441
ORDINANCE NO .~~ ,I_
AN ORDINANCE PROVIDING FOR THE ISSUANCE OF
SANITATION IMPROVEMENT REVENUE BONDS; SETTING
UP CERTAIN FUNDS; PRESCRIBING OTHER MATTERS j
RELATING THERETO; AND DECLARING AN EMERGENCY s,,,,~
WHEREAS it has been found by the City Council of the ~`"'~`
~~
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City of West Memphis, Arkansas, that a garbage and refuse in-
cinerator is necessary to the health and welfare of the inhabitants
of the City; and
WHEREAS the City Council has heretofore contracted for
the purchase of a site for and the erection of a garbage and refuse
incinerator (hereinafter "improvements") at a total cost to the
City of $100,000; and
WHEREAS the City can obtain funds with which to pay for
said improvements by the issuance of revenue bonds to be repaid
from garbage collection fees; and
WHEREAS the City has made arrangements for the sale of
its $100,000 City of West Memphis 3 1/2% Sanitation Improvement
Revenue Bonds dated September 1, 1963 and due on September 1 in
each of the years 1965 to 1974, inclusive, to Trulock & Company,
Inc., Little Rock, Arkansas (called "purchaser"), and the purchaser
has elected to convert said bonds to an issue of $103,000 in bonds
bearing interest at 3% and maturing as hereafter set forth;
NOW, THEREFORE, BE IT ORDAINED by the City Council of
the City of West Memphis, Arkansas:
Section 1. That the purchase and erection of said i~nprove-
meets be and the same are hereby approved, ratified and confirmed.
Section 2. That the sale of $100,000 in bond4bearing
interest at 3 1/2% maturing as set forth above to Trulock & Company,
Page 2
Inc., of Little Rock, Arkansas, and the conversion of said bonds
to an issue of $103,000 in bonds bearing interest at 3% as set
forth below, be and the same are hereby approved and confirmed.
Section 3. That there are hereby authorized and ordered
issued City of West Memphis, Arkansas, Sanitation Improvement
Revenue Bonds in the total amount of $103,000, the proceeds of
the sale of which are necessary to pay for said improvements. The
bonds shall be dated September 1, 1963,and interest shall be pay-
able semiannually on March 1 and September 1 of each year commencing
March 1, 1964. The bonds shall be numbered consecutively from 1 to
105, and shall be in the denomination of $1,000 each, except bonds
numbered 28, 59, 70 and 93, which shall be in the denomination of
$500 each. All said bonds shall bear interest at the rate of 3%
which shall be evidenced by interest coupons, and the principal and
interest shall be payable in lawful money of the United States of
Amer ica upon presentation of the bond or proper coupon at the office
of Bank of West Memphis, West Memphis, Arkansas. The bonds shall
be negotiable coupon bonds payable to bearer and shall mature on
September 1 of each year as follows, but shall be callable for pay-
meet prior to maturity as hereafter set forth:
YEAR BOND NOS. AMOUNT
1965 1 - 9 $ 9,000
1966 10 - 18 9,000
1967 19 - 28 9,500
1968 29 - 38 10,000
m 1969 39 - 48 10,000
1970 49 - 59 10,500
~""' 1971 60 - 70 10,500
1972 71 - 81 11,000
1973 82 - 93 11,500
1974 94 -105 12,000
Page 3
Section 4. The City has examined the computation by
which an issue of $100,000 in bonds bearing interest at 3 1/2%
maturing in the years 1965 through 1974 has been converted to an
issue of $103,000 in bonds bearing interest at 3% as above set
t
forth and has found that by virtue thereof the City will receive r
no less and pay no more than it would receive and pay if the bonds ~
were not converted.
Section 5. The bonds shall be executed on behalf of
the City by the Mayor and City Clerk and shall have impressed
thereon the seal of the City. The bonds may be signed by the
facsimile signature of the Mayor but must be signed by the manual
signature of the City Clerk. Interest coupons attached to the
bonds shall be signed by the facsimile signature of the Mayor, and
the facsimile signature of the Mayor lithographed or printed on
the bonds or coupons shall have the same force and effect as if
he had signed each of said bonds and coupons. The bonds together
with interest thereon shall be payable solely out of the Sanita-
tion Revenue Bond Fund, as hereafter set forth, and shall be a
valid claim of the holders thereof only against such fund and the
amount of Revenues pledged to such fund, which revenues are hereby
pledged and mortgaged in an amount sufficient to provide for the
equal and ratable payment of said bonds. The bonds and interest
thereon shall not constitute an indebtedness of the City within
any constitutional or statutory limitation.
Section 6. That the bonds and coupons shall be in sub-
stantially the following form, and the Mayor and City Clerk are
hereby expressly authorized and directed to make all recitals con-
tained therein:
Page 4
UNITED STATES OF AMERICA
STATE OF ARKANSAS
COUNTY OF CRTTENDEN
CITY OF WEST MEMPHIS
3% SANITATION IMPROVEMENT REVENUE BOND
N0.
KNOW ALL MEN BY THESE PRESENTS:
That the City of West Memphis, County of Crittenden,
State of Arkansas, acknowledges itself to owe, and for value
received, hereby promises to pay to bearer, solely from the special
fund provided as hereinafter set forth, the principal sum of
DOLLARS
in lawful money of the United States of America on the first day
of September, 19 , and to pay solely from said special fund in-
terest hereon at the rate of three per cent (370) per annum from
date, semiannually on the first days of March and September,
commencing March 1, 1964, upon presentation and surrender of the
annexed coupons as they severally become due. Both principal and
interest of this bond are made payable at Bank of West Memphis,
West Memphis, Arkansas.
This bond is one of a series of one hundred and five (105)
revenue bonds, aggregating One Hundred Three Thousand Dollars
($103,000), dated September 1, 1963, and numbered from one (1) to
one hundred five (105), inclusive, all of like tenor and effect
except as to number, denomination, maturity and right of prior re-
demption, issued for the purpose of acquiring a site for and pur-
chasing and erecting a garbage and refuse incinerator and paying
necessary expenses incidental thereto.
This bond and the series of which it forms a part are
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issued in full compliance with the Constitution and laws of the
State of Arkansas, and pursuant to an ordinance of the City Council
of West Memphis, Arkansas, duly adopted and approved, and do not
constitute an indebtedness of the City of West Memphis within .any
constitutional or statutory limitations. The bonds are not general
obligations of the City but are special obligations payable solely ~
,.
from net revenues derived from theSanitation Department which have
been duly pledged to the payment of the principal, interest and
paying agent's fees of the bonds, an amount of said revenues has
been set aside as a special fund for that purpose and identified
as the Sanitation Revenue Bond Fund, created by Ordinance No. ,
duly adopted and approved the day of , 1963,
under which this bond and the series of which it forms a part are
authorized to be issued. Reference is hereby made to said ordinance
for a detailed statement of the revenue pledged for the payment
of the bonds, the nature and e~attent of the security for the bonds,
and the rights and obligations of the City, the Trustee and the
bondholders. The City has fixed and has covenanted and agreed to
maintain rates for the services of the Sanitation Department of the
City which shall be sufficient at all times to provide for the proper
and reasonable expenses of operation and maintenance of said depart-
went and for the payment of the principal of, interest on and paying
agent's fees in connection with the bonds of this issue as the same
become due and payable.
This bond shall be negotiable under the laws of the State
F of Arkansas and is issued with the intent that the laws of the State
~r.»
of Arkansas shall govern the construction thereof.
The bonds shall be callable for payment prior to maturity
in inverse numerical order at par and accrued interest from funds
from any source on any interest paying date. Notice of the call
for redemption shall be published one time in a newspaper published
at the City of Little Rock, Arkansas having a general circulation
throughout the state, giving the number and maturity of each bond
~, being called, with the publication to be at least fifteen (15)
days prior to the redemption date, and after the date fixed for
redemption each bond so called shall cease to bear interest,
provided funds for its payment are on deposit with the paying
agent at that time.
This bond shall not be valid until it shall have been
authenticated by the certificate hereon duly signed by Bank of
West Memphis, West Memphis, Arkansas, Trustee.
IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all
acts, conditions and things required to exist, happen and be per-
formed 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 con-
stitutional or statutory limitations; and that sufficient of the revenues
Page 7
derived from the operation of the Sanitation Department have been
pledged to and will be set aside into said special fund for the
payment of the principal of and interest on the bonds.
IN 'WITNESS WHEREOF the City of West Memphis, Arkansas,
by its City Council, has caused this bond to be signed by the Mayor
and City Clerk, and sealed with the corporate seal of said City,
and has caused the interest coupons hereto attached to be executed
by the facsimile signature of the Mayor, all as of the 1st day of
September, 1963.
CITY OF WEST MEMPHIS, ARKANSAS
By,
Mayor
ATTEST
,/ ~-,'~,
City Clerk
(SEAL)
Page 8
(Form of Coupon)
No.
March
~ On the first day of September, 19 the City of West
~..
Memphis, Crittenden County, Arkansas, unless the bond to which this
°~
`:~ coupon is attached is paid prior thereto, hereby promises to pay
a
to Bearer, solely out of the funds specified in the bond to which
this coupon is attached,
.~
DOLLARS
in lawful money of the United States of America at the office of
Bank of West Memphis, West Memphis, Arkansas, Paying Agent, being
six (~b)~:months' interest then due on its Sanitation Improvement
Revenue Bond dated September 1, 1963, and numbered
CITY OF WEST MEMPHIS, ARKANSAS
By,
On each bond shall appear the following
CERTIFICATE
Bank of West Memphis, West Memphis, Arkansas, hereby
certif ies that this is one of a series of bonds described herein
aggregating $103,000 numbered from 1 to 105, inclusive, all of
like tenor and effect except as to number, denomination, maturity
and right of prior redemption.
West Memphis, Arkansas
BANK OF WEST MEMPHIS
WEST MEMPHIS, ARKANSAS
By
(Authorized Signature)
1963
Section 7. By Ordinance No. 180 amended by Ordinance No.
435 of the City of West Memphis, ~e City has heretofre adopted and
approved rates to be charged for the service s to be furnished for
the
Sanitation Department (herein sometimes
called "Department"), ~~
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and the City hereby finds the rates so fixed to be the reasonable $~
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and
necessary minimum rates to be charged,
and said rates are ,. ,
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hereby approved and confirmed. The said rates shall never be
reduced below an amount which will produce sufficient revenues to
provide for the operation, repair and maintenance expenses of the
Sanitation Department, to pay the principal of, interest on and
paying agent's fees on the bonds and to maintain all funds herein
provided for at the required levels.
Section 8.
That the City owns and operates a Light and
Power System (called "Electric System") and hereby pledged surplus
electric revenues (hereafter defined) on an annual basis to the
extent necessary to meet any deficiency in the Sanitation Revenue
Bond Fund to pay the principal of, interest on and paying agent's
fees in connection with the bonds as the same become due. Surplus
electric revenues not used each year are re]aased from the pledge
herein made. Surplus electric revenues are hereby defined as
electric revenues in excess of the amount thereof necessary for
the operation, maintenance and repair of the Electric System, the
construction of extensions betterments and improvements thereto,
including the maintenance of all funds required by any ordinance,
authorizing bonds for financing extensions, betterments, and
improvements to the Electric System, and compliance with pledges
of electric revenues heretofore made by the City. Nothing herein
J~~
shall prohibit the City from hereafter making pledges. of electric
revenues but, except for pledges to obligations of the City for
extensions, betterments and improvements to the Electric System,
no such pledges hereafter made shall constitute a prior lien on,
a_
or rank on a parity of lien with the lien in favor of these bonds
on, electric revenues. The City covenants to maintain or cause
to be maintained rates for the services of the Electric Revenues
which will always produce sufficient surplus electric revenues
to comply fully with the pledge thereof herein made to these bonds;
that it will continuously operate or cause to be operated the
Electric System as a revenue producing undertaking; and that it
will not sell or dispose of any substantial portion of the same
without the prior approval of the Trustee (this covenant shall not
require approval of sales or dispositions of properties in the
ordinary course of operations and which do not interfere with the
normal operation of the Electric System).
That the Treasurer designated by the City shall be
custodian of the gross revenues derived from the operation of
the Sanitation Department and shall give bond for the faithful
discharge of his duties as such custodian. If the City Treasurer
be so designated as Treasurer of the funds herein referred to, then
no additional bond shall be required; otherwise, the amount of the
land shall be in the sum of Ten Thousand Dollars ($10,000) and shall
be approved by the Trustee. Frorn and after the delivery of any
bonds issued under the provisions of this ordinance, the Department
shall be continuously operated as a revenue producing undertaking.
All moneys received by the Treasurer shall be deposited by him in
such depository or depositories for the Department as may be lawfully
designated from time to time by the City, subject however to the
giving of security as now or as hereafter may be required by law,
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and providing that such depository or depositories shall hold
membership in the Federal Deposit Insurance Corporation. A11
deposits shall be so designated as to indicate the particular
fund to which the revenues belong. Any deposits in excess of the
amount secured by the Federal Deposit Insurance Corporation shall
be secured by bonds or other direct or fully guaranteed obligations
of the United States of America.
Section 9. Sanitation Fund. All revenues derived from
the operation of the Sanitation Department, shall be paid into a
special fund which is hereby created and designated "Sanitad.on
Fund". Such revenues so deposited in the Sanitation Fund shall
be applied to the Operation and Maintenance Fund and the Sanitation
Revenue Bond Fund and shall be used only as authorized by this
Ordinance.
Section 10. Sanitation Department Operation and
Maintenance Fund. There shall be paid by the Treasurer from
the Sanitation Fund into a fund which is hereby created and
designated "Sanitation Department Operation and Maintenance
Fund", beginning on the first business day of the month immediately
following the month in which the bonds are delivered and continuing
on the first business day of each month thereafter while any of
the bonds of this issue shall be outstanding, an amount sufficient
to pay the reasonable and necessary monthly expenses of operation,
repair and maintenance of the Department for such month and from
which disbursements shall be made only for those purposes. Fixed
annual charges such as insurance premiums and the cost of major
repair and maintenance expenses may be computed and set up on an
annual basis and one-twelfth (1/12) of the amount thereof may
be paid into the Sanitation Department Operation and Maintenance
~.
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Fund each month.
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If in any month for any reason there shall be a failure
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to transfer and pay the required amount into said fund, the amount
of any deficiency shall be added to the amount otherwise required
to be transferred and paid into said fund in the next succeeding
month. If in any fiscal year a surplus shall be accumulated in the
Sanitation Department Operation and Maintenance Fund over and above
the amount which shall be necessary to defray the reasonable and
necessary cost of operation, repair and maintenance of the
system during the remainder of the then current fiscal year and
the next ensuing fiscal year, such surplus may be transferred and
deposited in the S~.nitation Revenue Bond Fund, provided, however,
that any such transfer shall be in addition to all other payments
required to be made into said fund.
Section 11. Sanitation Revenue Bond Fund. After the
required payments into the Operation and Maintenance Fund, there
shall be paid by the Treasurer from the Sanitation Fund into a fund which
. ~h /
Page 11
is hereby created and designated "Sanitation Revenue Bond Fund",
the sums in the amounts and at the times hereinafter stated for
the purpose of providing funds for the payment of the principal
of and interest on the bonds herein authorized and the paying agent's
fees, as they mature, and as a reserve for contingencies, according
"#
to the following schedule: ~,
YEAR BOND NOS. PRINCIPAL INTEREST TOTAL
MARCH 1 SEPTEMBER 1
1964 $ $1,545.00 $1,545.00 $ 3,090.00
1965 1 - 9 9,000 1,545.00 1,545.00 12,090.00
1966 10 - 18 9,000 1,410.00 1,410.00 11,810.00
1967 19 - 28 9,500 1,275.00 1,275.00 12,050.00
1968 29 - 38 10,000 1,132.50 1,132.50 12,265.00
1969 39 - 48 10,000 982.50 982.50 11,965.00
1970 49 - 59 10,500 832.50 832.50 12,175.00
1971 60 - 70 10,500 675.00 675.00 11,850.00
1972 71 - 81 11,000 517.50 517.50 12,035.00
1973 82 - 93 11,500 352.50 352.50 12,205.00
1974 94 - 105 12,000 180.00 180.00 12,360.00
That there shall be paid by the Treasurer from the Sanita-
tion Fund into the Sanitation Revenue Bond Fund beginning on the
first business day of the month immediately following the month in
which the bonds are delivered, and continuing on the first business
day of each month thereafter until all outstanding bonds of this
issue with interest thereon have been paid in full, or provision
made for such payment, a sum equal to one-fifth (1/5) of the next
installment of interest and one-tenth (1/10) of the next install-
meet of principal and an amount sufficient to provide for the pay-
ing agent's fees; provided, however, that when there shall have
been accumulated in said Sanitation Revenue Bond Fund a reserve for
contingencies in the amount of $10,000, so long as said reserve for
'~
contingencies is maintained in that amount the monthly payments
may be reduced to one-sixth (1/6) of the next installment of the in-
terest and one-.twelfth of the next installment of principal and an
amount sufficient to provide for the paying agent's fees. If the
revenues of the Department are insufficient to make the required
payment on the first business day of the following month into the
t
r Sanitation Revenue Bond Fund, then the amount of any such deficiency
in the payment made shall be added to the amount otherwise required
to be paid into the Sanitation Revenue Bond Fund on the first
business day of the next month.
If for any reason the Treasurer shall fail at any time
to make any of the required payments into the Sanitation Revenue
Bond Fund, any sums then held as a reserve for contingencies shall
be used to the extent necessary in the payment of the principal of
and interest on the bonds, but such reserve shall be reimbursed
from the Sanitation Fund before any of the moneys in the Sanitation
Fund shall be used for any other purpose except for making the pay-
meets hereinabove required to be made into the Operation and Main-
tenance Fund and the Sanitation Revenue Bond Fund. If investments
of moneys in the reserve increase it above $10,000, the excess over
$10,000 may be transferred to the Sanitation Revenue Bond Fund and
used as other moneys therein may be used.
When moneys held in the Sanitation Revenue Bond Fund,
including the reserve for contingencies, shall be and remain suffi-
cient to pay the principal, interest and paying agent's fees on all
t
~f bonds then outstanding, the Treasurer shall not be obliged to make
....
any further payments into the Sanitation Revenue Bond Fund.
It shall be the duty of the Treasurer to withdraw from
the Sanitation Revenue Bond Fund at least ten (10) days before the
maturity date of any bond or interest coupon issued hereunder and to
,1~ ,
deposit with the paying agent an amount equal to the amount of such
bond or coupon for the sole purpose of paying the same, together with
the paying agent's fee, and no withdrawal of funds from the Sanitation
Revenue Bond Fund shall be made for any other purpose except as other-
wise authorized in this Ordinance. Such deposit shall be at the sole
risk of the City and shall not operate as a payment of the bonds or
coupons until so applied. °~.
The bonds of this issue shall be specifically secured by ~
~~
a pledge of all the net revenues of the Department (being gross reve-
t
,,,
Hues less reasonable operation and maintenance expenses of the De-
partment). Said pledge in favor of the bonds is hereby irrevocably
made according to the terms of this Ordinance, and the City and its
officers and employees shall execute, perform and carry out the terms
thereof in strict conformity with the provisions of this Ordinance.
Section 12. That any surplus in the Sanitation Fund, after
making full provision for the Operation and Maintenance Fund and the
Sanitation Revenue Bond Fund, as herein provided, may be used for
calling bonds for payment prior to maturity in accordance with the
provisions herein set forth, or for any other lawful municipal purpose.
Section 13. That payments from all funds shall be made
by check or voucher signed by the Treasurer and one other person
designated by the City. The checks or vouchers shall be drawn on
the depository with which the moneys in the particular fund shall
have been deposited, and each such check or voucher shall briefly
specify the purpose of the expenditure.
Section 14. That the City hereby agrees that all payments
on the bonds and interest shall be made only through the Paying
Agent. All bonds paid or purchased either at or before maturity
l ~°
Page 14
shall be cancelled when such payment or purchase is made, together
with all unmatured coupons appertaining thereto, and held by the
r=
~° Treasurer, and shall not be reissued. All unpaid interest coupons
,~ maturing on or prior to the date of such payment or purchase shall
continue to be payable to the respective bearers thereof.
'~. Section 15. That as long as any of the bonds authorized
and issued under and pursuant to the provisions of this Ordinance
are outstanding, the City shall not issue or attempt to issue any
bonds, nor shall the City assume any other indebtedness, which shall
have a priority of lien on the revenues of the Department over the
lien securing the bonds of this issue. However, nothing in this
Ordi~inance shall be construed to prevent the issuance by the City of
~• additional bonds for improvements to the Department, provided that
the City shall not authorize or issue any such additional bonds
ranking on a parity with the outstanding bonds of this issue, unless
there shall have been procured and filed with the Trustee a statement
by an independent Certified Public Accountant not in the regular em-
ploy of the City reciting the opinion based upon necessary investi-
gation that net revenues of the Department, being gross revenues less
the operation and maintenance expenses of the Department as determined
by the independent Certified Public Accountant, for the fiscal year
immediately preceding the fiscal year in which it is proposed to
issue such additional bonds, together with any increase in net reve-
nues by virtue of change in rates or additional or extended services
of the Department, shall equal 150% of the maximum amount that will
become due in any year thereafter for principal,interest and paying
agent's fees on the bonds then outstanding and the bonds then proposed
to be issued.
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Page 15
Section 16. That it is covenanted and agreed by the City
with the holders of the bonds, or any of them, that the City will
faithfully and punctually perform all duties with reference to the
Department and the Municipal Light and Power .System required by
this Ordinance and by the Constitution and laws of the State of
Arkansas., including the continual charging and collecting of reason-
able and sufficient rates for the services of the Sanitation Depart-
meet and the Municipal Light and Power System,as hereinabove referred
to, and the segregating and depositing of the funds as provided
herein.
Section 17. That the bonds authorized hereby and issued
hereunder shall be callable for payment prior to maturity in accord-
ance with the terms set out in the bond form.
Section 18. That the City will keep proper books of
accounts and records in which complete and correct entries shall be
made of all transactions relating to the operation of the Department,
and such books shall be available for inspection by the holder of
any of the bonds at reasonable times and under reasonable rircum-
stances. The City agrees to have these records audited by an in-
dependent Certified Public Accountant as and when the Trustee may
request such audit,.- In the event the City fails or refuses to
make the audit, the Trustee or any holder of the bonds may have the
audit made, and the cost thereof shall be charged against the
Sanitation Fund.
Section 19. The City covenants and agrees that it will
cause the Sanitation Department to be operated in an efficient and
`.
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business-like manner at reasonable cost. The trucks, equipment
J ,~
and other property of the Department, both real and personal, shall
be maintained and replaced as necessary to insure the continued
operation of the Department, and the production of revenues there-
from, and the loss from fire, lightning, winds or any other cause,
of any property or equipment essential to the revenue-producing
capacity of the Department shall be promptly replaced out of any
insurance proceeds covering said loss, or out of surplus moneys in
the Sanitation Fund. The City shall keep all insurable properties
of the Department insured by fire and extended coverage insurance at
least to the extent normally covered by a private company engaged in
a similar operation and shall furnish evidence of such insurance to
the Trustee.
Section 20. That the City covenants and agrees that,except
as herein provided, so long as any bonds authorized hereby are out-
standing it will not mortgage, pledge or otherwise encumber the De-
partment, or any of its revenues, equipment or property, and will not
sell, lease or otherwise dispose of any substantial portion of the
same, without making provision for the replacement thereof.
Section 21. That if there be any default in the payment
of the principal of or interest on any bonds of this issue, or if
the City defaults in any Sanitation Revenue Bond Fund requirement
or in the performance of any of the other covenants contained and
set forth in this Ordinance, the Trustee may, and upon the written
request of the holders of not less than ten per cent (10%) in prin-
cipal amount of the bonds of this issue then outstanding shall, by
proper suit compel the performance of the duties of the officials
of the City. And, in the case of a default in the payment of the
principal of and interest on any of the outstanding bonds of this
issue, the Trustee may, and upon the written request of the holders
_f9'
of not less than ten per cent (1070) in principal amount of the \"
bonds of this issue then outstanding shall, apply in a proper action
to a court of competent jurisdiction for the appointment of a re-
ceiver to administer the Department on behalf of the City and the
bondholders with power to charge and collect (or by mandatory injunc-
tion or otherwise to cause to be charged and collected) rates suffi-
cient to provide for the payment of the expenses of operation, repair
and maintenance and to pay any bonds and interest outstanding and to
apply the revenue in conformity with the laws of Arkansas and with
this Ordinance. When all defaults in principal and interest payments
have been cured, the custody and operation of the Department shall
revert to the City. If the Trustee shall fail to carry out said
duty, then the holders of not less than ten per cent (1070) in prin-
cipal amount of the bonds of this issue then outstanding may institute
any suit, action, mandamus or other proceeding in equity or in law
for the protection or enforcement of any right under this Ordinance,
such action to be in the name of one or more bondholders for the
Page 17
benefit of all holders of the outstanding bonds and coupons, and
the individual rights of action of the bondholders are restricted
by this Ordinance to the rights and remedies herein provided. No
delay or omission of the Trustee or of any holders of the bonds to
exercise any right or power accrued upon any default shall impair
anq such right or power or shall be construed to be a waiver of
any such default or an acquiescenc a therein; and every power and
remedy given by this Ordinance to the Trustee and to the holders
of the bonds, respectively, may be exercised from time to dune and
as often as may be deemed expedient.
Section 22. (a) That when the bonds have been executed
by the Mayor and City Clerk and the seal of the City impressed as
herein provided, they shall be delivered to the Trustee, which shall
authenticate them and deliver them to the purchaser upon payment of
cash to the Trustee of the purchase price and accrued interest from
the date of the bonds to the date of delivery.
(b) The Trustee shall deposit the accrued interest in
the Sanitation Revenue Bond Fund.
(c) The Trustee shall remit the remaining balance of the
proceeds of the sale of the bonds for deposit in a special account
designated "Construction Fund" with a depository that is a member
of the Federal Deposit Insurance Corporation to be designated in a
letter of instructions delivered to the Trustee, signed by the Mayor
and City Clerk, at the time of the closing of the bond issue. The
moneys in the Construction Fund in excess of the amount insured by
the Federal Deposit Insurance Corporation shall be continuously se-
cured by bonds or other direct or fully guaranteed obligations of
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Page 19
profit realized from such investment shall be credited to such fund,
and any loss resulting from such investment shall be charged to such
fund.
Section 24. That the provisions of this Ordinance shall
constitute a binding contract between the City and the holders of
the outstanding bonds and coupons issued hereunder, and the City will
strictly adhere to the provisions hereof. The holders 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
to consent to and approve the adoption by the City of such ordinance
supplemental hereto as shall be necessary or desirable for the pur-
pose 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 shall be construed as per-
mining (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 therein, or
(c) the creation of a lien upon or a pledge of revenues other than
as expressly authorized by the appropriate provisions of this Ordi-
Hance as now adopted, or (d) the creation of a privilege of prior-
ity 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 25. That the Trustee of the bonds issued
hereunder shall be Bank of West Memphis, West Memphis, Arkansas.
The Trustee shall only be responsible for the exercise of good faith
and reasonable prudence in the execution of its trust. The recitals
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Page 18
the United States of America, except that any moneys invested as
hereafter authorized need not be so secured.
(d) The moneys in the Construction Fund shall be disbursed
solely in payment for the improvements as hereinabove defined, in-
cluding expenses necessary and incidental to the acquisition of a y
site for and the purchase and erection of a garbage and refuse ~
C"~`~
incinerator, and to the issuance of the bonds.
~\
(e) When the construction of the improvements shall ''
~..~.
have been completed, as evidenced by a letter so stating, signed
by the Mayor and City Clerk, the depository with which the Construc-
tion Fund is deposited shall pay or transfer any remaining balance
pursuant to said letter for the sole purpose of calling the bonds
of this issue for payment prior to maturity, or if insufficient to
call one or more bonds, for transfer into the Sanitation Revenue
Bond Fund.
Section 23. Moneys held for the credit of any fund re-
ferred to in this Ordinance may, at the option of the City, be
invested and reinvested pursuant to direction of the City in direct
obligations of,or obligations the principal of and interest on which
are unconditionally guaranteed by, the United States Government,
which shall mature,or which shall be subject to redemption by the
holder thereof at the option of the holder, not later than the date
or dates when the moneys held for the credit of the particular fund
will be required for the purposes intended. Obligations so purchased
as an investment of moneys in any such fund shall be placed in the
custody of the City Treasurer and shall be deemed at all times to
be a part of such fund, and the interest accruing thereon and any
3~
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Page 20
in this Ordinance and in the face of the bonds are the recitals of
the City and not of the Trustee.
The Trustee shall not be required
to take any action as Trustee unless it shall have been requested to
do so in writing by the holders of not less than ten per cent (10%)
in principal amount of the bonds of this issue then outstanding and
shall have been offered reasonable security and indemnity against
the costs, expenses and liabilities to be incurred therein or thereby.
The Trustee may resign at any time by ten (10) days' notice in writing
to the Mayor,and the majority in value of the holders of the outstand-
ing bonds of this issue at any time,-with or without cause, may remove
the Trustee. In the event of a vacancy in the office of Trustee,
either by resignation or by removal, the majority in value of the
holders of the outstanding bonds of this issue may appoint a new Trus-
tee, such appointment to be evidenced by a written instrument or in-
struments filed with the City Clerk. If the majority in value of
the holders of the outstanding bonds of this issue shall fail to fill
a vacancy within thirty (30) days after the same shall occur, then
the City shall forthwith designate a new Trustee by a written instru-
went filed in the office of the City Clerk. The original Trustee
and any successor Trustee shall file a written acceptance and agree-
ment to execute the trust imposed upon it or them by this Ordinance,
but only upon the terms and conditions set forth in this Ordinance
and subject to the provisions of this Ordinance, to all of which
the respective holders of the bonds agree. Such written acceptance
shall be filed with the City Clerk, and a copy thereof shall be
placed in the bond transcript. Any successor Trustee shall have all
the powers herein granted to the original Trustee.
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Page 21
Section 26. That the provisions of this Ordinance are
hereby declared to be separable, and if any provision shall for
~.
any reason be held illegal or invalid such holding shall not affect
the validity of the remainder of the Ordinance.
~~.A'` Section 27. That all ordinances and parts of ordinances
;. .
;' in conflict herewith are hereby repealed to the extent of such con-
` flict.
.i&
Section 28. That it is hereby ascertained and declared
that said improvements are necessary to the health and safety of
the inhabitants of the City, and that the construction of said im-
provements is necessary in order to alleviate an unhealthy and un-
safe condition which exists in the City.
It is therefore declared that an emergency exists, and
this Ordinance being necessary for the immediate preservation of
the public peace, health and safety, it shall take effect and be
in force from and after its passage.
PASSED: ~5~p~~-,,+, b~5 ~ , 1963.
APPROVED
,.:
~'
Mayor