next succeeding interest payment date and not less than one-twelfth
(1/12) of the principal becoming due (or subject to mandatory redemption) on the next
succeeding principal payment date on all Outstanding Junior Bonds until there is sufficient
money in such Junior Debt Service Account to pay such principal or interest, or both.
Credits into such Junior Debt Service Account may be suspended in any bond
year at such time as there shall be a sufficient sum held in cash and investments in such Account
to meet principal and interest requirements in such Account for the balance of such bond year,
but such credits shall again be resumed at the beginning of the next bond year. All moneys in
such Junior Debt Service Account shall be used only for the purpose of paying interest and
principal and applicable premium on Outstanding Junior Bonds.
(c) Depreciation Account: There shall next be paid into the Depreciation
Account, after the required payments have been made into the accounts above referred to, the
sums from time to time as the Issuer directs, and thereafter no additional payments shall be made
into such Account except that when any money is paid out of such Account, monthly payments
into such Account shall be made in the amounts from time to time as the Issuer directs.
The moneys in the Depreciation Account shall be used to pay the cost of such
replacements and repairs to the Project or Prior Projects as may be necessary from time to time
for the continued effective and efficient operation of the Project and Prior Projects. Each
expenditure to be made from such Account to pay the cost of necessary replacement and repairs
to the Project and Prior Projects, as above provided for, shall be made only after the Issuer has
certified that such expenditure is necessary to the continued effective and efficient operation of
the Project and Prior Projects. If necessary, the moneys in such Account may be applied to
prevent or remedy a default in the payment of the principal of or interest on the Bonds. When
any amount is withdrawn from such Account and applied, the amount so applied shall be added
to the amount to be thereafter paid into such Account until full reimbursement to such Account
has been made.
(d) Surplus Account: All moneys remaining in the Fund, after crediting the
required amounts to the respective Accounts above, and after making up any deficiency in the
Accounts above, shall be credited to the Surplus Account and then, such surplus shall be used, if
at all, for one or more of the following purposes, without any priority among them:
(1) For any authorized general or specific corporate purpose for which, as
applicable, Sales Taxes and/or Revenue Sharing Receipts and/or
Incremental Taxes may be lawfully expended; or
(2) For the purpose of calling and redeeming Outstanding Bonds payable from
applicable Pledged Revenues; or
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(3) For the purpose of paying principal and interest and applicable premium
on any subordinate bonds or obligations for which, as applicable, Sales
Taxes and/or Revenue Sharing Receipts and/or Incremental Taxes may be
lawfully expended; or
(4) For any other lawful purpose for which Sales Taxes and/or Revenue
Sharing Receipts and/or Incremental Taxes may be lawfully expended,
including the purchase of Outstanding Bonds at a price of not to exceed
par plus any premium and accrued interest.
(e) Investments: Money to the credit of any Debt Service Account may be
invested from time to time by the Village's Treasurer in (i) interest-bearing bonds, notes, or other
direct full faith and credit obligations of the United States of America, (ii) obligations
unconditionally guaranteed as to both principal and interest by the United States of America, or
(iii) certificates of deposit or time deposits of any bank or savings and loan association, as
defined by Illinois laws, provided such bank or savings and loan association is insured by the
Federal Deposit Insurance Corporation or a successor corporation to the Federal Deposit
Insurance Corporation and provided further that the principal of such deposits are secured by a
pledge of obligations as described in this Ordinance in the full principal amount of such deposits,
or otherwise collateralized in such amount and in such manner as may be required by law. Such
investments may be sold from time to time by the Village Treasurer as funds may be needed for
the purpose for which such Accounts have been created. Other investments shall be in Qualified
Investments in accordance with applicable law.
All interest on any funds so invested shall be credited to the applicable Account of
the Fund and is deemed and allocated as expended with the next expenditure or expenditures of
money from the applicable Account of the Fund.
Moneys in any of such accounts shall be invested by the Village Treasurer, if
necessary, in investments restricted as to yield, which investments may be in U.S. Treasury
Securities - State and Local Government Series, if available, and to such end the Village
Treasurer shall refer to any investment restrictions covenanted by the Village or any officer as
part of the transcript of proceedings for the issuance of the Bonds, and to appropriate opinions of
counsel.
Section 13. Bond Proceeds Account. Except for accrued interest received on
the sale of each series of Bonds (and an amount of applicable Bond proceeds or other available
funds to pay interest to and including the first interest payment date as specified in a Bond
Order), which shall be deposited upon issuance of the Bonds into the applicable Junior Debt
Service Account and Debt Service Fund, all remaining proceeds derived from the sale of each
series of the Bonds, and net of applicable issuance costs directly to be paid by the Underwriter,
shall be deposited in the "Bond Proceeds Account" identified to each series of Bonds as
("Series 2015[A, B, Cr), within each of which there further shall be, as applicable, a"Proceeds
Subaccount" with respect to applicable Project costs (excess proceeds in connection with Series
2015B and 2015C Bonds) and issuance costs, and a "Refunding Subaccount" with respect to
applicable refunding costs not paid by a deposit into a Refunding Account or a Refunding
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Deposit, which are hereby established as special accounts and subaccounts of the Issuer.
Moneys in the applicable subaccount or subaccounts of the applicable Bond Proceeds Account
shall be used for the purposes specified in Section 3 of this ordinance (that is, the costs of a
Project and a Refunding with respect to which that series of Bonds was issued) and for the
payment of costs of issuance of such Bonds, but may hereafter be reappropriated and used for
other lawful purposes in accordance with applicable law. Before any such reappropriation shall
be made, there shall be requested and filed with the Village Clerk of the Issuer an opinion of
Evans, Froehlich, Beth & Chamley, Champaign, Illinois, or other nationally recognized Bond
counsel ("Bond Counsel") to the effect that such reappropriation is authorized and will not
adversely affect the tax-exempt status of the Bonds under Section 103 of the Internal Revenue
Code of 1986, as amended. Moneys in each subaccount of the Bond Proceeds Account be
withdrawn from time to time as needed for the payment of costs and expenses incurred by the
Issuer in connection with each applicable refunding and Project and for paying the fees and
expenses incidental thereto. Moneys shall be withdrawn from the depositary in connection with
such funds from time to time by the Village Treasurer or other appropriate financial officer of the
Issuer only upon submission to such officer of the following (provided that funds to refund Prior
Bonds shall be directly applied without this process either from an applicable Refunding
Account or Refunding Subaccount under a Refunding Agreement):
A duplicate copy of the order signed by the Village President, or such other
officer(s) as may from time to time be by law authorized to sign and countersign
orders of the Issuer, the Bond Proceeds Account and the purpose for which the
order is issued and indicating that the payment for which the order is issued has
been approved by the Corporate Authorities.
Within sixty (60) days after completion of any Project, the Village President shall certify to the
Corporate Authorities the fact that a Project has been completed, and after all costs have been
paid, the Village President shall execute a completion certificate and file it with the Village
Treasurer and in the records of the Issuer certifying that the Project has been completed and that
all costs have been paid; and, if at that time any funds remain in the applicable Bond Proceeds
Account, the same shall be applied for other authorized improvements or work or such officer
shall credit such funds to the Junior Debt Service Account or Debt Service Fund, as applicable to
the related series of Bonds, as the Corporate Authorities direct.
Section 14. Issuance of Additional Bonds. The Issuer reserves the right to
issue:
(a) Parity Bonds payable from applicable Pledged Revenues without limit
provided that the applicable Pledged Revenues, as determined or as adjusted as
hereinbelow set out shall be sufficient to provide for or pay all of the following (as
applicable): (i) Operation and Maintenance Expenses of the Waterworks and Sewerage
System (with respect to Waterworks and Sewerage System Net Revenues and the Series
2015A Bonds), as the case may be, (but not including depreciation), (ii) debt service on
all Outstanding bonds payable from such Pledged Revenues computed immediately after
the issuance of any proposed Parity Bonds, (iii) all amounts required to meet any fund or
account requirements with respect to such Outstanding bonds, (iv) other contractual or
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tort liability obligations then due and payable, if any, and (e) an additional amount not
less than 0.25 times debt service (as provided in Section 15 of the Local Government
Debt Reform Act) on such of the Alternate Bonds as shall remain Outstanding bonds
after the issuance of the proposed Parity Bonds. Such sufficiency shall be calculated for
each year to the final maturity of such Alternate Bonds which shall remain Outstanding
after the issuance of the proposed Parity Bonds. The determination of the sufficiency of
the applicable Pledged Revenues shall be supported by reference to the most recent audit
of the Issuer, which audit shall be for a Fiscal Year ending not earlier than eighteen (18)
months previous to the time of issuance of the proposed Parity Bonds. If such audit
shows the applicable Pledged Revenues to be insufficient, then the determination of
sufficiency, supported by a"report" under the Local Government Debt Reform Act, may
be made in either of the following two ways:
1. The applicable source of Pledged Revenues in connection with the Series
2015A Bonds may be adjusted in the event there has been an increase in the rates
or revenues of the Waterworks and Sewerage System, as the case may be, from
the revenues or the rates in effect for the Fiscal Year of such audit (if such rate
increase is still in effect at the time of the issuance of such proposed Parity
Bonds) or other applicable Pledged Revenues to show such Pledged Revenues as
they would have been if such increased rates had been in effect during all of said
Fiscal Year. Any such adjusted statement of Pledged Revenues shall be
evidenced by the certificate of an independent consulting engineer, an
independent certified public accountant or an independent financial consultant
employed for such purpose, in accordance with applicable law.
2. The determination of sufficiency of such Pledged Revenues may be
supported by the report of an independent accountant or feasibility analyst, the
latter having a national reputation for expertise in such matters, demonstrating the
sufficiency of the applicable Pledged Revenues and explaining by what means
they will be greater than as shown in the audit and sufficient under the Local
Government Debt Reform Act.
The reference to and acceptance of an audit, an adjusted statement
of the Pledged Revenues, or a report, as the case may be, and the determination of
the Corporate Authorities of the sufficiency of the applicable Pledged Revenues
shall be conclusive evidence that the conditions of this Section 14(a) have been
met and that the Parity Bonds are properly issued hereunder; and no right to
challenge such determination is granted to the registered owners of the Bonds.
(b) bonds or other obligations payable from applicable Pledged Revenues
subordinate to the lien of any prior or superior bonds which remain Outstanding after the
issuance of such bonds or other obligations.
Section 15. Arbitrage Rebate. The Issuer shall comply with the provisions of
Section 148(f) of the Internal Revenue Code of 1986, as amended, relating to the rebate of
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certain investment earnings at periodic intervals to the United States of America to the extent
that there shall have been filed with the Village Clerk of the Issuer an opinion of Bond Counsel
to the effect that such compliance is necessary to preserve the exclusion from gross income for
federal income tax purposes of interest on any series of the Bonds under Section 103 of the
Internal Revenue Code of 1986, as amended. There is hereby authorized to be created a separate
and special accounts identified to each issue of the Bonds, each to be known as the "Rebate
Account", and for the identified "Series 2015 [A, B, Cl" to each applicable series of Bonds or
into which there shall be deposited as necessary investment earnings to the extent required so as
to maintain the tax-exempt status of the interest on the applicable series of Bonds under Section
148(f) of the Internal Revenue Code of 1986, as amended. All rebates, special impositions or
taxes for such purpose payable to the United States of America (Internal Revenue Service) shall
be payable from applicable excess earnings or other sources which are to be deposited into the
appropriate Rebate Account.
Section 16. Investment Regulations. All investments shall be in Qualified
Investments, unless otherwise expressly herein provided. No investment shall be made of any
moneys in the Junior Debt Service Account, related to each series of the Bonds, or the Bond
Proceeds Account related to each series of the Bonds, except in accordance with the tax
covenants and other covenants set forth in Section 17 of this ordinance. All income derived from
such investments in respect of moneys or securities in any fund or account shall be credited in
each case to the fund or account in which such moneys or securities are held.
Any moneys in any fund or account that are subject to investment yield
restrictions may be invested in United States Treasury Securities, State and Local Government
Series, pursuant to the regulations of the United States Treasury Department, Bureau of Public
Debt. The Village Treasurer or other appropriate financial officer of the Issuer and agents
designated by such officer are hereby authorized to submit on behalf of the Issuer subscriptions
for such United States Treasury Securities and to request redemption of such United States
Treasury Securities.
Section 17. Non-Arbitrage and Tax-Exemption. One purpose of this Section is
to set forth various facts regarding the Bonds and to establish the expectations of the Corporate
Authorities and the Issuer as to future events regarding the Bonds and the use of Bond proceeds.
The certifications and representations made herein and at the time of the issuance of the Bonds
are intended, and may be relied upon, as certifications and expectations described in Section
1.148-1 et seq. of the Income Tax Regulations dealing with arbitrage and rebate (the
"Regulations"). The covenants and agreements contained herein and at the time of the issuance
of the Bonds are made for the benefit of the registered owners from time to time of the Bonds.
The Corporate Authorities and the Issuer agree, certify, covenant and represent as follows:
(a) The Series 2015B and Series 2015C Bonds are being issued to pay costs
of refinancing the Prior Projects by refunding the Prior Bonds and related costs and
expenses, and all of the amounts received upon the sale of the Series 2015B and Series
2015C Bonds, plus all investment earnings thereon (the "Proceeds") are needed for the
purposes for which the Bonds are being issued. The Prior Bonds will be retired as
provided in a Refunding Agreement or as provided with respect to one or more
Refunding Deposits.
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(b) The Issuer has entered into, or did within six months from the date of issue
of the Prior Bonds enter into, and with respect to the Project will enter into, binding
contracts or commitments obligating it to spend at least 5% of the proceeds of the Bonds
and the applicable Prior Bonds for constructing, acquiring and installing a particular Prior
Project. The work of acquiring, constructing and installing the Project and the Prior
Projects continued to proceed, and will proceed with respect to the Project, with due
diligence to completion within 3 years of issuance, at which time all of the Prior Bond
Proceeds were spent and all of the Bond Proceeds are expected to be spent. There are no
unspent Prior Bond proceeds.
(c) The Issuer has on hand no funds which could legally and practically be
used for funding the Project or refunding the Prior Bonds by refunding the Prior Projects
which are not pledged, budgeted, earmarked or otherwise necessary to be used for other
purposes. Accordingly, no portion of the Proceeds will be used (i) directly or indirectly
to replace funds of the Issuer or any agency, department or division thereof that could be
used for refunding the Prior Bonds, or (ii) to replace any proceeds of the Bonds or any
prior issuance of obligations by the Issuer. No portion of any issue of the Bonds is being
issued solely for the purpose of investing Proceeds at a Yield higher than the Yield on
any issue of Bonds. For purposes of this Section, "Yield" means that yield (that is, the
discount rate) which when used in computing the present worth of all payments of
principal and interest to be paid on an obligation (using semi-annual compounding on the
basis of a 360-day year) produces an amount equal to the purchase price of the applicable
series of the Bonds, including accrued interest, and the purchase price of the Bonds is
equal to the first offering price at which more than 10% of the principal amount of each
maturity of a particular series of the Bonds is sold to the public (excluding bond houses,
brokers or similar persons or organizations acting in the capacity of underwriters or
wholesalers).
(d) All principal proceeds of the Bonds, net of accrued interest and issuance
costs directly paid by the Underwriter, will be deposited in the applicable Bond Proceeds
Account (or deposited as Refunding Deposits with the paying agents for the applicable
Prior Bonds or funding a Refunding Account under a Refunding Agreement) and used to
pay costs of the Project or refunding the Prior Bonds and costs of issuance of the Bonds,
and any accrued interest and premium received on the delivery of the Bonds will be
deposited in the applicable subaccounts of the Junior Debt Service Accounts and/or the
Debt Service Fund and used to pay the first interest due on Bonds. Earnings on the
investment of moneys in any fund or account or subaccount will be credited to that fund
or account. Other refunding costs, including issuance costs of the Bonds, will be paid
directly from other proceeds or from the applicable Bond Proceeds Account, and no other
moneys are expected to be deposited therein. This ordinance provides that moneys in a
Depreciation Account may be applied to pay debt service on the Series 2015A and Series
2015B Bonds in the event there shall be an insufficiency therefor. However, due to the
expected application of such moneys to pay costs of replacement, repair and
extraordinary maintenance of the Waterworks and Sewerage System, it is unlikely such
moneys will be available for such purpose. Interest on and principal of Bonds will be
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paid from the applicable Junior Debt Service Account and the Debt Service Fund.
Except as provided in a Refunding Agreement, no Proceeds will be used more than
ninety (90) days after the date of issue of the Bonds for the purpose of paying any
principal or interest on any other issue of bonds, notes, certificates or warrants or on any
installment contract or other obligation of the Issuer or for the purpose of replacing any
funds of the Issuer used for such purpose.
(e) Each Junior Debt Service Account (except the related Pledged
Subaccount) and the (except the related Pledged Subaccount) Debt Service Fund is
established to achieve a proper matching of revenues and earnings with debt service in
each year for the related series of Bonds. Other than any amounts held to pay principal of
matured Bonds that have not been presented for payment, it is expected that any moneys
deposited in the applicable Junior Debt Service Account (except the related Pledged
Subaccount) and Debt Service Fund (except the related Pledged Subaccount) will be
spent within the 12-month period beginning on the date of deposit therein. Any earnings
from the investment of amounts in the applicable Junior Debt Service Account (except
the related Pledged Subaccount) and Debt Service Fund (except the related Pledged
Subaccount) will be spent within a one-year period beginning on the date of receipt of
such investment earnings. Other than any amounts held to pay principal of matured
Bonds that have not been presented for payment, it is expected that each Junior Debt
Service Account (except the related Pledged Subaccount) and the Debt Service Fund
(except the related Pledged Subaccount) will be depleted at least once a year, except for a
reasonable carryover amount not to exceed the greater of(i) one-year's earnings on the
investment of moneys in each Junior Debt Service Account (except the related Pledged
Subaccount) and the Debt Service Fund (except the related Pledged Subaccount), or (ii)
in the aggregate one-twelfth (1/12th) of the annual debt service on the applicable series of
related Bonds.
(f) Other than the applicable Junior Debt Service Account and the Debt
Service Fund, no funds or accounts, including any Depreciation Account, have been or
are expected to be established, and no moneys or property have been or are expected to
be pledged (no matter where held or the source thereof) which will be available to pay,
directly or indirectly, the Bonds or restricted so as to give reasonable assurance of their
availability for such purposes. No property of any kind is pledged to secure, or is
available to pay, obligations of the Issuer to any credit enhancer or liquidity provider.
(g) (i) All amounts on deposit in the applicable Bond Proceeds Account or in
the applicable Junior Debt Service Account and Debt Service Fund and all Proceeds, no
matter in what funds or accounts deposited ("Gross Proceeds"), to the extent not
exempted in (ii) below, and all amounts in any fund or account or subaccount pledged
directly or indirectly to the payment of the related series of Bonds which will be available
to pay, directly or indirectly, the related series of Bonds or restricted so as to give
reasonable assurance of their availability for such purpose contrary to the expectations set
forth in (f) above, shall be invested at market prices and at a Yield not in excess of the
Yield on such Bonds plus, for amounts in the applicable Bond Proceeds Account to be
applied to finance the applicable projects with excess proceeds, 1/8 of 1%.
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(ii) The following may be invested without Yield restriction:
(A) amounts invested in obligations described in Section 103(a)
of the Internal Revenue Code of 1986, as amended (but not specified
private activity bonds as defined in Section 57(a)(5)(C) of the Code), the
interest on which is not includable in the gross income of any registered
owner thereof for federal income tax purposes ("Tax-Exempt
Obligations");
(B) amounts deposited in the applicable Junior Debt Service
Account that are reasonably expected to be expended within thirteen (13)
months from the deposit date and have not been on deposit therein for
more than thirteen (13) months;
(C) amounts, if any, in the Bond Proceeds Account constituting
excess proceeds to be applied to a project to the earlier of completion (or
abandonment) of such improvements or three (3) years from the date of
issue of the particular series of related Bonds for each such project;
(D) an amount not to exceed the lesser of$100,000 or 5% of a
particular series of Bond proceeds;
(E) all amounts for the first thirty (30) days after they become
Gross Proceeds (e.g., date of deposit in any fund or account securing a
particular series of Bonds); and
(F) all amounts (other than with respect to refundings) derived
from the investment of the Proceeds for a period of one (1) year from the
date received.
(h) Subject to (q) below, once moneys are subject to the Yield limits of(g)(i)
above, such moneys remain Yield restricted until they cease to be Gross Proceeds.
(i) Pursuant to Section 148(f)(4)(D) of the Internal Revenue Code of 1986, as
amended, the Issuer is not excepted from the required rebate of arbitrage profits on the
Bonds. The Issuer is a governmental unit with general taxing powers, none of the Bonds
is a "private activity bond" as defined in Section 141(a) of the Internal Revenue Code
of 1986, as amended, and all the net proceeds of the Bonds are to be used for the local
government activities of the Issuer (i.e., the Project and Refunding Prior Bonds), the
aggregate face amount of all tax-exempt obligations (and excluding "private activity
bonds" as defined in Internal Revenue Code of 1986, as amended) to be issued by the
Issuer and all subordinate entities thereof(of which there are none) during the calendar
year of issuance of the Bonds, including the Bonds, is reasonably expected to exceed
$5,000,000 to be taken into account under such Section 148(f)(4)(D). In any event, the
Issuer reserves the right to use any applicable exception from such arbitrage rebate,
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including the 6-month expenditure and 2-year construction spend down exception under
Section 148(f)(4)(C) of the Internal Revenue Code of 1986, as amended, or the 18-month
expenditure exception under Section 1.148-7(d) of the Regulations, and the Village
President is authorized to select and document any such exception.
(j) None of the Proceeds will be used, directly or indirectly, to replace funds
which were used in any business carried on by any person other than a state or local
governmental unit.
(k) The payment of the principal of or the interest on any series of the Bonds
will not be, directly or indirectly: (A) secured by any interest in (i) property used or to be
used for a private business use by any person other than a state or local governmental
unit, or(ii) payments in respect of such property, or(B) derived from payments (whether
or not by or to the Issuer), in respect of property, or borrowed money, used or to be used
for a private business use by any person other than a state or local governmental unit.
(1) None of the Proceeds will be used, directly or indirectly, to make or
finance loans to persons other than a state or local governmental unit.
(m) No user of the Project or any Prior Project, other than a state or local
government unit, will use such Project or Prior Project on any basis other than the same
basis as the general public, and no person other than a state or local governmental unit
will be a user of the Project or such Prior Project as a result of(i)ownership, or(ii) actual
or beneficial use pursuant to a lease or a management or incentive payment contract, or
(iii)any other similar arrangement.
(n) Beginning on the 15th day prior to the sale date of each series of Bonds,
the Issuer has not sold or delivered, and will not sell or deliver, (nor will it deliver within
15 days after the date of issuance of such Bonds) any other obligations pursuant to a
common plan of financing, which will be paid out of substantially the same source of
funds (or which will have substantially the same claim to be paid out of substantially the
same source of funds) as the particular series of Bonds or will be paid directly or
indirectly from Proceeds.
(o) No portion of any of the Project or any Prior Project is expected to be sold
or otherwise disposed of prior to the last maturity of the particular Bonds to which it
relates.
(p) The Issuer has not been notified of any disqualification or proposed
disqualification of it by the Internal Revenue Service as a bond issuer which may certify
bond issues under Section 1.148-0 et seq. of the Regulations.
(q) The Yield restrictions contained in (g) above or any other restriction or
covenant contained herein need not be observed and may be changed if the Issuer
receives an opinion of Bond Counsel to the effect that such non-observance or change
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R
will not adversely affect the tax-exempt status of interest on any series of Bonds to which
such Bonds otherwise are entitled.
(r) The Issuer acknowledges that any changes in facts or expectations from
those set forth herein may result in different Yield restrictions or rebate requirements
from those set forth herein and that Bond Counsel should be contacted if such changes do
occur.
(s) The Corporate Authorities have no reason to believe the facts, estimates,
circumstances and expectations set forth herein are untrue or incomplete in any material
respect. On the basis of such facts, estimates, circumstances and expectations, it is not
expected that the Proceeds or any other moneys or property will be used in a manner that
will cause the Bonds to be private activity bonds, arbitrage bonds or hedge bonds within
the meaning of Sections 141, 148 or 149(g) of the Internal Revenue Code of 1986, as
amended, and of applicable regulations. To the best of the knowledge and belief of the
Corporate Authorities, such expectations are reasonable, and there are no other facts,
estimates and circumstances that would materially change such expectations.
The Issuer also agrees and covenants with the owners of each series of Bonds from time to time
outstanding that, to the extent possible under Illinois law, it will comply with all present federal
tax law and related regulations and with whatever federal tax law is adopted and regulations
promulgated in the future which apply to such Bonds and affect the tax-exempt status of such
Bonds.
Section 18. Further Assurances and Actions. The Corporate Authorities
hereby authorize the officials of the Issuer responsible for issuing the Bonds, the same being the
Village President, Village Clerk and Village Treasurer of the Issuer, to make such further filings,
covenants, certifications and supplemental agreements (including but not limited to Purchase
Agreements, Disclosure Agreements, Refunding Agreements and arbitrage regulation
agreements) as may be necessary to assure that the Projects, the Prior Projects, each series of the
Bonds, and related proceeds, will not cause any of the Bonds to be private activity bonds,
arbitrage bonds or hedge bonds and to assure that the interest on each series of the Bonds will be
excluded from gross income for federal income tax purposes and that there will be compliance
by the Underwriter with Rule 15c2-12. In connection therewith, the Issuer and the Corporate
Authorities further agree: (a) through the officers of the Issuer, to make such further specific
covenants, representations as shall be true, correct and complete, and assurances as may be
necessary or advisable; (b) to consult with Bond Counsel approving the Bonds and to comply
with such advice as may be given; (c) to pay to the United States, as necessary, such sums of
money representing required rebates of excess arbitrage profits relating to the Bonds; (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, to employ and pay fiscal agents, financial advisors,
attorneys, and other persons to assist the Issuer in such compliance. The call to retire the Prior
Bonds is hereby authorized and approved or ratified if already given and abatement of related
prior Pledged Taxes and/or Levied Taxes is authorized upon the Refundings.
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1
•
Section 19. General Covenants. The Issuer covenants and agrees with the
registered owners of the Outstanding Bonds, so long as there are any Outstanding Bonds (as
defined herein) of the applicable series, as follows:
(a) The Issuer will take all action necessary to impose, levy and collect the
Pledged Revenues, Levied Taxes and Pledged Taxes in the manner contemplated by this
ordinance and such Pledged Revenues shall not be less than as shall be required under
Section 15 of the Local Government Debt Reform Act to maintain the Series 2015A and
Series 2015B Bonds as Alternate Bonds according to their respective terms.
(b) In connection with Alternate Bonds, the Issuer covenants that it will, while
any of the Bonds shall remain outstanding, charge rates and fees (including for usage of
the Waterworks and Sewerage System for the Series 2015A Bonds) which, together with
any other Pledged Revenues applicable to a related series of Bonds, are sufficient to
provide for or pay each of the following in any given year: (1) Operation and
Maintenance Expenses of the Waterworks and Sewerage System (but not including
depreciation for the Series 2015A Bonds); (2) debt service on all Outstanding revenue
bonds payable from the applicable Pledged Revenues; (3) all amounts required to meet
any fund or account requirements with respect to the Bonds, remaining Prior Bonds, as
applicable, or any other obligations payable from applicable Pledged Revenues; (4) any
other contractual or tort liability obligations, if any, payable from applicable Pledged
Revenues; and (5) in each year, an amount not less than 1.25 times the debt service for all
(i) Alternate Bonds payable from applicable Pledged Revenues, and the Bonds
Outstanding; and (ii) Alternate Bonds proposed to be issued and payable from the
applicable Pledged Revenues.
(c) Whenever the 125% coverage in subsection (b) above is not effected or
any Alternate Bonds under this ordinance at any time fail to qualify as Alternate Bonds
not subject to any applicable debt limit under Section 15 of the Local Government Debt
Reform Act applicable Pledged Taxes are extended and collected as in Section 10 hereof,
the Issuer covenants to promptly have prepared a financial analysis of, as applicable, Net
Revenues of the Waterworks and Sewerage System or other Pledged Revenues by an
independent consulting accountant or other qualified professional employed for that
purpose, and further, to send a copy of such analysis, when completed,to the Underwriter
of each series of the Bonds along with a letter indicating what action the Issuer has taken
responsive to such study and to comply with Section 15 of the Local Government Debt
Reform Act.
(d) The Issuer will make and keep proper books and accounts (separate and
apart from all other records and accounts of the Issuer), in which complete entries shall
be made of all transactions relating to the Pledged Taxes, the Levied Taxes, the Pledged
Revenues and the operation of the Waterworks and Sewerage System, and hereby
covenants that within 120 days following the close of each Fiscal Year, it will cause the
books and accounts related to the Pledged Revenues and the Waterworks and Sewerage
System and the Pledged Taxes and Levied Taxes, to be audited by independent certified
public accountants. Such audit will be available for inspection by owners of any of the
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Bonds. Supplemental to the Disclosure Agreement, upon availability, the Issuer upon
request will send to the Underwriter a copy of such audit and of its general audit in each
year. 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 balance sheet as of the end of such Fiscal Year, including a
statement of the amount held in each of the funds and accounts under this
ordinance.
(ii) 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.
(iii) The amount and details of all Outstanding bonds.
(iv) The accountants comments regarding the manner in which the
Issuer has carried out the accounting requirements of this ordinance (including as
to the Alternate Bond status of applicable Bonds) and has complied with Section
15 of the Local Government Debt Reform Act, and the accountants
recommendations for any changes.
It is further covenanted and agreed that a copy of each such audit upon request shall be
furnished upon completion to the Underwriter.
(e) The Issuer will keep its books and accounts in accordance with generally
accepted fund reporting practices for local government entities and enterprise funds;
provided, however, that the monthly credits to each Junior Debt Service Account and the
Debt Service Fund shall be in cash, and such 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 lower of the cost or market price on the
valuation date thereof, which valuation date shall be not less frequently than annually.
(f) The Issuer will take no action in relation to the Pledged Revenues or the
Levied Taxes or the Pledged Taxes which would unfavorably affect the security of any of
the Outstanding Bonds or the prompt payment of the principal and interest thereon or
qualification of any Series 2015A and 2015B Bonds as Alternate Bonds.
(g) The owner of any Bond may proceed by civil action to compel
performance of all duties required by law and this ordinance.
(h) The Issuer will adopt a budget and/or approve appropriations for the
Waterworks and Sewerage System and its general fund prior to the beginning of each
Fiscal Year (or in the next quarter if applicable law permits), subject to all applicable
state laws, providing for payment of all sums to be due in the Fiscal Year or Bond Year
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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 Issuer appropriated
for such purposes. If during the Fiscal Year there are extraordinary receipts or payments
of unusual cost, the Issuer will adopt an amended budget for the remainder of the Fiscal
Year, providing for receipts or payments pursuant to this ordinance.
(i) The Issuer will comply with the special covenants concerning Alternate
Bonds as required by Section 15 of the Local Government Debt Reform Act and this
ordinance.
(j) The Issuer will not sell, lease, loan, mortgage or in any manner dispose of
or encumber the Waterworks and Sewerage System or the Prior Projects (subject to the
right of the Issuer to issue additional bonds (i.e. including Parity Bonds) as provided in
this ordinance, to issue obligations subordinate to the applicable Outstanding Bonds, and
to dispose of real or personal property which is no longer useful or necessary to the
operation of the Waterworks and Sewerage System or to the function of the Prior
Projects), and the Issuer will take no action in relation to the Waterworks and Sewerage
System, the Projects or the Prior Projects which would unfavorably affect the security of
any of applicable Outstanding Bonds or the prompt payment of the principal and interest
thereon.
(k) The Issuer will pay, or cause to be paid, as the same become due, all taxes
and governmental charges of any kind whatsoever that may at any time be lawfully
assessed, imposed or levied against the Waterworks and Sewerage System or the Issuer
or to the Prior Projects.
(1) The Issuer will carry insurance on the Waterworks and Sewerage System
and on the Prior Projects 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 Issuer for
the purpose of making such recommendations. All moneys received for loss under such
insurance policies shall be deposited in a segregated insurance 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, 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 in connection with the facilities related to the Series 2015A
Bonds shall be considered an Operation and Maintenance Expense for the Waterworks
and Sewerage System. The proceeds derived from any and all policies for workers
compensation or public liability shall be paid into a segregated account and used in
paying the claims on account of which they were received.
(m) After their issuance, to the extent lawful each issue of the Bonds shall be
incontestable by the Issuer.
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Section 20. Ordinance to Constitute a Contract. The provisions of this
ordinance shall constitute a contract between the Issuer and the registered owners of the Bonds.
Any pledge made in this ordinance and the provisions, covenants and agreements herein set forth
to be performed by or on behalf of the Issuer shall be for the equal benefit, protection and
security of the registered owners of any and all of the Bonds. All of the Alternate Bonds issued
under this ordinance, regardless of the time or times of their issuance, shall be of equal rank in
the related or shared Pledged Revenues without preference, priority or distinction of any of such
Bonds over any other thereof(or of each series, as applicable), except as expressly provided in or
pursuant to this ordinance. This ordinance, as supplemented and amended, shall constitute full
authority for the issuance of the Bonds, and to the extent that the provisions thereof conflict with
the provisions of any other ordinance or resolution of the Issuer, the provisions of this ordinance
shall control.
Section 21. Severability and No Contest. If any section, paragraph or provision
of this ordinance shall be held to be invalid or unenforceable for any reason, the invalidity or
unenforceability of such section, paragraph or provision shall not affect any of the remaining
provisions of this ordinance or any ordinance supplemental hereto. Upon the issuance of the
Bonds, neither the Bonds nor this ordinance shall be subject to contest by or in respect of the
Issuer,to the extent lawful.
Section 22. Bank Qualified Bonds. Pursuant to Section 265(b)(3) of the
Internal Revenue Code of 1986, as amended, the Issuer as applicable at the time of sale and
delivery of Bonds shall designate in an applicable Bond Order such Bonds as "qualified tax-
exempt obligations" as defined in Section 265(b)(3) of the Internal Revenue Code of 1986, as
amended. The Issuer by any such designation represents that the reasonably anticipated amount
of tax-exempt obligations that will be issued by the Issuer and all subordinate entities (of which
there are none) of the Issuer during the calendar year in which the Bonds are issued will not
exceed $10,000,000 within the meaning of or to be taken into account under Section 265(b)(3) of
the Internal Revenue Code of 1986, as amended. The Issuer by any such designation covenants
that in that connection it will not so designate and issue more than $10,000,000 aggregate
principal amount of tax-exempt obligations in such calendar year. For purposes of this Section,
the term "tax-exempt obligations" includes "qualified 501(c)(3) Bonds" (as defined in the
Section 145 of the Internal Revenue Code of 1986, as amended) but does not include other
"private activity bonds" (as defined in Section 141 of the Internal Revenue Code of 1986, as
amended). The Issuer anticipates designating Bonds as "qualified tax-exempt obligations," but
reserves the right in a Bond Order to redesignate such Bonds.
Section 23. Conflict. All ordinances, resolutions or parts thereof in conflict
herewith be and the same are hereby superseded to the extent of such conflict and this ordinance
shall be in full force and effect forthwith upon its adoption. This ordinance has remained on file
with the Village Clerk for public inspection, in the form in which it is finally passed, at least one
week before the final passage thereof.
Section 24. Effective Date. This ordinance shall become effective immediately
upon its passage and approval in the manner provided by law, and upon its becoming effective
and upon or prior to the issuance of any Bonds a certified copy of this ordinance shall be filed
with the County Clerks of Cook, DuPage and Will Counties, Illinois.
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M
Upon
j emotion by Trustee , /Q f ter , seconded by
Trustee 7l(, , adopted this 2Z day of jitrix, , 2015, by
roll call vote as follows:
' 1. •
Ayes (Names): /4: �/
1 I i
` . _
I
Nays (Names):
Absent(Names):
APP' t D: , 201
(SEAL)
ATTEST:
jVi as- ' - '.ent
Village Clerk
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Closing Item No. 1
■ STATE OF ILLINOIS )
THE COUNTY OF GRUNDY ) SS
VILLAGE OF LEMONT )
CERTIFICATION OF ORDINANCE
I,the undersigned, do hereby certify that I am the duly selected,qualified and acting Village
Clerk of the Village of Lemont, Cook, DuPage and Will Counties, Illinois (the "Issuer"), and as such
official I am the keeper of the records and files of the Issuer and of its President and Board of Trustees
(the"Corporate Authorities").
I do further certify that the attached constitutes a full, true and complete excerpt from the
proceedings of the regular meeting of the Corporate Authorities held on the Z 2 day of 0ailL ,
2015, insofar as the same relates to the adoption of Ordinance No.O-/7/S,entitled:
AN ORDINANCE AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION BONDS
(WATERWORKS AND SEWERAGE ALTERNATE REVENUE SOURCE), SERIES 2015A,
GENERAL OBLIGATION REFUNDING BONDS(ALTERNATE REVENUE SOURCE),SERIES
2015B, AND GENERAL OBLIGATION REFUNDING BONDS (ALTERNATE REVENUE
SOURCE), SERIES 2015C, OF THE VILLAGE OF LEMONT, COOK, DUPAGE AND WILL
COUNTIES, ILLINOIS, PROVIDING THE DETAILS OF SUCH BONDS AND FOR
APPLICABLE ALTERNATE REVENUE SOURCES AND THE LEVY OF DIRECT ANNUAL
TAXES, AS APPLICABLE, SUFFICIENT TO PAY THE PRINCIPAL OF AND INTEREST ON
SUCH BONDS,AND RELATED MATTERS,
a true, correct and complete copy of which ordinance (the "Ordinance") as adopted at such meeting
appears in the transcript of the minutes of such meeting and is hereto attached. The Ordinance was
adopted and approved by the vote and on the date therein set forth.
This Ordinance has remained on file with the Village Clerk for public inspection, in the
form in which it is finally passed,at least one week before the final passage thereof.
I do further certify that the deliberations of the Corporate Authorities on the adoption of
such Ordinance were taken openly, that the adoption of such Ordinance was duly moved and seconded,
that the vote on the adoption of such Ordinance was taken openly and was preceded by a public recital of
the nature of the matter being considered and such other information as would inform the public of the
business being conducted, that such meeting was held at a specified time and place convenient to the
public, that the agenda for the meeting was dul y p osted at the Village Hall taped to a g lass window or
door with all pages visible and readable to the outside (at street level) 24/7 and on the Issuer's website at
least 48 hours prior to the meeting, that notice of such meeting was duly given to all of the news media
requesting such notice, that such meeting was called and held in strict compliance with the provisions of
the open meeting laws of the State of Illinois, as amended, and the Illinois Municipal Code, as amended,
and that the Corporate Authorities have complied with all of the applicable provisions of such open
meeting laws and such Code and their procedural rules in the adoption of such Ordinance.
IN WITNESS WHEREOF, I hereunto affix my official signature and the seal of the
Village of Lemont, Cook, DuPage and Will Counties, Illinois,this 2Z day of ,c{r7.e, ,2015.
�� �/// l/�
(SEAL) Village Clerk