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94-9654 Issue BondsGILMORE & BELL, P.C. Document No. K102212\ORD4 =+�============================================= CITY OF SALINA, KANSAS ORDINANCE NO. 94-9654 $1,230,000 COMBINED WATER AND SEWAGE SYSTEM IMPROVEMENT REVENUE BONDS SERIES 1994-B DATED: OCTOBER 1, 1994 (PUBLISHED IN THE SALINA JOURNAL SEPTEMBER., 1994) ORDINANCE NO. 94-9654 ORDINANCE AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF $1,230,000 vCIPAL AMOUNT OF COMBINED WATER AND SEWAGE SYSTEM IMPROVEMENT 'ENUE BONDS, SERIES 1994-B OF THE CITY OF SALINA, KANSAS, FOR THE PURPOSE PAYING THE COST OF CERTAIN ALTERATIONS, REPAIRS, EXTENSIONS, ,ARGEMENTS AND IMPROVEMENTS TO THE COMBINED WATERWORKS AND SEWAGE TEM OF THE CITY, AND MAKING CERTAIN COVENANTS WITH RESPECT TO SAID WHEREAS, the City of Salina, Kansas (the "City"), has heretofore combined the waterworks system and the sewage disposal system of said City, as said systems are defined and referred to in K.S.A. 12-856 to 12-868, inclusive, as amended (the "Act") and said combined water and sewage system (the "Water and Sewage Utility" or the "combined water and sewage system") has thenceforth been operated an4 financed in accordance with the provisions of the Act; and WHEREAS, the City has heretofore issued an issue of Combined Water and Sewage System Bonds, Series of 1977, in the original principal amount of $3,000,000 (the "1977 Bonds"), ,ed by Ordinance No. 8546 of said City (the "1977 Ordinance"); and WHEREAS, the City has heretofore issued its Combined Waterworks and Sewer System Re inding Revenue Bonds, Series of 1978, in the original principal amount of $4,394,000 (the "1978 Bo ds"), authorized by Ordinance No. 8635 of the City (the "1978 Ordinance"), for the purpose of ref nding, among other bond issues, the 1977 Bonds, and although payment of the 1977 Bonds was duly prqlvided for pursuant to an escrow agreement, under the terms of the 1977 Ordinance, the 1977 Ordinance was not defeased; and WHEREAS, pursuant to Ordinance No. 90-9391 of the City adopted by the governing body on 2, 1990 (the "1990 Ordinance") the City issued $2,210,000 of its Combined Water and Sewage :m Revenue Bonds, Series 1990-B (the "Series 1990-B Bonds") to finance certain improvements to Vater and Sewage Utility; and WHEREAS, the 1990 Ordinance also authorized the issuance of $5,655,000 Combined Water and ;e System Revenue Refunding Bonds, Series 1990-A (the "1990-A Bonds"), in addition to the Series B Bonds (the 1990-A Bonds and the 1990-B Bonds being collectively referred to as the "1990 "), to refund and defease the 1984 Bonds, the 1987 Bonds and the 1988 Bonds (as those terms are rafter defined); and WHEREAS, the City has heretofore issued its Combined Water and Sewage System Improvement Re nue Bonds, Series 1992, in the original principal amount of $15,000,000 (the "1992 Bonds"), authorized by Ordinance No. 92-9513 (the "1992 Ordinance"), to finance certain improvements to the Waier and Sewage Utility; and WHEREAS, the City has heretofore issued its Combined Water and Sewage System Improvement Bonds, Series 1993-A, in the original principal amount of $3,200,000 (the "1993 Bonds"), ized by Ordinance No. 93-9579 (the "1993 Ordinance") to finance certain improvements to the and Sewage Utility; and WHEREAS, the City has heretofore issued its Combined Water and Sewage System Revenue R funding Bonds, Series 1994, in the original principal amount of $11,390,000 (the "1994 Bonds"), at, lorized by Ordinance No. 93-9614 (the "1994 Ordinance") to refund the portion of the 1992 Bonds m turfing on October 1, 2001, through October 1, 2012, inclusive, in the principal amount of $ 1,045,000; and WHEREAS, except for the 1977 Bonds, the 1990 Bonds, the 1992 Bonds, the 1993 Bonds and th1994 Bonds, the City has no other combined water and sewage system revenue bonds outstanding w ich have not been defeased; and WHEREAS, the governing body of the City hereby finds and determines that it is desirable and in the best financial interest of the City to alter, repair, extend, enlarge and improve the Water and Sewage Utility by acquiring and constructing a wastewater treatment plant filter press facility and related improvements and equipment (the "Project"); and WHEREAS, pursuant to the provisions of the Act, the City is authorized and empowered to issue iue bonds to pay the cost of the Project; and WHEREAS, it is hereby found and determined that it is necessary and desirable at this time that thCity issue, sell and deliver its combined water and sewage system revenue bonds pursuant to the Act astereinafter provided in an amount sufficient to pay the cost of the Project; and WHEREAS, pursuant to Resolution No. 94-4789 adopted by the Governing Body on July 18, the City authorized the Project, which cost is to be financed with the proceeds of water and sewage m revenue bonds of the City in an aggregate amount not to exceed $1,500,000; and WHEREAS, the City published notice of its intention to proceed with the Project in accordance the Act and the aforesaid resolution and no written protest was filed with the City Clerk against the v or against the issuance of the water and sewage system revenue bonds, and the City is now ►rized to proceed with the Project and to issue its revenue bonds herein authorized to the cost thereof; WHEREAS, the governing body of the City has caused a report covering the Project and an nate of the cost thereof to be made by the City's engineers and said report and estimate have been hereby are accepted and approved and are now on file in the office of the City Clerk; and WHEREAS, under the provisions of the 1977 Ordinance, the City may issue additional bonds pa able out of the revenues of the Water and Sewage Utility which are junior and subordinate to the 1977 '— B ds provided the conditions set forth in Section 16 of the 1977 Ordinance are met; and WHEREAS, the governing body of the City hereby finds and determines that the issuance of the -nue bonds herein authorized will conform and comply in all respects with the conditions set forth in 1977 Ordinance; and -2- WHEREAS, under the provisions of the 1990 Ordinance, the 1992 Ordinance, the 1993 inane and the 1994 Ordinance, the City may issue additional bonds payable out of the revenues of Water and Sewage Utility which are on a parity with the 1990 Bonds, the 1992 Bonds, the 1993 ids and the 1994 Bonds provided that the conditions set forth in Section 21 of the 1990 Ordinance, 1992 Ordinance, the 1993 Ordinance and the 1994 Ordinance are met; and WHEREAS, the governing body of the City hereby finds and determines that the issuance of the nue bonds herein authorized on a parity with the 1990 Bonds, the 1992 Bonds, the 1993 Bonds and 1994 Bonds will conform and comply in all respects with the conditions set forth in the 1990 finance, the 1992 Ordinance, the 1993 Ordinance and the 1994 Ordinance; and WHEREAS, the governing body of the City hereby finds and determines that it is necessary to the revenue bonds herein authorized to finance the Project. NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF k, KANSAS: Section 1. Definitions. In addition to the words and terms otherwise defined herein and in the Resolution, unless the context shall clearly indicate some other meaning, the words and terms defined in this Section shall for all purposes of this Ordinance have the respective meanings specified in this Section, to it: "Authorized Officer of the City" means the Finance Director, City Clerk or any officer of the succeeding to the functions of any of said officers. "Bondholder" and "Holder" mean a Person in whose name a Bond is registered in the Bond "Bond Register" means the register and all accompanying records kept by the Bond Registrar icing the registration, transfer and exchange of Bonds. "Bond Registrar" means the Treasurer of the State of Kansas, Topeka, Kansas, and its successors acting in the capacity as registrar and transfer agent for the registration, transfer and exchange of and any successors thereto. "Bonds" or "1994-B Bonds" means the $1,230,000 principal amount of Combined Water and ;e System Improvement Revenue Bonds, Series 1994-B, authorized by this Ordinance. "City" means the City of Salina, Kansas. "Consulting Engineer" means an independent consulting engineer, or firm of engineers, appointed fro time to time and having a favorable reputation for skill and experience in the operation of water and se er utilities retained by the City. "Interest Payment Date" means the Stated Maturity of an installment of interest on the Bonds. "Letter of Instructions" means the Arbitrage Letter of Instructions (dated as of the date of issuance of he Bonds) attached to the City's Closing Certificate to be delivered at the time of issuance and -3- ery of the Bonds relating to certain matters within the scope of Section 148 of the Code, as the same be amended or supplemented in accordance with its terms. "Maturity" with respect to any Bond means the date on which the principal of such Bond becomes and payable as therein or herein provided, whether at the Stated Maturity of such Bond or by iration of acceleration, call for redemption or otherwise. "Net Revenues" means the Revenues less that portion of the Revenues expended for operating ajhe maintaining the Water and Sewage Utility (excluding depreciation, amortization, interest chargeable tincome account and other similar payments or charges pursuant to Section 16 of the Resolution). "1977 Bonds" means the Combined Water and Sewage System Revenue Bonds, Series of 1977, in he original principal amount of $3,000,000, authorized by the 1977 Ordinance, all of which were re nded with a portion of the proceeds of the 1978 Bonds. "1978 Bonds" means the Combined Water and Sewage System Refunding Revenue Bonds, Series 978, authorized by the 1978 Ordinance, all of which were refunded and deemed to be paid with a ion of the proceeds of the 1984 Bonds. 1984 Bonds" means the Combined Water and Sewage System Refunding Revenue Bonds, Series of 984, in the original principal amount of $2,770,000, authorized by the 1984 Ordinance, all of which w e refunded and deemed to be paid with a portion of the 1990 Bonds. " 1987 Bonds" means the Combined Water and Sewage System Revenue Bonds, Series of 1987, in he original principal amount of $2,650,000, authorized by the 1987 Ordinance, all of which were re nded and deemed to be paid with a portion of the 1990 Bonds. "1988 Bonds" means the Combined Water and Sewage System Revenue Bonds, Series 1988, in original principal amount of $3,000,000, authorized by the 1988 Ordinance, all of which were nded and deemed to be paid with a portion of the 1990 Bonds. "1990 Bonds" means, collectively, the 1990-A Bonds and the 1990-B Bonds. " 1990-A Bonds" means the Combined Water and Sewage System Revenue Refunding Bonds, 1990-A, in the original principal amount of $5,655,000, which refunded the Series 1984 Bonds, ies 1987 Bonds and the Series 1988 Bonds and which were authorized by the 1990 Ordinance. " 1990-B Bonds" means the Combined Water and Sewage System Revenue Bonds, Series 1990-B, in a original principal amount of $2,210,000, which were authorized by the 1990 Ordinance. "1992 Bonds" means the Combined Water and Sewage System Improvement Revenue Bonds, Se es 1992, in the original principal amount of $15,000,000, which were authorized by the 1992 Or finance, a portion of which was refunded with the proceeds of the 1994 Bonds. " 1993 Bonds" means the Combined Water and Sewage System Improvement Revenue Bonds, 1993-A, in the original principal amount of $3,200,000, which were authorized by the 1993 -4- " 1994 Bonds" means the Combined Water and Sewage System Revenue Refunding Bonds, Series in the original principal amount of $11,390,000, which were authorized by the 1994 Ordinance. " 1977 Ordinance" means Ordinance No. 8546 of the City authorizing the 1977 Bonds. "1978 Ordinance" means Ordinance No. 8635 of the City authorizing the 1978 Bonds. "1984 Ordinance" means Ordinance No. 84-9025 of the City authorizing the 1984 Bonds. "1987 Ordinance" means Ordinance No. 87-9202 of the City authorizing the 1987 Bonds. "1988 Ordinance" means Ordinance No. 88-9292 of the City authorizing the 1988 Bonds. "1990 Ordinance" means Ordinance No. 90-9391 of the City authorizing the 1990 Bonds. "1992 Ordinance" means Ordinance No. 92-9513 of the City authorizing the 1992 Bonds. "1993 Ordinance" means Ordinance No. 93-9579 of the City authorizing the 1993 Bonds. "1994 Ordinance" means Ordinance No. 93-9614 of the City authorizing the 1994 Bonds. " 1994-B Ordinance" or "this Ordinance" means this Ordinance of the City authorizing the Bonds, sally executed or as it may be supplemented or amended from time to time. "Operating Expenses" shall mean the City's expenses of operating and maintaining the Water and Sewage Utility and keeping the same in good repair and working order, including all costs due under any ty a of contractual arrangement with respect to purchases of water and ordinary costs of operation, m iintenance, production, transmission, distribution, repairs, replacements, engineering, drilling wells, tra portation, materials and supplies, salaries, wages, audit, legal, financial, pension, retirement, health, h pitalization, insurance, taxes and administrative and general expenses and other expenses actually paid or accrued, including without limitation any expenses of the City applicable to the Water and Sewage U lity as recorded on its books pursuant to standard accounting practices. Operating Expenses shall not in ude any costs or expenses for extending or enlarging the Water and Sewage Utility, charges for de reciation, or payment of debt service on any bonds. "Outstanding" when used with respect to Bonds means, as of the date of determination, all Bonds )re executed, authenticated and delivered under this Ordinance, except: (i) Bonds theretofore cancelled by the Bond Registrar or delivered to the Bond Registrar for cancellation; (ii) Bonds in exchange for or in lieu of which other Bonds have been authenticated and delivered pursuant to this Ordinance; and (iii) Bonds that have been defeased in accordance with Section 26 of the Resolution. "Paying Agent" means the Treasurer of the State of Kansas, Topeka, Kansas, and its successors. -5- "Person" means any individual, corporation, partnership, joint venture, association, joint-stock (, trust, unincorporated organization or government or any agency or political subdivision thereof. "Project" means repairing, altering, extending, reconstructing, enlarging and improving the Water Sewage Utility by acquiring and constructing a wastewater treatment plant filter press facility and ed improvements and equipment. "Record Date" for the interest and principal payable on any Interest Payment Date means the 15th (whether or not a business day) of the calendar month next preceding such Interest Payment Date. "Redemption Date" when used with respect to any Bond to be redeemed means the date fixed for ion by or pursuant to this Ordinance. "Redemption Price" when used with respect to any Bond means the price at which it is to be d pursuant to this Ordinance. "Resolution" means the Resolution to be adopted by the governing body of the City prescribing terms and details of the Bonds and making covenants with respect thereto. "Reserve Requirement" means $106,000. "Revenues" shall mean (i) as long as any of the 1977 Bonds are outstanding, all revenues, income an4 rents accrued by the City from the ownership and operation of the Water and Sewage Utility and the pr eeds of any insurance covering business interruption loss relating to the Water and Sewage Utility rer iaining after the City has provided for the credits and deposits required by the 1977 Ordinance, (ii) aft,.:r the 1977 Bonds are no longer outstanding, all revenues, income and rents accrued by the City from the ownership and operation of the Water and Sewage Utility and the proceeds of any insurance covering business interruption loss relating to the Water and Sewage Utility, and (iii) at all times interest received on y moneys or securities held pursuant to the 1978 Ordinance including Investment Income (as defined in a 1978 Ordinance), received after February 15, 1991, and available for transfer into the Principal an Interest Account (as defined in the 1978 Ordinance) pursuant to Section 12(e) of the 1978 Ordinance bui excluding interest from the Escrow Account (as defined in the 1978 Ordinance). by "Special Record Date" for the payment of any Defaulted Interest, as defined in Section 4 hereof, a date fixed by the Bond Registrar pursuant to Section 4 of the Resolution. "Stated Maturity" when used with respect to any Bond or any installment of interest thereon the date specified in Section 3 of the Resolution as the fixed date on which the principal of such or such installment of interest is due and payable. "Term Bonds" means the Bonds scheduled to mature on October 1, 2014. "Underwriter" shall mean Piper Jaffray Inc., Kansas City, Missouri. "Water and Sewage Fund" means the fund by that name previously established and reconfirmed on 14 of the Resolution. H "Water and Sewage Utility" or the "combined water and sewage system" means the combined and sewage system of the City including all extensions, enlargements and improvements thereto ter constructed or acquired by the City. Section 2. Authorization of and Security for the 1994-B Bonds. For the purpose of paying the of the Project, there is hereby authorized and directed to be issued the combined water and sewage :m revenue bonds of the City in the principal amount of $1,230,000 to be known as "Combined ;r and Sewage System Improvement Revenue Bonds, Series 1994-B." The 1994-B Bonds shall be special obligations of the City, and the principal of, premium, if any, api interest on the 1994-B Bonds shall be payable solely from the net revenues of the combined water an I sewage system and not from any other fund or source. The 1994-B Bonds constitute a lien on the nel revenues. The taxing power of the City is not pledged to the payment of the 1994-B Bonds either as lo principal or interest. The 1994-B Bonds shall not be or constitute a general obligation of the City, n shall they constitute an indebtedness of the City within the meaning of any constitutional, statutory or harter provision, limitation or restriction. The 1994-B Bonds shall be junior and subordinate with respect to the payments of principal and interest out of the Revenues of the Water and Sewage Utility of the City and in other respects to the 1977 Bohds. In the event of any default in the payment of either interest on or principal of any of the 1977 Bo ids, the City shall make no payments of either principal of or interest on the 1994-B Bonds until such de ult be cured. The City has duly provided for the payment of the 1977 Bonds in accordance with the tet of an Escrow Trust Agreement dated as of May 1, 1978, between the City and the escrow trustee n ed therein with the proceeds of the Series 1978 Bonds. The Bonds shall stand on a parity and are equally and ratably secured with respect to the payment of rincipal and interest from the net revenues derived by the City from the operation of the combined wa.er and sewage system and in all other respects with the 1990 Bonds, the 1992 Bonds, the 1993 Bonds and the 1994 Bonds. The covenants and agreements of the City contained herein and in the Bonds shall be for the equal bei efit, protection, and security of the legal Holders of any or all of the Bonds, all of which Bonds shall be f equal rank and without preference or priority of one Bond over any other Bond in the application of he funds herein pledged to the payment of the principal of and the interest on the Bonds, or otherwise, ex pt as to rate of interest, date of maturity and right of prior redemption as provided in the Resolution. Section 3. Terms. Details. and Conditions of the Bonds. The Bonds shall be dated and bear rest, shall mature and be payable at such times, shall be in such forms, shall be subject to redemption payment prior to the maturity thereof, and shall be issued and delivered in the manner prescribed and ect to the provisions, covenants and agreements set forth in the Resolution hereinafter adopted by the :rning body of the City. Section 4. Rate Covenant. The City will fix, establish and maintain rates, fees and other charges ie sale of water and sewage services and commodities of the Water and Sewage Utility as shall be red to provide Revenues at least sufficient in each fiscal year to pay: (i) operation and maintenance ices during such fiscal year, including reserves, if any, provided for in the annual budget for such year; (ii) an amount equal to at least 125 % of the amount required to be paid in the current fiscal on account of principal of and interest on all obligations payable from the Revenues at the time -7- standing (except to the extent any such principal and interest is to be paid from moneys held in trust the specific purpose of making such payments); (iii) an amount, if any, to be paid during such fiscal r into the 1994-B Reserve Account; (iv) to the extent not otherwise provided for, an amount equal to t service on the 1977 Bonds for such fiscal year; (v) an amount, if any, to be paid into the reserve )unt for the 1977 Bonds and into the Depreciation and Emergency Replacement Account during such al year; and (vi) any and all charges or liens whatsoever payable out of Revenues during such fiscal Section 5. Tax Matters The City will comply with all applicable provisions of the Internal ue Code of 1986 (the "Code"), including Section 103 thereof, and the regulations of the Treasury tment thereunder, from time to time proposed or in effect, in order to maintain the exclusion from income for purposes of federal income taxation of the interest on the Bonds. The City covenants and agrees that it will use the proceeds of the Bonds as soon as practicable an with all reasonable dispatch for the purpose for which the Bonds are issued as hereinbefore set forth, anz that no part of the proceeds of the Bonds shall be invested in any securities, obligations or other ini estments except for the temporary period pending such use nor used, at any time, directly or in irectly, in a manner which, if such use had been reasonably anticipated on the date of issuance of the Bonds, would have caused any of the Bonds to be or become "arbitrage bonds" within the meaning of Se tion 103(b)(2) or Section 148 of the Code and the regulations of the Treasury Department thereunder proposed or in effect at the time of such use and applicable to obligations issued on the date of issuance of the Bonds. The City agrees that there shall be paid from time to time all amounts required to be rebated to the United States pursuant to Section 148(f) of the Code and any temporary, proposed or final Treasury Regulations as may be applicable to the Bonds from time to time. This covenant shall survive payment in full or defeasance of the Bonds. The City specifically covenants to pay or cause to be paid to the U ted States, at the times and in the amounts determined under this Ordinance, the Rebate Amounts as de ribed in the Letter of Instructions. Notwithstanding anything to the contrary contained herein, the Letter of Instructions may be ded or replaced if, in the opinion of counsel nationally recognized on the subject of municipal bonds, amendment or replacement will not adversely affect the exclusion from gross income for federal ie tax purposes of interest on the Bonds. Section 6. Further Authority. The Mayor, Clerk and other City officials are hereby further ized and directed to execute any and all documents and take such actions as they may deem iry or advisable in order to carry out and perform the purposes of the Ordinance to make ons, changes or additions in the foregoing agreements, statements, instruments and other ents herein approved, authorized and confirmed which they may approve and the execution or of such action shall be conclusive evidence of such necessity or advisability. Section 7. Governing Law. The Ordinance and the Bonds shall be governed exclusively by and A in accordance with the applicable laws of the State of Kansas. Section 8. Effective Date. This Ordinance shall take effect and be in full force from and after its assage by the governing body of the City and publication in the official City newspaper. In (S PASSED by the governing body of the City and approved by the Mayor on September 19, 1994. ,,/,Mayor 61 ATTEST: In