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HomeMy WebLinkAbout15150M M M M M M M M M = M e ORDINANCE NO. 15,150 AN ORDINANCE AUTHORIZING THE ISSUANCE OF GENERAL h OBLIGATION INDUSTRIAL DEVELOPMENT BONDS FOR THE PURPOSE OF FINANCING A PORTION OF THE COST OF n EXPANDING THE LITTLE ROCK PORT WATERFRONT INDUSTRIAL FACILITIES; PRESCRIBING OTHER MATTERS ' RELATING THERETO; AND DECLARING AN EMERGENCY. WHEREAS, the City of Little Rock, Arkansas, is a city O of the first class (the "City "); and A WHEREAS, by Ordinance No. 14,939, duly passed by the v Board of Directors of the City, and approved on the 3rd day of 'o September, 1985 ( "Ordinance 14,939 "), there was submitted to the aci qualified electors of the City the question of issuing bonds in the principal amount $2,500,000 for the purpose of financing a portion of the cost to the City of expanding the Little Rock Port Waterfront Industrial Facilities through the preparation of waterfront industrial sites and through dredging and construction of a slackwater harbor, with the necessary extensions of roads and rail and utility service to provide for additional industry (the "Improvements "); and WHEREAS, at the Special Election held November 5, 1985, a majority of the electors voting on the question approved the issuance of the City of Little Rock, Arkansas General Obligation Industrial Development Bonds, Port Authority Project (the "Bonds "), for the specified purpose; and WHEREAS, the results of the election were announced by the Mayor by a Proclamation duly published on November 22, 1985, in a newspaper of bona fide circulation in the City; and WHEREAS, the balance of the cost of the Improvements will be financed as follows: (1) Approximately $2,140,000 contribution from the United States Corps of Engineers ( "Corps of Engineers "); and (2) Approximately $1,500,000 credit against matching funds from the Corps of Engineers for in -kind floodplain lands from the Little Rock Port Authority ( "Port Authority "); NOW, THEREFORE, BE IT ORDAINED by the Board of Directors of the City of Little Rock, Arkansas: Section 1. That the Improvements be accomplished. Q -1 M M M M M • • M M Section 2. That the Bonds shall be sold at public sale after advertisement in such publications as the City Finance Director shall determine will insure adequate notice and opportunity for bidding. The Notice of Sale shall contain the usual provisions and shall provide that the purchaser may name the trustee and paying agent (such trustee and paying agent shall be located in the City); that the expenses of printing of the Bonds, fee of Bond Counsel, and all other expenses incurred in authorizing and issuing the Bonds will be paid by the City from Bond proceeds; that the City reserves the right to reject any and all bids; that the terms of the sale of the Bonds and designation of the trustee shall be submitted to the Board of Directors for approval by resolution. In its resolution, the Board of Directors shall set forth the details of the Bonds as they are being issued including numbering, rates of interest, and a schedule reflecting the annual principal maturities, the semiannual interest requirements and the total requirements. Section 3. That under the authority of the Constitution and laws of the State of Arkansas, including particularly Amendment No. 62 to the Constitution of the State of Arkansas and Act No. 871 of the Acts of Arkansas of 1985, the Bonds are hereby authorized and ordered issued in the principal amount of $2,500,000. The proceeds of the sale of the Bonds are necessary to provide a portion of the funds for accomplishing the Improvements (together with $2,140,000 contribution from the Corps of Engineers and $1,500,000 credit against matching funds from the Corps of Engineers for in -kind floodplain lands from the Port Authority), paying expenses incidental thereto and paying expenses of issuing the Bonds. The Bonds shall mature on March 1 in the amounts and in the years as follows: Year Amount 1989 $ 95,000 1990 100,000 1991 110,000 1992 115,000 1993 130,000 1994 135,000 1995 145,000 1996 160,000 1997 170,000 1998 185,000 1999 195,000 2000 215,000 2001 230,000 2002 250,000 2003 265,000 2 287 The Bonds shall bear interest from their respective dates and 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 Bonds shall be numbered from 1 upward in order of issuance. Each Bond shall have a CUSIP number but the failure of a CUSIP number to appear on any Bond shall not affect its validity. Each Bond shall be dated as of the interest payment date to which interest has been paid as of the date on which it is authenticated or if it is authenticated prior to a date on which interest has been paid, it shall be dated September 1, 1986. Interest on the Bonds shall be payable on March 1, 1987, and semiannually thereafter on March 1 and September 1 of each year. Payment of each installment of interest shall be made to the person in whose name the Bond is registered on the registration books of the City maintained by the bank or trust company which shall be appointed by resolution of the Board of Directors to act as Trustee and Paying Agent for the Bonds (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 Bond subsequent to such Record Date and prior to such interest payment date, by check or draft mailed by the Trustee to such owner at his address on such registration books. Only such Bonds as shall have endorsed thereon a Certificate of Authentication substantially in the form set forth in Section 5 hereof duly executed by the Trustee shall be entitled to any right or benefit under this Ordinance. No Bond 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 Bond shall be conclusive evidence that such Bond has been authenticated and delivered under this Ordinance. The Trustee's Certificate of Authentication on any 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 Bonds issued hereunder. In case any Bond mutilated or be destroyed or prohibited by law, cause to authenticate and deliver number, maturity and tenor in upon cancellation of such and in substitution for such issued hereunder shall become lost, the City, shall, if not then be executed and the Trustee may a new bond of like date, exchange and substitution for and mutilated bond, or in lieu of bond destroyed or lost, upon the 288 M M M _ o owner's paying the reasonable expenses and charges of the City and Trustee in connection therewith, and, in the case of a Bond destroyed or lost, his filing with the Trustee evidence satisfactory to it that such 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 Bond. In the event any such Bond shall have matured, instead of issuing a new Bond, the City may pay the same without the surrender thereof. Upon the issuance of a new 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. The City shall cause books for the registration and for the transfer of the Bonds as provided herein and in the Bonds. The Trustee shall act as the Bond registrar. Each 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. Bonds may be exchanged at the principal office of the Trustee for an equal aggregate principal amount of Bonds of any other authorized denomination or denominations. The City shall execute and the Trustee shall authenticate and deliver Bonds which the registered owner making the exchange is entitled to receive. The execution by the City of any Bond of any denomination shall constitute full and due authorization of such denomination and the Trustee shall be thereby authorized to authenticate and deliver such bond. No charge shall be made to any owner of any Bond for the privilege of transfer or exchange, but any owner of any 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 Bond upon each 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 Bond during a period beginning at the opening of business 15 days before any selection of 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 bonds selected for redemption in whole or in part. :• M M= M r= M 0 M M 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 or on account of the principal or premium, if any, or interest of any 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 Bond to the extent of the sum or sums so paid. Neither the City nor 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 Bonds or the date fixed for redemption of any Bonds shall be a 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, premium, if any, or principal 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 date fixed for redemption, and no interest shall accrue for the period after the date of maturity or date fixed for redemption. Section 4. That the 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. Section 5. That the Bonds Certificate of Authentication shall the following form and the Mayor and expressly authorized and directed to make therein: and the Trustee's be in substantially City Clerk are hereby all recitals contained 5 290 M M M M REGISTERED ! (Form of Bond) UNITED STATES OF AMERICA STATE OF ARKANSAS COUNTY OF PULASKI CITY OF LITTLE ROCK GENERAL OBLIGATION INDUSTRIAL DEVELOPMENT BOND, PORT AUTHORITY PROJECT Interest Rate: Maturity Date: Registered Owner: REGISTERED Dated Date: 291 Principal Amount: Dollars ($ ) CUSIP No. KNOW ALL MEN BY THESE PRESENTS: That the City of Little Rock, County of Pulaski, State of Arkansas (the "City "), for value received, hereby promises to pay to the Registered Owner shown above, or registered assigns, upon the presentation and surrender hereof at the principal corporate trust office of 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 shown above interest thereon, in like coin or currency from the Dated Date shown above at the Interest Rate per annum shown above, payable on each March 1 and September 1 after the Dated Date shown above, 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 General Obligation Industrial Development Bonds, Port C=7 ►M Authority Project, aggregating Two Million Five Hundred Thousand Dollars ($2,500,000) in aggregate principal amount (the "Bonds "), and is issued for the purpose of financing a portion of the costs of expanding the Little Rock Port Waterfront Industrial Facilities through the preparation of waterfront industrial sites and through dredging and construction of a slackwater harbor with the necessary extensions of roads and rail and utility service to provide for additional industry and paying expenses of authorizing and issuing the Bonds. The Bonds are issued pursuant to and in full compliance with the Constitution and laws of the State of Arkansas, particularly Amendment No. 62 to the Constitution of the State of Arkansas and Act No. 871 of 1985 ( "Act No. 871 "), and pursuant to an ordinance of the City duly adopted (the "Authorizing Ordinance "), and an election duly held at which the majority of the legal voters of the City voting on the question approved the issuance of the Bonds. Reference is hereby made to the Authorizing Ordinance for the details of the nature and extent of the security and of the rights and obligations of the City and the registered owners of the Bonds. The Bonds are general obligations of the City, payable from the proceeds of a continuing annual special tax (the "Special Tax ") on the assessed valuation of all the taxable real and personal property located in the City, levied by the Board of Directors of the City under the authority of the laws of the State of Arkansas, including particularly Act No. 871, and an ordinance of the City duly adopted, and the City hereby pledges its collections of the special Tax, for the payment of this Bond. (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. ATTEST: (Facsimile signature) City Clerk (SEAL) CITY,OF LITTLE ROCK, ARKANSAS By (Facsimile signature) Mayor 292 (Reverse Side of Bond) STATE OF ARKANSAS COUNTY OF PULASKI CITY OF LITTLE ROCK GENERAL OBLIGATION INDUSTRIAL DEVELOPMENT BOND, PORT AUTHORITY PROJECT 293 The Bonds are subject to redemption prior to maturity (optional and mandatory) , in whole or in part in inverse order of maturity (and by lot within a maturity by any method of selection chosen by the Trustee) at a price of the principal amount being redeemed plus accrued interest to the redemption date, as follows: (1) From surplus tax collections (defined below) on any interest payment date (mandatory); (2) From funds from any source, at the option of the City, on any interest payment date on and after March 1, 1995. The City has covenanted that, except as otherwise provided in the Authorizing Ordinance, surplus tax collections, being collections of the Special Tax in excess of the amount necessary to insure the prompt payment of the principal of, interest on and Trustee's fees in connection with the Bonds as the same become due and to maintain the debt service reserve at its required level, must be used from time to time on each interest payment date, as and to the extent available, to redeem outstanding Bonds prior to maturity. Notice of redemption identifying the Bonds or portions thereof (which shall be $5,000 or a multiple thereof) to be redeemed and the date they shall be presented for payment shall be given by the Trustee,,not less than thirty (30) nor more than (60) days prior to the date fixed for redemption, by mailing a copy of the redemption notice by first class 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 shown above in person or by his attorney -in -fact duly M ► r ■� r.n r � r .. � r �■. � ■� r r � 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 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 shown above as the absolute owner hereof for the purpose of receiving payment of or on account of principal hereof and interest due hereon and for all other purposes, and neither the City nor the 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, under the Constitution and laws of the State of Arkansas, particularly Amendment No. 62 to the Constitution of the State of Arkansas and Act No. 871, precedent to and in the issuance of this Bond have existed, have happened and have been performed in due time, form and manner as required by law; that the indebtedness represented by this Bond and the issue of which it forms a part does not exceed any constitutional or statutory limitation; and that a tax sufficient to pay the principal of, premium, if any, and interest on the bonds has been duly levied in accordance with Act No. 871 and made payable annually until the principal of and interest on the Bonds have been fully paid and discharged. This authenticated the Trustee. Bond shall not be valid until it shall have been by the Certificate hereon duly signed by 9 294 am (Form of Trustee's Certificate) TRUSTEE'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds issued under the provisions of the within mentioned Authorizing Ordinance. , Arkansas TRUSTEE By Authorized Signature 10 295 r r r .� r r r r� ri ■�■ r r r r 296 (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 as attorney to transfer the within bond on the books kept for registration thereof with full power of substitution in the premises. DATE: ror GUARANTEED BY: NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or a trust company. 11 ■■1 Section 6. That in order to pay the Bonds as they mature, with interest thereon, there is hereby levied upon all taxable property within the City a continuing annual special tax of .SO of one mill on each dollar of assessed valuation of personal property and .3 of one mill on each dollar of assessed valuation of real property. The tax hereby levied shall be referred to as the "Special Tax." The Special Tax shall be collected in 1986 and annually thereafter (with the exception of the year 1987, for which collection will be suspended) as long as may be necessary to pay the principal of, interest on and Trustee's fees in connection with the Bonds. The City Clerk is directed to transmit a copy of this Ordinance to the County Clerk of Pulaski County, Arkansas, to the end that the Special Tax may be extended on the tax books of the County and collected annually along with the other taxes until the Bonds and interest thereon are paid in full or until adequate provision is made for their payment. 'The City covenants and agrees that all of the revenues from the Special Tax shall be placed in a separate fund which is hereby created and designated "General Obligation Port Bond Retirement Fund" (the "Bond Fund "), in the City's depository bank, and used solely for the payment of the principal of, interest on and Trustee's fees in connection with the Bonds. The amount of the deposit in excess of that insured by the Federal Deposit Insurance Corporation must be continuously secured by bonds or other direct or fully guaranteed obligations of the United States of America, except that moneys invested as hereinafter provided need not be so secured. Moneys in the Bond Fund may be invested in direct obligations of, or obligations the principal of and interest on which are guaranteed by, the United States of America, which mature or are subject to redemption at the option of the holder at or prior to the date the moneys will be needed to meet debt service requirements on the Bonds. All such investments shall be considered a part of the Bond Fund. The City covenants that all moneys held for the credit of the Bond Fund in excess of the required level in the Debt Service Reserve Account (as hereinafter defined) will be used from time to time on each interest payment date as and to the extent available for the redemption of the Bonds prior to maturity. As part of the Bond Fund, there shall be established and maintained a Debt Service Reserve Account in an amount equal to the maximum annual principal and interest requirements for the Bonds (the "required level "). The Special Tax in excess of the amount necessary to insure the prompt payment of the principal of, interest on and Trustee's fees in connection with the Bonds as the same become due shall be deposited into the Debt Service Reserve Account until the required level is reached. Moneys in the Debt Service Reserve Account shall be used (i) to pay the interest on the Bonds when due; and (ii) to 12 297 0 0 an M r 298 pay or make provision in the Bond Fund for the payment of the principal of the Bonds then due, if moneys in the Bond Fund are not otherwise sufficient for that purpose. Moneys in the Debt Service Reserve Account over and above the required level shall be immediately transferred from the Debt Service Reserve Account into the Bond Fund. The City hereby agrees to withdraw from the Bond Fund and pay to the Trustee at least five (5) business days before each payment of principal of and interest on the Bonds is due, the amount necessary to pay principal and interest on the Bonds and Trustee's fees. No withdrawal of such funds from the Bond Fund shall be made for any other purpose except as otherwise authorized in this Ordinance. Section 7. That for the prompt payment of the Bonds with interest, the City hereby pledges its full faith, credit and taxing power, including the Special Tax levied in Section 6 of this Ordinance. Section 8. That in order to pay the principal of and interest on the Bonds as they mature and as they are redeemed prior to maturity, there are hereby appropriated the entire proceeds of the Special Tax and all other moneys held for the credit of the Bond Fund, and if such moneys be not sufficient to pay the principal of and interest on the Bonds as they mature, then there are hereby appropriated sufficient additional funds out of the general revenues of the City to accomplish the payment at maturity, such additional funds to be deposited in the Bond Fund. Section 9. That the Bonds shall be callable for payment prior to maturity in accordance with the terms set out in the face of the bond form in Section 5 of this Ordinance. Section 10. That the Trustee is authorized and directed to pay principal of and interest on the Bonds, as due and payable at maturity or upon redemption prior to maturity and to pay, from moneys in the Bond Fund, customary Trustee's fees. The above notwithstanding, the City shall not be obligated to pay the Trustee's annual administration fee. Section 11. (a) That if there be any default in the payment of the principal of and interest on any of the Bonds, or if the City defaults in any Bond Fund requirement or in the performance of any other covenant contained in this Ordinance, the Trustee may, and upon the written request of the owners of not less than ten percent (10 %) in principal amount of the Bonds then outstanding shall, by proper suit, compel the performance of the duties of the officials of the City under the 13 r r� r� r r r �■ . r it r� r r `.. Constitution and laws of the State of Arkansas and under this Ordinance and protect and enforce the rights of the Bondholders by acceleration, instituting appropriate proceedings in law or equity or other lawful action. (b) No owner of any Bond shall have any right to institute any suit, action, mandamus or other proceeding in equity or in law for the protection or enforcement of any right under this Ordinance or under the Constitution and laws of the State of Arkansas 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 owners of not less than ten percent (10 %) in principal amount of the Bonds of this issue then outstanding shall have made written request of the Trustee after the right to exercise such powers 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 herein granted or granted by the Constitution and laws of the State of Arkansas, 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 cost, expense 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, and such notification, request and offer of indemnity are hereby declared in every such case, at the option of the Trustee, to be conditions precedent to the execution of the powers and trust of this Ordinance or to any other remedy hereunder. It is understood and intended that no one or more holders of the Bonds hereby secured 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 hereunder except in the manner herein provided, that all proceedings at law or in equity shall be instituted, had and maintained in the manner herein provided and for the benefit of all owners of the outstanding Bonds, and that any individual rights of action or other right given to one or more of such owners by law are restricted by this Ordinance to the rights and remedies herein provided. (c) 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 and for the benefit of all the owners of the Bonds, subject to the provisions of this Ordinance. 14 M u (d) No remedy herein conferred upon or reserved to the Trustee or to the owners of the Bonds is intended to be exclusive of any other remedy or remedies herein provided, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or given by any law or by the Constitution of the State of Arkansas. (e) No delay or omission of the Trustee or of any 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 Owners of the Bonds, respectively, may be exercised from time to time and as often as may be deemed expedient. (f) The Trustee may, and upon the written request of the owners of not less than a majority of the owners 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. (g) In the event of any default by the City under this Ordinance, costs of enforcement, including reasonable attorneys' fees, shall be paid by the City. Section 12. That the Bonds herein authorized shall be delivered to the Trustee, which shall authenticate them and deliver them to the purchaser upon payment in cash of the purchase price, plus accrued interest from the initial date of the Bonds to date of delivery ( "total sale proceeds "). The amount necessary to provide for the payment of the interest on the Bonds until collections of the Special Tax are available (if necessary) shall be deposited in the Bond Fund, the City expressly reserving the right to reimburse the Corps of Engineers' Construction Fund (hereinafter identified) from the Bond Fund in the amount of such deposit less the accrued interest paid by the purchaser. There shall be deposited $1,692,000 from the total sale proceeds in a special account of the City hereby created and designated the "Corps of Engineers' Construction Fund" in a bank that is approved by the City Finance Director and is a member of the Federal Deposit Insurance Corporation. The moneys in the Corps of Engineers' Construction Fund shall be used for 15 300 r� r �■ r r �■ � r r . ■� r rr it accomplishing the Improvements, paying expenses incidental thereto and paying the expenses of issuing the Bonds, with any unexpended balance to be deposited in the Bond Fund. Disbursement shall be made from the Corps of Engineers' Construction Fund on the basis of requisitions which shall specify: the name of the person, firm or corporation to whom payment is to be made; the amount of the payment; the purpose of the payment; and that the payment is a proper charge on the Corps of Engineers' Construction Fund. Each requisition must (i) be signed by a representative of the United States Army Corps of Engineers (the "Corps Representative ") and an authorized representative of the Port Authority (the "Port Representative "); and (ii) be accompanied by a certificate signed by the engineer for the Port Authority and certifying his or her approval thereof. The depository shall issue its check upon the Corps of Engineers' Construction Fund payable to the person, firm or corporation designated in the requisition. The depository of the Corps of Engineers' Construction Fund shall be required to keep records as to all payments made on the basis of requisitions. The City reserves the right to reimburse the Corps of Engineers' Construction Fund, from surplus moneys held for the credit of the Bond Fund in the amount of any Bond proceeds (exclusive of accrued interest paid by the purchaser), if any, utilized to pay interest on the Bonds. Surplus Bond Fund moneys are those in excess of the amount necessary to insure the payment of principal of and interest on the Bonds at maturity. The balance of the total sale proceeds shall be deposited in a special account of the City hereby created and designated the "Port Authority Construction Fund" in a bank that is approved by the City Finance Director and is a member of the Federal Deposit Insurance Corporation. Upon the written request of the Corps Representative, there shall be transferred from the Port Authority Construction Fund and deposited in the Corps of Engineers' Construction Fund additional amounts needed to complete the Improvements, but in no event shall the additional amounts transferred exceed the sum of $208,000. Disbursement shall be made from the Port Authority Construction Fund on the basis of requisitions which shall specify: the name of the person, firm or corporation to whom payment is to be made; the amount of the payment; the purpose of the payment; and that the payment is a proper charge on the Port Authority Construction Fund. Each requisition must (i) be signed by a Corps Representative and a Port Representative (with copy to the City Finance Director); and (ii) be accompanied by a certificate signed by the engineer for the Port Authority and certifying his or her approval thereof. The depository shall issue its check upon the Port Authority Construction Fund payable to the person, 16 301 • • 302 firm or corporation designated in the requisition. The depository of the Port Authority Construction Fund shall be required to keep records as to all payments made on the basis of requisitions. Moneys on deposit in the Corps of Engineers' Construction Fund and the Port Authority Construction Fund (hereinafter collectively referred to as the "Construction Fund ") in excess of the amount insured by the Federal Deposit Insurance Corporation must be continuously secured by bonds or other direct or fully guaranteed obligations of the United States of America; provided, however, moneys in the Construction Fund that are invested as hereinafter provided need not be so secured. Moneys in the Construction Fund may be invested in direct obligations of, or obligations the principal of and interest on which are guaranteed by, the United States of America, having maturity dates, or subject to redemption at the option of the holder, not later than the date or dates on which the moneys will be needed for accomplishing the Improvements. Section 13. This Ordinance shall constitute a binding contract between the City and the holders of the outstanding 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 contained in this Section and not otherwise, the registered owners of not less than seventy -five percent (75 %) in aggregate principal amount of the Bonds then outstanding shall have the right, from time to time, anything contained in this Ordinance to the contrary notwithstanding, to consent to and approve the adoption by the City of such ordinance supplemental hereto 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 contained in this Ordinance or in any supplemental ordinance; provided, however, that nothing herein contained shall permit or be construed as permitting (a) an extension of the maturity of the principal of or the interest on any Bond issued hereunder, or (b) a reduction in the principal amount of any Bond or the rate of interest thereon, or (c) the creation of a pledge of tax revenues other than the pledge created by this Ordinance, or (d) a privilege or priority of any Bond or Bonds over any other Bond or Bonds, or (e) a reduction in the aggregate principal amount of the Bonds required for consent to such supplemental ordinance. Section 14. (a) The City covenants that the proceeds of the sale of the Bonds, the earnings thereon, and any other moneys on deposit in any fund or account maintained in respect of the Bonds (whether such moneys were derived from the proceeds 17 r r r r r� r r r r ■■� �■■ r r r r 303 of the sale of the Bonds or from other sources) will not be used in a manner which would cause the Bonds to be treated as "arbitrage bonds" within the meaning of Section 103(c) of the Code. (b) The Mayor is authorized to enter into an agreement with the Trustee pertaining to the exemption of interest on the Bonds from federal income tax. The agreement shall contain such provisions as the Mayor may accept, upon advice of counsel, including, without limitation, those pertaining to restrictions on investment yields, rebate of investment earnings to the United States, limitations on the use of proceeds of the Bonds to acquire land and existing facilities, and provisions to be included in leases or like arrangements with respect to the Improvements. In the event that the City is of the opinion that it is necessary or advisable to restrict or limit the yield on the investment of any moneys held in the Construction Fund, the Bond Fund or any other fund in order to avoid the Bonds being considered "arbitrage bonds" within the meaning of Section 103(c) of the Code, or any proposed, temporary or final regulations thereunder as such regulations may apply to obligations issued as of the date of original issuance and delivery of the Bonds, the City may issue to the Trustee a written certificate to such effect together with appropriate written instructions, in which event the Trustee shall take such action as is necessary so as to restrict or limit the yield on such investment in accordance with such certificate and instructions, irrespective or whether the Trustee shares such opinion. (c) The City covenants that it shall not take or authorize or permit any action to be taken, and has not taken or authorized or permitted any action to be taken, which results in interest paid on the Bonds being subject to federal income tax. Section 16. Pending issuance of the Bonds, the City may, pursuant to Section 4 of Amendment No. 62 of the Arkansas Constitution, borrow funds on an interim basis, for a period of not to exceed two years, at an interest rate of not to exceed 8% per annum, repayable from the proceeds of the Bonds upon issuance of the Bonds. Section 17. That the provisions of this Ordinance are separable and in the event that any section or part hereof shall be held to be invalid, such invalidity shall not affect the remainder of this Ordinance. 18 � i i i i i � C1 I 304 Section 18. That all ordinances and resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. Section 19. That this Ordinance shall not create any right of any character and no right of any character shall arise under or pursuant to it until the Bonds authorized by this Ordinance shall be issued and delivered. Section 20. That it is hereby ascertained and declared that the above described improvements to be financed by the Bonds authorized hereby are immediately needed for the preservation of the public peace, health and safety and to remove existing hazards thereto. The Improvements cannot be acquired without the issuance of these Bonds, and therefore, it is declared that an emergency exists and this Ordinance, being necessary for the preservation of the public peace, health and safety, shall be in force and take effect immediately upon and after its passage. PASSED: August 5_ , 1986. APPROVED: ATTEST: L- 00,421-/ r r�� Mayor Th mas A. Prince Ci1V Clerk ign—(N Czech (SEAL) 19