HomeMy WebLinkAboutOrdinances - ORD-06-1327 - 08/14/2006 - PROVIDE FOR ISSUANCE $2.95M GO BONDS RIVERWALK PHC CIO
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HENRY COUNTY, IL
EXTRACT OF MINUTES of a regular public meeting of the City AUG 2 9 2006
Council of the City of McHenry, McHenry County, Illinois, helo t
the City Council Chambers of the City Hall, 33 South
Street, in said City, at 7:30 p.m., on the 14th day of August, 20WIYTY CLERK
The Mayor called the meeting to order and directed the City Clerk to call the roll.
Upon roll call, the following Aldermen at said location answered present: Susan E. Low,
Mayor, and Aldermen SANTI • r,LAB, SCHAEFER, MURCATROYD, WIMMER AND CONDON
The following Aldermen were absent: P ETERSON
The Mayor announced that the City Council (the "City Council") would next consider
the adoption of an ordinance entitled:
AN ORDINANCE authorizing and providing for the issuance of
$2,995,000 General Obligation Bonds (Alternate Revenue Source),
Series 2006, of the City of McHenry, McHenry County, Illinois,
and providing for the imposition of taxes to pay the same.
such ordinance being before the City Council in words and figures as follows:
2095403.01.03.doc
2127207 • KK • 8/14/06
ORDINANCE NUMBER ORD-06-1327
AN ORDINANCE authorizing and providing for the issuance of
$2,995,000 General Obligation Bonds (Alternate Revenue Source),
Series 2006, of the City of McHenry, McHenry County, Illinois,
and providing for the imposition of taxes to pay the same.
Adopted by the City Council on
the 14th day of August, 2006
TABLE OF CONTENTS
SECTION
HEADING PAGE
PREAMBLES.................................................................................................................................1
SECTION 1.
DEFINITIONS..............................................................................................4
SECTION 2.
INCORPORATION OF PREAMBLES; ACCEPTANCE OF REPORT........................7
SECTION 3.
AIT HoRIZATION........................................................................................7
SECTION 4.
DETERMINATION TO ISSUE BONDS.............................................................8
SECTION S.
BOND DETAILS..........................................................................................8
SECTION6.
REDEMPTION...........................................................................................10
SECTION 7.
EXECUTION; AUTHENTICATION................................................................14
SECTION 8.
REGISTRATION OF BONDS; PERSONS TREATED AS OWNERS;
GLOBAL BOOK -ENTRY SYSTEM...............................................................14
SECTION 9.
FORM OF BOND.......................................................................................18
SECTION 10.
TREATMENT OF BONDS AS DEBT..............................................................24
SECTION 11.
INVESTMENTS..........................................................................................24
SECTION 12.
ALTERNATE BOND FUND.........................................................................25
SECTION 13.
PLEDGED TAXES; TAx LEVY...................................................................26
SECTION 14.
FILING WITH COUNTY CLERK...................................................................27
SECTION 15.
ABATEMENT OF PLEDGED TAxES.............................................................28
SECTION 16.
GENERAL COVENANTS.............................................................................28
SECTION 17.
ADDITIONAL BONDS................................................................................30
SECTION18.
DEFEASANCE...........................................................................................31
SECTION 19.
SALE OF THE BONDS................................................................................
31
SECTION 20.
USE OF PROCEEDS...................................................................................
31
SECTION 21.
GENERAL ARBITRAGE COVENANTS..........................................................33
SECTION 22.
QUALIFIED TAX-EXEMPT OBLIGATIONS....................................................34
SECTION 23.
REGISTERED FORM..................................................................................34
SECTION 24.
THIS ORDINANCE A CONTRACT................................................................34
SECTION 25.
CONTINUING DISCLOSURE UNDERTAKING................................................34
SECTION 26.
DUTIES OF BOND REGISTRAR...................................................................35
SECTION 27.
MUNICIPAL BOND INSURANCE.................................................................
36
SECTION 28.
SEVERABILITY.........................................................................................36
SECTION29.
REPEALER...............................................................................................
36
SECTION30.
EFFECTIVE DATE.....................................................................................
37
THIS TABLE OF CONTENTS IS FOR CONVENIENCE ONLY AND IS NOT A PART OF THE ORDINANCE.
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ORDINANCE NUMBER ogn_06-1327
AN ORDINANCE authorizing and providing for the issuance of
$2,995,000 General Obligation Bonds (Alternate Revenue Source),
Series 2006, of the City of McHenry, McHenry County, Illinois,
and providing for the imposition of taxes to pay the same.
WHEREAS, the City of McHenry, McHenry County, Illinois (the "City"), is a duly
organized and existing municipality incorporated and existing under the provisions of the Iaws of
the State of Illinois, and is now operating under the provisions of the Illinois Municipal Code, as
amended (the "Municipal Code "); and
WHEREAS, the City Council of the City (the "Corporate Authorities") has heretofore
prepared the requisite eligibility report and redevelopment plan for, fixed the time and date of a
public hearing on, convened a joint review board to consider, and given notice of and held a
public hearing on the approval of a redevelopment plan and project (the "Plan"), the designation
of a redevelopment project area and the adoption of tax increment allocation financing for that
portion of the City now known as Downtown McHenry Tax Increment Redevelopment Project
Area (the "Area"), all pursuant to the Tax Increment Allocation Redevelopment Act, as
amended (the "TIF Act"); and
WHEREAS, the Corporate Authorities have heretofore determined that it is advisable,
necessary and in the best interests of the City and its residents to finance certain redevelopment
costs to be incurred in connection with the redevelopment of the Area, including capital
improvements related to the Riverwalk Project (the "Project") at an estimated cost, including
expenses and contingencies, of not less than $2,995,000 plus investment earnings thereon, for
which there are no funds of the City on hand and lawfully available for the purpose, and the
entire $2,995,000 will need to be obtained through the borrowing of money and the issuance of
bonds; and
WHEREAS, the expenses and contingencies related to the Project include legal, financial,
accounting services related to the accomplishment of the Project and the issuance of bonds
therefor, bond discount, capitalized bond interest, bond registrar, paying agent, and other and
similar banking fees, printing and publication costs, and other miscellaneous costs; and
WHEREAS, the Corporate Authorities have heretofore, and it hereby is, determined that
the Project will specifically benefit the Area; and
WHEREAS, the costs of the Project constitute eligible redevelopment project costs as
defined in the TIF Act; and
WHEREAS, pursuant to the provisions of Section 15 of the Local Government Debt
Reform of the State of Illinois, as amended (the "Reform Act"), whenever the City has been
authorized to issue revenue bonds or there exists a revenue source, the City is authorized to issue
"alternate bonds," being general obligation bonds payable from such revenue source; and
WHEREAS, the Corporate Authorities, on the 10th day of July, 2006, adopted Ordinance
Number ORD-06-1320 (the "Authorizing Ordinance"), authorizing the issuance of certain
Alternate Bonds, being General Obligation Bonds (Alternate Revenue Source) payable from
revenue sources as provided by the Reform Act (the "2006 Alternate Bonds"), in an amount not
to exceed $3,000,000 for the Project; and
WHEREAS, on the 13th day of July, 2006, the Authorizing Ordinance, which included
therein a notice in the statutory form, was published in the Northwest Herald, a paper having a
general circulation in the City, and an affidavit evidencing the publication of the Authorizing
Ordinance and said notice has heretofore been presented to the Corporate Authorities and made a
part of the permanent records of the City; and
WHEREAS, no petition has ever been filed with the City Clerk requesting that the question
of the issuance of the 2006 Alternate Bonds for the Project be submitted to referendum; and
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WHEREAS, the 2006 Alternate Bonds to be issued will be payable from the Pledged
Revenues and the Pledged Taxes, both as hereinafter defined; and
WHEREAS, the Corporate Authorities hereby determine that the Pledged Revenues will
provide in each year to final maturity of the proposed 2006 Alternate Bonds an amount not less
than 1.25 times debt service of the proposed 2006 Alternate Bonds, said series of bonds being the
only series of alternate bonds of the City payable in part from the Pledged Revenues; and
WHEREAS, such determination of the sufficiency of the Pledged Revenues is supported by
the report dated the date hereof (the "Report"), of Speer Financial, Inc., Chicago, Illinois
("Speer"), which Report has been presented to the Corporate Authorities and is now on file with
the City Clerk; and
WHEREAS, the Bond Issue Notification Act, as amended ("BZNA"), provides that before
adopting an ordinance selling the 2006 Alternate Bonds the Corporate Authorities must hold at
least one public hearing (the "Hearing") concerning the City's intent to sell the 2006 Alternate
Bonds and that the City Clerk shall publish notice of the Hearing (the "Notice") in a newspaper
of general circulation in the City not less than 7 nor more than 30 days before the date of the
Hearing; and
WHEREAS, the Corporate Authorities have heretofore fixed the date of the Hearing as the
loth day of July, 2006; and
WHEREAS, the City Clerk has heretofore published the Notice on the 27th day of June,
2006, in the Northwest Herald, being a newspaper of general circulation in the City; and
WHEREAS, the Corporate Authorities have held the Hearing, and at the Hearing the
Corporate Authorities explained the reasons for the proposed 2006 Alternate Bonds and
permitted persons to be heard and opportunity to present written or oral testimony thereon; and
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WHEREAS, the Hearing was finally adjourned on the loth day of July, 2006, and at least
7 days have passed since said adjournment; and
WHEREAS, the Corporate Authorities have heretofore, and it hereby is, determined that
the City has complied with the BINA in all particulars; and
WHEREAS, the Corporate Authorities are now authorized to issue the 2006 Alternate
Bonds to the amount of $3,000,000 in accordance with the provisions of the Reform Act, and the
Corporate Authorities hereby determine that it is necessary and desirable that there be issued at
this time 2006 Alternate Bonds as necessary for the Project, and that the amount of bonds so
required to be issued at this time is $2,995,000; and
WHEREAS, it is in the best interest of the City to issue bonds in the amount of $2,995,000
for the Project:
Now, THEREFORE, Be It Ordained by the City Council of the City of McHenry, McHenry
County, Illinois, as follows:
Section 1. Definitions. The words and terms used in this Ordinance shall have the
meanings set forth and defined for them herein unless the context or use clearly indicates another
or different meaning is intended, including the words and terms as follows:
"Additional Bonds" means any Alternate Bonds issued in the future in
accordance with the provisions of the Reform Act on a parity with and sharing equally in
the Pledged Revenues with the Bonds.
"Alternate Bonds" means any outstanding Bonds issued as alternate bonds under
and pursuant to the provisions of the Reform Act, and includes, expressly, the Bonds.
"Applicable Law" means, collectively, the Municipal Code (including,
specifically, the TIF Act) and the Reform Act.
"Area" is defined in the preambles hereto.
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"Bond" or "Bonds" or "2006 Alternate Bonds" means one or more, as applica-
ble, of the $2,995,000 General Obligation Bonds (Alternate Revenue Source),
Series 2006, authorized to be issued by this Ordinance.
"Bond Fund" means the 2006 Alternate Bond Fund established hereunder and
further described herein.
"Bond Register"' means the books of the City kept by the Bond Registrar to
evidence the registration and transfer of the Bonds.
"Bond Registrar" or "Paying Agent" means J.P. Morgan Trust Company,
National Association, Chicago, Illinois, a banking corporation having trust powers, or a
successor bank with trust powers or a trust company, duly authorized to do business as a
bond registrar and as paying agent as herein required.
"City" means the City of McHenry, McHenry County, Illinois.
"Code" means the Internal Revenue Code of 1986, as amended.
"County Clerk" means the County Clerk of The County of McHenry, Illinois.
"Designated Officers" means the Mayor, City Clerk, or Treasurer, or assigns, or
any of them acting together.
herein.
"Expense Fund" means the fund established hereunder and further described
"Fiscal Year" means that twelve -calendar month period selected by the Corporate
Authorities as the Fiscal Year for the City.
"Incremental Property Taxes" means the ad valorem taxes, if any, arising from
the taxes levied upon taxable real property in the Area which are attributable to the
increase in the then current equalized assessed value of the Area over the initial equalized
assessed value thereof, all as determined by the County Clerk in accordance with
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Section 8 of the TIF Act; provided, however, that Incremental Property Taxes shall not
include any amounts previously pledged by the City pursuant to the TIF Act.
"Municipal Code" means the Illinois Municipal Code, as supplemented and
amended.
"Ordinance" means this ordinance as supplemented or amended from time to
time.
"Outstanding" or "outstanding" when used with reference to the Bonds and
Additional Bonds means such of those bonds which are outstanding and unpaid;
provided, however, such term shall not include Bonds or Additional Bonds (i) which have
matured and for which moneys are on deposit with proper paying agents or are otherwise
sufficiently available to pay all principal thereof and interest thereon or (ii) the provision
for payment of which has been made by the City by the deposit in an irrevocable trust or
escrow of funds or direct, full faith and credit obligations of the United States of
America, the principal of and interest on which will be sufficient to pay at maturity or as
called for redemption all the principal of, redemption premium, if any, and interest on
such Bonds or Additional Bonds.
"Pledged Moneys" means, collectively, Pledged Revenues and Pledged Taxes as
both are defined herein.
"Pledged Revenues" means the Incremental Property Taxes.
"Pledged Taxes" means the ad valorem taxes levied against all of the taxable
property in the City without limitation as to rate or amount, pledged hereunder by the
City as security for the Bonds.
"Project" is defined in the preambles hereto.
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"Purchase Price" means the price paid for the Bonds, to -wit: $2,990,521, plus
accrued interest.
"Purchaser" means Harris N.A., Chicago, Illinois.
"Record Date" means the first day of the month of any regularly scheduled
interest payment date.
"Reform Act" means the Local Government Debt Reform Act of the State of
Illinois, as supplemented and amended.
"Tax-exempt" means, with respect to the Bonds, the status of interest paid and
received thereon as not includible in the gross income of the owners thereof under the
Code for federal income tax purposes except to the extent that such interest is taken into
account in computing an adjustment used in determining the alternative minimum tax for
certain corporations.
"Treasurer" means the Treasurer of the City.
Section 2. Incorporation of Preambles; Acceptance of Report. The Corporate
Authorities hereby find that the recitals contained in the preambles to this Ordinance are true and
correct and do incorporate them into this Ordinance by this reference, and such finding shall be
incontestable under the Reform Act as therein provided. The Report is hereby accepted and
approved by the Corporate Authorities, and it is hereby found and determined that Speer is a
feasibility analyst having a national reputation for expertise in such matters as the Report.
Section 3. Authorization. It is hereby found and determined that the Corporate
Authorities have been authorized by law to borrow the sum of $3,000,000 upon the credit of the
City and as evidence of such indebtedness to issue bonds of the City in said amount, the proceeds
of said bonds to be used for the Project, and that it is necessary to borrow $2,995,000 of said
authorized sum and issue the Bonds in evidence thereof for purposes of paying costs of the
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Project, and that it is necessary and for the best interests of the City that there be issued at this
time $2,995,000 of the bonds so authorized for the Project.
Section 4. Determination to Issue Bonds. It is necessary and in the best interests of the
City for the City to undertake the Project for the public health, safety and welfare, and to issue
the Bonds to enable the City to pay the costs thereof.
Section 5. Bond Details. For the purpose of providing for the payment of the costs of
the Project, there shall be issued and sold the Bonds in the principal amount of $2,995,000. The
Bonds shall each be designated "General Obligation Bond (Alternate Revenue Source),
Series 2006," and be dated September 1, 2006 (the "Dated Date"), and shall also bear the date of
authentication thereof. The Bonds shall be in fully registered form, shall be in denominations of
$5,000 or authorized integral multiples thereof (but no single Bond shall represent principal
maturing on more than one date), as shall be numbered in such reasonable fashion as may be
selected by the Bond Registrar, and shall mature or be subject to mandatory redemption (subject
to prior redemption as hereinafter provided) serially on December 15 of the years and in the
amounts and shall bear interest at the rates percent per annum as follows:
YEAR
AMOUNT ($)
RATE (%)
2007
65,000
4.10
2008
120,000
4.10
2009
125,000
4.10
2010
130,000
4.10
2011
135,000
4.10
2012
140,000
4.10
2013
150,000
4.10
2014
155,000
4.10
2016
330,000
3.85
2018
360,000
4.00
2020
390,000
4.05
2022
430,000
4.10
2024
465,000
4.10
In
It is hereby expressly found and determined that no Bond matures on a date which is later
than December 31 of the year in which the payment to the Treasurer as provided in
subsection (b) of Section 11-74.4-8 of the TIF Act is to be made with respect to ad valorem taxes
levied in the later of (a) the twenty-third calendar year in which the ordinance designating the
Area was adopted or (b) such later date established in the TIF Act.
Each Bond shall bear interest from the later of its Dated Date as herein above provided or
from the most recent interest payment date to which interest has been paid or duly provided for,
until the principal amount of such Bond is paid or duly provided for, such interest (computed
upon the basis of a 360-day year of twelve 30-day months) being payable semiannually on each
June 15 and December 15, commencing on June 15, 2007. Interest on each Bond shall be paid
by check or draft of the Paying Agent, payable upon presentation thereof in lawful money of the
United States of America, to the person in whose name such Bond is registered at the close of
business on the Record Date. The principal of the Bonds shall be payable in lawful money of the
United States of America upon presentation thereof at the principal corporate trust office of the
Paying Agent in Chicago, Illinois, or at successor Paying Agent and address.
Section 6. Redemption. (a) Optional Redemption. The Bonds maturing on or after
December 15, 2015, are subject to redemption prior to maturity at the option of the City as a
whole, or in part in any order of maturity determined by the City (less than all of the Bonds of a
single maturity to be selected by the Bond Registrar), on December 15, 2014, or on any date
thereafter, at the redemption price of par plus accrued interest to the date of redemption.
(b) Mandatory Redemption. The Bonds due on December 15 of the years 2016, 2018,
2020, 2022 and 2024, are subject to mandatory redemption, in integral multiples of $5,000
selected by lot by the Bond Registrar, at a redemption price of par plus accrued interest to the
redemption date, on December 15 of the years and in the principal amounts as follows:
0
FOR THE TERM BONDS DUE ON DECEMBER 15, 2016
YEAR PRINCIPAL AMOUNT
2015 $160,000
2016 (maturity) 170,000
FOR THE TERM BONDS DUE ON DECEMBER 15, 2018
YEAR PRINCIPAL AMOUNT
2017 $175,000
2018 (maturity) 185,000
FOR THE TERM BONDS DUE ON DECEMBER 15, 2020
YEAR PRINCIPAL AMOUNT
2019 $190,000
2020 (maturity) 200,000
FOR THE TERM BONDS DUE ON DECEMBER 15, 2022
YEAR PRINCIPAL AMOUNT
2021 $210,000
2022 (maturity) 220,000
FOR THE TERM BONDS DUE ON DECEMBER 15, 2024
YEAR PRINCIPAL AMOUNT
2023 $225,000
2024 (maturity) 240,000
(c) Redemption Procedure. The Bond Registrar shall proceed with mandatory
redemption without further notice or direction from the City. For redemptions at the option of
the City, the City shall, at least 45 days prior to the redemption date (unless a shorter time period
shall be satisfactory to the Bond Registrar), notify the Bond Registrar of such redemption date
and of the principal amount and maturities of Bonds to be redeemed. For purposes of any
redemption of less than all of the Bonds of a single maturity, the particular Bonds or portions of
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Bonds to be redeemed shall be selected by lot not more than 60 days prior to the redemption date
by the Bond Registrar for the Bonds of such series and maturity by such method of lottery 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 principal amounts of Bonds to be mandatorily redeemed in each year may be reduced
through the earlier optional redemption thereof, with any partial optional redemptions of such
Bonds credited against future mandatory redemption requirements in such order of the
mandatory redemption dates as the City may determine. In addition, on or prior to the 60th day
preceding any mandatory redemption date, the Bond Registrar may, and if directed by the
Council shall, purchase Bonds required to be retired on such mandatory redemption date. Any
such Bonds so purchased shall be cancelled and the principal amount thereof shall be credited
against the mandatory redemption required on such next mandatory redemption date.
The Bond Registrar shall promptly notify the City and the Paying Agent 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, official notice of any
such redemption shall be given by the Bond Registrar on behalf of the City by mailing the
redemption notice by first-class mail not less than 30 days and not more than 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 such
registered owner to the Bond Registrar.
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All official notices of redemption shall include the name of the Bonds and at least the
information as follows:
(1) the redemption date;
(2) the redemption price;
(3) if less than all of the Bonds of a single maturity are to be redeemed, the
identification (and, in the case of partial redemption of any 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 and after said 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 corporate trust business
office of the Paying Agent.
Prior to any redemption date, the City 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.
Official notice of redemption having been given as aforesaid, the Bonds or portions of
Bonds so to be redeemed shall, on the redemption date, become due and payable at the
redemption price therein specified, and from and after such date (unless the City shall default in
the payment of the redemption price), such Bonds or portions of Bonds shall cease to bear
interest. Neither the failure to mail such redemption notice, nor any defect in any notice so
mailed, to any particular registered owner, shall affect the sufficiency of such notice with respect
to other Bonds. Notice having been properly given, failure of a registered owner to receive such
notice shall not be deemed to invalidate, limit or delay the effect of the notice or redemption
action described in the notice. Such notice may be waived in writing by the registered owner
entitled to receive such notice, either before or after the event, and such waiver shall be the
equivalent of such notice. Waivers of notice by registered owners shall be filed with the Bond
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Registrar, but such filing shall not be a condition precedent to the validity of any action taken in
reliance upon such waiver.
Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds
shall be paid by the Paying Agent at the redemption price. The procedure for payment of interest
due on or prior to the redemption date shall be as herein provided for payment of interest
otherwise due. Upon surrender for any partial redemption of any Bond, there shall be prepared
for the registered owner a new Bond or Bonds of like tenor, of authorized denominations, of the
same maturity and bearing the same rate of interest in the amount of the unpaid principal. If any
Bond or portion of Bond called for redemption shall not be so paid upon surrender thereof for
redemption, the principal shall, until paid or duly provided for, bear interest from the redemption
date at the rate borne by the Bond or portion of Bond so called for redemption. All Bonds which
have been redeemed shall be cancelled and destroyed by the Bond Registrar and shall not be
reissued.
Section 7. Execution; Authentication. The Bonds shall be executed on behalf of the
City with the manual or facsimile signature of the Mayor and attested with the manual or
facsimile signature of the City Clerk, as they may determine, and shall have impressed or
imprinted thereon the corporate seal or facsimile thereof of the City. In case any officer whose
signature shall appear on any Bond shall cease to be such officer before the delivery of such
Bond, such signature shall nevertheless be valid and sufficient for all purposes, the same as if
such officer had remained in office until delivery.
All Bonds shall have thereon a certificate of authentication substantially in the form
hereinafter set forth duly executed by the Bond Registrar as authenticating agent of the City and
showing the date of authentication. No Bond shall be valid or obligatory for any purpose or be
entitled to any security or benefit under this Ordinance unless and until such certificate of
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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 it if signed by an
authorized officer of the Bond Registrar, but it shall not be necessary that the same officer sign
the certificate of authentication on all of the Bonds issued hereunder.
Section 8. Registration of Bonds; Persons Treated as Owners; Global Book -Entry
System. (a) General. The City shall cause books for the registration and for the transfer of the
Bonds as provided in this Ordinance to be kept at the principal corporate trust office of the Bond
Registrar, which is hereby constituted and appointed the registrar of the City for this issue. The
City is authorized to prepare, and the Bond Registrar shall keep custody of, multiple Bond blanks
executed by the City for use in the transfer and exchange of Bonds.
Upon surrender for transfer of any Bond at the principal 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
his attorney duly authorized in writing, the City shall execute and the Bond Registrar shall
authenticate, date and deliver in the name of the transferee or transferees a new fully registered
Bond or Bonds of the same maturity of authorized denominations, for a like aggregate principal
amount. Any fully registered Bond or Bonds may be exchanged at said office of the Bond
Registrar for a like aggregate principal amount of Bond or Bonds of the same maturity of other
authorized denominations. The execution by the City of any fully registered Bond shall
constitute full and due authorization of such Bond and the Bond Registrar shall thereby be
authorized to authenticate, date and deliver such Bond; provided, however, the principal amount
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of outstanding Bonds of each maturity authenticated by the Bond Registrar shall not exceed the
authorized principal amount of Bonds for such maturity less previous retirements.
The Bond Registrar shall not be required to transfer or exchange any Bond during the
period from the close of business on the 1st day of the month of an interest payment date on the
Bonds, nor to transfer or exchange any Bond after notice calling such Bond for redemption has
been mailed, nor during a period of fifteen (15) days next preceding mailing of a notice of
redemption of any Bonds.
The person in whose name any Bond shall be registered shall be deemed and regarded as
the absolute owner thereof for all purposes, and payment of the principal of or interest on any
Bond shall be made only to or upon the order of the registered owner thereof or his 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 City or
the Bond Registrar may require payment of a sum sufficient to cover any tax or other
governmental charge that may be imposed in connection with any transfer or exchange of Bonds,
except in the case of the issuance of a Bond or Bonds for the unredeemed portion of a Bond
surrendered for redemption.
(b) Global Book -Entry System. The Bonds shall be initially issued in the form of a
separate single fully registered Bond for each of the maturities of the Bonds determined as
described in Section 5 hereof. Upon initial issuance, the ownership of each such Bond shall be
registered in the Bond Register in the name of Cede & Co., or any successor thereto ("Cede"), as
nominee of The Depository Trust Company, New York, New York, and its successors and
assigns ("DTC"). All of the outstanding Bonds shall be registered in the Bond Register in the
name of Cede, as nominee of DTC, except as hereinafter provided. The Mayor, City Clerk and
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Treasurer and the Bond Registrar are each authorized to execute and deliver, on behalf of the
City, such letters to or agreements with DTC as shall be necessary to effectuate such book -entry
system (any such letter or agreement being referred to herein as the "Representation Letter"),
which Representation Letter may provide for the payment of principal of or interest on the Bonds
by wire transfer.
With respect to Bonds registered in the Bond Register in the name of Cede, as nominee
of DTC, the City and the Bond Registrar shall have no responsibility or obligation to any broker -
dealer, bank or other financial institution for which DTC holds Bonds from time to time as
securities depository (each such broker -dealer, bank or other financial institution being referred
to herein as a "DTC Participant") or to any person on behalf of whom such a DTC Participant
holds an interest in the Bonds. Without limiting the immediately preceding sentence, the City
and the Bond Registrar shall have no responsibility or obligation with respect to (i) the accuracy
of the records of DTC, Cede or any DTC Participant with respect to any ownership interest in the
Bonds, (ii) the delivery to any DTC 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 (iii) the payment to any DTC 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 the
principal of or interest on the Bonds. The City and the Bond Registrar may treat and consider
the person in whose name each Bond is registered in the Bond Register as the holder and
absolute owner of such Bond for the purpose of payment of principal and interest with respect to
such Bond, for the purpose of giving notices of redemption and other matters with respect to
such Bond, for the purpose of registering transfers with respect to such Bond, and for all other
purposes whatsoever. The Bond Registrar shall pay all principal of and interest on the Bonds
only to or upon the order of the respective registered owners of the Bonds, as shown in the Bond
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Register, or their respective attorneys duly authorized in writing, and all such payments shall be
valid and effective to fully satisfy and discharge the City's obligations with respect to payment
of the principal of and interest on the Bonds to the extent of the sum or sums so paid. No person
other than a registered owner of a Bond as shown in the Bond Register, shall receive a Bond
evidencing the obligation of the City to make payments of principal and interest with respect to
any Bond. Upon delivery by DTC to the Bond Registrar of written notice to the effect that DTC
has determined to substitute a new nominee in place of Cede, and subject to the provisions in
Section 5 hereof with respect to the payment of interest to the registered owners of Bonds at the
close of business on the 1st day of the month of the applicable interest payment date, the name
"Cede" in this Ordinance shall refer to such new nominee of DTC.
In the event that (i) the City determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter, (ii) the agreement among the
City, the Bond Registrar and DTC evidenced by the Representation Letter shall be terminated for
any reason or (iii) the City determines that it is in the best interests of the beneficial owners of
the Bonds that they be able to obtain certificated Bonds, the City shall notify DTC and DTC
Participants of the availability through DTC of certificated Bonds and the Bonds shall no longer
be restricted to being registered in the Bond Register in the name of Cede, as nominee of DTC.
At that time, the City may determine that the Bonds shall be registered in the name of and
deposited with such other depository operating a universal book -entry system, as may be
acceptable to the City, or such depository's agent or designee, and if the City does not select
such alternate universal 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 of Section 8(a) hereof.
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Notwithstanding any other provisions of this Ordinance to the contrary, so long as any
Bond is registered in the name of Cede, as nominee of DTC, 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 name provided in the Representation Letter.
Section 9. Form of Bond. The Bonds shall be in substantially the form hereinafter set
forth; provided, however, that if the text of the Bonds is to be printed in its entirety on the front
side of the Bonds, then the second paragraph on the front side and the legend "See Reverse Side
for Additional Provisions" shall be omitted and the text of paragraphs set forth for the reverse
side shall be inserted immediately after the first paragraph.
i
REGISTERED
No.
[Form of Bond - Front Side]
UNITED STATES OF AMERICA
STATE OF ILLINOIS
COUNTY OF MCHENRY
CITY OF MCHENRY
GENERAL OBLIGATION BOND
(ALTERNATE REVENUE SOURCE)
SERIES 2006
See Reverse Side for
Additional Provisions
Interest Maturity Dated
Rate: % Date: December 15, Date: September 1, 2006 CUSIP:
Registered Owner: CEDE & CO.
REGISTERED
Principal Amount: DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of McHenry, McHenry County,
Illinois, a municipality and unit of local government and political subdivision of the State of
Illinois (the "City"), hereby acknowledges itself to owe and for value received promises to pay
to the Registered Owner identified above, or registered assigns as hereinafter provided, on the
Maturity Date identified above, the Principal Amount identified above and to pay interest
(computed on the basis of a 360-day year of twelve 30-day months) on such Principal Amount
from the 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 semiannually on June 15 and December 15 of each
year, commencing on June 15, 2007, until the Principal Amount is paid or duly provided for.
The Principal Amount of this Bond is payable in lawful money of the United States of America
upon presentation at the principal corporate trust office of J.P. Morgan Trust Company, National
Association,
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Chicago, Illinois, as paying agent and bond registrar (the "Paying Agent" or "Bond Registrar").
Payment of interest shall be made to the Registered Owner hereof, as shown on the registration
books of the City maintained by Bond Registrar at the close of business on the Record Date.
Interest shall be paid by check or draft of the Paying Agent, payable upon presentation 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.
Reference is hereby made to the further provisions of this Bond set forth on the reverse
hereof, and such further provisions shall for all purposes have the same effect as if set forth at
this place.
It is hereby certified and recited that all acts, conditions and things required to be done
precedent to and in the issuance of this Bond have been done and have happened and have been
performed in regular and due form of law; that the indebtedness of the City, including the issue
of Bonds of which this is one, does not exceed any limitation imposed by law, unless the Pledged
Taxes shall have been extended pursuant to the general obligation full faith and credit promise
supporting the Bonds, in which case the amount of the Bonds then outstanding shall be included
in the computation of indebtedness of the City for purposes of all statutory provisions or
limitations until such time as an audit of the City shall show that the Bonds have been paid from
the Pledged Revenues for a complete Fiscal Year; that provision has been made for the collection
of the Pledged Revenues, the levy and collection of the Pledged Taxes, and the segregation of the
Pledged Moneys to pay the interest hereon as it falls due and also to pay and discharge the
principal hereof at maturity; and that the City hereby covenants and agrees that it will properly
account for said Pledged Moneys and will comply with all the covenants of and maintain the
funds and accounts as provided by the Ordinance. For the prompt payment of this Bond, both
principal and interest at maturity, the full faith, credit and resources of the City are hereby
irrevocably pledged.
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This Bond shall not be valid or become obligatory for any purpose until the certificate of
authentication hereon shall have been signed by the Bond Registrar.
IN WITNESS WHEREOF, the City of McHenry, McHenry County, Illinois, by its City
Council, has caused this Bond to be executed with the manual or duly authorized facsimile
signature of its Mayor and attested by the manual or duly authorized facsimile signature of its
City Clerk and its corporate seal or a facsimile thereof to be impressed or reproduced hereon, all
as appearing hereon and as of the Dated Date identified above.
ATTEST:
City Clerk, City of McHenry,
McHenry County, Illinois
[SEAL]
Mayor, City of McHenry, McHenry
County, Illinois
CERTIFICATE OF AUTHENTICATION
Date of Authentication:
This Bond is one of the Bonds described in the within -mentioned Ordinance and is one of the
General Obligation Bonds (Alternate Revenue Source), Series 2006, of the City of McHenry,
McHenry County, Illinois.
J.P. MORGAN TRUST COMPANY,
NATIONAL ASSOCIATION,
Chicago, Illinois, as Bond Registrar
I0
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Authorized Signer
[Form of Bond - Reverse Side]
CITY OF MCHENRY, MCHENRY COUNTY, ILLINOIS
GENERAL OBLIGATION BOND
(ALTERNATE REVENUE SOURCE)
SERIES 2006
This bond and the bonds of the series of which it forms a part ("Bond" and "Bonds"
respectively) are of an authorized issue of Two Million Nine Hundred Ninety -Five Thousand
Dollars ($2,995,000) of like dated date and tenor except as to maturity and rate of interest, and
are issued pursuant to the Illinois Municipal Code, as amended, the Local Government Debt
Reform Act, as amended, and all acts of the General Assembly of the State of Illinois, and as
supplemented and amended (collectively, the "Applicable Law"), for the purpose of financing
certain redevelopment costs to be incurred in connection with the redevelopment of the
Downtown McHenry Tax Increment Redevelopment Project Area, including capital
improvements related to the Riverwalk Project (the "Project Area"), as more fully described in
the Ordinance as herein below defined. The Bonds are issued pursuant to an ordinance adopted
by the City Council of the City on the 14th day of August, 2006 (the "Ordinance"), to which
reference is hereby expressly made for further definitions and terms and to all the provisions of
which the Registered Owner by the acceptance of this Bond assents.
The Bonds are payable from the Incremental Property Taxes (as defined in the
Ordinance) to be derived from the Project Area and to be received by the City (the "Pledged
Revenues"). Additional Bonds, secured ratably and equally by the Pledged Revenues, or by any
portion thereof, may be issued in the future as provided in the Ordinance and the Applicable
Law. The Bonds are also payable from ad valorem taxes levied against all of the taxable property
in the City without limitation as to rate or amount (the "Pledged Taxes") (the Pledged Revenues
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and the Pledged Taxes being collectively called the "Pledged Moneys "), all in accordance with
the provisions of the Applicable Law. The Pledged Taxes are levied for and pledged to solely
and only the payment of the Bonds and are not and will not be available to pay debt service on
any future obligations secured by the Incremental Property Taxes.
Under the Applicable Law and the Ordinance, available Pledged Revenues shall be
deposited into and segregated in the Pledged Revenues Account of the Bond Fund, and the
Pledged Taxes shall be deposited into and segregated in the General Account of the 2006
Alternate Bond Fund, each as created by the Ordinance. Moneys on deposit in said Accounts
shall be used and are pledged for paying the principal of and interest on the Bonds and for any
further purposes in the priority of lien and as provided by the terms of the Ordinance.
The Bonds may be subject to optional or mandatory redemption as set forth in the
Ordinance. Notice of any such redemption shall be given by the Bond Registrar on behalf of the
City as set forth in the Ordinance.
This 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 Ordinance.
The City, 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 and interest due hereon and for all other purposes, and neither the
City, the Paying Agent nor the Bond Registrar shall be affected by any notice to the contrary.
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ASSIGNMENT
FOR VALUE RECEIVED the undersigned sells, assigns and transfers unto
[Identifying Numbers]
(Name and Address of Assignee)
the within Bond and does hereby irrevocably constitute and appoint
as attorney to transfer the said Bond on the books kept for registration thereof with full power of
substitution in the premises.
Dated:
Signature guaranteed:
NOTICE: The signature to this 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.
Section 10. Treatment of Bonds as Debt. The Bonds shall be payable from the Pledged
Moneys and shall not constitute an indebtedness of the City within the meaning of any
constitutional or statutory limitation, unless the Pledged Taxes shall have been extended pursuant
to the general obligation, full faith and credit promise supporting the Bonds, as set forth herein,
in which case the amount of the Bonds then Outstanding shall be included in the computation of
indebtedness of the City for purposes of all statutory provisions or limitations until such time as
an audit of the City shall show that the Bonds have been paid from the Pledged Revenues for a
complete Fiscal Year, in accordance with the Reform Act.
Section 11. Investments. Moneys on deposit in and to the credit of the Bond Fund shall
be invested by the Treasurer, but only in investments then permitted under Illinois law. Such
investments shall mature or be subject to redemption at the option of the holder thereof prior to
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the time when needed and may be sold from time to time by the Treasurer as funds may be
needed for the purpose for which said Subaccount has been created. After making provision for
the payment of any amount of excess arbitrage profits, as provided in the Code, attributable to
investment earnings or profits to the hereinafter created Rebate Fund for the Outstanding Bonds,
all earnings or profit on any funds so invested in the Bond Fund shall be retained therein.
Moneys in the Bond Fund shall be invested by the Treasurer, if necessary, in investments
restricted as to yield, which investments may be in United States Treasury Obligations —State
and Local Government Series, if available, and to such end the Treasurer shall refer to any
investment restrictions covenanted by the City or any Designated Officer thereof as part of the
transcript of proceedings for the issuance of the Bonds, and to appropriate opinions of counsel.
Section 12. Alternate Bond Fund. There is hereby created a special fund of the City,
which fund shall be held by the Treasurer separate and apart from all other funds and accounts of
the City and be known as the "2005 Alternate Bond Fund" (the "Bond Fund"). The purpose of
the Bond Fund is to provide a fund to receive and disburse the Pledged Revenues and to receive
and disburse Pledged Taxes for any (or all) of the Bonds. There are hereby created two accounts
of the Bond Fund, designated the Pledged Revenues Account and the General Account. All
Pledged Revenues shall be deposited to the Pledged Revenues Account, and all Pledged Taxes
shall be deposited to the credit of the General Account. The Bond Fund and its respective
accounts constitute a trust fund established for the purpose of carrying out the covenants, terms
and conditions imposed upon the City by this Ordinance.
(A) The Incremental Property Taxes are to be paid to the Treasurer by the officers who
collect or receive the Incremental Property Taxes. The Treasurer shall deposit the Incremental
Property Takes upon receipt into the Pledged Revenues Account of the Bond Fund as hereinafter
provided.
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For the purpose of providing Incremental Property Taxes in each year sufficient to pay
debt service of all Outstanding Bonds for such year, the City agrees and covenants to make
provision therefor in the City's annual budget and appropriation ordinance to be duly adopted by
the Corporate Authorities, all in the manner, form and time as provided by law. Prior to the
deadline for the timely annual abatement of the Pledged Taxes for the Bonds, but in no event
earlier than December 2nd prior to the year in which such Pledged Taxes are to be extended and
collected, the Treasurer shall deposit to the Pledged Revenues Account of the Bond Fund the
amount of Incremental Property Taxes necessary to provide for the payment of interest and
principal coming due on the Bonds otherwise payable from the proceeds of such tax levy.
(B) Pledged Taxes on deposit to the credit of the General Account of the Bond Fund
shall be fully spent to pay the principal of and interest on the Bonds prior to use of any moneys
on deposit in the Pledged Revenues Account of the Bond Fund.
Section 13. Pledged Taxes; Tax Levy. The Bonds are Alternate Bonds. For the purpose
of providing funds to pay the principal of and interest on the Bonds, and as provided in
Section 15 of the Reform Act, there is hereby levied upon all of the taxable property within the
City, in the years for which any of the Bonds are Outstanding, a direct annual tax for each of the
years while the Bonds or any of them are Outstanding, in amounts sufficient for that purpose,
and there be and there hereby is levied upon all of the taxable property in the City the direct
annual taxes in the amounts as follows (the "Pledged Taxes-):
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FOR THE YEAR A TAX SUFFICIENT TO PRODUCE THE SUM OF
2006
$221,490.44
for interest and principal up to and
including December 15, 2007
2007
$238,750.00
for interest and principal
2008
$238,830.00
for interest and principal
2009
$238,705.00
for interest and principal
2010
$238,375.00
for interest and principal
2011
$237,840.00
for interest and principal
2012
$242,100.00
for interest and principal
2013
$240,950.00
for interest and principal
2014
$239,595.00
for interest and principal
2015
$243,435.00
for interest and principal
2016
$241,890.00
for interest and principal
2017
$244,890.00
for interest and principal
2018
$242,490.00
for interest and principal
2019
$244,795.00
for interest and principal
2020
$246,695.00
for interest and principal
2021
$248,085.00
for interest and principal
2022
$249,840.00
for interest and principal
2023
$244,065.00
for interest and principal
promptly when due from current funds on hand in advance of the collection of the Pledged Taxes
herein levied; and when the Pledged Taxes shall have been collected, reimbursement shall be
made to said funds in the amount so advanced.
Section 14. Filing with County Clerk. After this Ordinance becomes effective, a copy
hereof, certified by the City Clerk, shall be filed with the County Clerk. The County Clerk shall
in and for each of the years required ascertain the rate percent required to produce the aggregate
Pledged Taxes hereinbefore levied in each of said years; and the County Clerk shall extend the
same for collection on the tax books in connection with other taxes levied in said years in and by
the City for general corporate purposes of the City; and in said years the Pledged Taxes shall be
levied and collected by and for and on behalf of the City in like manner as taxes for general
corporate purposes of the City for said years are levied and collected, and in addition to and in
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excess of all other taxes. The Pledged Taxes are hereby irrevocably pledged to and shall be used
only for the purpose of paying principal of and interest on the Bonds.
Section 15. Abatement of Pledged Taxes. As provided in the Applicable Law and upon
the terms and conditions set forth herein, whenever the Pledged Revenues shall have been
determined by the Treasurer to provide in any calendar year an amount not less than 1.00 times
debt service of all outstanding Bonds in the next succeeding Bond Year (June 15 and December
15) and whenever the Pledged Revenues have been deposited in the Pledged Revenues Account
of the Bond Fund in an amount sufficient to pay debt service on all Outstanding Bonds in the
next succeeding Bond Year, the Treasurer shall, prior to the time the Pledged Taxes levied in
such calendar year are extended, direct the abatement of the Pledged Taxes, and proper
notification of such abatement shall be filed with the County Clerk in a timely manner to effect
such abatement.
Section 16. General Covenants. The City covenants and agrees with the registered
owners of the Bonds, so long as any Bonds remain Outstanding, as follows:
A. The City pledges the Pledged Revenues to the payment of the Bonds, and
the Corporate Authorities covenant and agree to provide for, collect and apply Pledged
Revenues, or any combination thereof, to the payment of the Bonds payable from such
Pledged Revenues as hereinabove provided and the provision of not less than an
additional .25 times debt service; provided, however, that such pledge of Pledged
Revenue shall be subordinate to any prior pledge of such Pledged Revenues by the City
in accordance with the TIF Act. The determination of the sufficiency of the Pledged
Revenues pursuant to this subsection (A) shall be supported by reference to the most
recent audit of the City, and the reference to and acceptance of such audit by the
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Corporate Authorities shall be conclusive evidence that the conditions of Section 15 of
the Reform Act have been met.
B. The City will punctually pay or cause to be paid from the Bond Fund the
principal of and interest on the Bonds in strict conformity with the terms of the Bonds
and this Ordinance, and it will faithfully observe and perform all of the conditions,
covenants and requirements thereof and hereof.
C. The City will pay and discharge, or cause to be paid and discharged, from
the Bond Fund any and all lawful claims which, if unpaid, might become a lien or charge
upon the Pledged Moneys, or any part thereof, or upon any funds in the hands of the
Paying Agent, or which might impair the security of the Bonds. Nothing herein
contained shall require the City to make any such payment so long as the City in good
faith shall contest the validity of said claims.
D. The City will keep, or cause to be kept, proper books of record and
accounts, separate from all other records and accounts of the City, in which complete and
correct entries shall be made of all transactions relating to the Pledged Moneys and the
Bond Fund.
E. The City will preserve and protect the security of the Bonds and the rights of
the registered owners of the Bonds, and will warrant and defend their rights against all
claims and demands of all persons. From and after the sale and delivery of any of the
Bonds by the City, the Bonds shall be incontestable by the City.
F. The City will adopt, make, execute and deliver any and all such further
ordinances, resolutions, instruments and assurances as may be reasonably necessary or
proper to carry out the intention of, or to facilitate the performance of, this Ordinance,
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and for the better assuring and confirming unto the registered owners of the Bonds of the
rights and benefits provided in this Ordinance.
G. As long as any Bonds are Outstanding, the City will continue to deposit and
apply the Pledged Revenues and, if applicable, the Pledged Taxes as provided herein.
The City covenants and agrees with the purchasers of the Bonds and with the registered
owners thereof that so long as any Bonds remain Outstanding, the City will take no action
or fail to take any action which in any way would adversely affect the ability of the City
to levy the Pledged Taxes and to collect and to segregate the Pledged Moneys. The City
and its officers will comply with all present and future applicable laws in order to assure
that the Pledged Taxes can be levied and extended and that the Pledged Revenues and the
Pledged Taxes may be collected and deposited into the Bond Fund, as provided herein.
H. The Outstanding Bonds shall be and forever remain until paid or defeased
the general obligation of the City, for the payment of which its full faith and credit are
pledged, and shall be payable, in addition to from the Pledged Revenues, as herein
provided, from the levy of the Pledged Taxes as provided in the Reform Act.
I. The City hereby pledges the Incremental Property Taxes to the payment of
the Bonds, and the Corporate Authorities covenant and agree to comply with the
requirements and provisions of the TIF Act to assure the collection and allocation of the
Incremental Property Taxes as the TIF Act provides.
Section 17. Additional Bonds. The City reserves the right to issue Additional Bonds
from time to time payable from the Pledged Revenues, and any such Additional Bonds shall
share ratably and equally in the Pledged Revenues with the Bonds; provided, however, that no
Additional Bonds shall be issued except upon compliance with the provisions of the Reform Act
as the Reform Act is written at this time.
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Section 18. Defeasance. Bonds which are no longer Outstanding Bonds as defined in
this Ordinance shall cease to have any lien on or right to receive or be paid from Pledged
Moneys and shall no longer have the benefits of any covenant for the registered owners of
Outstanding Bonds as set forth herein as such relates to lien and security of the Bonds in the
Pledged Moneys.
Section 19. Sale of the Bonds. The Bonds hereby authorized shall be sold and executed
as in this Ordinance provided as soon after the passage hereof as may be, and thereupon be
deposited with the Treasurer, and be by said Treasurer delivered to the Purchaser, upon receipt of
the Purchase Price. The contract for the sale of the Bonds presented to the Corporate Authorities
at this time is hereby approved and confirmed, it being hereby found and determined that said
contract is in the best interests of the City and that no person holding an office of the City either
by election or appointment, is in any manner financially interested, either directly in his own
name or indirectly in the name of any other person, association, trust or corporation, in said
contract for the purchase of the Bonds. The Designated Officers are hereby authorized to
execute such additional certificates, agreements and contracts, including, specifically, a tax
exemption certificate and agreement, as shall be reasonably and customarily necessary to
effectuate the sale of the Bonds. The use by the Purchaser of that certain Preliminary Official
Statement, as revised to final form, and relating to the Bonds is hereby expressly ratified and
approved.
Section 20. Use of Proceeds. The proceeds derived from the sale of the Bonds shall be
used as follows:
A. Accrued interest and capitalized interest in the amount of $423,046.54 shall
be credited to the Pledged Revenues Account of the Bond Fund and applied to pay
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interest due on the Bonds for a period not to exceed three years from the Dated Date of
the Bonds.
B. The amount necessary of the proceeds of the Bonds shall be deposited into a
separate fund, hereby created, designated the "Expense Fund" to be used to pay expenses
of issuance of Bonds. Disbursements from such fund shall be made from time to time by
the Treasurer without further action of the Corporate Authorities. Any excess in said
fund shall be deposited into the Pledged Revenues Account of the Bond Fund after six
months from the date of issuance of the Bonds.
C. The balance of the proceeds derived from the sale of the Bonds shall be
deposited into a separate fund, hereby created and known as the "2006 Capital Project
Fund" (the "Project Fund"). Disbursements from the Project Fund shall be made by the
Treasurer only upon presentation by the engineer in responsible charge of the Project of
customary lien waivers and related documentation. Upon the completion of the Project
or the depletion of the Project Fund, whichever shall first occur, the engineer shall
provide and the Treasurer shall forthwith transmit to the Corporate Authorities a
certification evidencing the completion of the Project or the depletion of the Project
Fund, as appropriate, and the Project Fund shall be closed. In the event that funds shall
remain in the Project Fund upon the transmittal of such certification, all such funds shall
be transferred to the Pledged Revenues Account of the Bond Fund and shall be used to
pay principal of and interest on the Bonds. Moneys to the credit of and on deposit in the
Project Fund may be invested by the Treasurer with no further official action or direction
by the Corporate Authorities in lawful investments as at the time permitted under Illinois
law.
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Section 21. General Arbitrage Covenants. The City hereby covenants that it will not
take any action, omit to take any action or permit the taking or omission of any action within its
control (including, without limitation, making or permitting any use of the proceeds of the
Bonds) if taking, permitting or omitting to take such action would cause any of the Bonds to be
an arbitrage bond or a private activity bond within the meaning of the Code or would otherwise
cause the interest on the Bonds to be included in the gross income of the recipients thereof for
federal income tax purposes. The City acknowledges that, in the event of an examination by the
Internal Revenue Service of the exemption from Federal income taxation for interest paid on the
Bonds, under present rules, the City is treated as the "taxpayer" in such examination and agrees
that it will respond in a commercially reasonable manner to any inquiries from the Internal
Revenue Service in connection with such an examination.
The City also agrees and covenants with the purchasers and holders of the Bonds from
time to time outstanding that, to the extent possible under Illinois law, it will comply with
whatever federal tax law is adopted in the future which applies to the Bonds and affects the tax-
exempt status of the Bonds.
The Corporate Authorities hereby authorize the officials of the City responsible for
issuing the Bonds, the same being the Mayor, Clerk and Treasurer, to make such further
covenants and certifications as may be necessary to assure that the use thereof will not cause the
Bonds to be arbitrage bonds and to assure that the interest on the Bonds will be exempt from
federal income taxation. In connection therewith, the City and the Corporate Authorities further
agree: (a) through their officers, to make such further specific covenants, representations as shall
be truthful, and assurances as may be necessary or advisable; (b) to consult with counsel
approving the Bonds 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
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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 by their
officers, to employ and pay fiscal agents, financial advisors, attorneys, and other persons to assist
the City in such compliance.
Section 22. Qualified Tax-exempt Obligations. The City recognizes the provisions of
Section 265(b)(3) of the Code which provide that a "qualified tax-exempt obligation" as therein
defined may be treated by certain financial institutions as if it were acquired on August 7, 1986,
for certain purposes. The City hereby designates each of the Bonds as may be from time to time
outstanding for purposes of Section 265(b)(3) of the Code as a "qualified tax-exempt obligation"
as provided therein.
Section 23. Registered Form. The City recognizes that Section 149 of the Code
requires the Bonds to be issued and to remain in fully registered form in order to be and remain
Tax-exempt. In this connection, the City agrees that it will not take any action to permit the
Bonds to be issued in, or converted into, bearer or coupon form.
Section 24. This Ordinance a Contract. The provisions of this Ordinance shall
constitute a contract between the City and the registered owners of the Bonds, in accordance with
the terms hereof; and no changes, additions or alterations of any kind shall be made hereto.
Section 25. Continuing Disclosure Undertaking. The Mayor or Treasurer is hereby
authorized, empowered and directed to execute and deliver the Continuing Disclosure
Undertaking (the "Continuing Disclosure Undertaking") in substantially the same form as now
before the Corporate Authorities, or with such changes therein as the individual executing the
Continuing Disclosure Undertaking on behalf of the City shall approve, the official's execution
thereof to constitute conclusive evidence of the approval of such changes. When the Continuing
Disclosure Undertaking is executed and delivered on behalf of the City as herein provided, the
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Continuing Disclosure Undertaking will be binding on the City and the officers, employees and
agents of the City, and the officers, employees and agents of the City are hereby authorized,
empowered and directed to do all such acts and things and to execute all such documents as may
be necessary to carry out and comply with the provisions of the Continuing Disclosure
Undertaking as executed. Notwithstanding any other provision of this Ordinance, the sole
remedies for failure to comply with the Continuing Disclosure Undertaking shall be the ability of
the beneficial owner of any Bond to seek mandamus or specific performance by court order, to
cause the City to comply with its obligations under the Continuing Disclosure Undertaking.
Section 26. Duties of Bond Registrar. If requested by the Bond Registrar, the Mayor
and City Clerk are authorized to execute the Bond Registrar's standard form of agreement
between the City and the Bond Registrar with respect to the obligations and duties of the Bond
Registrar hereunder which may include the following:
(a) to act as bond registrar, authenticating agent, paying agent and transfer agent
as provided herein;
(b) to maintain a list of Bondholders as set forth herein and to furnish such list
to the City upon request, but otherwise to keep such list confidential;
(c) to give notice of redemption of Bonds as provided herein;
(d) to cancel and/or destroy Bonds which have been paid at maturity or upon
earlier redemption or submitted for exchange or transfer;
(e) to furnish the City at least annually a certificate with respect to Bonds
cancelled and/or destroyed; and
(f) to furnish the City at least annually an audit confirmation of Bonds paid,
Bonds outstanding and payments made with respect to interest on the Bonds.
Section 27. Municipal Bond Insurance. In the event the payment of principal and
interest on the Bonds is insured pursuant to a municipal bond insurance policy (the "Municipal
Bond Insurance Policy") issued by a bond insurer (the "Bond Insurer"), and as long as such
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Municipal Bond Insurance Policy shall be in full force and effect, the City and the Bond
Registrar agree to comply with such usual and reasonable provisions regarding presentment and
payment of the Bonds, subrogation of the rights of the Bondholders to the Bond Insurer when
holding Bonds, amendment hereof, or other terms, as approved by the Corporate Authorities on
advice of counsel, their approval to constitute full and complete acceptance by the City of such
terms and provisions under authority of this section.
Section 28. Severability. If any section, paragraph, clause or provision of this
Ordinance shall be held invalid, the invalidity of such section, paragraph, clause or provision
shall not affect any of the other provisions of this Ordinance.
Section 29. Repealer. All ordinances, resolutions or orders, or parts thereof, in conflict
with the provisions of this Ordinance are to the extent of such conflict hereby repealed.
C'.1 el
Section 30. Effective Date. This Ordinance shall be effective immediately upon its
passage and approval.
ADOPTED by the City Council on August 14, 2006.
AYES: SANTI, SCHAEFER, MURGATROYD, WIMMER,CONDON
NAYS:
ABSENT: p r-T F' R S n ni
APPRovED on August 14, 2006.
RECORDED in the City Records on August 14, 2006.
Attest:
• C.
City lerk, City of rnno
Mc eery C unty, Ilis
[ SEAL]
'4' z - /"-
`Mayor, City of McHenry,
McHenry County, Illinois
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Alderman Ti 1R(ZATRR4X9 moved and Alderman GONDON seconded the
motion that said ordinance as presented by the Mayor be adopted.
The Mayor then gave a public recital of the nature and purpose of the ordinance, which
included a reading of the title of the ordinance and statements (1) that the ordinance provided for
the issuance of general obligation alternate bonds for the purpose of financing certain
redevelopment costs to be incurred in connection with the redevelopment of the Area as
specified in the Plan, (2) that the bonds are issuable pursuant to authority of the Illinois
Municipal Code and the Local Government Debt Reform Act, (3) that the ordinance provides for
the bonds to be paid by certain Incremental Property Taxes, to be derived from the Area and to
be received by the City, but there is also a backup levy of taxes to pay the bonds, and (4) that the
ordinance provides many details for the bonds, including tax-exempt status covenants, provision
for terms and form of the bonds, and appropriations.
Thereupon the Mayor directed that the roll be called for a vote upon the motion to adopt
such ordinance.
Upon the roll being called, the following Aldermen voted:
NAY: G LAB
A$sENr:
PETERSON
Whereupon the Mayor declared the motion carried and the ordinance adopted, and did
direct the City Clerk to record the same in full in the records of the Corporate Authorities, which
was thereupon done.
Other business not pertinent to the adoption of said ordinance was duly transacted at said
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meeting. - - - --
Upon motion duly made and seconded, the meeting was adjourned.
City C c
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STATE OF ILLINOIS )
) SS
COUNTY OF MCHENRY )
CERTIFICATION OF ORDINANCES AND M WMS
I, the undersigned, do hereby certify that I am the duly qualified and acting City Clerk of
the City of McHenry, McHenry County, Illinois (the "City"), and as such officer I am the keeper
of the books, records, files, and journal of proceedings of the City and of the City Council (the
"Corporate Authorities") thereof
I do further certify that the foregoing constitutes a full, true and complete transcript of the
minutes of the legally convened meeting of the Corporate Authorities held on the 14th day of
August, 2006, insofar as same relates to the adoption of an ordinance numbered ORD-06-13ar�d
entitled:
AN ORDINANCE authorizing and providing for the issuance of
$2,995,000 General Obligation Bonds (Alternate Revenue Source),
Series 2006, of the City of McHenry, McHenry County, Illinois,
and providing for the imposition of taxes to pay the same.
true, correct and complete copies of which said ordinance as adopted at said meeting appear in
the foregoing transcript of the minutes of said meeting.
I do further certify that the deliberations of the Corporate Authorities on the adoption of
said ordinance were taken openly; that the votes on the adoption of said ordinance were taken
openly; that said meeting was held at a specified time and place convenient to the public; that
notice of said meeting was duly given to all of the news media requesting such notice; that an
agenda for the meeting was posted at least 72 hours before the meeting at the location where said
meeting was held and at the principal office of the Corporate Authorities; that said agenda
contained a separate specific item concerning the proposed adoption of said ordinance, a true,
correct and complete copy of said -agenda as so -posted being -attached tothiscertificate; that said
meeting was called and held in strict accordance with the provisions of the Illinois Municipal
Code and the Open Meetings Act of the State of Illinois, as amended; and that the Corporate
Authorities have complied with all of the applicable provisions of said laws and its own
procedural rules in the adoption of said ordinances.
IN WITNESS WHEREOF I have hereunto affixed my official signature and the seal of the
City, this 14th day of August, 2006.
[SEAL]
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Cite+ lerl
STATE OF ILLINOIS )
) SS F IL
COUNTY of McHENRY )
FILING CERTIFICATE
I, the undersigned, do hereby certify that I am the duly qualified and acting County Clerk
of The County of McHenry, Illinois (the "County"), and as such officer I do hereby certify that
on the A day of August, 2006, there was filed in my office a duly certified copy of an
ordinance numbered ORD-06 and entitled:
AN ORDINANCE authorizing and providing for the issuance of
$2,995,000 General Obligation Bonds (Alternate Revenue Source),
Series 2006, of the City of McHenry, McHenry County, Illinois,
and providing for the imposition of taxes to pay the same.
passed by the City Council of the City of McHenry, McHenry County, Illinois, on the 14th day
of August, 2006, and approved by the Mayor of said City; and that the same has been deposited
in the official files and records of my office.
IN WITNESS WHEREOF I have hereunto affixed my official signature and the seal of the
County this A day of August, 2006.
ounty Clerk of The County of
McHenry, Illinois
[SEAL]