HomeMy WebLinkAboutReso 5045-1969WJML:RFR:dao 1/23/69 25c
RESOLUTION NO. 5045
RESOLUTION PROVIDING FOR THE ISSUANCE OF
SEWER REVENUE BONDS, FIXING THE FORM OF
THE BONDS AND PROVIDING COVENANTS FOR
THEIR PROTECTION
CITY OF SOUTH SAN FRANCISCO, CALIFORNIA
$150,000 SEWER REVENUE BONDS OF 1969
SOUTH AIRPORT BOULEVARD AREA
Part
Part
Part
Im
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Definitions
1.01 General
1.02
1.o3
1.04
1.05
1.06
1.07
1.o8
1.09
1.10
1.11
1.12
1.13
1.14
1.15
1.16
1.17
1.18
1.19
mmmmmmmmmmmmmmmmmmmmmmmmmmmmm--
Annual .....
Area ............... - .............
Bondholder or Holder of Bonds
Bond Law .................
Bonds or Revenue Bonds or
Bonds of this Issue .................
Bond Year .............
Charges ...........................
Clerk or Secretary .................
Entity .............................
Gross Revenues ......................
Improve .............................
Indenture ...........................
Legislative Body ,
Net Revenues ....
Presiding Officer ·
Revenues .............................
Treasurer ...... . ....
Works ......
General
2.01
2.02
2.03
2.04
2.05
2.06
2.07
2.08
2.09
Provisions
Bond Law ...........................
Conditions Precedent
Public Interest
Purpose of Bonds
Cost of Works ......................
Single Transaction ---
Separate Fund ...... -
Complete Project
Adequate Rates ............
Bond Payment ......
Legality ...........................
The Bonds
3.01 Bond Issue --
3.02 The Bonds ---
3.03 Interest and Coupons .................
3.04 Interest in Bid
3.05 Interest After Maturity ........
3.06 Negotiable Instruments
3.07 Where Bonds Payable .......
3.08 Source of Payment .................
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Part 3 (continued)
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3.09 Bonds Not a Debt .................... 5
3.10 Entity Credit Not Encumbered .... ---- 5
3,11 Bonds a'Special Obligation ........ 5
3.12 Execution .......................... 5
3.13 Change in Officials ................. 5
3.14 Delivery .......................... 5
3.15 Transcript .......................... 5
Part 4 - Call and Redemption
4.01 Callable Bonds .................... 6
4.02 Notice of Redemption ................. 6
~ Form of Notice .................... 6
Receipt of Notice Unnecessary ........ 6
4.05 Certificate of Notice Conclusive ..... 7
4.06 Redemption Fund ............. - ...... 7
/ii Use of Funds 7
Coupons D~e .................... 7
Coupons ~ Not Due ................ 7
Retransfers ................... - 7
4.07 Effect of Notice of Redemption ----- 7
/~l Interest Terminates ............ 8
Matured CouponsPayable ........ 8
4.08 Purchase of Bonds .................... 8
Part 5 -Registration
Article 1 - Against Theft
5.01 Registration ........ '- .............. 8
5.02 Principal and Interest .............. 8
5.03 Principal Only ...................... 8
5.04 Transfer .......................... ~- 8
5.05 Deregistration .............. ~ ....... 9
5.06 Reregistration ................. r .... 9
Article 2 - Against Delinquency
5.07 Endorsement ........................ 9
5.08 Record ..... , ..... 9
5.09 Setting Aside Money ...... - .......... 9
5.10 Notice and Payment ................. 9
5.11 Order of Payment ................. 9
5.12 Failure to Present ................. 9
Part 6 - Pledge of Revenues and Funds
6.0i Pledge of Revenues ........ 9
6.02 First Lien on Revenues ..... . ........ 10
6.03 Revenues a Trust Fund .... 10
6.04 Equal Parity ........................ 10
6.05 Ratio of Net Revenue Coverage ....... 10
6.06 Construction Fund ................. 10
(a BondFund ...................... 10
Acquisition Costs ---- .......... 10
Construction Costs .............. 10
Incidental Expenses ............ 11
6.07 Revenue Fund ........................ 11
6.08 Bond Fund ........................ 11
6.09 Maintenance and Operation Funds ..... 11
6.10 Surplus Funds ........................ 11
6.11 Investment of Surplus Funds ......... 12
6.12 Inactive Deposits ................. -- 12
(ii)
Part 7 - Covenants
7.01 General .........
7.02 Acquire Works ............
7.03 OPerate Works .........
7.04 Good Repair ..........................
7.05 Preserve Security ......................
7.06 Collect Revenues ......................
7.07 Service Bonds ..........................
7.08 Pay Claims ..........................
7.09 Encumbrances ..........................
7.10 No Free Service ......................
7.11 No Competition ..........................
7.12 Insurance ..............................
7.13 Fidelity Bonds ..........................
7.14 Engineers ..............................
7.15 Audit and Report ................. - ....
a Balance Sheet ......................
b Reve.nue and Payments ~ '
Insurance ......................
Customer's
Billing .................. ----
Rate SChedules ......... - ..........
' Recapitulation ....................
Comments ........................ --
7.16 Unconditional Obligation ..............
7.17 Performance of Essence - .............
7.18 Recourse to Bond Law ........ ,' ...........
7.19 Indenture is Covenant ~ .................
7.20 Continuing Agreement '- .................
7.21 Period of Agreement ...... - ...........
Part 8 - Additional and Refunding Bonds
8.01 Additional Bonds ......................
8.02 Default ................................
8.03 Terms ............
8.04 Net Revenues ...........................
8.05 Estimated Additional Net Income ........
i Additional Connections , -
Acquisitions ' -
Construction ......................
Rate Increase ......................
8.06 Deficiency Bonds ......................
8.07 Refunding Bonds ......................
8.08 Subordinate Lien Bonds ..................
8.09 Issuance of Refunding Bonds ............
8.10 Amount of Refunding Bonds ............
8,11 IndePendent Certified Public Accountant
8.12 Independent Engineer ...................
Part 9 - Modifications
9.01 Modifications ....................... --
9.02 Consent Binding ................... - .....
9.03 Calling Bondholders' Meeting .......... -
9.04 Discretion of Legislative Body .........
9.05 Notice of Meeting .... ~, ................
9.06 Mailing .................. - .............
9.07 List of Owners ......................
9.08 Certificate of Deposit .................
9.09 Limit on Voting ......................
9.10 Attendance and Voting by Proxy .........
9.11 Quorum and Procedure .................
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Part 9 (continued)
9.12 Officers
9.lB VOtes
9.14 Vote Required
9.15 Certificate of Notice Conclusive
9.16 Filing Certificate
Part l0 - Default
10.01 Event of Default --
10.02 Principal ...........................
l0 .OB Interest ...........................
l0.04 Covenants ...........................
10.05 Bankruptcy ...........................
10.06 Acceleration .................
10.0? Application of Bonds ................
10.08 Costs and Expenses ........
10.09 Interest on Undue Bonds .............
10.10 Principal and Interest on Due Bonds
10.11 Insufficient Funds ................
10.12 Refunding Defaulted Bonds ...........
Part 11,- Remedies of Bondholders
11.01 Bondholder Remedies ................
11.02 Accounting ................... - ......
11.03 Injunction ..........................
11.04 Mandamus ..........................
11.05 Cumulative ..........................
11.06 Waiver ..............................
11.07 Delays .... -. ........................
11.08 Enforcement ..........................
11.09 Status Quo ..........................
EXHIBIT "A"
EXHIBIT "B"
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(iv)
WJML:RFR: dao 1/27/69 25c
RESOLUTION NO.
A RESOLUTION PROVIDING FOR THE ISSUANCE OF
SEWER REVENUE BONDS, FIXING THE FORM OF
THE BONDS AND PROVIDING COVENANTS FOR
THEIR PROTECTION
CITY OF SOUTH SAN FRANCISCO, CALIFORNIA
$15o,ooo SEWER REVEN~JE BONDS OF 1969
SOUTH AIRPORT BOULEVARD AREA
RESOLVED, by the City Council of the City of South~.~ San Francisco,
California, that
WHEREAS, the City of South San Francisco, in the County of san
Mateo, State of California, herein called "City", is a general law City,
duly organized and existing under and pursuant to the provisions of the
Government Code of the State of California;
WHEREAS, this Council adopted on December 16, 1968, Resolution No.
5004 entitled "A Resolution of Intention to Issue Sewer Revenue Bonds",
as amended, providing for the acquisition, construction, improving and
financing of sanitary sewer facilities therein described and referred
to"as "Works," said Works to serve an area within City therein described
and herein referred to as "Area";
WHEREAS, in accordance with law, a public hearing was duly held
thereon, after due notice thereof, and no petition of owners was filed
requesting that the Council call and hold a special election of the
propertyowners in the Area on the proposition of issuing said bonds,
and written protests or objections by more than one-half of the owners
of improved real property in the Area were not filed; and
WHEREAS, City proposes herein to issue revenue Bonds to finance.
the cost of the acquisition, construction, improving, and financing of
t~e Works, and to provide that the principal of and interest on the
Bonds shall be paid from a Bond Fund herein created, which Fund will
be maintained from the Gross Revenues of-the Works, and said Revenues
will be such that the City can and does herein determine that the prin-
ciPal of and interest on the Bonds of this Issue, together with the
payment of~all other obligations which are, or may be, a charge against
said Revenues, and the costs of the maintenance and operation of said
Works, can be financed solely from said Revenues and to which its tax
fund need not make any contribution at all;
NOW, THEREFORE, IT IS DETERMINED and ORDERED, as follows:
Part 1 - Definitions
1.01 General. As used in this Indenture, the terms herein have
the meanings provided in this Part.
1.02 Annual refers to the calendar year.
1.03 Area means the area described in Resolution No. 5004, as
amended, to be served by the Works.
1.0~ Bondholder or Holder of Bonds mean the holder of a bearer
bond or the' registered owner~of a registered bond.
1.05 Bond Law means Chapter 5, Part 3, Division 5 of the Health
and Safety Code of' the State of California, commonly referred to as
the Sewer Revenue Bond Act of 1933.
1.06 Bonds or Revenue Bonds or Bonds of this Issue mean the is-
sue of Bonds herein authorized to be issued by the Entity.
1.07 Bond Year m~ans the period between the dates of maturity of
the annual series of Bonds.
1.08 Charges mean fees, tolls, rates and rentals prescribed by
the Legislative Body for the use and maintenance of the Works and th2
services and facilities thereof, including charges on works previously
acquired and financed by other methods within the Area, users of which
receive additional benefits from the construction of the Works.
1.09 Clerk or Secretary mean the person elected or appointed as
the Clerk or Secretary of' the Entity and its Legislative Body.
1.10 Entity means the public entity named herein.
t.ll Gross Revenues means total annual Revenues.
1.12 Improve means to reconstruct, replace, extend, repair,
better, equip, embellish or otherwise improve.
1.13 Indenture means Ordinance No. ,~ An Ordinance Providing
for the IssuanCe of Bonds, adopted March 3, 19~9, incorporating the
provisions of this Resolution.
1.14 Legislative Body means the Council, which is the governing
body of the Entity.~ ' ~
1.15 Net Revenues means annual Gross Revenues after deducting all
sums expended therefrom for the annual management, operation, mainte-
nance and repair of the Works, including all incidental costs, fees,
and expenses properly chargeable thereto.
1.16 Presiding Officer means the Mayor of the Entity.
.... 1.17 Revenues or Revenues of-the Works mean all Charges received
for, and all other income and receipts derived from the operation of
the Works or arising from the Works, including revenues deposited in
the Bond Fund to provide the payment of the Bonds, and interest received
on any invested moneys. ReVenues or Revenues of the Works include all
of the proceeds of the' special sewer rates and charges established
within the Area by Section 3.1 of Ordinance No. 396, added by Ordinance
No. 584, adopted by the Legislative Body on January 20, 1969, together
with all of the proceeds of the sewer rentals and charges established
and collected from users within the Area by Section B of Ordinance
No. 396.
1.18 Treasurer means the Treasurer of the ~tity.
..
1.19 Works means the sanitary sewer facilities described in Reso-
lution No. 5004, as amended, the cost of acquiring, constructing, lm-
P~ving and financing of which is to be paid from the proceeds of the
Bonds of this Issue, to serve the Area.
Part 2 - General Provisions
2.01 Bond Law. The proceedings have been conducted and the Bonds
are being isSUed pUrsuant to the Bond Law.
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2.02 Con'ditions Precedent. All acts, conditions and things
required by law to exist, happen and be performed precedent to
and in the issuance of said Bonds have existed, have happened
and have been performed in due time, form and manner as required
by laW, and the Entity is now authorized, pursuant to each and
every requirement of law, to issue Revenue Bonds in the manner
and form as provided herein.
2.03 Public Interest. The public interest, economy and
general welfare will be served by the acquisition, construction,
improving and financing of the Works, including' all expenses in-
cidental thereto or connected therewith.
2.04 Purpose of Bonds. Revenue Bonds of the Entity shall
be issued to pay the cost of the acquisition, construction, im-
proving and financing of the Works.
2.05 Cost of Works. The total estimated cost of the Works,
including, the engineering and other fees, acquisition of lands
and easements, construction of improvements, and all other ex-
penses incidental thereto, including bond discount, if any, and
bond reserve funds, working capital and estimated interest during
construction and for 12 months thereafter, is the sum of $150,000.
2.06 Sin$1e Transaction. The acquiring, constructing, im-
proving and finanCing of 'the Works is one transaction, complete in
and of itself, and the proceeds of Bonds of this Issue will be
applied to the cost thereof as herein provided.
2.07 Separate Fund. The Entity, during the term of the
Bonds to be issued hereunder, will operate the Works as a separate
and distinct agency, and will create and maintain a separate and
distinct special fund and account for the Works into which all
Revenues to be received are to be deposited and from which all
disbursements herein provided, relating to the'Works, are to be
made during the term of the Bonds. ~
2.08 Complete Project. It is hereby found and determined
that the Entity has made all necessary arrangements for the fi-
nancing of the Works. Accordingly, it is hereby found and de-
termlned that:
(a) Adequate Funds'. The acquiring, constructing, .im-
proving and financing of She Works can be accomplished from
the funds to be available from the proceeds of the sale of
the Bonds;
(b) Adequate Rates. Charges have been and will be
fixed, levied and collected; and
(c) Bond Payment. The Charges and all other income'
II II
and receipts' included in the definition of Revenues shall
constitute the Revenues of?th~dWorkl,,ple~ed,~toiService the
Bonds as provided herein.
2.09 Legality. If any section, subsection, sentence, clause
or phrase of this Indenture be for any reason held to be uncon-
stitutional, such decision shall not affect the validity of the
remaining portions hereof. The Legislative Body hereby declares
.
-B-
· Ill I '
that it would have passed this Indenture and each section, sub-
section, sentence, clause or phrase hereof irrespective of the
fact that any one or more sections, subsections, sentences,
clauses or phrases be declared to be unconstitutional.unenforceable
or invalid. ·
Part 3 - The Bonds
3.01 Bond Issue. The Bonds shall be known as Sewer Reve-
nue Bonds of 1969, herein called Bonds. They shall be 150 in
number of the denomination of $1,000 each, numbered consecutively
from 1 to 150, inclusive, and shall be payable in numerical order,
consecutively, commencing with the lowest number. Said Bonds
shall be dated March 15, 1969, shall be payable on the 2nd day
of July of each year in the years and amounts, and of the numbers,
set forth in Exhibit "A" hereto attached and by reference made a
part hereof.
B.02 The Bonds. The Bonds and coupons shall be in form
substantially as provided in EEhibit "B" hereto attached and by
reference made a part hereof.
S.03 Interest and Coupons. The Bonds shall bear interest
from their date to their respective dates of maturity, at the
rate or rates provided in the accepted bid for the purchase of
the Bonds, but not to exceed six percent (6%) per annum. Said
interest shall be payable July 2,1969 and semiannually there-
after on the 2nd days of January and July in each year. Attached
to each Bond shall be interest coupons payable at the times the
respective interest payments thereon become due.
3.0~ Interest in Bid. Bidders for the purchase of the
Bonds must Specify the rate or rates of interest which the Bonds
shall bear. Bidders may bid different rates of interest irre-
spective of the maturities of the Bonds. The interest rates
stated in the bid may be in multiples of any fraction of one
percent. Bidders shall not be permitted to cause the interest
for a given period to be split and represented by more than one
coupon.
3.05 Interest After Maturity. If, upon presentation at
maturity, payment of the Bonds or of any interest coupons there-
on is not made in full accordance with the terms of this In-
denture, said Bonds or coupons, or both, shall continue to bear
interest at the rate stated in the Bond until paid in full.
3.06 Negotiable Instruments. The Bonds are negotiable
instruments and title thereto, unless registered, shall pass
by physical delivery thereof. The holders of the Bonds shall
have all of the rights possessed by holders of negotiable in-
struments payable to bearer.
3.07 Where Bonds Payable. The principal and interest on
the Bonds shall be payable in lawful money of the United States
of America at the office of the Treasurer, City Hall, South
San Francisco, California.
3.08 Source of Payment. The Bonds shall recite that they
are issued pursuant to the Bond Law and that they are payable
solely from the Revenues.
3.09 Bonds,Not a Debt. The Bonds and interest thereon
shall not~ be a debt of 'the E~tity, nor a charge, lien or en-
cumbrance, legal or equitable, upon any of its property or upon
any of its income or receipts or revenues, other than the Reve-
nues of the Works which have been pledged to the payment there-
of as herein provided.
3.10 Entity Credit Not Encumbered. No recourse sha~ll be
had for the payment of the Bonds, or of the interest thereon,
or any part thereof, against the General Fund of the Entity,
nor shall its credit or taxing power be deemed to be pledged
thereto, and the holders of the Bonds, or the coupons thereon,
shall never have the right to compel the exercise of the tax-
ing power of the Entity or the forfeiture of any of its prop-
erty for the payment of the Bonds or the interest thereon.
3.11 Bonds a Special Obligation. The Bonds of this Issue
and all additional Bonds which may be issued in accordance
with the terms and conditions hereof shall be a special obliga-
tion of the Entity and shall be payable from and secured by a
lien upon the Gross Revenues of the Works-as herein provided.
3.12 Execution. When the Bonds have been prepared in ac-
cordance with 'this~ Indenture, they shall be executed on behalf
of the Entity and under its official seal by the Presiding Of-
ficer by his printed, engraved or lithographed facsimile signa-
ture and countersigned by the manual signature of the Clerk
who shall affix thereto the official seal of the Entity, and
the interest coupons shall be executed and authenticated by
the printed, engraved or lithographed facsimile signature of
the Treasurer, who by such signatures shall ratify the execution
of the same. The seal of the Entity may be affixed to the
Bonds by printed, lithographed or other reproduction thereof.
3.13 Change in Officials. If any officer whose signature
or countersignature appears on the Bonds or coupons ceases to
be such officer before the delivery of the Bonds to the.pur-
chaser, his signature or countersignature is nevertheless as
valid and sufficient for all purposes as if he had remained in
office.
3.14 Delivery. The Bonds shall be delivered to the pur-
chasers thereof. The Entity shall deliver the Bonds upon re-
ceipt of the purchase price and shall credit the proceeds to
the special fund and account for the payment of the cost of
the Works, as provided herein, but the purchasers shall not be
required to see to the proper application thereof.
3.15 Transcript. The Clerk is hereby authorized to pre-
pare and furnish to the purchasers of the Bonds issued here-
under and attorneys examining the same a complete set of certi-
fied copies of all ordinances, resolutions and documents of
the Entity relating to the Works and to the issuance of Bonds
and of all other proceedings and records of the Legislative
Body°showing the right, power and authority to issue the Bonds
and to provide the security therefor, and such certified copies
and certificates shall be deemed representations of the Legis-
lative Body as to all facts stated therein.
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Part 4 - Call and Redemption
4.01 Callable Bonds. Bonds maturing by their terms on or
before July 2, 19~l, shall not be subject to call prior to their
fixed maturity date. Bonds maturing on or after July 2~ 1982,
shall, by their terms, be subject to call and redemption, at the
option of the Entity, as a whole or in part, in inverse numerical
order on July 2, 1979, (but not prior thereto) or on any interest
date thereafter and prior to their maturity date or dates at the
principal amount thereof and accrued interest thereon to the date
of redemption, plus a redemption premium equal to five percent
(5%) of such principal amount.
4.02 Notice of Redemption. The Treasurer shall cause thirty
(30) days prior notice of redemption to be given by mail, and in
addition shall publish notice thereof once at least thirty (30)
days prior to the day of call in a financial paper published in
San Francisco, or in a financial paper published in New York,
The Treasurer shall mail such notice by registered mail to the
last known Holder or Holders of any bearer Bonds so called, as
shown by the records in his office, and to the registered owners
of any registered Bonds at their addresses shown on the bond
registry books. No interest shall accrue on said Bonds called
for redemption or on any interest coupons thereon after the re-
demption date specified in said notice.
4.03 Form of Notice. The notice of redemption shall:
(a) State the redemption date;
(b) State the redemption price;
(c) State the numbers and dates of maturity of the
Bonds to be redeemed; provided, however, that whenever any
call includes all of the Bonds of a maturity the numbers
of the Bonds of such maturity need not be stated;
(d) Require that such Bonds be surrendered with all
interest coupons maturing subsequent to the redemption
date (except that no coupon need be surrendered on Bonds
registered as to both principal and interest) at the office
of the Treasurer;
(e) Require that Bonds which at the time of call
are registered so as to be payable otherwise than to bearer
shall be accompanied by appropriate instruments of assign-
ment to Entity duly executed; and
(f) Give notice that further interest on such Bonds
will not accrue after the designated redemption date.
4.04 Receipt of Notice Unnecessary. The actuaI receipt
by the Holder of any Bond of notice of such redemption shall not
be a condition precedent to redemption, and failure to receive
suCh notice shall not affect the validity of the proceedings
for the redemption of such Bonds or the cessation of interest
on the date fixed for redemption.
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~.05 Certificate of Notice COnclusive. A certificate by
the Treasurer"that notice of call and~redemption has been given
to Holders of registered Bonds as herein provided shall be con-
elusive as against all parties, and no Bondholder whose Bond
is called for redemption may object thereto or object to the
cessation of interest on the redemption date fixed by any claim
or showing that he failed to actually receive such notice of
call and redemption.
~.06 Redemption Fund. Prior to the time the Legislative
Body determines to call and redeem any of said Bonds, the Treas-
urer shall establish a Redemption Fund to be designated the 1969
Sewer Revenue Bond Redemption Fund, herein called Redemption
Fund. Prior to the publication of the notice of a redemption
there must be set aside in said Redemption Fund moneys available
for the purpose and sufficient to redeem, at the premiums payable
as herein provided, the Bonds designated in such notice for re-
demption.
(a) Use of Funds. Said moneys must be set aside in
said fund solely for that purpose and shall be applied on
or after the redemption date to payment for the Bonds to
be redeemed upon presentation and surrender of such Bonds
and (excspt as to Bonds registered as to both principal and
interest) all interest coupons maturing after the re-
demption date, and shall be used only for that purpose;
(b) coupons Due. Any interest coupon due on or prior
to the redemption date shall be paid from the Bond Fund
provided in Section 6.08 of Part 6 upon presentation and
surrender thereof;
(c) Coupons Not Due. Each Bond presented (if unreg-
istered or registered as to principal only) must have at-
tached thereto or presented therewith all interest coupons
maturing after the redemption date;
(d) Retransfers. If after all of the Bonds have
been redeemed and cancelled or paid and cancelled, there
are moneys remaining in said Redemption Fund, said moneys
shall be transferred to the Revenue Fund; provided, how-
ever, that if said moneys are part of the proceeds of re-
funding bonds, said moneys shall be transferred to the
fund created for the payment of principal of and interest
on such refunding bonds.
4.07 Effect of Notice of Redemption. When notice of re-
demption has been given substantially as provided in Sections
~.02 and ~.03 of this Part and when the amount necessary for the
redemption of the Bonds called for redemption is set aside for
that purpose in the Redemption Fund, as provided in Section 4.06
of this Part, the Bonds designated for redemption shall become
due and payable on the date fixed for redemption thereof, and,
upon presentation and surrender of said Bonds and ~except as to
Bonds registered as to both principal and lnterest~ all interest
coupons maturing after the redemption date, to the Treasurer
and, if any of said Bonds be registered, upon the appropriate
assignment thereof, such Bonds shall be redeemed and paid at
~said redemption price out of the Redemption Fund.
-7-
(a) Interest Terminates. No interest will accrue
on such Bonds called for redemption or on any interest
coupons thereon after the redemption date specified in
such notice, and the Holders of said Bonds so called for
redemption after such redemption date shall look for the
payment of such Bonds and the.premium thereon only to
said Redemption Fund. All Bonds redeemed and all interest
coupons thereon shall be cancelled forthwith by the Treas-
urer and shall not be reissued; and
(b) Matured Coupons Payable. All interest coupons,
pertaining to any redeemed Bonds, which coupons have ma-
tured on or prior to the time fixed for redemption, shall
continue to be payable to the respective holders thereof
but without interest thereon. All unpaid interest payable
at or prior to the date fixed for redemption upon Bonds
registered in such manner that the interest is payable
only to the registered owners shall continue to be payable
to the respective registered owners of such Bonds, or
their order, but withoUt interest thereon.
.,
~.08 Purchase.of Bonds. The Entity may, from time.to
time, purchase any or all of the Bonds at prices' offered. All
Bonds purchased shall be cancelled and shall'not again be re-
issued.
Part 5 · Registration
A~ticle 1
Against Theft
5.01 Registration. Any Bond is subject to registration
either as to principal and interest or as to principal only
upon written request of the Bondholder and~presentation of the
Bond to the Treasurer.
5.02 Principal and Interest. Upon presentation and re-
quest for registration as to principal and interest, the Treas-
urer shall cut off the coupons and destroy them. He shall
maintain abook in which he shall enter the numbers of all
registered Bonds and the names and addresses of the owners of
registered Bonds. Until such registration is cancelled as
herein provided, the interest and principal thereof shall be
payable only to the registered owner. There shall be provided
on the back of each Bond a suitable blank showing the name and
address of the registered owner, the date of registration or
transfer, the type of registration and the signature of the
Treasurer. ·
5.03 Principal 0nly. Upon presentation and request for
registration as to principal only, a notation shall be made to
that effect in the registration book and on the Bond. The
coupons shall not be detached and the interest on such Bonds
shallbe paid upon presentation of such coupons in the same
· manner as unregistered Bonds. Principal, however, shall be
paid only to the registered owner upon presentation of the
Bond.
5.04 Transfer. A registered Bond may only be transferred
by the registered owner in writing, in person, or by attorney
duly authorized, on presentation of the .Bond to the Treasurer
and by his endorsing 'thereon and in his record the fact of the
transfer.
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5.05 Dere~istration. The registration of any unmatured
Bond may be cancelled upon written request of the registered
owner. Upon receipt of such request, the Treasurer shall cancel
the registration in the bond register and on the back of the
Bond, re-attach all unmatured coupons to the Bond, and deliver
the Bond and attached coupons to the owner. Until such Bond is
reregistered, the principal thereof shall be payable to bearer,
and the interest shall again be paid upon surrender of proper
coupons. The cost of reprinting the coupons shall be paid by
the person requesting 'the deregistration.
5.06 Rere~%istration. Deregistered Bonds are subject to
rereglstration in the same manner' as previously unregistered
Bonds.
Article 2
Against Delinquency
5.07 Endorsement. When a Bond or interest coupon is
presented to the Treasurer for payment and is not paid for want
of funds, he shall endorse upon it "Not paid for want of funds",
the date of presentation, and a serial number indicating the
order of payment, and shall sign or stamp his name thereon, and
giVe it a serial number.
.
5.08 Record.. The Treasurer shall keep a book or other
record in which Shall be entered the number and series of the
Bonds and the date andserial number of their registration,~and,
if known, the names and addresses 6f.their'"respective owners or
9ther persons~who presented them.
5.09 Settin~ Aside Money. Upon receipt of the first money
in the treaSury applicable to their payment, there shall be set
apart the amount necessary to pay the registered Bonds and
coupons.
5.10 Notice and Payment. The Treasurer shall give notice
by registered mail to the owner or holder of the registered
Bonds and coupons, at the address last entered or to the person
who presented them, stating that he is ready to pay them.
5.11 Order of PaFment. The Bonds and coupons shall be
paid in the order of their serial numbers.
5.12 Failure to Present. If the registered Bonds and
coupons arenot presented for payment within 30 days from mail-
ing of the notice, or if the owner has failed to provide his
nameand address, or the person who presented them is not known,
the Treasurer shall apply the fund set aside to the payment of
the unpaid registered Bonds and coupons next in order, until all
registered Bonds and coupons have been paid.
Part 6 - Pledge of Revenues and Funds
6.01 Pledge of Revenues. Ail of the Revenues are hereby
pledged to pay the principal Of and interest on the Bonds, and
to provide:
(a) a Bond Fund,
(b) operation and maintenance funds, and
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(c) surplus funds.
6.02 First Lien on Revenues. The sums required to meet
the payment 'of interest on and principal of the Bonds shall be
secured by a first and prior lien upon and pledge of all of
the Gross Revenues of the Works, including the Gross Revenues
of improvements, extensions and additions thereto within the
Area, together with any interest earned thereon, and such Reve-
nues may only be used as provided herein.
6.03 Revenues a Trust Fund. The Revenues shall constitute
a trust fund for the security and payment of the Bonds. After
the payment of the principal and interest on the Bonds, there
shall be paid from the Revenues such sums as may be required to
pay the costs of necessary and reasonable maintenance and opera-
tion of the Works, which costs shall include the reasonable ex-
penses of management, operation, repair and other expenses
necessary to maintain and preserve the Works in good repair and
working order.
6.04 Equal Parity. Ail of the Bonds shall be equally
and'ratably secured without preference or priority by reason of
number, date, date of sale, or of execution or of delivery of
the Bonds, by said lien upon the Revenues in accordance with
the Bond Law and this Indenture. Said lien shall be ~prior and
paramount to any and all other claims and obligations that have
arisen or may arise or be incurred against the Revenues, except
as herein provided.
6.05 Ratio of Net Revenue Coverage. The Entity covenants
that it will at all times establish, maintain and collect Charges
sufficient, with other Revenues received, t° provide Net Reve-
nues equal to not less than 1.30 times the aggregate amount of
the principal of and interest on the Bonds which shall become
due and payable within the next succeeding twelve (12) months.
6.06 Construction Fund. There is hereby created a special
fund to be designated 1969~South Airport Boulevard Area Sewer
Construction Fund, herein called Construction Fund, which shall
be maintained by the Treasurer as a separate account, distinct
from all other funds of the Entity. The proceeds of the Bonds,
or any part thereof, other than accrued interest and premium,
if any, which shall be deposited in the Bond Fund, sold by the
Entity, shall be deposited in said Fund and shall be expended
as follows:
(a) Bond Fund. A sum sufficient to provide for the
first inter'est payment on the Bonds shall forthwith be
transferred to the Bond Fund.
(b) Acquisition Costs. The cost of acquiring any
lands and easements for the Works for which contracts have
been or shall be made, or any interlocutory decree in
eminent domain had and taken, shall be paid to the persons
entitled thereto.
(c) Construction Costs. The costs of constructing
the Works under contracts for construction work shall be
paid to persons entitled thereto, on certificates of the
Engineer as to the ~ork completed substantially in accord-
ance with the plans and specifications adopted by the Legis-
lative Body therefor and as said certificates are approved
by it.
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(d) Incidental Expenses. The incidental expenses of'
said proceedings, consisting of all engineering, inspection,
legal and fiscal fees and the costs of authorizing and is-
suing the Bonds as approved by the Legislative Body shall be
paid to those persons entitled~thereto or to the appropriate
Entity fund to be reimbursed therefor~
6.07 Revenue ~und. There is hereby created a special fund
to be designated 1969 South Airport Boulevard Area Sewer Revenue
.Fund, herein called Revenue Fund, which shall be maintained and
operated by the Treasurer as a separate account, distinct from all
other funds of the Entity, into which all Revenues shall be paid
immediately following their receipt.
6.08 Bond Fund. There is hereby created a special fund
designated 1969 South Airport Boulevard Area Sewer Revenue Bond
Fund, herein called Bond Fund, which shall be maintained and
operated by the Treasurer, to cover the payment of the principal
of and interest on the Bonds.
During the period that any of the principal of and
interest on the Bonds are unpaid and outstanding, the moneys in
the Revenue Fund shall be paid and disbursed as follows:
(a) On the first day of each calendar month, begin-
ning with the date of the Bonds and after the funds there-
in have been applied, the Treasurer 'shall pay into the Bond
Fund an equal aliquot part of the amount necessary to pay
the next maturing installment of interest on the Bonds.
(b) On the first day of each calendar month, begin-
ning twelve (12) months prior to the first maturity of
the Bonds, the Treasurer shall pay into the Bond Fund an
equal aliquot part of the amount necessary to pay the next
maturing installment of principal of the Bonds.
Any amount required~to be set aside, transferred to
and placed in the Bond Fund may be prepaid in whole or in part
by being earlier set aside, transferred to and placed in the Bond
Fund, and in that event the monthly transfer which has been so
prepaid need not be made at the time appointed therefor. In
any event, all sums required for the payment.thereof must be in
the Bond Fund at least one month prior to the due date of the
maturity of any Bonds and interest.
All moneys in this Fund shall be used and withdrawn
solely for the purpose of paying the principal of and interest
on the Bonds as the same shall become due and payable. After
full payment of the Bonds and interest any balance in the Fund
shall be returned to the Revenue Fund.
6.09 Maintenance and Operation Funds. From the moneys
remaining in the Revenue 'Fund, the Treasurer shall pay the rea-
sonable expense of operation and maintenance of the Works.
6.10 Surplus Funds. The funds remaining in the Revenue
Fund after~ the monthly and.other transfers therefrom to the
Bond Fund and payment of costs of management, maintenance,
operation and repair of the Works, shall constitute surplus
funds and be used as follows:
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(a) For the purchase in the open market of the out-
standing unmatured Bonds of this Issue.
(b) For extensions, or for the enlargement, replace-
ment or betterment of the Works.
(c) For any other lawful purpose.
No moneys shall be otherwise paid or transferred
therefrom unless all of the requirements of this Indenture then
required to be performed have been fully accomplished.
6.11 Investment of Surplus Funds. All moneys that are not
required to be used Within such time may be invested in author-
ized negotiable direct obligations of the United States of America,
maturing on a date or dates prior to the need for such moneys.
6.12 Inactive. Deposits. Any moneys not then needed may be
deposited as inactive funds of the Entity.
Part 7 - Covenants
7,01 General. For the protection and security of the
Bonds, the Entity covenants and agrees to and with the Holders
of the Bonds as provided in this Part.
7.02 Acquire Works. It will commence and complete the
acquisition, construction and improvement of the Works with all
practical dispatch and in a sound and economical manner.
7.03 Operate Works. It will operate the Works in an ef-
ficient and economical manner and will prescribe, revise and
collect such Charges that they may be furnished to the users
within the Area and other users at the lowest possible cost con-
sistent with sound economy and prudent management.
7.04 Good Repair. It will operate, maintain, preserve and
keep or cause to be operated, maintained, preserved and kept,
the Works and every part and parcel thereof, in good repair,
working order and condition.
7.05 Preserve Security. It will preserve and protect the
security of the Bonds and the rights of the Holders thereof,
and warrant and defend such rights against all claims and de-
mands of all persons whomsoever.
7.06 Collect Revenues. It will collect and hold in trust
the Revenues or~ other funds pledged to the payment of the Bonds
for the benefit of the Holders of the Bonds and apply such
Revenues or other funds only as provided by this Indenture.
7.07 Service Bonds. It will pay and cause to be paid
punctually the principal of the Bonds and the interest there-
on on the date or dates and at the place or places and in the
manner mentioned in the Bonds and in the coupons thereto ap-
pertaining and in accordance with this Indenture.
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7.08 Pay Claims. It will pay and discharge, or cause to
be paid andd~scharged, any and all lawful claims for labor,
materials and supplies, Which, if unpaid, might by law become
a lien or charge upon the Revenues of the Works or any part of
said Revenues, or any funds thereof in its hands, prior to or
Superior to the lien of the Bonds, or which might impair the
security of the Bonds, to the end that the priority and securit~
of the Bonds shall be fully preserved and protected.
?.09 Encumbrances. It will not sell or dispose of any
of the Works other than as herein provided, or mortgage or other~
wise encumber any of the Works, or any of the Revenues thereo£j
nor enter into any lease or agreement which would impair or
pede operation or any part thereof necessary to secure adequate
Revenues for the payment of the principal of and interest on the
Bonds~ or which otherwise would impair or impede the rights
the Holders of the Bonds with respect to such Revenues or the
operation thereof without provision for the retirement of the
Bonds of this Issue then outstanding from the proceeds thereof;
provided, however, that material and equipment worn ou~ or not
needed for the efficient and proper operation of the Works may
be sold without the consent of the Bondholders if the proceeds
thereof are applied to the improvement or extension of the Works
or to the retirement of the Bonds.
7.10 No Free Service. It will not permit any part of the
Works to be used or taken advantage of free of charge by any
person, firm or corporation or by the State of California or
the United States of America, or by any public corporationj
political subdivision, city, county, district or agency of
either, including this Entity.
7.11 No Competition. It will not acquire~ construct,
operate or maintain, and not permit any other public or private
corporation or agency or any persons whatsoever to acquirej
construct, operate or maintain within the boundaries of~the~Area
any~syStem ore.utility competitive with the Works.
7.12 Insurance. It will procure and keep in force in-
surance on all buildings and structures of the Works and the
machinery and equipment therein against loss or damage by fire~
flood, windstorm or earthquake or other causes customarily in-
sured against in connection with similar enterprises with an
insurer or insurers in good standing and in such amounts~as may
be required adequately to protect the Entity and the Holders of
the Bonds from loss due to any such casualty, and in the event
of such loss, the proceeds shall be used to repair or restore
the Works or for the payment in full of all Bonds issued here-
under.
7.13 Fidelity Bonds. It will procure suitable fidelity
bonds covering all of its officers and other employees charged
with the operation of the Works and the collection and dis-
bursement of Revenues therefrom.
?.14 Engineers. It will employ consulting engineers of
acknowledged reputation, skill and experience in the construct
tion and operation of the Works or any unusual or extraordinary
items of extensions or betterments as shall be required from
time to time, all reports, estimates and recommendations of
such consulting engineers to be filed with the Clerk and furnished
to the purchasers of the Bonds issued hereunder if requested.
?.15 Audit and Report. It will employ a certified public
accountant who shallprepare and file with the Treasurer and with
the California Districts Securities Commission if the Bonds shall
at any time be certified by it, and make available to the purchaser
of the Bonds if'requested, annually within one hundred twenty (120)
days after the close of each fiscal year on June BOth, commencing
in the year 1969, an annual audit for the preceding year which
shall include:
(a) Balance Sheet. A balance sheet including bal-
ances of all funds herein created.
(b) Revenue and Payments. A statement in detail of
the cash receipts and disbursements of the Revenues and ex-
penses of the Works.
(c) Insurance. A statement as to the insurance carried
by it, including a brief description of each policy as to its
coverage and name of company issuing it.
(d) Customers. The number of customers classified by
rate or charge for service groups, the number of properties
connected to the Works or served by other works within the
Area and the number of applications for service within the
Area on hand but not connected.
(e) BillinM. The annual billings and the average
monthly billing per user.
(f) Rate Schedules. The schedules of the rates and
charges prescribed by the rate ordinance then in effect.
(g) Recapitulation. A recapitulation of funds and
accounts created by this Indenture into which are put the
Revenues and moneys derived from the sale of the Bonds~
which shall show balances at the beginning of the period,
deposits and withdrawals made during the period and balances
at 'the end of the period; and also monthly deposit require-
ments for funds during the next succeeding fiscal period.
(h) Comments. Comments of the accountant relative
to the fulfillment of the provisions of this Indenture and
the manner in which the Works has been operated, and his
recommendations for improving the operation of the Works.
?.16 Unconditional Obligation. Except only as provided
herein for alteration of the Bonds or this Indenture~ nothing
in this Indenture or in the Bonds or in the coupons contained
shall affect or impair the obligation of the Entity which is ab-
solute and unconditional$ to pay the principal of and interest
on the Bonds to the respective Holders of the Bonds and coupons
at the respective dates of maturity~ or upon prior redemption,
as herein provided, and out of the Revenues herein pledged for
such~payme~t, or affect or impair the right of action, which is
also absolute and unconditional, ofsuch Holders to institute
suit to enforce such payment by virtue of the contract embodied
in the Bonds and coupons.
· "Il i '
7.17 Performance of Essence. The performance of the duties
prescribed in this indenture and in the Bond Law by the Entity
or its proper officers, agents or employees, is of the essence
of ~htity's contract with the Bondholders.
7.18 Recourse to Bond Law. Each taker and subsequent
Holder of the Bonds and attached or detached coupons has re-
course to all of the provisions of this Indenture and of the
Bond Law and is bound by their terms.
7.19 Indenture is Covenant. Each and all of the terms of
this Indenture shall be and constitute a covenant on the part
of the Entity to and with each and every Bondholder from the
time the Bonds are issued hereunder.
7.20 Continuin~ A~reement. This Indenture and-the cove-
nants, agreements, provisions and conditions herein .contained,
constitute a continuing agreement with the Holders of all of
the Bonds issued or to be issued hereunder and then outstand-
ing, to secure the full and final payment of the principal of
and premiums, if any, and the interest on all Bonds which may
from time to time be executed and delivered hereunder.
7.21 Period of A~reement. Whenever all of the Bonds and
all interest then accrued thereon shall have been fully paid
and discharged, the agreements in this Indenture contained shall
cease and terminate, and the ~htlty shall be under no further
obligation to apply the Revenues of the Works as herein re-
quired, or otherwise to do or perform any of the covenants, con-
ditions or agreements in this Indenture contained.
Part 8 - Additional and Refunding Bonds
8,01 Additional Bonds. No additional bonds shall be is-
sued o~ Other obligations incurred which shall be payable from
the Revenues and constitute a lien thereon which shall have
priority over the Bonds of this Issue. The Entity may issue
additional bonds payable as to principal and interest from the
Revenues on a parity with the Bonds for the purpose of im-
proving the Works or for acquiring, constructing or improving
additions, extensions or betterments to the Works within the
Area or for the purpose of refunding any outstanding Bonds is-
sued for the Works or for any combination on such purposes and
subject to the conditions provided in this Part.
8.02 Default. The Entity shall not at the time of.the
issuance of such additional bonds be in default hereunder un-
less the bonds are for refunding such defaulted obligation.
8.OB Terms. Such additional bonds shall mature on Jan-
uary 2 or July 2 in each year; the final maturity date of the
additional bonds shall not be earlier than the final maturity
date of any Bonds then outstanding; and fixed serial maturities
or minimum annual sinking fund payments or any combination
thereof shall be established in amounts sufficient to provide
for the payment and retirement of all such additional bonds on
or before their respective maturity~dates.
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8.04 NetRevenues. The annual Net Revenues of the Works for
the latest fiscal or bond year prior'to the issuance of such ad-
ditional bonds, as shown by an audit, certificate or oplnion'of an
independent certified public accountant employed by the Entity,
plus the additional Net Revenues, estimated as provided in Section
8.05, shall have produced one and thirty hundredths (1.30) times
.the sum of the average annual debt service of any then and proposed
outstanding additional bonds during their term or during the term
of the Bonds of this Issue, whichever amount is lesser. "Debt
service" as used herein means principal and interest accruing on
bonds or the amount of any transfers required to be made to any
funds from which such principal and interest are to be paid.
8.05 Estimated Additional Net Income. The Net Revenues Shown
as provided in Section 6'.0~ may be revised and enlarged in a written
report of an independent engineer or the Entity Engineer, as ap-
proved by a certificate or opinion of an independent certified pub-
lic accountant, to include any or all of the following: ~
(a) Additional Connections. The Net Revenues of the
additional nUmber'of users connected to the Works or within
the Area at the time of the issuance of said report, had such
users been connected to the Works or subject to Charges for
the entire fiscal or bond year used for the audit, certificate
or opinion referred to in Section 8.04.
(b) Acquisitions. The Net Revenues to be derived from
the users connected to a sewer system or facilities to be ac-
quired by the Entity from the proceeds of the additional bonds.
(c) Construction. Seventy-five percent (75%) of the
additional..Net Revenues estimated to be produced by the con-
struction of the Works for~which additional bonds are to be
issued, or by construction from other available revenues, in
any twelve (12) month period out of the twenty-four (24) months
next succeeding the completion of construction.
(d) Rate Increase. Seventy-five percent (75%) of the
additional revenues estimated to be derived from any increase
in charges made by the Entity which have not been reflected
in the audit, certificate or opinion for the full fiscal or
bond year covered therein.
8.06 .Deficiency Bonds. If the proceeds of the Bonds for any
reason are less than the Cost of the Works, additional bonds may in
llke manner be issued and sold without compliance with the pro-
visions of this Part 8 to provide for the amount of the deficit
but not to exceed the amOunt necessary to complete the Works ac-
cording .to the original plans and specifications. Such deficiency
bonds shall be deemed to be the same in all respects as the original
issue, and shall be entitled to payment, without preference or
priority over the Bonds first issued, and shall be disposed of in
like manner.
8.07 Refundin~Bonds. In the event and to. the extent that
additional bonds are to be issued for the purpose of refunding and
retiring any Bonds of this Issue, for the purpose of the calcu-
lations required under this Part, the amounts of annual principal,
interest and minimum sinking funds required to have been paid on
the bonds to be refunded, as provided in Section 8.01, need not be
taken into consideration in computing the coverage for such ad-
ditional bonds.
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I Ill
8.08 Subordinate Lien Bonds. Nothing in this Indenture
shall be deemed to limit or'restrict the power of the Entity to
issue such additional bonds payable from but inferior as to the
lien of any of the then outstanding Bonds on the Revenues with-
out compliance with the provisions of this Part or of any other
provision of this Indenture.
8.09 Issuance of Refunding Bonds. The Legislative Body
may, with the'consent of the holder of any noncallable Bond, and
without the consent of the holder of any callable Bond, refund
said Bond as provided bylaw. The refunding bond shall be on a
parity of lien with the refunded Bond, providing that the prin-
cipal and the installments of interest thereof shall not increase
any annual installment of principal and interest of the Bonds
more than the minimum coverage ratio provided herein. Nothing
herein shall prohibit the Legislative Body from issuing such
refunding bonds subordinate as to the lien of the Bonds and of
bonds subsequently issued and payable from the same Revenue. For
the purpose of curing a default or threatened default, the Leg-
islative Body may issue additional bonds of this issue and ex-
change such bonds for maturing or matured Bonds or sell them and
use the proceeds thereof to pay said Bonds, provided that the
new bonds shall be made to mature after the maturity of the Bonds
and not later than forty (40) years from the date of the Bonds.
8.10 Amount of Refunding Bonds. Funding or refunding bonds
may be issued ~in a .principal amount sufficient to provide funds
for the payment of all of the following:
(a) All Bonds to be funded or refunded by them.
(b) All expenses incident to the calling, retiring,
or paying of the outstanding Bonds and the issuance of the
funding or refunding bonds, including the difference in
amount between the par value of the funding or refunding
bonds and any amount less than that for which the funding
or refunding bonds may be sold.
(c) Interest upon the funding or refunding bonds
from the date of sale to the date of payment of the Bonds
to be funded or refunded out of the proceeds of the sale
or the date upon which the Bonds to be funded or refunded
will be paid pursuant to the call or an agreement with
the holders of such Bonds.
(d) Any premium necessary in the calling or retiring
of the outstanding Bonds and the interest accruing on them
to the date of the call or retirement.
8.11 Independent Certified Public Accountant means any
registered or licensed certified public accountant or firm of
such certified public accountants duly licensed or registered
or entitled to practice and p~acticing as such under the laws
of the State of California, appointed and paid by the Entity,
and who, or each of whom:
(a) is in fact independent, and not under domination
of the Entity;
(b) does not have any substantial interest, direct
or indirect, with the Entity;
-17-
(c) is not connected with the Entity as an officer
or employee of the Entity, but who may be regularly retain-
ed to make annual or other similar audits of the books of
the Entity.
8.12 Independent Engineer means any individual or firm of
engineers having special knowledge and experience in the utility
field, appointed and paid for by the Entity, and who, or each
of whom:
(a) is in fact independent and not under domination
of the Entity;
(b) does not have any substantial interest, direct
or indirect, with the Entity; -.
(c) is not connected with the Entity as an officer
or employee of the Entity, but who may be regularly re-
tained to make annual or other periodic.reports to the
Entity.
Part 9 - Modifications
9.01 Modifications. From and after the sale and delivery
of any of the BOnds, no amendment, alteration or modification
of the Bonds or of the coupons appertaining thereto or of this
Indenture, which will impair, impede or lessen the rights of
the Holders of the Bonds or the coupons appertaining thereto
then outstanding shall be made without the prior written consent,
or alternatively, the prior consent given at a Bondholders'
meeting, of the Holders of at least sixty-six and two-thirds
percent'(66-2/3%) of the aggregate principal amount of affected
Bonds then outstanding, unless the amendment, alteration or mo-
dification be as herein authorized.
9.02 Consent Binding. Any amendment, alteration or modifi-
cation which shall have received the consent of the Holders of
the percentage of said outstanding Bonds as provided in Section
9.01 of this Part shall be binding on the Holders of all of the
Bonds and coupons appertaining thereto, either attached to or
detached from the Bonds. If any alteration, amendment or modi-
fication shall affect less than all outstanding Bonds of this
Issue, then the provisions of Section 9.01 of this Part shall
apply only to the Bonds affected by the amendment, alteration
or modification.
9.OB Calling Bondholders' Meeting. If the Legislative
Body shall desire or shall~be required to obtain the consent
of the Bondholders to a proposed action, it may adopt a reso-
lution calling a meeting of the BOndholders affected by the
proposed action for the purpose of considering the action, the
consent to which is desired or required.
9.04 Discretion of Legislative Body. The place, date
and hour of holding the meeting and the date or dates of pub-
lishing and mailing notice shall be determined by the ~Legis-
lative Body in its discretion.
9.05 Notice of Meeting. Notice specifying the purpose,
place, date and hour of ~the meeting shall be given by mail
-18-
and by publication at least once not less than thirty (30) nor
more than sixty (60) days prior thereto in one or more financial
papers published in San Francisco or New York. The notice shall
set forth the nature of the proposed action, consent to which
is desired or required.
9.06 Mailing. The Treasurer shall mail notice by regis-
tered mail to the last known Holders of bearer Bonds, as shown
by the records in his Office, and to the registered owners of
any registered Bonds, at their addresses shown on the bond reg-
istry books.
9.07 List of Owners. The Treasurer. shall prepare and de-
liver to the'chairman of the meeting a list of the names and
addresses of the registered owners of the Bonds as shown on the
bond registry books, and, to.the extent shown by him, a list of
the names and addresses of the owners of bearer Bonds, together
with a statement of t~ maturities, series and numbers of the
Bonds held and deposited by each, and no Bondholder shall be
entitled to vote at the meeting unless his name appears upon
the lists or unless, at the meeting, he shall present his Bond
or Bonds or a certificate of deposit thereof.
9.08 Certificate of Deposit. A Holder of bearer Bonds
may deposit his BOnds with a bank, trust company, investment
banker, bond dealer or broker within or without the State, and
obtain from the depositary a certificate of deposit which shall
constitute proof of ownership and entitle the depositor named
therein to vote upon filing it with the Treasurer who shall add
it to the list of owners. The Treasurer may designate a de-
positary where the Bonds may be deposited, which shall be an
agency for that purpose.
9.09 Limit on Voting. No Bondholder shall be permitted
to vote with respect to a 'larger aggregate principal amount of
Bonds than is set. against his name on the list, unless he shall
produce the additional Bonds upon which he desires to vote or
a certificate of deposit.
9.10 Attendance and Votin~ by Proxy. Attendance and
voting by a Bondholder at the meeting may be by proxy. An owner
of registered Bonds may, by an instrument~in writing under his
hand, appoint any person as his proxy to vote at the meeting
for him, and that instrument when presented at the meeting
shall be sufficient to entitle that person to vote as the proxy
of the registered owner. Any person may vote as the proxy of
the owner of a bearer Bond on presentation of the Bond or
certificate of deposit thereof and an instrument in writing
under the hand of the Bondholder appointing the person as his
proxy to vote at the meeting for him, or if the instrument in
writing has been delivered to the agency designated by the En-
tity at the time the Bond was delivered to the agency as pro-
vided for in Section 9.08 of this Part and the person's name
appears on the list delivered by the Treasurer to the chairman
of the meeting,, the certificate of deposit may verify him as
the proxy of the owner of the bearer Bond.
9.11 Quorum and Procedure. A representation of at least
sixty-six and two-thirds percent (66-2/3%.) in aggregate prin-
cipal amount of the Bonds affected by the proposed action and
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then outstanding shall be necessary to constitute a quorum at the
meeting of Bondholders, but less than a quorum may adjourn the
meeting, from time to time, and the meeting may be held as so
adjourned without further notice, whether the adjournment shall
have been by a quorum or less than a quorum.
9.12 Officers. The Legislative Body shall, by an instrument
in writing, appoint a temporary chairman of the meeting, and the
meeting shall be organized by the election of a permanent chair-
man and a secretary.
9.13 Votes. At the meeting, each Bondholder shall be en-
titled to one vote for every $1,000 principal amount of Bonds
with respect to which he shall be entitled to vote, and the vote
may be given in person or by proxy. The Legislative Body by its
duly authorized representative, may attend the meeting of the
Bondholders, but shall not be required to do so.
9.14 Vote Required. At the meeting, there shall be sub-
mitted for the consideration and action of the Bondholders a
statement of proposed action, consent to which is desired or
required, and if the action shall be consented to and approved
by the Bondholders in person or by proxy holding at least sixty-
six and two-thirds percent (66-2/3%) of the aggregate principal
amount of the Bonds affected by the proposed action and then
outstanding, the chairman and the secretary of the meeting shall
so certify in writing to the Legislative Body, and the certifi-
cate shall constitute complete evidence of the consent of the
Bondholders.
9.15 Certificate of Notice Conclusive. The actual receipt
by a Bondholder of the notice required to be given by Section
9.05 of this Part shall not be a condition precedent to the
undertaking, notice of which is required to be given, and failure
to receive notice shall not affect the'validity of the proceed-
ings thereat or prevent the notice from having the effect in-
tended by the giving of notice, provided that notice'has been
published and has also been mailed to Bondholders to the extent
known to the Treasurer. No irregularity in the form of the
notice shall affect its validity provided notice has been given.
A certificate signed by the chairman and secretary of the
meeting shall be conclusive evidence and the only competent
evidence of the matters stated in the certificate relating to
the proceedings taken at the meeting, as against all parties
and it shall not be open to a Bondholder to show that he failed
to receive notice°
9.16 Filin$ Certificate. The certificate shall be filed
in the office of the Treasurer and shall be kept on file so
long as the Bonds and the interest thereon are outstanding and
unpaid. A duplicate original, if there is one, and, if not,
then a reproduced copy thereof including the signatures there-
on, shall be filed with the Clerk who shall likewise keep it
filed with the papers of the proceedings authorizing the is-
suance of the Bonds.
Part 10 - Default
lO.O1 Event of Default. One or more of the events pro-
vided in this Part shall Constitute an event of default.
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10.02 Principal. A default in the due and punctual
payment of the principal of a Bond when and as the same shall
become due and payable, whether at maturity as therein ex-.
pressed, by proceedings for redemption, by declaration or
otherwise.
10.03 Interest. A default in the due and punctual pay-
ment of an installment of interest of a Bond when and as the
interest installment shall become due and payable.
10.04 Covenants. A default in the observation of any
of the covenants, agreements or conditions on its part here-
in or in the Bonds contained, and the default has continued
for a period of thirty (BO) days.
10.05 Bankruptcy. The filing by the Entity of a pe-
tition or answer seeking reorganization or arrangement under
the Federal bankruptcy laws or other applicable laws or
statutes of the United States of America, or the approval of
such a petition by a court of competent Jurisdiction, filed
with or without the consent of the Entity, seeking reorgani-
zation under the Federal bankruptcy laws or other applicable
laws or statutes of the United States of America or the
assumption or control of the Entity or of the whole or any
substantial part of its property by a~court of competent Ju-
risdiction under the provisions of other laws for the relief
or aid of debtors.
10.06 Acceleration. Upon the happening of an event of
default, the'Holders Of not less than' sixty-six and two-thirds
percent (66-2/3%) in aggregate principal amount of the Bonds
at the time outstanding shall be entitled, upon notice in
writing to the Entity, to declare the principal of all of
the Bonds then outstanding and the interest accrued ~thereon
to be due and payable immediately, and upon such declaration
the same shall become and shall be immediately due and payable.
10.07 Application of Funds. All of any Gross Revenues
pledged to the paymentand se~curity of the Bonds, including
all sums in all of the funds provided therefor Upon the date
of the happening of an event of default, and all sums there-
after received bY the Entity shall be applied by it, upon
presentation of the several Bonds and coupons, and the stamp-
ing thereon of the payment if only partially paid, or upon
the surrender thereof if fully paid, in the order provided
in Sections '10.08 through 10.11 of this Part. ~
·
10.08 Costs and Expenses. Said moneys shall be applied
to the payment of the costs and expenses of the Bondholders
in declaring an event of default, including reasonable com~
pensation to their agents, attorneys and counsel, and to the
payment of the costs and expenses of the Treasurer in carrying
out the provisions of this Part, including reasonable com-
pensation to his agents, attorneys and counsel.
10.09 Interest on Undue Bonds. In case the principal
of the Bonds shall'not have become'due and shall not then be
due and payable, said moneys shall be applied to the payment
of the interest in default, first, in the order of registra-
tion under Article 2 of Part 5 of this Indenture, and then in
the order of maturity of the installments of the interest.
-21-
10.10 Principal and Interest on Due Bonds. In case the
principal of the Bonds shall have become and Shall be then due
and payable, said moneys shall be applied to the payment of
the principal and interest of the Bonds, first, in the order
of registration under Article 2 of Part 5 of this Indenture,
and then in the order of the maturity of the installments of
principal and interest.
lO.11 Insufficient Funds. In case the moneys shall be
insufficient to pay in full the whole amount so owing and
unpaid upon the Bonds, under Sections 10.09 and 10.10 of this .
Part, then the moneys shall be applied to the payment, flrst~
of interest, and then of principal, ratably to the aggregate
of the interest.or principal then due to the persons entitled
thereto without discrimination or preference.
10.12 Refundin~ Defaulted Bonds. The Entity may refund
any defaulted Bonds by the issuanCe of new bonds maturing
after the maturity of the last Bond of this Issue, but other-
wise on a parity as to payment with the Bonds of this Issue,
and sell the bonds and use the proceeds to pay the defaulted
Bonds, in which event the action shall be deemed to avoid
or cure a default under this Part. With the consent of the
Bondholder, the refunding bonds may be exchanged for the Bonds
refunded.
Part 11 - Remedies of Bondholders
11.01 Bondholder Remedies. Subject to any contractual
limitations binding upon the Holders of the Bonds (including,
but not limited to, limitations upon the exercise of a remedy
to the Bondholders holding a specific proportion or percentage
of the Bonds), the Holders of Bonds shall have the right, for
the equal benefit and protection of all Holders of Bonds simi-
larly situated, as provided in this Part.
11.02 Accounting. By action or suit in equity, they may
require the Entity and the Legislative Body and other officers,
agents and employees to account as the trustee of an express
trust.
ll.0B Injunction. By action or suit in equity, they may
enjoin acts or things which may be unlawful or violate the
rights of the Bondholders.
11.04 Mandamus. By mandamus or other suit, action or
proceeding at laW.or in equity, they may enforce their rights
against the Entity and its Legislative Body and other officers,
agents and employees, and to require and compel it or them to
perform and carry out its and their duties and obligations
under the law and its and their covenants and agreements with
Bondholders.
11.05 CUmulative. No remedy conferred by this Part or
by the law. is intended to be exclusive of any other remedy,
but each remedy .is cumulative and in addition to every other
remedy and may be exercised without exhausting and without re-
gard to any other remedy conferred by this Part or by the law.
-22-
ll.06 Waiver. No waiver of a default or breach of duty
or contract by any Bondholder shall extend to or shall affect
a subsequent default or breach of duty or contract or shall
impair rights or remedies thereof.
11.07 Delays. No delay or omission of a Bondholder to
exercise a right or power accruing upOn a default shall impair
the rights or power or shall be construed to be a waiver of
the default or acquiescence thereof.
11.08 Enforcement. Every substantive right and every
remedy conferred upon the Bondholders may be enforced and
exercised from time to time and as often as may be deemed
expedient.
11.09 Status Quo. In case an action, suit or proceed-
ing to enforce a right or exercise a remedy shall be brought
or taken and then discontinued or abandoned, or shall be de-
termined adversely to the Bondholders, then, and in every
case, the Entity and the Bondholders shall be restored to
their former positions and rights and remedies as if no suit,
action or proceeding has been brought or taken.
-2B-
Bond Numbers
1 -4
10 - 14
2O - 25
26 - 31
32 - 37
38 - 43
44 - 50
5i - 57
58 - 64
65 - 72
73 - 80
81 - 89
9o - 98
99 - lO7
lO8 - 117
118 - 127
128 - 138
139 - 15o
CITY OF SOUTH SAN FRANCISCO, CALIFORNIA
SCHEDULE OF MATURITIES
$150,000 SEWER REVENUE BONDS OF 1969
SOUTH AIRPORT BOULEVARD AREA
Year of
Annual Principal Amount Maturity
$ 4,000
5,000
5,000
5,000
6,000
6,000
6,000
6,000
7,000
7,000
7,000
8,000
8,000
9,000
9,000
9,000
10,000
10,000
11,000
12,000
1970
Callable
Non
1971 Non
1972 Non
1973 Non
1974 Non
1975 Non
1976 Non
1977 Non
1978 Non
1979 Non
1980 Non
1981 Non
1982 On or after 7/2/79
1983 " " "
1984 " " "
1985 " "
1986 " ;'
1987 " " "
1988 " " "
1989 "
EXHIBIT "A"
Bond Form - The Bonds shall be substantially in the following form:
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
COUNTY OF SAN MATEO
CITY OF SOUTH SAN FRANCISCO
SEWER REVENUE BOND OF 1969
SOUTH AIRPORT BOULEVARD AREA
No. $1,000. O0
KNOW ALL MEN BY THESE PRESENTS~ that the City of South San
Francisco~ a municipal corporation, in the County of San Mateo,
State of California, hereinafter referred to as "City," for value
received, has obligated itself to pay to the bearer (or, if this
Bond is registered~ to the registered owner hereof), from its 1969
Sewer Revenue Bond Fund, on the 2nd day of July 19 .... ~ the sum of
ONE THOUSAND Dollars ($1~000) with interest thereon from date at
the rate of % per annum~ as evidenced by interest coupons
at~ached hereto at the time of issuance. Said interest shall be
payable July 2, 1969~ and semiannually thereafter on the 2nd days
of January and July in each year, all as more particularly set
forth in the Ordinance providing for the issuance of this Bond.
Both principal and interest are payable in lawful money of
the United States of America at the office of the City Treasurer,
City Hall, South San Francisco, California.
If, upon presentation at maturity.~ payment of this Bond or
any interest coupon thereof, or both~ is not made in full accord-
ance with the terms of the Ordinance providing for the issuance
hereof~ said Bond or coupon~ or both~ shall continue to bear in-
terest at the rate stated herein until paid in full.
This Bond is a negotiable instrument payable to bearer and
title thereto, unless registered~ shall pass by physical delivery
thereof.
Bonds maturing by their terms on or before July 2, 1981,
shall not be subject to call prior to their fixed maturity date.
Bonds maturing on or after July 2, 1982~ shall~ by their terms,
be subject to call and redemption~ at the option of the City, as
a whole or in part, in inverse numerical order~ on July 2, 1979
(but not prior thereto) or on any interest payment date thereafter
and prior to their maturity date or dates at the principal amount
thereof and accrued interest to the date of redemption~ plus a
redemption premium equal to five per cent (5%) of such principal
amount.
At least thirty (30) days prior to the day of call of any
Bonds, notice of redemption shall be published once in a financial
paper published in San Francisco or New York~ and such notice shall
be mailed by registered mail to the last known Holder or Holders of
any bearer Bonds so called~ and to the registered owner or owners of
EXHIBIT ~'B"
of registered Bonds. No interest shall accrue on said Bonds called for
redemption or any interest coupons thereon after the redemption date
specified in said notice.
The City may also, from time to time, purchase any or all of the
Bonds at prices offered. All Bonds purchased will be cancelled and
will not again be reissued.
This Bond is registrable as to principal and interest upon written
request of the owner and presentation of the Bond to the Treasurer for
registration. Thereafter, the principal hereof and interest hereon
shall be payable only to such registered owner. Bonds may also be reg-
istered as to principal only. Registered Bonds may be deregistered and
again become payable to bearer or be transferred.
The Bonds and coupons appertaining thereto and the Ordinance pro-
viding for the issuance thereof may be amended, altered or modified,
with the consent of the holders of sixty-six and two-thirds percent
(66-2/B%) of the aggregate principal amount of Bonds then outstanding,
in the manner, to the extent and upon the terms provided in said 0rdi-
nanoe.
This Bond is one of an issue in the total principal amount of
$150,000, all of like date and tenor except as to number, maturity
(and interest rate), all issued by the City for the purpose of pro-
viding money to pay the cost of acquiring, constructing, improving and
financing sanitary sewer facilities (the "Works") to serve an area
(the "Area") both more fully described in Resolution No. 5004, A Reso-
lution of Intention to Issue Sewer Revenue Bonds, adopted by the City
Council on December 16, 1968, as amended, and as authorized by Ordi-
nance No. , An Ordinance Providing for the Issuance of Bonds,
adopted by the City Council on , 1969, to which
reference is hereby made for the obligations, dUties, rights and
privileges hereby created, and in strict accordance with law and Chap-
ter 5 (commencing with Section 4950), Part B, Division 5 of the Health
and Safety Code of the State of California, commonly referred to as
the Sewer Revenue Bond Act of 193~.
Both principal and interest are payable solely from the Revenues
as defined in said Ordinance and the City is not obligated to pay
the principal hereof or interest hereon.except from the Revenues. The
Bonds constitute a first and prior' lien upon the said Revenues except
that additional bonds may be issued on a parity of lien in accordance
with the Ordinance hereinbefore referred to, or subordinate as to
the lien thereof.
All of the Revenues to be derived from the sewer service charges
imposed within said Area, including Revenues from improvements, ad-
ditions and extensions thereto which may hereafter be constructed or
acquired within said Area, are pledged to pay the principal of and
interest on the Bonds, and to provide (1) a Bond Fund, (2) operation
and maintenance funds, and (B) surplus funds, as provided in said
Ordinance.
The City has created a special 1969 Sewer Revenue Bond Fund for
the payment of said principal and interest and has agreed to set
aside in said fund on the first day of each calendar month, commenc-
ing as in said Ordinance provided, an equal aliquot part of the amount
necessary to pay interest and principal which shall fall due at the
next ensuing interest and principal payment dates.
ii
IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions
and things required by the Constitution and laws of the State of
California to be done, to happen and to be performed precedent to
and in the issuance of this Bond have been done, have happened
and have been performed in regular due form, time and manner as
required by law; that the City is authorized by law to operate the
Works herein referred to and the City Council, by ordinance duly
adopted, has established and has covenanted to maintain rates and
charges sufficient, with other Revenues received, to provide Net
Revenues equal to not less than 1.30 times the combined aggregate
amount of principal and interest which shall become due and payable
within the next succeeding twelve (12) months on all of the Bonds
then outstanding.
IN WITNESS WHEREOF, the City of South San Francisco, by its
City Council, has caused this Bond to be executed in its behalf
and under its official seal by its Mayor by his printed, lithographed
or engraved facsimile signature hereon, and countersigned by the
manual signature of its Clerk, and has caused the interest coupons
to be executed and authenticated by the facsimile signature of its
Treasurer, all as of March 15, 1969.'
COUNTERSIGNED:
Mayor of the City of South San Francisco
City Clerk
iii
· "Il' l'
Interest Coupon Form. The coupons shall be substantially in the
following form'. '
FORM OF COUPON
CITY OF SOUTH SAN FRANCISCO,
CALIFORNIA, Sewer Revenue Bonds
of 1969 - The sum shown hereon
is payable to bearer (unless
registered) in lawful money as
interest (subject t° any prior
right of redemption) at the
office of the~City Treasurer,
City Hall, South San Francisco,
California.
On 2,
19__
Coupon No.
Dated: March 15, 1969
Bond No.
Treasure~
Registration :Form. The form of endorsement on said Bonds for
regiStration shall be substantially as follows:
This Bond is registered in the name of the registered owner
whose name and address appear last in the space below and both the
principal of and interest on this Bond are payable to such regis-
tered owner, unless it is registered as to principal only, in
which case only the principal is so payable.
NOTE:
There must be no writing in the space below except by the
Treasurer.
Date of Type of Name of Address of Signature of
Registry Registration* Registered Owner Registered Owner Treasurer
Principal only
and Interest
Principal only
and Interest
Principal only
and Interest
*In the event registration is as to principal
~only, strike the words "and interest"; if as
toprincipal and interest, strike the word
"only ".
iv
I hereby certify that the foregoing resolution was regularly intro-
duced and adopted by the City Council of the City of South San Francisco
at a regular meeting held this 17th day of February~ 1969, by the following
vote:
AYES~~ OOUNCILMEN Frank J. Bertucelli, Patrick E. Ahern, F. Frank
Mammini, Andrew Rocca and Warren Steinkamp
NOES, " Non e
ABSENT, " None
ATTEST:
lerk
· :iE[ '