17036•
ORDINANCE NO. 17,036
•
AN ORDINANCE AUTHORIZING THE CONSTRUCTION OF
BETTERMENTS AND IMPROVEMENTS TO THE WASTE DISPOSAL
SYSTEM OF THE CITY; AUTHORIZING THE ISSUANCE AND SALE OF
WASTE DISPOSAL REVENUE BONDS; PROVIDING FOR THE
PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE BONDS;
PRESCRIBING OTHER MATTERS RELATING THERETO; AND
DECLARING AN EMERGENCY.
52'7
WHEREAS, the City of Little Rock, Arkansas (the "City "), a city of the first class, owns
and operates a waste collection and disposal system which includes the City's landfill (the
"System "); and
WHEREAS, the Board of Directors of the City (the 'Board ") has determined that
betterments and improvements to the System consisting of the construction of Phase II of the
landfill, are necessary in order to comply with federal and State mandates and to make the
services thereof adequate for the needs of the City and has caused to be prepared by The
Mehlburger Firm, Inc., qualified consulting engineers, a report, plans and specifications and
estimates of cost for the proposed extensions, betterments and improvements to the System, all
as described in detail in the plans and specifications (the "Improvements "), which plans and
specifications have been examined and approved by the Board and a copy of which plans and
specifications are on file in the office of the Director of Public Works where they may be
inspected by any interested persons; and
WHEREAS, the System's outstanding indebtedness consists of $16,870,000 principal
amount of the City's Waste Disposal Revenue Bonds, Series 1993 (the "Series 1993 Bonds ");
and
WHEREAS, the total estimated cost of the proposed improvements is approximately
$13,122,000; and
WHEREAS, the estimated cost of the improvements to be financed with bonds and of
authorizing and issuing bonds to be financed by the City at this time is $11,900,000; and
WHEREAS, the most feasible approach for the City to accomplish the improvements
together with other attendant costs is by the issuance of Waste Disposal Revenue Bonds, Series
1995, in the principal amount of $11,900,000 (the "Series 1995 Bonds "); and
NOW THEREFORE, BE IT ORDAINED BY THE BOARD OF DIRECTORS OF THE
CITY OF LITTLE ROCK, ARKANSAS:
Section 1. Accomplishment of Improvements. The improvements shall be
accomplished. The Mayor and City Clerk are hereby authorized to take or cause to be taken
all action necessary to accomplish the improvements and to execute all required contracts and
documents.
0 0
528
Section 2. Statutory Authority. Under the authority of the Constitution and laws of
the State of Arkansas, including particularly Amendment 65 of the Constitution and Arkansas
Code Annotated §§ 14- 232 -101 to 116 (the "Act ") and applicable decisions of the Supreme Court
of the State of Arkansas, the City of Little Rock, Arkansas Waste Disposal Revenue Bonds,
Series 1995, are hereby authorized and ordered issued in the principal amount of $11,900,000
for the purpose of accomplishing the improvements, paying necessary expenses incidental thereto
and to the authorization and issuance of the Series 1995 Bonds. The Series 1993 Bonds and the
Series 1995 Bonds are referred to herein as "the Bonds." The Series 1995 Bonds shall be sold
to T. J. Raney /Morgan Keegan, a division of Morgan Keegan & Company, Inc. (the
"Purchaser ") pursuant to the terms and conditions of a Bond Purchase Agreement in substantially
the form exhibited at this meeting, upon the terms and conditions set forth therein. The Mayor
is hereby authorized to execute the Bond Purchase Agreement on behalf of the City, an executed
copy of which shall be filed with the permanent records of the City.
Section 3. The Series 1995 Bonds. The Series 1995 Bonds shall mature on May 1 in
the years 1997 to 2006, inclusive, and in the years 2011 and 2016 in the amounts, shall bear
interest payable semiannually on November 1 and May 1 of each year, commencing May 1,
1996, at the rates, and shall be sold at the prices all as set forth below:
Date
Principal
(May 11
Amount
Coupon
Price
1997
$360,000
4.2000
100.0000
1998
375,000
4.4000
100.000
1999
395,000
4.5500
100.000
2000
410,000
4.6500
100.000
2001
430,000
4.7500
100.000
2002
450,000
4.7500
99.454
2003
470,000
4.9000
99.386
2004
495,000
5.0000
99.321
2005
520,000
5.1000
99.261
2006
545,000
5.2000
99.205
2007•
575,000
5.6500
98.980
2008*
605,000
5.6500
98.980
2009*
640,000
5.6500
98.980
2010*
675,000
5.6500
98.980
2011
715,000
5.6500
98.980
2012*
755,000
5.8000
98.810 4
2013■
800,000
5.8000
98.810
2014*
845,000
5.8000
98.810
2
P"
523
2015* 895,000 5.8000 98.810
2016 945,000 5.8000 98.810
* Sinking Fund redemption.
The Bonds shall be issuable only as fully registered Bonds without coupons in the
denomination of $5,000 or any integral multiple thereof. Unless the City shall otherwise direct,
the Series 1995 Bonds shall be numbered from 1 upward in order of issuance. Each bond shall
have a CUSIP number.
Payment of each installment of interest shall be made to the person in whose name the
Series 1995 Bonds is registered on the registration books of the City maintained by the Trustee
and Paying Agent (the "Trustee "), at the close of business on the fifteenth day of the month
(whether or not a business day) next preceding each interest payment date (the "Record Date "),
irrespective of any transfer or exchange of any such Series 1995 Bond subsequent to such
Record Date and prior to such interest payment date.
Only such Series 1995 Bonds as shall have endorsed thereon a Certificate of
Authentication substantially in the form set forth in Section 3 hereof duly executed by the
Trustee shall be entitled to any right or benefit under this Ordinance. No Series 1995 Bonds
shall be valid and obligatory for any purpose unless and until such Certificate of Authentication
shall have been duly executed by the Trustee, and such certificate of the Trustee upon any such
Series 1995 Bond has been authenticated and delivered under this Ordinance. The Trustee's
Certificate of Authentication on any Series 1995 Bond shall be deemed to have been executed
if signed by an authorized officer of the Trustee, but it shall not be necessary that the same
officer sign the Certificate of Authentication on all of the Series 1995 Bonds issued hereunder.
In case any Series 1995 Bond issued hereunder shall become mutilated or be destroyed
or lost, the City shall, if not then prohibited by law, cause to be executed and the Trustee may
authenticate and deliver a new Bond of like date, number, maturity and tenor in exchange and
substitution for and upon cancellation of such mutilated Series 1995 Bond, or in lieu of and in
substitution of for such Series 1995 Bond destroyed or lost, upon the holder'3 paying the
reasonable expenses and charges of the City and Trustee in connection therewith, and, in the
case of a Series 1995 Bond destroyed or lost, his filing with the Trustee evidence satisfactory
to it that such Series 1995 Bonds were destroyed or lost, and of his ownership thereof, and
furnishing the City and Trustee with indemnity satisfactory to them. The Trustee is hereby
authorized to authenticate any such new Series 1995 Bond. In the event any such Series 1995
Bond shall have matured, instead of issuing a new Series 1995 Bond, the City may pay the same
without the surrender thereof. Upon the issuance of a new Series 1995 Bond under this
Section 3, the City may require the payment of a sum sufficient to cover any tax or other
governmental charge that may be imposed in relation thereto and any other expenses (including
the fees and expenses of the Trustee) connected therewith.
3
530
0 0
The City shall cause books to be kept for the registration and for the transfer of the
Series 1995 Bonds as provided herein and in the Series 1995 Bonds. The Trustee shall act as
the Bond registrar. Each Series 1995 Bond is transferable by the registered owner thereof or
by his attorney duly authorized in writing at the principal office of the Trustee. Upon such
transfer a new fully registered Bond or Bonds of the same maturity, of authorized denomination
or denominations, for the same aggregate principal amount will be issued to the transferee in
exchange therefor.
No charge shall be made to any owner of any Series 1995 Bond for the privilege of
transfer or exchange, but any owner of any Series 1995 Bond requesting any such transfer or
exchange shall pay any tax or other governmental charge required to be paid with respect
thereto. Except as otherwise provided in the immediately preceding sentence, the cost of
preparing each new Series 1995 Bond upon exchange or transfer and any other expenses of the
City or the Trustee incurred in connection therewith shall be paid by the City. The City shall
not be required (i) to issue, transfer or exchange any Series 1995 Bond during a period
beginning at the opening of business 15 days before any selection of Series 1995 Bonds of that
maturity for redemption and ending at the close of business on the day of the first mailing of the
relevant notice of redemption, or (ii) to transfer or exchange any Series 1995 Bonds selected for
redemption in whole or in part.
The person in whose name any Series 1995 Bond shall be registered shall be deemed and
regarded as the absolute owner thereof for all purposes, and payment of or on account of the
principal or premium, if any, or interest of any Series 1995 Bond shall be made only to or upon
the order of the registered owner thereof or his legal representative, but such registration may
be changed as hereinabove provided. All such payments shall be valid and effectual to satisfy
and discharge the liability upon such Series 1995 Bond to the extent of the sum or sums so paid.
Neither the City no the Trustee shall be affected by any notice to the contrary.
In any case where the date of maturity of interest on or principal of the Series 1995
Bonds or the date fixed for redemption of any Series 1995 Bonds shall be Saturday or Sunday
or shall be in the State of Arkansas a legal holiday or a day on which banking institutions are
authorized by law to close, then payment of interest or principal (and premium, if any) need not
be made on such date but may be made on the next succeeding business day not a Saturday or
Sunday or a legal holiday or a day upon which banking institutions are authorized by law to
close with the same force and effect as if made on the date of maturity or the dated fixed for
redemption, and no interest shall accrue for the period after the date of maturity or date fixed
for redemption.
Section 4. Security for Series 1995 Bonds. The Series 1995 Bonds shall be executed
on behalf of the City by the manual or facsimile signatures of the Mayor and City Clerk and
shall have impressed, imprinted, engraved or lithographed thereon the seal of the City. The
Series 1995 Bonds, together with interest thereon, are secured by and are payable solely from
revenues derived from operation of the System. System revenues are pledged for the equal and
ratable payment of the Series 1995 Bonds and the Series 1993 Bonds. The Series 1995 Bonds
and interest thereon shall not constitute an indebtedness of the City within any constitutional or
statutory limitation.
n
i• i• i• i• � 1• 1• 1• � i• 1• 1• � se i•
0 531
Section 5. Form of Series 1995 Bonds. The Series 1995 Bonds and the Trustee's
Certificate of Authentication shall be in substantially the following form and the Mayor and City
Clerk are hereby expressly authorized and directed to make all recitals contained therein:
5
'7![C ti 1VR1 -CTF.
NO.
(Form of Bond)
UNTIED STATES OF AMERICA
STATE OF ARKANSAS
COUNTY OF PULASKI
CITY OF LITTLE ROCK
WASTE DISPOSAL REVENUE BOND,
SERIES 1995
532
REGISTERED
Interest Rate: % Maturity Date: May 1, Dated Date:
Registered Owner:
Principal Amount: Dollars ($ )
CUSIP No.:
KNOW ALL PERSONS BY THESE PRESENTS:
That the City of Little Rock, Arkansas, County of Pulaski, State of Arkansas (the
"City "), for value received, hereby promises to pay, but solely from the source as hereinafter
provided and not otherwise, to the Registered Owner shown above, or registered assigns, upon
the presentation and surrender hereof at the principal corporate office of Boatmen's Trust
Company of Arkansas, Little Rock, Arkansas, or its successor or successors, as Trustee and
Paying Agent (herein referred to as the "Trustee "), on the Maturity Date shown above, the
principal amount shown above, in such coin or currency of the United States of America as at
the time of payment shall be legal tender for the payment of public and private debts and to pay
by check or draft to the registered owner hereof interest thereon, but solely from the source as
hereinafter provided and not otherwise, in like coin or currency from the date hereof at the
Interest Rate per annum shown above, payable May 1, 1996 and semiannually thereafter on the
1st day of May and November of each year, until payment of such principal sum or, if this bond
or a portion thereof shall be duly called for redemption, until the date fixed for redemption, and
to pay interest on overdue principal and interest (to the extent legally enforceable) at the rate
borne by this Bond. Payment of each installment of interest shall be made to the person in
whose name this Bond is registered on the registration books of the City maintained by the
Trustee at the close of business on the fifteenth day of the month (whether or not a business day)
next preceding each interest payment date (the "Record Date "), irrespective of any transfer or
exchange of this Bond subsequent to such Record Date and prior to such interest payment date.
This Bond is one of an issue of City of Little Rock, Arkansas Waste Disposal Revenue
Bonds, Series 1995, aggregating Eleven Million Nine Hundred Thousand Dollars ($11,900,000)
in principal amount (the "Bonds "), and issued for the purpose of financing a part of the costs
of the construction and equipment by the City of betterments and improvements to the City's
waste disposal system (the "System "), paying necessary expenses incidental thereto and to the
authorization and issuance of the Bonds.
T
533
The Bonds are issued pursuant to and in full compliance with the Constitution and laws
of the State of Arkansas, including particularly Arkansas Code Annotated §§ 14- 232 -101 to 115
(the "Act ") and applicable decisions of the Supreme Court of Arkansas, and pursuant to an
Ordinance of the Board of Directors of the City duly adopted and approved,, and do not
constitute an indebtedness of the City within any constitutional or statutory limitation. The
Bonds are not general obligations of the City but are payable solely from the revenues derived
from the operation of the System. An amount of System revenues sufficient to pay the principal
of and interest on the Bonds of this issue has been duly pledged and set aside into the Waste
Disposal Revenue Fund created by Ordinance No. 16,409, adopted and approved on April 20,
1993, as amended pursuant to Ordinance No. , adopted and approved
, 1995 (the "Authorizing Ordinance "), under which the Bonds are authorized
to be issued. The Bonds are issued on a parity with the City's Waste Disposal Revenue Bonds,
Series 1993 (the "Series 1993 Bonds ") and are equally and ratably secured by the City's pledge
of system revenues for the payment of the Bonds and the 1993 Bonds. Reference is hereby
made to the Authorizing Ordinance for a detailed statement of the terms and conditions upon
which the Bonds are issued, of the nature and extent of the security for the Bonds, and the rights
and obligations of the City, the Trustee and the Bondholders. The City has fixed and has
covenanted and agreed to maintain rates for the services of the System which shall be sufficient
at all times to provide for the proper and reasonable expenses of operation and maintenance of
the System and for the payment of the Bonds of this issue and the Series 1993 Bonds, including
Trustee's and Paying Agent's fees, if any, as the same become due and payable, to establish and
maintain a debt service reserve, to make the required deposit for the depreciation of the System,
and to meet certain covenants if it issues bonds on a parity with the Bonds of this issue.
(REFERENCE IS HEREBY MADE TO FURTHER PROVISIONS OF THIS BOND ON
THE REVERSE SIDE HEREOF WHICH HAVE THE SAME EFFECT AS IF SET FORTH
IN THIS PLACE.)
IN WITNESS WHEREOF, the City of Little Rock, Arkansas, has caused this Bond to
be executed by its Mayor and City Clerk, the facsimile signatures thereunto duly authorized and
its corporate seal to be impressed, lithographed or imprinted on this Bond, all as of the Dated
Date shown above.
CITY OF LITTLE ROCK, ARKANSAS
By: (facsimile signature)
ATTEST: Mayor
(facsimile signature)
City Clerk
(SEAL)
(Reverse Side of Bond)
•
534
Optional Redemption. The Bonds maturing on May 1, 2006, and thereafter, may be
called for redemption and payment prior to maturity at the option of the City from any moneys
available therefor, as a whole or in part on May 1, 2005, and at any time thereafter at a
redemption price equal to the principal amount being redeemed, with accrued interest to the date
of redemption and payment.
Sinking Fund Redemption. The Term Bonds due May 1, 2011, are subject to mandatory
redemption in part by lot on any May 1 on and after May 1, 2007, at the principal amount
thereof plus accrued interest to the date of redemption, from Sinking Fund Installments which
are required to be made in amounts sufficient to redeem on May 1 of each year the principal
amount of such Bonds specified for each of the years shown below:
Year Amount
2007
$575,000.00
2008
605,000.00
2009
640,000.00
2010
675,000.00
2011
715,000.00 *Final Maturity
The Term Bonds due May 1, 2016, are subject to mandatory redemption in part by lot
on any May 1 on and after May 1, 2012, at the principal amount thereof plus accrued interest
to the date of redemption, from Sinking Fund Installments which are required to be made in
amounts sufficient to redeem on May 1 of each year the principal amount of such Bonds
specified for each of the years shown below:
Year Amount
2012
$755,000.00
2013
800,000.00
2014
845,000.00
2015
895,000.00
2016
945,000.00 *Final Maturity
Notice of redemption identifying the Bonds or portions thereof (which shall be $5,000
or a multiple thereof) to be redeemed shall be given by the Trustee, not less than thirty (30) days
prior to the date fixed for redemption, by mailing a copy of the redemption notice by first class
3
0 0
M M
535
mail, postage prepaid, to all registered owners of Bonds to be redeemed. Failure to mail an
appropriate notice or any such notice to one or more registered owners of Bonds to be redeemed
shall not affect the validity of the proceedings for redemption of other Bonds as to which notice
of redemption is duly given in proper and timely fashion. All such Bonds or portions thereof
thus called for redemption and for the retirement of which funds are duly provided in accordance
with the Authorizing Ordinance prior to the date fixed for redemption will cease to bear interest
on such redemption date.
This Bond is transferable by the registered owner hereof in person or by his attorney -in-
fact duly authorized in writing at the principal corporate trust office of the Trustee, but only in
the manner, subject to the limitation and upon payment of the charges provided in the
Authorizing Ordinance, and upon surrender and cancellation of this Bond. Upon such transfer
of a new fully registered Bond or Bonds of the same maturity, of authorized denomination or
denominations, for the same aggregate principal amount, will be issued to the transferee in
exchange therefor. This Bond is issued with the intent that the laws of the State of Arkansas
shall govern its construction.
The City and the Trustee 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
premium, if any, hereon and interest due hereon and for all other purposes, and neither the City
nor the Trustee nor any paying agent shall be affected by any notice to the contrary.
The Bonds are issuable only as fully registered Bonds in the denomination of $5,000 and
any integral multiple thereof. Subject to the limitations and upon payment of the charges
provided in the Authorizing Ordinance, fully registered Bonds may be exchanged for a like
aggregate principal amount of fully registered Bonds of the same maturity of other authorized
denominations.
It is HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and
things required to exist, happen and be performed precedent to and in the issuance of the Bonds
do exist, have happened and have been performed in due time, form and manner as required by
law; that the indebtedness represented by the Bonds, together with all obligations of the City,
does not exceed any constitutional or statutory limitation; and that the above - referred to revenues
pledged to the payment of the principal of and premium, if any, and interest on the Bonds as the
same become due and payable will be sufficient in amount for that purpose.
This Bond shall be valid or become obligatory for any purposes or be entitled to any
security or benefit under the Authorizing Ordinance until the Certificate of Authentication hereon
shall be been signed by the Trustee.
C
536
(Form of Trustee's Ceiti sate)
TRUSTEE'S CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds designated Series 1995 in and issued under the provisions
of the within mentioned Authorizing Ordinance.
BOATMEN'S TRUST COMPANY OF
ARKANSAS, TRUSTEE
M
Authorized Signature
(Form of Assignment)
ASSIGNMENT
FOR VALUE RECEIVED, ( "Transferor "), hereby
sells, assigns and transfers unto the within Bond and all
rights thereunder, and hereby irrevocably constitutes and appoints
( "Transferee ") as attorney to transfer the within Bond on the books kept for registration thereof
with full power of substitution in the premises.
DATE:
Transferor
GUARANTEED BY: NOTICE: The signature to this assignment must
correspond with the name as it appears upon the face
of the within Bond in every particular, without
alteration or enlargement or any change whatsoever.
NOTICE: Signature(s) must be guaranteed by a
financial institution that is a member of the
Securities Transfer Agents Medallion Program
( "STAMP "), the Stock Exchange Medallion
Program ( "SEMP "), or the New York Stock
Exchange, Inc. Medallion Signature Program
( "MSP ").
GUARANTEED BY:
10
537
Section 6. Waste Disposal Rates. The rates charged for services of the System
heretofore fixed by Ordinance No. 16,522, adopted and approved April 20, 1993 and Ordinance
No. 16,900 adopted and approved June 6, 1995, and the conditions, rights and obligations
pertaining thereto, as set out in this ordinance, are hereby ratified, confirmed and continued.
The City covenants and agrees that while any of the Bonds are outstanding it will fix,
charge and collect user fees and tipping fees, and maintain all available reserves including any
balance carried forward in the Rate Stabilization Account sufficient to produce gross revenues
in any fiscal year sufficient to pay (i) operation and maintenance expenses of the System, (ii)
each year's required payments of principal, premium, if any, and interest on the Bonds, (iii) to
restore the Debt Service Fund to the Required Level, if necessary, and (iv) to make the required
deposits into the Closure and Post - Closure Accounts. If necessary, the rates will be increased
to produce net revenues (net revenues being defined as gross revenues less the expenses of
operation and maintenance of the System, including all expense items, except depreciation and
amortization expenses, properly attributable to the operation and maintenance of the System,
under generally accepted accounting principles applicable to municipal utility systems), which
are at least equal to 110% of debt service on the System.
Section 7. Custodian of Revenues. The Treasurer of the City shall be custodian of the
gross revenues derived from the operation of the System and that officer shall give bond for the
faithful discharge of his duties as such custodian. From and after the delivery of the Bonds, the
System shall be continuously operated as a revenue - producing undertaking. All moneys received
by the Treasurer shall be deposited by him in such depository or depositories for the City as may
be lawfully designated from time to time by the City; subject, however, to the giving of security
as now or hereafter may be required by law, and provided that such depositories shall hold
membership in the Federal Deposit Insurance Corporation. All deposits shall be in the name
of the City and shall be so designated as to indicate the particular fund or account to which
revenues belong. Any deposit in excess of the amount insured by the Federal Deposit Insurance
Corporation shall be secured by Bonds or other direct fully guaranteed obligations of the United
States of America unless invested as herein authorized.
Section 8. Operation of System The City covenants that it will continuously operate
the System as a revenue - producing undertaking; provided, however, that nothing herein shall be
construed to prohibit the City from making such dispositions of properties to the System and
such replacements and substitutions for properties of the System as shall be necessary or
incidental to the efficient operation of the System as a revenue - producing undertaking.
Section 9. Establishment of Funds. The City hereby establishes the following funds,
in addition to the Waste Disposal Revenue Fund established in Section 3 of the 1993 Ordinance:
(a) 1995 Debt Service Reserve Fund;
(b) 1995 Construction Fund; and
(c) 1995 Rebate Fund.
11
i
533
Section 10. Accounts in Waste Disposal Revenue Fund. The City has established in
the 1993 Ordinance within the Waste Disposal Revenue Fund the following accounts:
(a) Operation and Maintenance Account;
(b) Interest Account;
(c) Principal Account;
(d) Closure Account;
(e) Post - Closure Account;
(f) Capital Reserve Account;
(g) Rate Stabilization Account; and
(h) Surplus Account.
Section 11. Operations and Maintenance Account, Interest Account and Principal
Account. Revenues from the System in the Waste Disposal Revenue Fund shall be applied at
the times, in the amounts, and in the priority, as follows:
FIRST, the City shall deposit monthly into the Operation and Maintenance Account
revenues from the System in an amount needed for the payment of the reasonable and
necessary expenses of operation and maintenance of the System, including Trustee's fees
and expenses.
SECOND, the City shall deposit monthly into the Interest Account revenues from the
System in an amount equal to 1/6 of the interest payable on the Bonds on the
immediately following Payment Date.
THIRD, the City shall deposit monthly into the Principal Account revenues from the
System in an amount equal to 1/12 of the principal of the Bonds payable on the
immediately following Payment Date on which principal of the Bonds is due.
FOURTH, if at any time the amounts on deposit in the Debt Service Reserve Fund or
the Series 1995 Debt Service Reserve Fund are reduced to an amount less that the
Required Level (as defined in Section 15 hereof and in the 1993 Ordinance), the City
shall, from System revenues, immediately deposit into the Debt Service Reserve Fund
or the Series 1995 Debt Service Reserve Fund any amounts required to replenish the
respective Debt Service Reserve Fund to the Debt Service Requirement for the
appropriate series of bonds.
FIFTH, after payment of items FIRST through FOURTH above, all remaining System
revenues shall be used as set forth in Sections 13 to 17 hereto.
When the moneys held in the Operation and Maintenance Account, Interest Account,
Principal Account and Debt Service Reserve Fund, shall be and remain sufficient to pay the
principal of, premium, if any, and interest on all of the Bonds then outstanding plus Trustee's
12
0 0
539
and Paying Agent's fees, the City shall not be obligated to make any further payments into the
Interest Account and Principal Account.
It shall be the duty of the City to cause to be withdrawn from the Interest Account and
Principal Account no later than the due date of any principal and /or interest on the Bond, at
maturity or redemption prior to maturity, and deposited with the Trustee an amount equal to the
amount of such Bond and interest due thereon for the sole purpose of paying the same, together
with the Trustee and Paying Agent's fee. No withdrawal of funds from the Interest Account and
Principal Account shall be made for any other purpose except as otherwise authorized in this
Ordinance.
The Series 1995 Bonds shall be specifically secured by a pledge of the net revenues of
the System on a parity of security with the Series 1993 Bonds. Net revenues does not include
monies held in the Rebate Fund or in the Closure and Post - Closure Accounts. This pledge in
favor of the Series 1995 Bonds is hereby irrevocable made according to the terms of this
Ordinance, and the City and its officers and employees shall execute, perform and carry out the
terms thereof in strict conformity with the provisions of this Ordinance.
Section 12. Debt Service Reserve Fund. (a) The 1995 Debt Service keserve Fund
is for the purpose of providing a reserve for payment of principal of and interest on the Bonds.
The 1995 Debt Service Reserve Fund shall be held by the Trustee and maintained in the amount
of the maximum annual debt service on the then outstanding Series 1995 Bonds (the "Required
Level ").
(b) Upon the issuance of the Series 1995 Bonds, there shall be deposited the maximum
annual debt service on the then outstanding Series 1995 Bonds, in the 1995 Debt Service Reserve
Fund. So long as the 1995 Debt Service Reserve Fund is maintained at the Required Level, all
excess monies in the Debt Service Reserve Fund shall be transferred as set forth in paragraph
(d) below.
(c) Moneys held for the credit of the 1995 Debt Service Reserve Fund shall be used for
payment of principal of and interest on Bonds for which Waste Disposal Revenue Fund moneys
are not available and for no other purpose except as specifically permitted herein. If the amount
held for the credit of the 1995 Debt Service Reserve Fund shall ever be less than the Required
Level, the fund shall be restored to the Required Level in twelve (12) equal monthly payments.
Monthly payments shall be made from the Waste Disposal Revenue Fund on the first business
day of each month after the required deposits into the Operation and Maintenance Account, and
the Interest Account and the Principal Account.
(d) Moneys held for the credit of the 1995 Debt Service Reserve Fund which exceed the
Required Level shall be withdrawn from the 1995 Debt Service Reserve Fund and deposited into
the Waste Disposal Revenue Fund.
13
M
540
(e) In lieu of depositing moneys into the 1995 Debt Service Reserve Fund, the
requirements of this section may be satisfied by depositing with the Trustee a surety bond in the
principal amount equal to the requirement, or portion, being satisfied. TWsurety bond must
be issued by an insurance company rated AA or better by A. M. Best and Moody's Investors
Services and must provide for payment to the Trustee, upon demand, of all or any part of the
principal amount which may be needed for use for any purpose for which the 1995 Debt Service
Reserve Fund moneys may be used under this Ordinance.
Section 13. Closure Account. After making the required payments into the Operation
and Maintenance Account, Interest Account, Principal Account and Debt Service Reserve Funds,
there shall be paid from the Waste Disposal Revenue Fund into the Closure Account of the
Waste Disposal Revenue Fund annually on the last business day of each year while any of the
Series 1995 Bonds are outstanding the amount required by the Solid Waste Disposal Facility
Criteria of the United States Environmental Protection Agency, 40 C.F.R. Part 258, and any
regulations amendatory thereto. The moneys in the Closure Account shall be used solely for the
purpose of paying the cost of closing the System landfill or federal or state mandated cleanup.
The Trustee shall have no lien on or security interest in the Closure Account with respect to the
payment of any fees, charges or expenses due to the Trustee under this Ordinance.
In lieu of depositing moneys into the Closure Account, the requirements of this section
may be satisfied by depositing with the Trustee a surety bond, letter of credit or insurance in the
principal amount equal to the requirement, or portion, being satisfied, as set forth in 40 C.F.R.
Part 258, and any regulation amendatory thereto.
Section 14. Post - Closure Account. After making the required payments into the
Operation and Maintenance Account, Interest Account, Principal Account, Debt Service Reserve
Funds and Closure Account, there shall be paid from the Waste Disposal Revenue Fund to the
Post - Closure Account of the Waste Disposal Revenue Fund, annually on the last business day
of each year while any of the Series 1995 Bonds are outstanding the amounts required by the
Solid Waste Disposal Facility Criteria of the United States Environmental Protection Agency,
40 C.F.R. Part 258, and any regulations amendatory thereto. The moneys in the Post - Closure
Account shall be used solely for the purpose of paying the cost of post - closure care of the
System landfill or federal or state mandated cleanup. The Trustee shall have no lien on or
security interest in the Post - Closure Account with respect to the payment of any fees, charges
or expenses due to the Trustee under this Ordinance.
In lieu of depositing moneys into the Post - Closure Account, the requirements of this
section may be satisfied by depositing with the Trustee a surety bond, letter of credit or
insurance as set forth in 40 C.F.R. Part 258, and any regulations amendatory thereto.
Section 15. Capital Reserve Account. After making the required payments into the
Operation and Maintenance Account Interest Account, Principal Account, Debt Service Reserve
Funds, Closure Account and Post - Closure Account, the Treasurer may deposit moneys into the
Capital Reserve Account. The moneys in the Capital Reserve Account shall be used solely for
ICI
IM M M M M M M M M M M M M M M
•
•
541
the purposes of funding replacements of capital equipment for the System, except that moneys
in the Capital Reserve Account shall be used to the extent necessary at any time to prevent the
default in the payment of the principal and interest on the Bonds and the Trustee's and Paying
Agent's fees.
Section 16. Rate Stabilization Account. The Treasurer is hereby authorized and
directed, after making the transfers or deposits pursuant to Sections 11 through 15, to transfer
the moneys remaining in the Waste Disposal Revenue Fund from time to time into the Rate
Stabilization Account.
The City shall deposit in the Rate Stabilization Account the net proceeds from the sale
of any System property as well as insurance and condemnation proceeds received as a result of
damage, destruction or condemnation of any part of the System.
Whenever there shall be a deficiency in any other account in the Waste Disposal Revenue
Fund or the Debt Service Fund, the Treasurer may make good such deficiency from the Rate
Stabilization Account. If and to the extent no such reimbursement obligation is outstanding,
amounts in the Rate Stabilization Account may be paid out from time to time by the Treasurer
into the Surplus Account.
The money on deposit in the Rate Stabilization Account may be used for any one or more
the following purposes:
(a) to be held in reserve for the purpose of stabilizing or moderating future rate
increases (but not to reduce existing rates), and to transfer amounts so held in reserve to the
Waste Disposal Revenue Fund at the discretion of the City during the Fiscal Year rate increases
are to be moderated;
(b) to transfer on or about the end of any Fiscal Year to the Closure Account, Post -
Closure Account, Capital Reserve Account, respectively, if and to the extent needed to either
reconcile amounts actually deposited therein for that Fiscal Year with amounts oudgeted for
deposit therein for that Fiscal Year or to repay any temporary advances from any fund or
account to the Debt Service Reserve Fund made pursuant to Section 12 hereto;
(c) to transfer to the Closure Account, Post - Closure Account and Capital Reserve
Account, respectively, if and to the extent such transfers are consistent with the System's capital
budget and serve to reduce or avoid the need for the System to incur indebtedness in the future;
(d) to pay the cost of renewals or replacements to the System or to pay the cost of
extraordinary maintenance and repairs;
(e) to pay other debts or liabilities of the System incurred in connection with the
disposal of waste not otherwise provided for; or
15
0 0
M M
542
(f) to purchase or redeem any Series 1995 bonds at a price not greater than 100%
of the principal amount thereof (or, to the extent permitted by law, the then current optional
redemption price for such series of Bonds) plus accrued interest.
The Treasurer may transfer any balance remaining in the Rate Stabilization Account not
held in reserve in accordance with Section (a) above to the Surplus Account at the end of each
Fiscal Year.
Section 17. Surplus Account. Any surplus after making all disbursements and
providing for all accounts and of funds described in Section 11 through 16 above may be used,
at the option of the City, for the redemption of the bonds (and Bonds ranking on a parity with
the Bonds as the City in its discretion shall determine) prior to maturity in accordance with their
respective redemption provisions; for constructing extensions, betterments and improvements to
the System; or for transfer to the General Fund of the City for use for any other lawful
municipal purpose authorized by the City.
Section 18. Construction Fund. When the Series 1995 Bonds have been executed, they
shall be authenticated by the Trustee and the Trustee shall deliver the Series 1995 Bonds to the
Purchaser upon payment in cash of the purchase price plus accrued interest ( "total sale
proceeds "). The accrued interest plus the amount necessary to provide for interest payments
until System revenues are available, if any amount be necessary, shall be remitted to the
Treasurer for deposit into the Waste Disposal Revenue Fund. The remainder of total sale
proceeds shall be remitted to the Trustee for deposit (a) in the 1995 Debt Service Revenue Fund,
an amount equal to the maximum annual debt service on the Series 1995 Bonds, and (b) the
remainder of the total sale proceeds in trust into the Construction Fund established pursuant to
Section 9 hereto. The moneys in the Construction Fund in excess of the amount insured by
FDIC shall be continuously secured by bonds or other direct or fully guaranteed obligations of
the United States of America, except that any moneys invested as hereinabove authorized need
not be so secured. The moneys in the Construction Fund shall be disbursed solely to reimburse
the City for amounts advanced for the planning and engineering for the System, in payment of
the costs of accomplishing the improvements, paying necessary expenses incidental thereto,
paying interest during construction and paying expenses of issuing the Bonds not paid by the
Purchaser. Disbursements shall be on the basis of checks or requisitions which shall contain at
least the following information: the person whom payment is being made; the amount of the
payment; and the purpose by general classification of the payment. Each check or requisition
must be signed by the Treasurer of the City, and in the case of all items of expense over which
the consulting engineer shall exercise supervision (which shall include all expenses except
engineering fees, legal fees, and expenses pertaining to the issuance of the Series 1995 Bonds),
each check or requisition shall be accompanied by a certificate signed by the consulting engineer
certifying his approval thereof. In the case of requisitions, the Trustee shall issue its check upon
the Construction Fund payable to the person, firm or corporation designated in the requisition.
The Trustee shall be required to keep accurate records as to all payments made on the basis of
requisitions, and the City shall be required to keep accurate records of all payments made on the
basis of checks.
16
543
When the Improvements have been completed and all required expenses paid and
expenditures made from the Construction Fund for and in connection with the accomplishment
of the Improvements and the financing thereof, this fact shall be evidenced by a certificate
signed by the person occupying the top managerial position of the System and by the consulting
engineer, which certificate shall state, among other things, the date of the completion and that
all obligations payable from the Construction Fund have been discharged. A copy of the
certificate shall be filed with the Trustee and upon receipt thereof, the Trustee shall transfer any
remaining balance in the Construction Fund to the Waste Disposal Revenue Fund.
I
Section 19. Deposits to Construction Fund. From time to time during the construction
of the improvements, the City may deposit when necessary surplus moneys in the Waste
Disposal Revenue Fund into the Construction Fund to finance the costs of the improvements.
I
section 20. Rebate Fund. (a) The Rebate Fund shall be held in trust by the Trustee
and subject to paragraph (c) of this Section, shall be held for the benefit of the United States
Of America. The Rebate Fund shall not be held for the benefit of the bondholders or the
Trustee: The Trustee shall have no lien on or security interest in the Rebate Fund with respect
to the payment of any fees, charges or expenses due to the Trustee under this Ordinance.
I
(b) The City and the Trustee acknowledge that the exclusion of the interest paid on the
Bonds from gross income for purposes of federal income taxation is dependent upon continued
compliance with the provisions of Section 148 of the Internal Revenue Code of 1986 (the
"Code "). The City shall, unless and until the City delivers to the Trustee a written opinion of
counsel jas described in paragraph (c) of this Section, make the determinations and take the
actions required by this Section and make such further or different actions as are necessary, in
the opinion of counsel, to comply with the requirements of Section 148(f) of the Code and the
regulations pertaining thereto. The City shall rebate to the United States, not later than sixty
(60) days after the end of the five -year period ending December 15, 2000, and not later than
sixty (60) days after the end of each five -year period thereafter, an amount which ensures that
at least ninety percent (90 %) of the Rebate Amount (as hereinafter defined) at the time of such
payment will have been paid to the United States, and, within sixty (60) days after the payment
or redemption of all principal of the Series 1995 Bonds, an amount sufficient to pay the
remaining unpaid balance of the Rebate Amount, all in the manner and as required by Section
148 of the Code and the regulations pertaining thereto. As used herein, "Rebate Amount" means
the amount described in Section 148(f)(2) of the Code, computed in accordance with the
provisions of Section 148(1)(2) and the regulations pertaining thereto now or hereafter
promulgated, including, Sections 1.48 -0 through 1.148 -11, as applicable.
The City shall determine the Rebate Amount as of the close of each five -year period and
upon payment or redemption of all principal of the Series 1995 Bonds. To assist it in making
the determination, the City may employ a firm of certified public accountants, a law firm or
other specialist in the calculation of arbitrage rebate (the "Rebate Analyst "). A "Rebate Report,"
stating the Rebate Amount and containing appropriate supporting documentation required to
verify calculations of the Rebate Amount, shall be furnished by the City to the Trustee within
17
M
544
thirty (30) days after the close of each five -year period and within thirty (30) days after payment
or redemption of all principal of the Series 1995 Bonds. The Trustee shall be under no
obligation to verify the calculations required in this Section 20(b) made by or on behalf of the
City. The City and the Trustee shall retain copies of each Rebate Report until six years after
final payment or redemption of all principal of the Series 1995 Bonds. Upon receipt of a Rebate
Report, the City shall pay to the Trustee, for deposit into the Rebate Fund, the Rebate Amount
so determined.
The Trustee shall separately account for the earnings from the investment of moneys in
the Rebate Fund, and such earnings shall become a part of the Rebate Amount.
Moneys in the Rebate Fund shall be paid by the City to the United States at such time
and in such amounts as are necessary to comply with the provisions of Section 148(1) of the
Code and the regulations issued thereunder. Upon receipt by the Trustee of a written request
of the City certifying that certain amounts in the Rebate Fund are not subject to rebate and an
opinion of Bond Counsel (hereinafter defined) to the effect that failure to rebate such amounts
will not cause interest on the Bonds to become includable in gross income of the bondholders
for federal income tax purposes under existing laws, regulations, ruling and decisions, the
Trustee shall transfer any such amounts to the credit of the Waste Disposal Fund. Except as
provided in the previous sentence, moneys in the Rebate Fund shall be applied solely to meet
the City's rebate obligations. The term "Bond Counsel" means a law firm of nationally
recognized standing in the field of tax- exempt municipal securities selected by the City and
acceptable to the Trustee.
The City shall verify to the Trustee at least annually from the date of delivery of the
Series 1995 Bonds that (i) all requirements of this Section have been met on a continuing basis,
(ii) adequate procedures have been established and are being complied with to ensure continuing
compliance with the requirements of this Section, (iii) if applicable, the proper amounts have
been deposited into the Rebate Fund, and (iv) if applicable, timely payments of all amounts due
and owning to the United States Treasury from the Rebate Fund have been made.
The provisions of this Section shall remain in full force and effect notwithstanding the
defeasance of the Series 1995 Bonds.
(c) Notwithstanding the foregoing, in the event the Trustee is furnished with a written
opinion of Bond Counsel (as defined in paragraph (b) above), to the effect that it is not necessary
under existing laws, regulations, ruling and decisions to pay any portion of earnings on
investments held under this Indenture or otherwise to the United States in order to assure the
exclusion from gross income for federal income tax purposes of interest on the Bonds, the
requirements set forth in the preceding potions of this Section (with respect to the portion of
such earnings specified in such opinion) need not be complied with and shall no longer be
effective, and all amounts at the time on deposit in the Rebate Fund (to the extent covered by
such opinion) shall be transferred as specified in such opinion.
LU
M M = = = M
0
[��l
545
Section 21. Additional Bonds. So long as any of the Series 1995 Bonds are
outstanding, the City shall not issue or attempt to issue any bonds which claim to be entitled to
a priority of lien on the revenues of the System over the lien securing the Series 1995 Bonds of
this issue. The City reserves the right to issue additional Bonds to finance or pay the cost of
constructing any future extensions, betterments or improvements to the System, but the City
shall not authorize or issue any such additional Bonds ranking on a parity with the outstanding
Series 1995 Bonds of this issue unless and until there have been procured and filed with the City
Clerk and the Trustee a statement by an independent certified public accountant not in the
regular employ of the City reciting the opinion, based upon necessary investigation, that the net
revenues of the System for the fiscal year immediately preceding the fiscal year in which it is
proposed to issue such additional Bonds shall equal not less than 120% of the average annual
principal and interest requirements on all the then outstanding Bonds payable from System
revenues (including the Series 1993, the Series 1995 Bonds and any subsequent parity Bonds )
and the additional Bonds then proposed to be issued. The term "net revenues" means gross
revenues less the expenses of operation and maintenance of the System, including all expense
items, except depreciation and amortization expenses, properly attributable to the operation and
maintenance of the System, under generally accepted accounting principles applicable to
municipal utility systems. The term "gross revenues" means all available revenues of the System
including, but not limited to, user fees, tipping fees and any balance carried forward in the Rate
Stabilization Account. In making the computation set forth above, the City, and the independent
certified public accountant on behalf of the City, may treat any increase in rates for the System
enacted during the fiscal year as having been in effect throughout such fiscal year and may
include in gross revenues for such fiscal year the amount that would have been the increase in
effect throughout such fiscal year.
Section 22. Redemption. The Series 1995 Bonds shall be subject to redemption prior
to maturity in accordance with the terms set out in the Bond form.
Section 23. Books and Records. The City shall cause proper books of accounts and
records to be kept (separate from all other records and accounts) in which complete and correct
entries shall be made of all transactions relating to the operation of the System, and such books
shall be available for inspection by the holder of any of the Series 1995 Bonds at reasonable
times and under reasonable circumstances. The City agrees to have these records audited by an
independent certified public accountant at least once each year, and a copy of the audit shall be
delivered to the Trustee and made available to the registered owners of the Bonds. In the event
that the City fails or refuses to make the audit, the Trustee or any registered owner of the Series
1995 Bonds, may have the audit made and the costs thereof shall be charged against the Waste
Disposal Revenue Fund.
Section 24. Payments from Funds. Payments from the respective funds shall be made
by check or voucher, signed by the Treasurer of the City, and drawn on the depository. Each
such check or voucher shall briefly specify the purpose of the expenditure.
WE
• • 546
Section 25. Cancellation of Bonds. The Bonds paid either at or before maturity shall
be cancelled and shall not be reissued.
Section 26. Insurance. The City covenants and agrees that it will maintain the System
in good condition and operate the same in an efficient manner and at reasonable cost. While any
of the Bonds are outstanding, the City agrees that it will insure and at all times keep insured,
in the amount of the actual value thereof, in a responsible insurance company or companies
authorized and qualified under the laws of the State of Arkansas to assume the risk thereof,
properties of the System, to the extent that such properties would be covered by insurance by
private companies engaged in similar types of businesses against loss or damage thereto from
fire and other perils included in extended coverage insurance in effect in Arkansas. The
insurance policies are to be taken with companies approved by the Trustee and are to carry a
clause making them payable to the Trustee as its interest may appear, and satisfactory evidence
of said insurance shall be filed with the Trustee. In the event of loss, the proceeds of such
insurance shall be applied solely toward the reconstruction, replacement or repair of the System,
and in such event the City will, with reasonable promptness, cause to be commenced and
completed the reconstruction, replacement and repair work. If such proceeds are more than
sufficient for such purposes, the balance remaining shall be deposited to the credit of the Waste
Disposal Revenue Fund. Nothing shall be construed as requiring the City to expend any moneys
for operation and maintenance of the System or for premiums on its insurance which are derived
from sources other than the operation of the System, but nothing shall be construed as preventing
the City from doing so.
Section 27. Defeasance. Bonds for the payment or full redemption of which moneys
or Government Securities, as hereinafter defined, shall have been deposited with the Trustee
(whether upon or prior to the maturity or the redemption date of such Bonds) shall be deemed
to be paid and discharged; provided, however, that if such Bonds are to be redeemed prior to
the maturity thereof, notice of such redemption shall have been duly given. "Government
Securities" shall mean direct or fully guaranteed obligations of the United States of America, and
in determining the sufficiency of the deposit, there shall be considered the principal amount of
such investment securities and interest to be earned thereon until the maturity of such investment
securities.
Section 28. Default. If there be any default in the payment of the principal of,
premium, if any, or interest on any of the Bonds, or if the City defaults in the performance of
any of the other covenants contained in this Ordinance, the Trustee may, and upon the written
request of the registered owners of not less than 10% in principal amount of the then outstanding
Bonds, shall, by proper suit, compel the performance of the duties of the officials of the City
under the laws of Arkansas. And in the case of a default in the payment of the principal of,
premium, if any, and interest on any of the Bonds, the Trustee may and upon written request
of the registered owners of not less than 10% in principal amount of the then outstanding Bonds,
shall apply in a proper action to a court of competent jurisdiction for the appointment of a
receiver to administer the System on behalf of the City and the registered owners of the Bonds
with power to charge and collect (or by mandatory injunction or otherwise to cause to be
20
0
0
547
charged and collected) rates sufficient to provide for the payment of the expenses of operation,
maintenance and repair and to pay any Bonds and interest outstanding and to apply the revenues
in conformity with the laws of Arkansas and with this Ordinance. When all defaults in principal
and interest payments have been cured, the custody and operation of the System shall revert to
the City.
No registered owner of any of the outstanding Bonds shall have any right to institute any
suit, action, mandamus or other proceeding in equity or at law for the protection or enforcement
of any power or right unless such holder previously shall have given to the Trustee written
notice of the default on account of which such suit, action or proceeding is to be taken, and
unless the registered owners of not less that ten percent (10 %) in principal amount of the Bonds
then outstanding shall have made written request of the Trustee after the right to exercise such
power or right of action, as the case may be, shall have accrued, and shall have afforded the
Trustee a reasonable opportunity either to proceed to exercise the powers granted to the Trustee,
or to institute such action, suit or proceeding in its name, and unless, also, there shall have been
offered to the Trustee reasonable security and indemnity against the costs, expenses and
liabilities to be incurred therein or thereby and the Trustee shall have refused or neglected to
comply with such request within a reasonable time. Such notification, request and offer of
indemnity are, at the option of the Trustee, conditions precedent to the execution of any remedy.
No one or more registered owners of the Bonds shall have any right in any manner whatever
by his or their action to affect, disturb or prejudice the security of this Ordinance, or to enforce
any right thereunder except the manner herein described. All proceedings at law or in equity
shall be instituted, had and maintained in the manner herein described and for the benefit of all
registered owners of the outstanding Bonds.
No remedy conferred upon or reserved to the Trustee or to the registered owners of the
Bonds is intended to be exclusive of any other remedy or remedies, and every such remedy shall
be cumulative and shall be in addition to every other remedy given under this Ordinance or by
law.
The Trustee may, and upon the written request of the registered owners of not less than
fifty percent (50 %) in principal amount of the Bonds then outstanding shall, waive any default
which shall have been remedied before the entry of final judgment or decree in any suit, action
or proceeding instituted under the provisions of this Ordinance or before the completion of the
enforcement of any other remedy, but no such waiver shall extend to or affect any other existing
or any subsequent default or defaults or impair any rights or remedies consequent thereon.
All rights of action under this Ordinance or under any of the Bonds secured hereby,
enforceable by the Trustee, may be enforced by it without the possession of any of the Bonds,
and any such suit, action or proceeding instituted by the Trustee shall be brought in its name for
the benefit of all the registered owners of such Bonds, subject to the provisions of this
Ordinance.
21
0
M M
WM
No delay or omission of the Trustee or of any registered owners of the Bonds to exercise
any right or power accrued upon any default shall impair any such right or power or shall be
construed to be a waiver of any such default or an acquiescence therein; and every power and
remedy given by this Ordinance to the Trustee and to the holders and registered owners of the
Bonds, respectively, may be exercised from time to time and as often as may be deemed
expedient.
If any proceeding to enforce the provisions of this Ordinance, any plaintiff Bondholder
shall be entitled to recover from the City all costs of such proceeding, including reasonable
attorney's fees.
Section 29. Ordinance Constitutes Contract. This Ordinance shall constitute a binding
contract between the City and the holders of the outstanding Series 1995 Bonds, and the City
will at all times strictly adhere to the terms and provisions hereof and will fully discharge all of
its obligations hereunder. Subject to the terms and provisions set forth below and not otherwise,
the holders of not less than sixty -six and two - thirds percent (66/3%) in aggregate principal
amount of the Series 1995 Bonds shall have the right, from time to time, to consent to and
approve the adoption by the City of such ordinance supplemental to this Ordinance as shall be
necessary or desirable for the purpose of modifying, altering, amending, adding to or rescinding
in any particular, any of the terms or provisions of this Ordinance or in any supplemental
ordinance, except that there shall not be permitted (a) an extension of the maturity of the
principal of or the interest on any Series 1995 Bond, or (b) a reduction in the principal amount
of any Series 1995 Bond or the rate of interest thereon, or (c) the creation of a lien upon or a
pledge of revenues other than as expressly authorized by this Ordinance as now adopted, or (d)
the creation of a privilege of priority of any Series 1995 Bond or Series 1995 Bonds over any
other Series 1995 Bond or Series 1995 Bonds, or (e) a reduction in the aggregate principal
amount of the Bonds required for consent to such supplemental ordinance.
Section 30. Investment of Funds and Accounts. (a) Moneys held for the credit of the
Debt Service Reserve Fund shall be continuously invested and reinvested pursuant to the
direction of the City Treasurer in direct or fully guaranteed obligations of the United States of
America ( "Government Securities "), certificates of deposit of banks which are members of the
Federal Deposit Insurance Corporation ( "FDIC "), or other investments as may, from time to
time, be permitted under Arkansas law for the investment of public funds, all of which shall
mature, or which shall be subject to redemption by the holder thereof, at the option of such
holder, not later than ten (10) years after the date of investment.
(b) Moneys held for the credit of the Construction Fund may, at the option of the
Treasurer, be invested and reinvested pursuant to the direction of the City in Government
Securities, in certificates of deposit of banks which are members of FDIC, or other investments
as may, from time to time, be permitted under Arkansas law for the investment of public funds,
which shall mature, or which shall be subject to redemption by the holder thereof, at the option
of such holder, not later than the date or dates when such money will be required for the
purposes intended.
22
• • 54,9
(c) Moneys held for the credit of any other fund or account shall be continuously
invested and reinvested pursuant to the direction of the City Treasurer in Government Securities,
or other investments as may, from time to time, be permitted under Arkansas law for the
investment of public funds, which shall mature, or which shall be subject to redemption by the
holder thereof, at the option of such holder, not later than the date or dates when the moneys
held for the credit of the particular fund or account will be required for purposes intended.
(d) Moneys held for the credit of any fund or account may be invested in money market
funds or pooled or mutual investment funds whose assets consist primarily of investments which
are qualified investments described in paragraphs (a), (b) and (c), above.
(e) Obligations so purchased as an investment of moneys in any fund or account shall
be deemed at all times to be a part of such fund or account and the interest accruing thereon and
any profit realized from such investments shall be credited to such fund or account, and any loss
resulting from such investment shall be charged to such fund or account, except that interest
earnings and profits on investments of moneys in the Debt Service Reserve Fund which increases
the amount thereof above the Required Level shall to the extent of any such excess be
transferred from time to time out of the Debt Service Reserve Fund into the Waste Disposal
Revenue Fund.
(f) Moneys so invested in certificates of deposit of banks or savings and loan associations
shall be continuously secured by Government Securities to the extent such deposits are not FDIC
insured.
Section 31. Pledge of Net Revenues. That the City pledges the net revenues (as defined
in Section 6 of this Ordinance, which does not include monies held in the Rebate Fund or the
Closure Fund or Post - Closure Accounts) of the System, which pledge shall exists in favor of the
holders and registered owners of the Series 1995 Bonds, and such pledge shall remain in effect
until payment in full of the interest on, premium, if any, and principal of the Series 1995 Bonds.
Section 32. City Officials. That in the event the office of Mayor, City Clerk, City
Treasurer, or City Attorney shall be abolished, or any two or more of such offices shall be
merged or consolidated, or in the event the duties of a particular office shall be transferred to
another office or officer, or in the event of a vacancy in any such office by reason of death,
resignation, removal from office or otherwise, or in the event any such officer shall become
incapable of performing the duties of his office by reason of sickness, absence from the City or
otherwise, all power conferred and all obligations and duties imposed upon such office or officer
shall be performed by the office or officer succeeding to the principal functions thereof, or by
the office or officer upon whom such powers, obligations and duties shall be imposed by law.
Section 33. Encumbrances on System. The City covenants and agrees that so long as
any Bonds authorized hereby are outstanding, that it will not mortgage, pledge or otherwise
encumber the System, or any part thereof or any revenues derived from the operation thereof,
except as herein specifically provided, and will not sell, lease or otherwise dispose of any
23
i i i i i i i t• i i i i i i
• • 550
substantial portion of the same. Nothing herein shall be construed to prohibit the City from
disposing of worn out or obsolete System properties or from disposing of properties not being
used and not useful in the operation of the System, provided that all revenues derived from the
disposition of such properties shall be deposited in the Waste Disposal Fund.
Section 34. The Trustee. Boatmen's Trust Company of Arkansas, Little Rock,
Arkansas is hereby appointed to act as Trustee and Paying Agent pursuant to this Ordinance.
The Trustee shall only be responsible for the exercise of good faith and reasonable prudence in
the execution of its trust. The recitals in this Ordinance and in the face of the ponds are the
recitals of the City and not of the Trustee. The Trustee shall not be required to take any action
as Trustee unless it shall have been requested to do so in writing by the holders of not less than
ten percent (10 %) in principal amount of the Bonds then outstanding and shall have been offered
reasonable security and indemnity against the costs, expenses and liabilities to be incurred
therein or thereby. The Trustee may resign at anytime by sixty (60) days notice in writing to
the City Clerk, and the majority in value of the holders of the outstanding Bonds at any time,
with or without cause, may remove the Trustee. In the event of a vacancy in the office of
Trustee, either by resignation of by removal, the majority in value of the holders of the
outstanding Bonds may appoint a new Trustee, such appointment to be evidenced by a written
instrument or instruments filed with the City Clerk. If the majority in value of the holders of
the outstanding Bonds shall fail to fill a vacancy within thirty (30) days after the same shall
occur, then the City shall forthwith designate a new Trustee by written instrument filed in the
office of the City Clerk. The original Trustee and any successor Trustee shall file a written
acceptance and agreement to execute the trust imposed upon it or them by this Ordinance, but
only upon the terms and conditions set forth in this Ordinance and subject to the provisions of
this Ordinance, to all of which the respective holders of the Bonds agree. Such written
acceptance shall be filed with the City Clerk and a copy thereof shall be placed in the Bond
transcript. Any successor Trustee shall have all the powers herein granted to the original
Trustee.
Section 35. Termination of Rights. Anything herein to the contrary notwithstanding,
all rights of any holder of any Bond hereunder to or with respect to any moneys or investments
held in any Fund hereunder shall terminate at the expiration of two and one -half years from the
date of maturity of such Bond, whether by scheduled maturity or by call for redemption prior
to maturity in accordance with the terms hereof.
Section 36. Tax Covenants. The City covenants that (a) it shall not take any action or
suffer or permit any action to be taken or condition to exist which causes or may cause the
interest payable on the Bonds to be subject to federal income taxation. Without limiting the
generality of the foregoing, the City covenants that the proceeds of the sale of the Bonds will
not be used directly or indirectly in such manner as to cause the Bonds to be treated as
"Arbitrage Bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as
amended (the "Code ").
24
i
0
0 551
(b) It will not use or permit the use of the improvements or the proceeds of the Bonds
in such manner as to cause the Bonds to be private activity bonds within the meaning of Section
141 of the Code.
(c) It will faithfully and punctually perform all duties with reference to the Bonds,
required by the Constitution and laws of the State and by this Ordinance, including the collection
of the revenues of the System, as herein specified and covenanted, and the applying of the
revenues of the System as provided in this Ordinance.
Section 37. Continuing Disclosure. The City agrees to undertake to comply with the
requirements of Section (b)(5)(i) of Securities Exchange Commission Rule 15c2 -12 regarding
continuing disclosure of financial information, operating data and certain events. The Mayor
is hereby authorized and directed to execute a Continuing Disclosure Agreement on behalf of
the City, a copy of which shall be filed with the permanent records of the City.
Section 38. Severability. The provisions of this Ordinance are hereby declared to be
separable and if any provision shall for any reason be held illegal or invalid, such holding shall
not affect the validity of the remainder of the Ordinance.
Section 39. No Rights Until Bonds Issued. This Ordinance shall not create any right
of any kind and no right of any kind shall arise hereunder pursuant to it until the bonds shall be
issued and delivered.
Section 40. Repealer. All ordinances and resolutions or parts thereof, in conflict
herewith are hereby repealed to the extent of such conflict.
Section 41. Emergency. It is hereby ascertained and declared that the improvements
must be accomplished as soon as possible in order to make the System adequate for the needs
of the City and its inhabitants, without which the life, health, safety and welfare thereof are
jeopardized, and that the issuance of the Bonds and the taking of the other action authorized by
this Ordinance is necessary for the accomplishment thereof. It is, therefore, declared that an
emergency exists and this Ordinance being necessary for the immediate preservation of the
public peace, health and safety shall take effect and be in force from and after its passage.
PASSED: December 5, 1995.
ATTEST:
Q.Ak� 0444,PA ek
Robbie Hancock, City Clerk
(SEAL)
APPROVED:
Jim ai ey, Mayor
25
i 551
CERTIFICATE
STATE OF ARKANSAS )
COUNTY OF PULASKI ) ss.
CITY OF LITTLE ROCK )
I, Robbie Hancock, City Clerk within and for the city aforesaid, do hereby certify that
the foregoing is a true and correct copy of Ordinance No. 17, 036 of the Ordinance of
the City of Little Rock, Arkansas entitled: "AN ORDINANCE AUTHORIZING THE
CONSTRUCTION OF BETTERMENTS AND IMPROVEMENTS TO THE WASTE
DISPOSAL SYSTEM OF THE CITY; AUTHORIZING THE ISSUANCE AND SALE OF
WASTE DISPOSAL REVENUE BONDS; PROVIDING FOR THE PAYMENT OF THE
PRINCIPAL OF AND INTEREST ON THE BONDS; PRESCRIBING OTHER MATTERS
RELATING THERETO; AND DECLARING AN EMERGENCY; passed by the Board of
Directors of said City on December 5 , 1995, said Ordinance now appearing of record in
this Office.
IN WITNESS WHEREOF, I have hereunto set my hand and seal of office this 7 th day
of December, 1995.
0 C_� --
F -x
v
O
P_a.
ASPN.113809 -1(E)
FNLAUTN.ORD
120595
nij, Z .A -AA 14-,
ROBBIE HANCO K, CITY CLERK
CITY OF LITTLE ROCK, ARKANSAS