83R-171
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CITY OF ANAHEIM
RBSOLUTION NO. 83R-171
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
ANAHEIM, CALIfORNIA, AUTHORIZING THE ISSUANCE
OF $10,000,000 ELECTRIC REVENUE BONDS, ISSUE A
OF 1983, $40~000,000 ELECTRIC REVENUE BONDS,
ISSUE B OF 1983, AND $80,400,000 E~C
REVENUE BOND$, ISSUE C OF 1983, OF THE CITY
AND PROVIDING THE TERMS AND CONDITIONS FOR THE
ISSUANCE OF SUCH BONDS
ADOPTED: APRIL 27, 1983
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TABLE OF CONTENTS
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Section 1. DEFINITIONS. . . . . . . . . . . . . . . 5
,.-- Section 2. EQUALITY OF BONDS, PLEDGE OF
REVENUES. . . . . . . . . . . . . . . . . 8
Section 3. PURPOSE OF BONDS. . . . . . . . . . . . . 9
Section 4. SPECIAL OBLIGATIONS; NO GENERAL CITY
LIABILITY. . . . . . . . . . . . . . . . 9
Section 5. DESCRIPTION OF BONDS. . . . . . . . . . .10
Section 6. PLACE OF PAYMENT OF INTEREST. . . . . . .11
Section 7. EXECUTION OF BONDS. . . . . . . . . . . .11
Section 8. REGISTRATION. . . . . . . . . . . . . . .11
Section 9. REDEMPTION OF 1983 BONDS. . . . . . . . .11
Section 10. FUNDS AND ACCOUNTS. . . . . . . . . . . .14
Section 11. DISPOSITION OF CERTAIN AVAILABLE
MONEYS ~D BOND PROCEEDS;
CONSTRUCTION ACCOUNTS. . . . . . . . . .15
Section 12. REVENUE ACCOUNT. . . . . . . . . . . . .17
Section 13. BOND SERVICE ACCOUNT; IDC ACCOUNT;
SINKING ACCOUNT. . . . . . . . . . .18
Section 14. M&O ACCOUNT. . . . . . . . . . . . .21
Section 15. RESERVE FUND. . . . . . . . . . .21
Section 16. R&R ACCOUNT. . . . . . . . . . . . . . .22
Section 17. SURPLUS FUND. . . . . . . . . . . . . . .23
Section 18. INVESTMENTS. . . . . . . . . . . . . . .24
Section 19. WARRANTY. . . . . . . . . . . . .24
-'- Section 20. COVENANTS. . . . . . . . . . . .24
Covenant 1. Punctual Payment. . . . . . . . .25
Covenant 2. Discharge Claims. . . . . . . . .25
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TABLB OF CONTENTS, Continued
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Covenant 3. Commence Acquisition and
Construction. . . . . . . . . . .25
-, Covenant 4. Operate Enterprise in
Efficient and Economical
Manner. . . . . . . . . . . . . .25
Covenant 5. Against Sale, Eminent Domain,
Existing and Future
Agreements. . . . . . . . . . . .25
Covenant 6. Insurance. . . . . . . . . . . .26
Covenant 7. Records and Accounts. . . . . . .27
Covenant 8. Collection of Charges. . . . . .27
Covenant 9. Rates and Charges. . . . . . . .27
Covenant 10. No Priority for Additional
Indebtedness. . . . . . . . . . .28
Covenant 11. Limits on Parity Bonds. . . . . .28
Covenant 12. Arbitrage. . . . . . . . . . . .30
Section 21. LOST, STOLEN, DESTROYED, OR
MUTILATED BONDS. . . . . . . . . . . . .30
Section 22. CANCELLATION OF BONDS. . . . . . . .30
Section 23. CONSENT OF BONDHOLDERS. . . . . . . . . .30
Section 24. BOND AND COUPON FORMS. . . . . . . . . .33
section 25. TEMPORARY BONDS. . . . . . . . . . . . .39_
Section 26. RESOLUTION CONSTITUTES CONTRACT. . . . .39
Section 27. DEFEASANCE. . . . . , . . . . .40
Section 28. FUTURE CONTRACTS. . . . . . . . . . . . .41
Section 29. SEVERABILITY. . . . . . . . .41
Section 30. SUBSTITUTES. . . . . . . . . . . . . . .41
,
Section 31. REVOCATION OF PRIOR RESOLUTION. . . . . .41
section 32. EFFECTIVE DATE. . . . . . . . . . . . . .42
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CITY OF ABAHEIM RESOLUTION NO. 83~171
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RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM,
CALIFORNIA, AUTHO~IZING THE ISSUANCE OF $10,000,000
ELECTRIC REVENUE BONDS, ISSUE A OF 1983, $40,000,000
ELECTRIC REVENUE ~S, ISSUE B OF 1983, AND $80,400,000
ELECTRIC REVENUE BotmS, ISSUE C OF 1983, OF THE CITY AND
PROVIDING THE TERMS AND CONDITIONS FOR THE ISSUANCE OF SUCH
BONDS
WHEREAS, the City of Anaheim (the "City") is a municipal
corporation organized and existing under a charter duly and regularly
adopted pursuant to the provisions of the Constitution of the state
of California (the .Charter"); and
WHEREAS, Section 1210 of the Charter ("Section 1210") pro-
vides as follows:
"Bonds which are payable only out of such revenues as
may be specified in such bonds may be issued when the City
Council by ordinance shall have established a procedure for
the issuance of such bonds. Such bonds, payable only out
of revenues, shall not constitute an indebtedness or gen-
eral obligation of the City. No such bonds payable ou~ of
revenues shall be issued without the assent of a majority
of the voters voting upon the proposition for issuing the
same at an election at which sucn proposition shall have
been duly submitted to the qualified electors of the City.
"It shall be competent for the City to make contracts
and covenants for the benefit of the holders of any such
bonds payable only ~rom revenues and which shall not con-
stitute a general obligation of the City for the establish-
ment of a fund or funds, for the maintaining of adequate
rates or charges, for restrictions upon further indebted-
ness payable out of the same fund or revenues, for restric-
tions upon transfer out of such fund, and other appropriate
covenants. Money placed in any such special fund for the
payment of principal and/or interest on any issue of such
bonds or to assure the application thereof to a specific
purpose shall not be expended for any other purpose what-
ever except for the purpose for which such special fund was
established and shall be deemed segregated from all other
funds of the City and reserved exclusively for the purpose
for which such special fund was established until the
purpose of its establishment shall have been fully
accomplished.
-
"Notwithstanding the foregoing, the City may sell and
issue at any time and from time to time revenue bond antic-
ipation notes (including renewal revenue bond anticipation
notes) in anticipation of the revenue bonds authorized by
the voters on June 2, 1981; provided that the aggregate
principal amount of such revenue bond anticipation notes
and revenue bonds outstanding in accordance with their
terms at anyone time shall not exceed $92 million. Such
revenue bond anticipation notes may be sold, issued and
secured in such manner and subject to such terms and condi-
tions as the City Council may prescribe by ordinance; pro-
vided that such revenue bond anticipation notes shall not
constitute an indebtedness or general obligation of the
City of Anaheim and are not to be secured by the taxing
power of said City"; and
WHEREAS, Ordinance No. 2980 of the City Council, as amended
by Ordinance No. 4158 and by Ordinance No. 4328, incorporating cer-
tain sections of the Revenue Bond Law of 1941 (Chapter 6, Part 1,
Division 2, Title 5 of the Government Code of the State of
California), establishes a procedure for the issuance of electric
revenue bonds as provided for in Section 1210; and
WHEREAS, pursuant to Section 1210, Ordinance No. 2980 and
Resolution No. 74R-615 of the City Council, a special municipal elec-
tion was held in the City on March 4, 1975, for the purpose of sub-
mitting to the qualified voters of the City the following
proposition:
"In order to provide more economical electrical ser-
vice, shall the City of Anaheim be authorized to fin~nce
the construction and acquisition of facilities, property
and rights related to the generation, transmission and dis-
tribution of electrical energy By issuing revenue bonds,
not payable from property taxes, in an amount not to exceed
150 Million Dollars?"; and
WHEREAS, said proposition (the "1975 Proposition") was
approved by the votes of more than a majority of all the voters
voting on the 1975 Proposition at said special municipal election~
and
WHBREAS, of said authorized amount of ~150,000,000, the
city has heretofore issued ~6,000,OOO electric revenue bonds desig-
nated "Electric Revenue Bonds, Issue of 1976," $12,500,000 electric
revenue bonds designated "Electric Revenue Bonds, Second Issue
(Subordinated) of 1976," $84,000,000 electric revenue bonds desig-
nated "Electric Revenue Bonds, Issue of 1980" and $l8,000,000 elec-
tric revenue bonds designated "Electric Revenue Bonds, Issue A of
1982"; and
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WHEREAS, pursuant to Section 1210, Ordinance No. 2980, as
amended, and Resolution No. 82R-391 of the City Council, a special
municipal election was held in the City on November 2, 1982, for the
purpose of submitting to the qualified voters of the City the follow-
ing proposition:
"In order to provide a more economical market for the
remaining electric revenue bonds authorized by a majority
of the voters in 1975 to provide more economical electric
service, shall City Council Resolution No. 74R-615 be
amended to eliminate from such Resolution. the maximum rate
of interest (eight percent) which may be pard on such bonds
and to provide instead in such Resolution that the City
Council shall, at or prior to the time of sale of any such
bonds, establish by resolution a maximum rate of interest
which may be paid on the bonds then being sold?"; and
WHEREAS, said proposition (the "1982 Proposition") was
approved by the votes of more than a majority of all the voters
voting on the 1982 Proposition at said special municipal election;
and
WHEREAS, pursuant to Section 1210, Ordinance No. 2980, as
amended, and Resolution No. 8lR-138 of the City Council, a special
municipal election was held in the City on June 2, 1981, for the pur-
pose of submitting to the qualified voters of the City the following
proposition:
"In order to obtain substantial savings and provide
more economical electric service, shall the City of Anaheim
be authorized to finance the construction and acquisition
of facilities, property and rights related to the ~an
Onofre Nuclear Generating Station and the generation and
transmission of electric energy-5y issuing revenue bonds
and revenue bond anticipation notes and any combination
thereof, not payable from property taxes, in an aggregate
principal amount outstanding in accordance with their terms
at anyone time not to exceed $92 million?"; and
WHEREAS, said proposition (the "1981 Proposition") was
approved by the votes of more than a majority of all the voters
voting on the 1981 Proposition at said special municipal election:
and
WHEREAS, of said authorized amount of $92,000,000, the City
has heretofore issued $52,000,000 electric revenue bonds designated
"Electric Revenue Bonds, Issue B of 1982"; and
-
WHEREAS, pursuant to the 1981 Proposition, Ordinance
No. 4252, as amended, and Resolution No. 81R-455 of the City Council,
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the City provided for the issuance of up to $80,000,000 Electric
Revenue Bond Anticipation Notes to be paid from the proceeds of an
issue of electric revenue bonds entitled "Electric Revenue Bonds,
Issue of 1981 " authorized by Resolution No. 81R-379 of the City
Council, as supplemented by Resolution No. 82R-238 of the City
Council; and
,,,.....,
WHEREAS, Section 1210.1 of the Charter ("Section 12l0.1")
provides as follows:
"Electric and water refunding revenue bonds may be
issued to purchase, redeem or retire any bonds heretofore
or hereafter issued pursuant to Section 1210 or this
Section 1210.1, whenever the City Council determines that
(1) costs of the City will be reduced by the refunding of
any bonds, or (2) iSsuance of the refunding bonds will oth-
erwise be financially advantageous to the City.
If as a result of the issuing of refunding bonds pur-
suant to this Section 1210.1, the water or electric utility
of the City shall, in any Fiscal Year, realize a reduction
in principal and interest on debt issued to finance such
utility when the principal and interest paid on the refund-
ing bonds in such Fiscal Year is compared to the principal
and interest that would have been payable on the refunded
bonds in such Fiscal Year, the City Council shall, not
later than the last day of the next succeeding Fiscal Year,
adjust rates of such utility, if necessary, to reflect
fully such reduction in principal and interest payments as
a reduction in costs of service of such utility.
All provisions of Section 1210 are applicab1~ to
refunding bonds, except that notwithstanding Section 1210
no additional election shall be required to authorize their
issuance."; and
WHEREAS, Ordinance No. 4414 of the City Council, incor-
porating, among other things, certain sections of the Revenue Bond
Law of 1941 (Chapter 6, Part 1, Division 2, Title 5 of the Government
Code of the state of California), establishes a procedure for the
issuance of refunding electric reve~ue bonds as provided for in
section 1210.1: and '
WHEREAS, this City Council deems it necessary to issue for
the purposes hereinafter set forth, $10,000,000 of the remaining
$29,500,000 principal amount of electric revenue bonds authorized by
the 1975 Proposition, to be designated "Electric Revenue Bonds,
Issue A of 1983"; $40,000,000 of the remaining $40,000,000 principal
amount of electric revenue bonds authorized by the 1981 Proposition,
to be designated "Electric Revenue Bonds, Issue B of 1983", said
Issue B of 1983 to be issued in lieu of the Issue of 1981 authorized
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by Resolution No. 81R-379 of the City Council as amended and
supplemented by Resolution No. 82R-238 of the City Council; and
$80,400,000 principal amount of electric refunding revenue bonds
authorized by Section 1210.1, to be designated "Electric Revenue
Bonds, Issue C of 1983,"; and the. Electric Revenue Bonds, Issue A of
1983, Electric Revenue Bonds, Issue B of 1983 and the Electric
Revenue Bonds, Issue C of 1983, shall be on a parity with the City's
Electric Revenue Bonds, Issue of 1972, Electric Revenue Bonds, Issue
of 1976, Electric Revenue Bonds, Issue of 1980 and any other parity
electric revenue bonds which may be issued in the future by the City;
and
WHEREAS, this City Council hereby determines that costs of
the City will be reduced by the refunding of the Electric Revenue
Bonds, Issue A of 1982 and Electric Revenue Bonds, Issue B of 1982
through the issuance of the Electric Revenue Bonds, Issue C of 1983;
NOW, THEREFORE" the City Council of the City of Anaheim,
California, DOES HEREBY RESOLVE, DETERMINE AND ORDER as follows:
SECTION 1. Definitions. As used in this Resolution:
(a) "Annual Debt .service" as computed from time to
time under Covenant 11 of Section 20 hereof with respect to
any Fiscal Year means the amount of principal (including
required payments into any sinking account established for
the Bonds or any Parity Bonds) and interest which will
become due and payable or will accrue in such Fiscal Year
on outstanding Bonds and Parity Bonds.
(b) nAuthorized Investments" means any obligations in
which the City may lawfully invest its funds. -
(c) "Bonds" means the revertQe bonds authorized to be
issued by this Resolution.
(d) "1983 A Bonds" means the $10,000,000 aggregate
principal amount of Bonds issued hereunder pursuant to the
proposition approved by the voters of the City on March 4,
1975, as set forth in Resolution No. 74R-615 of the City
Council.
(e) "1983 B Bonds" means the $40,000,000 aggregate
principal amount of Bonds issued hereunder pursuant to the
proposition approved by the voters of the City on June 2,
1981, as set forth in Resolution No. 81R-138 of the City
Council.
(f) "1983 C Bonds" means the $80,400,000 aggregate
principal amount of Bonds issued hereunder pursuant to
Section 1210.1 of the Charter.
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(g) "City" means the City of Anaheim, California.
(h) "City Council" means the City Council of the
City.
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(i) "Enterprise" means the entire electric system of
the City, including all improvements and extensions later
constructed or acquired.
(j) ~Escrow Agent" means the Escrow Agent appointed
by the City Council pursuant to separate resolution, or any
successor thereto.
(k) "Escrow Agreement" means the Escrow Agreement
relating to refunding of the 1982 Bonds by and between the
City and the Escrow Agent.
(1) "Finance Director" means the Finance Director of
the City.
(m) "Fiscal Agent" means the fiscal agent under the
1972 Bond Resolution.
(n) "Fiscal Ye,ar" means the year period beginning on
July 1 and ending on the next following June 30.
(0) "Gross Revenues" means all rates, fees and
charges for providing electric service to persons and real
property and all other fees, rents and charges and other
income derived by the City, from the ownership, operation,
use or services of the Enterprise.
..--.....,
(p) "Maintenance and Operation Expenses" means the
reasonable and necessary currenf~expenses of maintaining,
repairing and operating the Enterprise, including City
administrative expenses directly attributable to electric
system functions, but excluding depreciation, interest and
amortization, all computed in accordance with sound
accounting principles and consistent with existing account-
ing practices of the City.
(q) "Maximum Annual Debt Service" as computed from
time to time under Section 15 and Covenant 11 of Section 20
hereof means the largest of the sums obtained for the
Fiscal Year of computation or any Fiscal Year thereafter by
totaling the following for each such Fiscal Year:
(1) The principal amount of all serial Bonds and
serial parity Bonds payable in such Fiscal Year and
outstanding at the date of such computation;
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(2) The minimum sinking account payments, if any,
payable in such Fiscal Year with respect to the term
Bonds and any term Parity Bonds outstanding at the
date of such computation; and
(3) The interest which would be due during such Fiscal
Year on the aggregate principal amount of Bonds and
parity Bonds which would be outstanding in such Fiscal
Year if the serial Bonds and serial Parity Bonds out-
standing on the date of such computation are retired
as they mature and if the term Bon~s and any term
parity Bonds outstanding on the date of such computa-
tion, if any, are retired as scheduled in this
Resolution and in the resolution providing for the
issuance of such term Parity Bonds.
(r) "Net Revenues" of the Enterprise means the amount
of the Gross Revenues less the Maintenance and Operation
Expenses.
(s) "1972 Bond Resolution" means Resolution
No. 72R-83 of the City Council, adopted March 14, 1972,
authorizing the issuance of the 1972 Bonds.
(t) "1972 Bonds" means the $8,000,000 electric reve-
nue bonds designated "Electric Revenue Bonds, Issue of
1972" referred to in the recitals hereof.
(u) "1976 Bond Resolution" means Resolution No. 76R-
149 of the City Council, adopted March 30, 1976, authoriz-
ing the issuance of the 1976 Bonds.
(v) "1976 Bonds" means the $6,000,000 electric reve-
nue bonds designated "E1ectric~evenue Bonds, Issue of
1976" referred to in the recitals hereof.
(w) "1980 Bond Resolution" means Resolution
No. 80R-457 of the City Council, adopted October 10, 1980,
authorizing the issuance of the 1980 Bonds.
(x) "1980 Bonds" means the $84,000,000 electric reve-
nue bonds designated "Electric Revenue Bonds, Issue of
1980" referred to in the recitals hereof.
(y) "1982 Bond Resolution" means Resolution No. 82R-
238 of the City Council, adopted May 7, 1982, as amended by
Resolution No. 82R-257, adopted May 18, 1982, authorizing
the issuance of the 1982 Bonds.
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(z) "1982 Bonds" means the $70,000,000 electric
revenue bonds designated "Electric Revenue Bonds, Issue A
of 1982" and "Electric Revenue Bonds, Issue B of 1982."
(aa) "Ordinance No. 2980" means Ordinance No. 2980 of
the city Council, adopted on November 9, 1971, as amended
by Ordinance No. 4158, adopted on September 9, 1980, and by
Ordinance No. 4328, adopted on April 27, 1982.
(bb)' "Ordinance No. 4414" means Ordinance No. 4414 of
the City Council, adopted on April 26, 1983.
(cc) "parity Bonds" means the 1972 Bonds, the 1976
Bonds, the 1980 Bonds and any other revenue bonds, revenue
notes or other similar evidences of indebtedness heretofore
or hereafter issued for the acquisition, construction and
financing of extensions of, additions to, repairs and
replacements to, renewals of, and improvements of the
Enterprise, payable out of the revenues and which, as pro-
vided in this Resolution, rank on a parity with the Bonds.
(dd) "Parity Bond Resolution" means any resolution
authorizing the issuance of Parity Bonds.
(ee) "Registrar" means Bank of America National Trust
and Savings Association.
(ff) "Resolution" means this Resolution No. 83R-17l
of the City Council.
(gg) "Treasurer" means the Treasurer of the C~ty.
SECTION 2. Equality of Bonds, Pledge of Revenues.
Pursuant to Section 1210 and Section 1210.1 of the City Charter,
Ordinance No. 2980, Ordinance No. 4414 .and this Resolution, the Bonds
and all Parity Bonds shall be equally secured by a pledge, charge and
lien upon the Gross Revenues of the Enterprise without priority for
number, date of bonds, date of sale, date of execution, or date of
delivery, and the payment of the interest on and principal of the
Bonds and all Parity Bonds and any premiums upon the redemption of
any thereof shall be and are secured by an exclusive pledge of and
charge and lien upon the Gross Revenues of the Enterprise, and all of
the Gross Revenues of the Enterprise are hereby pledged, charged and
assigned for the security of the Bonds and all Parity Bonds, and such
Gross Revenues and any interest earned on the Gross Revenues shall
constitute a trust fund for the security and payment of the interest
on and principal of the Bonds and all parity Bonds and so long as any
of the Bonds and all Parity Bonds or interest thereon are unpaid, the
Gross Revenues and interest thereon shall not be used for any other
purpose, except as permitted by this Resolution and any Parity Bond
Resolutions, and shall be held in trust for the benefit of the
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bondholders and shall be applied pursuant to this Resolution, or to
this Resolution as modified pursuant to provisions herein, and to any
Parity Bond Resolutions.
-"
Nothing in this Resolution shall preclude: (a) the redemp-
tion prior to maturity of any Bonds subject to call and redemption or
payment of said Bonds at maturity from proceeds of refunding bonds
issued under Section 1210.1 of the City Charter as the same now
exists or as hereafter amended, or under any other law of the State
of California; (b) the issuance, subject to the limitations contained
herein, of Parity Bonds; or (c) the issuance Qf" additional indebted-
ness payable solely from surplus moneys in the Surplus Fund pursuant
to Section 17 hereof.
SECTION 3. Purpose of Bonds. Under and pursuant to
Section 1210 of the City Charter and Ordinance No. 2980 and in accor-
dance with the authorizations stated in the recitals hereof, (A) the
1983 A Bonds shall be issued for the purpose of financing the con-
struction and acquisition of facilities, property and rights related
to the generation, transmission and distribution of electrical
energy, including but not limited to the acquisition of an ownership
interest in Unit 2 and Unit 3 of the San Onofre Nuclear Generating
Station, the funding of interest during construction and of the
Reserve Fund, the payment of other costs and expenses incidental to
the foregoing and the payment of Electric Revenue Bond Anticipation
Notes issued by the City pursuant to Ordinance 4252 (as amended) of
the City Council, and (B) the 1983 B Bonds shall be issued for the
purpose of financing the construction and acquisition of facilities,
property and rights related to the San Onofre Nuclear Generating
Station and the generation and transmission of electric energy,
including but not limited to the acquisition of an ownership_interest
in Unit 2 and Unit 3 of the San Onofre Nuclear Generating Station,
the funding of interest during construction and of the Reserve Fund,
the payment of other costs and expenses incidental to the foregoing
and the payment of any bond anticipation notes or other notes or
obligations of the City, including the Electric Revenue Bond
Anticipation Notes issued by the City pursuant to Ordinance No. 4252
(as amended) of the City Council, the proceeds of which are used for
any of the above purposes.
under and pursuant to Section 1210.1 of the City Charter
and Ordinance No. 4414 and in accordance with the authorizations
stated in the recitals hereof, the 1983 C Bonds shall be issued for
the purpose of advance refunding the 1982 Bonds, the funding of
interest during construction and of the Reserve Fund and the payment
of other costs and expenses incidental to the foregoing.
.--. SECTION 4. Special Obligations; No General City Liability.
The Bonds shall be special obligations of the City and shall be
payable as to the principal thereof and interest thereon and any
premium upon the redemption of any thereof solely from the Gross
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Revenues. The general fund of the City is not liable for the payment
of the Bonds or their interest, nor is the credit or taxing power of
the City pledged for the payment of the Bonds or their interest. The
holders of the Bonds or coupons shall not be entitled to compel the
exercise of the taxing power by the City or the forfeiture of any of
its property. The principal of and interest on the Bonds and any
premium upon the redemption of any thereof are not a debt of the City
or a legal or equitable pledge, charge, lien or encumbrance upon any
of its property or upon any of its income, receipts or revenues,
except the Gross Revenues.
SECTION 5. Description of Bonds. The Bonds shall all be
in the denomination of $5,000, and the 1983 A Bonds, the 1983 B Bonds
and the 1983 C Bonds shall each be numbered consecutively from 1
upwards. The 1983 A Bonds shall be designated ELECTRIC REVENUE
BONDS, ISSUE A OF 1983, the 1983 B Bonds shall be designated ELECTRIC
REVENUE BONDS, ISSUE B OF 1983, and the 1983 C Bonds shall be desig-
nated ELECTRIC REVENUE BONDS, ISSUE C OF 1983. The Bonds shall be
dated April 1, 1983, and shall be payable in consecutive numerical
order on October 1 in each year of maturity in the amounts for each
of the several years, shall bear interest from their date payable
semi-annually on the first days of April and October of each year,
commencing October 1, 1983, as follows:
Principal Amounts
Interest
1983 C Bonds Rate
Year
1983 A Bonds
1983 B Bonds
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997
1998
2007
$1,200,000
1,360,000
680,009
760,00'0
1,000,000
1,160,000
33,840,000
$1,750,000
1,800,000
1,950,000
2,100,000
2,250,000
2,400,000
2,600,000
2,850,000
2,200,000
2,350,000
1,050,000
1,300,000
1,500,000
1,800,000
52,500,000
$ 300,000
340,000
170,000
190,000
250,000
290,000
8,460,000
5.25%
6.00
6.50
6.75
7.00
7.25
7.50
7.75
8.00
8.15
8.30
9.45
8.60
8.70
9.00
-- The Bonds maturing in the years 1985 to 1998, inclusive,
are sometimes referred to herein as nseria1 Bondsn and the Bonds
maturing in 2007 are sometimes referred to herein as "term Bonds."
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SECTION 6. Place of Payment of Interest. E a c h Bon d
shall bear interest from its date until the principal sum thereof has
been paid; provided, however, that if at the maturity date of any
Bond or if the same is redeemable and has been duly called for
redemption, funds are available for the payment or redemption thereof
in full accordance with the terms of this Resolution, said Bonds
shall then cease to bear interest. The Bonds and the interest
thereon shall be payable in lawful money of the United States of
America at the Corporate Agency Division of Bank of America National
Trust and Savings Association in Los Angeles or San Francisco,
California, or at the option of the holder, at :any other paying agent
of the City in New York, New York.-
SECTION 7. Execution of Bonds. The Mayor of the City
and the Treasurer are hereby authorized and directed to sign the
Bonds by their printed, lithographed or engraved facsimile signa-
tures, and the City Clerk of the City is hereby authorized and
directed to countersign the Bonds and to affix thereto the corporate
seal of the City, and the Treasurer is hereby authorized and directed
to sign the interest coupons of the Bonds by his or her printed,
lithographed or engraved facsimile signature.
SECTION 8. Registration. The Bonds may be registered
either as to principal only or as to both principal and interest, and
any registered Bond may be discharged from registration in the manner
and with the effect set forth in the Bond form in Section 24 hereof.
SECTION 9. Redemption of 1983 Bonds. The 1983 Bonds
maturing on or after October 1, 1993 may be redeemed prior to maturi-
ty, at the option of the City, on April 1, 1993, or on any interest
payment date thereafter, in whole or in part, at the ~ollowing
redemption prices, expressed as a percentage of the principal amount,
together with accrued interest to the date of redemption:
Redemption Dates
(~ri1 1 and O(:tober 1)
Rede~ption Price
1993
1994
1995
1996
1997
1998
1999 and thereafter
103 %
102 1/2
102
101 1/2
101
100 1/2
100
The Bonds are also subject to mandatory sinking fund
redemption prior to maturity at the principal amount thereof plus
-- accrued interest to the redemption date as provided in Section 13
hereof.
-11-
Allor any of the Bonds subject to redemption may be called
for redemption at anyone time. If less than all of the Bonds are
redeemed at anyone time, such Bonds shall be redeemed in inverse
order of maturity and by lot within each maturity. The interest pay-
ment date on which Bonds which are called are to be presented for
redemption is herein sometimes called the "redemption date."
(a) Notice of Redemption. Notice of the intended redemp-
tion shall be published once in a newspaper of general circulation in
the County of' Los Angeles, California, and once in a financial news-
paper or journal of national circulation published in or near the
City of New York, New York, said publications to be at least 30 days
but not more than 60 days prior to the redemption date. The notice
of redemption shall (a) state the redemption date; (b) state the
redemption price; (c) state the numbers and date of maturity of the
Bonds to be redeemed; provided, however, that whenever any call
includes all of the outstanding Bonds subject to redemption, the num-
bers of the Bonds need not be stated; (d) require that such Bonds be
surrendered with all interest coupons maturing subsequent to the
redemption date (except that no coupons need be surrendered on Bonds
registered as to both principal and interest) at the Corporate Agency
Division of Bank of America National Trust and savings Association in
Los Angeles or San Francisco, California, or at the option of the
holder, at any other paying agent of the City in New York, New York;
and (e) give notice that further interest on such Bonds will not
accrue after the designated redemption date.
If any of the Bonds designated for redemption shall be reg-
istered so as to be payable otherwise than to bearer, the Registrar
shall, on or before the date of publication of said notice of redemp-
tion, mail a similar notice postage prepaid to the respective regis-
tered owners thereof at the addresses appearing on the Bond registry
book.
The actual 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 redemption of such Bonds or the cessation of interest
on the redemption date. The mailed notice or notices required by
this section shall be given by the Registrar. A certificate by the
Registrar that notice of call and redemption has been given to hold-
ers of registered Bonds as herein provided shall be conclusive 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 receive actual notice of call and redemption.
(b) Redemption Fund. Prior to the redemption date there
shall be established a redemption fund to be described as the
Electric Revenue Bonds Redemption Fund (herein referred to as the
"Redemption Fund"), and prior to the redemption date there shall be
-12-
""",^"._,~,^.,."--
set aside in the Redemption Fund moneys available for the purpose and
sufficient to redeem, at the prices payable as in this Resolution
provided, the Bonds designated in such notice of redemption. Said
moneys shall be set aside in the Redemption Fund solely for that pur-
pose and shall be applied on or after the redemption date to payment
of the Bonds to be redeemed upon presentation and surrender of such
Bonds and, except as to registered Bonds, all interest coupons matur-
ing after the redemption date, and shall be used only for that
purpose. Any interest coupon and accrued interest due on or prior to
the redemption date shall be paid from the Bond Service Account upon
presentation and surrender thereof. Any inte~est due on or prior to
the redemption date upon Bonds registered as to both principal and
interest shall be paid from the Bond Service Account. Each Bond
presented, if unregistered, or if registered as to principal only,
must have attached thereto or presented therewith all interest cou-
pons maturing after the redemption date. If, after all of the Bonds
have been redeemed and cancelled or paid and cancelled, there are
moneys remaining in the Redemption Fund, said moneys shall be trans-
ferred to the Revenue Account; provided, however, that if said moneys
are part of the proceeds of refunding bonds said moneys shall be
transferred to the fund or account created for the payment of princi-
pal of and interest on such refunding bonds. The Redemption Fund may
also be used to provide for the redemption of Parity Bonds.
(c) Effect of the Notice of Redemption. When notice of
redemption has been given, and when the amount necessary for the
redemption of the Bonds called for redemption is set aside for that
purpose in the Redemption Fund, the Bonds designated for redemption
shall become due and payable on the redemption date, and upon presen-
tation and surrender of said Bonds and, except as to Bonds registered
as to both principal and interest, all interest coupons maturing
after the redemption date, at the place specified in the notice of
redemption, such Bonds shall be redeemed and paid at said redemption
price out of the Redemption Fund, and-fio interest will accrue on such
Bonds called for redemption or on any interest coupon thereof 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 only to said Redemption Fund. All
Bonds redeemed and all interest coupons thereof shall be cancelled
forthwith and shall not be reissued.
All interest coupons pertaining to any redeemed Bonds,
which coupons have matured on or prior to the redemption date, shall
continue to be payable to the respective holders thereof but without
interest thereon. All unpaid interest payable at or prior to the
redemption date upon Bonds registered in such manner that the inter-
est 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.
-13-
-
SECTION 10. Funds and Accounts. A. The Treasurer shall
continue to maintain the following funds and accounts, heretofore
created under the 1972 Bond Resolution, the 1976 Bond Resolution and
Resolution No. 76R-276 of the City Council and pursuant to Section
1210 of the City Charter, so long as any of the Bonds remain
outstanding:
(1) Electric Revenue Fund, and the following accounts
within said fund:
(a) Electric Revenue Bonds, Bond Service Account
(the "Bond Service Account");
(b) Electric Revenue Bonds, Issue of 1972,
Electric System Maintenance and Operation Account (the
"M&O Account"); and
(c) Electric Revenue Bonds, Issue of 1972,
Electric System Renewal and Replacement Account (the
"R&R Account"); and
(2) Electric System Surplus Revenue Fund (the
"Surplus Fund") .
B. The Fiscal Agent shall continue to maintain the follow-
ing funds so long as any of the 1972 Bonds remain outstanding:
(1) Electric Revenue Bonds, Issue of 1972, Electric
System Revenue Bond and Interest Fund (the "Bond Service
Fund"); and
(2) Electric Revenue Bonds, Issue of 1972, Electric
System Revenue Bond Reserve F~~d (the "Reserve Fund").
From and after the retirement of all of the 1972 Bonds (or
the date on which provision for such retirement has been made so that
they are no longer outstanding within the meaning of the 1972 Bond
Resolution) the Reserve Fund shall be maintained by the Treasurer so
long as any of the Bonds remain outstanding.
C. The Treasurer shall continue to maintain the following
accounts in the Electric Revenue Fund so long as any of the 1980
Bonds remain outstanding:
(1) E1ectr ic Revenue Bonds, Issue of 1980,
Construction Account (the "1980 Construction Account");
-
(2) Electric Revenue Bonds, Issue of 1980, Interest
During Construction Account (the "1980 IDC Account"); and
-14-
-
(3) Electric Revenue Bonds, Issue of 1980, Sinking
Account (the "1980 Sinking Account") .
D. The Treasurer shall continue to maintain the following
accounts in the Electric Revenue Fund so long as any of the Bonds
remain outstanding:
(1) Electric Revenue Bonds, Electric System Revenue
Account (the "Revenue Account");
(2) Electric Revenue Bonds, Interest During
Construction Account (the "IDC Account");""and
(3) Electric Revenue Bonds Sinking Account (the
"Sinking Account").
E. The following additional accounts are hereby created in
the Electric Revenue Fund and shall be maintained by the Treasurer so
long as any of the Bonds remain outstanding:
(1) Electric Revenue Bonds, Issue A of 1983,
Construction Account (the "1983 A Construction Account");
and
(2) Electric Revenue Bonds, Issue B of 1983,
Construction Account (the "l983 B Construction Account").
F. Additional accounts in the Electric Revenue Fund may be
created by subsequent resolutions of the City Council.
SECTION 11. Disposition of Certain Available Moneys and
Bond Proceedsr Construction Accounts. -
A. On the date of issuance of the Bonds the following
transfers and deposits of moneys which are attributable to, or
derived from proceeds of, the 1982 Bonds, shall be made:
(1) The balance in the 1982 A Construction Account
shall be transferred to and deposited in the 1983 A
Construction Account.
(2) The balance in the 1982' B Construction Account
shall be transferred to and deposited in the 1983
B Construction Account.
(3) The balance in the 1982 IDC Account shall be
transferred to and deposited in the IDC Account, with
respect to the Bonds.
(4) The amount, if any, on deposit in the Reserve
Fund immediately prior to any of the transfers contemplated
-15-
by this Resolution in excess of the Maximum Annual Debt
Service for the 1972 Bonds, the 1976 Bonds, the 1980 Bonds
and the 1983 C Bonds shall be transferred from the Reserve
Fund by the Fiscal Agent to the Treasurer and deposited in
the IDC Account, with respect to the Bonds.
-- B. Once the foregoing transfers and deposits have been
made, the proceeds of the 1983 C Bonds shall be deposited as
follows:
(1) An amount sufficient to effect the defeasance of
the 1982 Bonds under the terms and provisions of the 1982
Resolution shall be deposited in the Escrow Account held by
the Escrow Agent and created under the Escrow Agreement.
(2) The amount of $430,400 shall be deposited in the
1983 B Construction Account to pay costs and expenses
relating to the iS$uance of the 1983 C Bonds, including
costs and expenses with respect to the Escrow Agreement.
(3) The remainder shall be deposited in the IDC
Account, with respect to the Bonds.
C. Once the foregoing transfers and deposits have been
made, the proceeds of the 1983 B Bonds shall be transferred and
deposited as follows:
(1) An amount sufficient to cause the amount in the
Reserve Fund to equal the Maximum Annual Debt Service for
the 1972 Bonds, the 1976 Bonds, the 1980 Bonds, the 1983
C Bonds and the 1983 B Bonds shall be transferred to~he
Fiscal Agent and deposited in the Reserve Fund.
(2) The amount of $32,626,000 shall be deposited in
the 1983 B Construction Account to pay principal of and
interest on the City's then outstanding Electric Revenue
Bond Anticipation Notes to the maturity dates thereof and
costs and expenses relating to the issuance of the 1983
B Bonds.
(3) The additional amount of $488,000 shall be depos-
ited in the 1983 B Construction Account.
(4) The remainder shall be deposited in the IDC
Account, with respect to the Bonds.
-
D. Once the foregoing transfers and deposits have been
made, the proceeds of the 1983 A Bonds shall be transferred and
deposited as follows:
-16-
(1) An amount sufficient to cause the amount in the
Reserve Fund to equal the Maximum Annual Debt Service for
the 1972 Bonds, the 1976 Bonds, the 1980 Bonds and the
Bonds shall be transferred to the Fiscal Agent and depos-
ited in the Reserve Fund.
-
(2) The amount equal to (a) the amount of interest
payable on the 1980 Bonds from April 1, 1983 to April 1,
1984, plus one-half of the amount of interest payable on
the 1980 Bonds from April 1, 1984 to December 1, 1984, ~
(b) the amount on deposit in the 1980 IDe Account on such
date of issuance, shall be deposited in the IDC Account,
with respect to the 1980 Bonds.
(3) The amount sufficient to cause the amount in the
IDC Account with respect to the Bonds to equal (a) the
amount of interest payable on the Bonds from their date to
April 1, 1984, plus one-half of the amount of interest pay-
able on the Bonds from April 1, 1984 to December 1, 1984,
~ (b) $3,000,000, ~ (c) the amount of the transfers
and deposits to the IDC Account with respect to the Bonds
pursuant to Section 11 hereof.
(4) The remainder shall be deposited in the 1983
A Construction Account.
E. The City may deposit moneys, received from any source,
in the 1983 A Construction Account or the 1983 B Construction
Account, or both. The moneys set aside and placed in the 1983 A
Construction Account shall be expended solely for the purposes for
which the 1983 A Bonds were issued. The moneys set aside ~d placed
in the 1983 B Construction Account shall be expended solely for the
purposes for which the 1983 B Bonds were issued; provided that the
moneys deposited in said Account pur~bant to Section 11 (B) (2) hereof
shall be expended solely for the purpose set forth in
Section 11(B) (2) hereof.
F. If any sum remains in either the 1983 A Construction
Account or the 1983 B Construction Account after the full accomplish-
ment (as certified by the General Manager of the Public utilities
Department of the City) of the purposes for which the 1983 A Bonds
and the 1983 B Bonds, respectively, were issued, it shall be trans-
ferred to the Redemption Fund to be used to pay, by redemption or
purchase at a purchase price (including brokerage and other fees) not
exceeding par plus accrued interest, Bonds, or parity Bonds issued
for one or more of the same purposes for which the 1983 A Bonds or
1983 B Bonds were issued.
SECTION 12. Revenue Account. The T rea sur e r s hall
deposit the Gross Revenues of the Enterprise as received in the
Revenue Account. On or before the twentieth day of each calendar
-17-
month, the Finance Director shall withdraw the entire amount on
deposit in the Revenue Account and shall allocate and deposit such
amount in the indicated priority to the following accounts and
funds.
SECTION 13. Bond Service Account, IDC Account, Sinking
-- Account. First, so long as any of the Bonds are outstanding, in
addition to but on a parity with the transfers to the Bond Service
Fund and the 1980 Sinking Account required by Section 14 of the 1972
Bond Resolution and Section 13 of the 1980 Bond Resolution:
A. The Finance Director shall allocate to the Bond Service
Account the following amounts:
(1) one-sixth of the interest which will become due
and payable on the outstanding Bonds and Parity Bonds
(other than the 1972 Bonds) within the next ensuing six
months, except that, with respect to any interest payment
date, the monthly sum allocated shall be the interest which
will become due and payable on such interest payment date
less any portion of such interest which has been provided
for (a) in the case of the 1980 Bonds, by the transfers to
the Debt Service Account from the 1980 IDC Account required
pursuant to the 1980 Resolution, the transfers required
with respect to the 1980 Bonds pursuant to Section 13(B)
hereof, or any other transfers required with respect to the
1980 Bonds by any parity Bond Resolution, (b) in the case
of the Bonds, by the transfers required with respect to the
Bonds pursuant to Section 13(C) hereof, or any other trans-
fers required with respect to the Bonds by any Parity Bond
Resolution, and (c) in the case of any other Parity Bo~ds,
any transfers required with respect to such Parity Bonds by
any other Parity Bond Reso1utio~~ and
(2) one-twelfth of the principal amount which will
mature and be payable on the outstanding serial Bonds and
serial Parity Bonds (other than the 1972 Bonds) within the
next ensuing twelve months.
B. With respect to the 1980 Bonds, five days prior to the
respective interest payment dates, th~re shall be transferred from
~he IDC Accoun~ ~o ~he Bond Service ~ccount, the following amounts:
,..........
-18-
Interest Payment
Date
October 1, 1983.
. . . .
,-
April 1, 1984. .
. . . .
October 1, 1984.
. . . .
April 1, 1985. .
. . . .
Amount
100% of the amount of interest
due and payable on the 1980
Bonds on such date;
100% of the amount of interest
due and payable on the 1980
Bonds on such date;
50% of the amount of interest
due and payable on the 1980
Bonds on such date;
50% of the amount of interest
scheduled to accrue on the 1980
Bonds from October 1, 1984 to
December 1, 1984;
in the above order and to the extent of moneys transferred to or
deposited in the IDC Account with respect to the 1980 Bonds pursuant
to Section 11 hereof, provided, that, prior to making any such trans-
fer with respect to any interest payment date from the IDC Account
any transfer from the 1980 IDC Account required by the 1980
Resolution with respect to ~uch date shall be made.
C. With respect to the Bonds, five days prior to the
respective interest payment dates, there shall be transferred from
the IDC Account to the Bond Service Account, the following amounts:
Interest Payment
Date
October 1, 1983.
. . . .
April 1, 1984. .
. . . .
October 1, 1984.
. . . .
April 1, 19B5. . . . . .
Amount
100% of the amount of interest
du~ and payable on the Bonds on
such date;
100% of the amount of interest
due and payable on the Bonds on
such date;
50% of the amount of interest
due and payable on the Bonds on
such date;
50% of the amount of interest
scheduled to accrue on the
Bonds from October 1, 1984 to
December 1, 1984;
in the above order and to the extent of moneys transferred to or
deposited in the IDC Account with respect to the Bonds pursuant to
Section 11 hereof or pursuant to any other resolution of the City
Council.
-19-
D. The Finance Director shall allocate to the Sinking
Account, each month during the twelve-month period preceding the
dates set forth below, in addition to any amounts which may be speci-
fied in any Parity Bond Resolution with respect to any term parity
Bonds to be issued by the City in the future, one-twelfth of the
amount set forth below in order to pay the principal of the respec-
tive amounts of 1983 term Bonds which shall be called and redeemed on
the dates set forth below, unless such amounts are used to purchase
term Bonds as provided in this Section:
Sink ing Account
Redemption Date
(October I)
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
Term Bonds Maturing October 1, 2007
Amount
1983 A Bonds 1983 B Bonds 1983 C Bonds
$ 200,000 $ 800,000 $1,500,000
200,000 800,000 1,500,000
200,000 800,000 1,500,000
200,000 800,000 1,500,000
530,000 2,120,000 3,550,000
590,000 2,360,000 3,900,000
660,000 2,640,000 4,250,000
730,000 2,920,000 4,600,000
800,000 3,200,000 5,050,000
890,000 3,560,000 5,500,000
980,000 3,920,000 6,000,000
1,170,000 4,680,000 6,550,000
1,310,000 5,240,000 7,100,000
E. In any event, such sums shall be allocated from the
Revenue Account to the Bond Service Account and the Sinking Account
so that the full amount required to pay, as it becomes due, the
interest on said Bonds and Parity Bonds (other than the 1972 Bonds)
and any installment of principal on said Bonds and parity Bonds
(other than the 1972 Bonds and, with respect to sinking fund pay-
ments, the 1980 Bonds) shall be set aside in the Bond Service Account
and the Sinking Account at least five days prior to the date the
installment of interest or principal becomes due.
If for any reason in any month there are insufficient
amounts in Revenue Account to make all required deposits in the Bond
Service Account, the Bond Service Fund, the 1980 Sinking Account and
the Sinking Account, then the amounts available shall be allocated
pro rata towards the required deposits and the deficiencies shall be
added to and become a part of the allocations required for the fol-
lowing calendar month.
-20-
Any moneys required to be set aside in the Bond Service
Account or the Sinking Account may be prepaid in whole or in part by
being earlier set aside therein, and in that event the monthly allo-
cation which has been so prepaid need not be made at the time
appointed therefor. Each monthly transfer may be reduced by an
amount equal to any investment income received during its preceding
calendar month on moneys in the Bond Service Account or the Sinking
Account.
,-
The Bonds and the interest coupons shall recite that they
are payable from the Electric Revenue Fund, but notwithstanding such
recital shall be paid from the Bond Service Account, or from the
Redemption Fund established in accordance with Section 9(b) of this
Resolution.
Moneys in the Sinking Account shall be used to redeem any
term Bonds and parity term bonds (other than the 1972 Bonds and the
1980 Bonds) at the times and in the amounts as provided in this
Section and any Parity Bond Resolution. Any such call and redemption
of term Bonds shall be made in accordance with Section 9 hereof, and
for that purpose moneys in the Sinking Account may be transferred to
the Redemption Fund for the payment of principal upon redemption of
any term Bonds called for redemption prior to maturity.
Moneys in the Sinking Account may also be used, prior to
the date when any term Bonds or parity term bonds (other than 1972
Bonds or 1980 Bonds) are selected by lot, in lieu of (or partially in
lieu of) mandatory call and redemption on the next succeeding sinking
fund redemption date, for the purchase of any such term Bonds or
parity term bonds (other than 1972 Bonds or 1980 Bonds) at a purchase
price (including brokerage and other fees) not exceeding_par plus
accrued interest.
If after all of the Bonds and any Parity Bonds have been
redeemed and cancelled or paid and cancelled (or provision is made
therefor) there are moneys remaining in the Bond Service Account, the
Sinking Account or the Reserve Fund, said moneys may be transferred
to the Revenue Account.
SECTION 14. M&O Account. Second, so long as any of the
Bonds are outstanding, the Finance Director shall allocate to the M&O
Account amounts sufficient for the payment of the Maintenance and
Operation Expenses of the Enterprise as said expenses become due and
payable. Amounts in the M&O Account shall be used solely to pay
Maintenance and Operation Expenses.
SECTION 15. Reserve Fund. Third, so long as any of the
-- Bonds are outstanding, the Finance Director shall transfer to the
Reserve Fund an amount sufficient to provide a balance in the Reserve
Fund equal to Maximum Annual Debt Service.
-21-
Moneys in the Reserve Fund shall be used solely for the
purpose of paying the principal of and interest on the Bonds and any
Parity Bonds, in the event that moneys in the Bond Service Fund (in
the case of the 1972 Bonds) or the Bond Service Account or the 1980
Sinking Account (in the case of the 1980 Bonds), or the Bond Service
Account or the Sinking Account (in the case of the Bonds and any
other Parity Bonds) are insufficient therefor. For that purpose, the
Fiscal Agent or the Treasurer, as appropriate, shall withdraw and
transfer sufficient moneys from the Reserve Fund to the Bond Service
Fund, the Bond Service Account, the 1980 Sinking Account or the
Sinking Account, as the case may be. If at any time the moneys in
the Reserve Fund are insufficient to make all such required trans-
fers, the available moneys in the Reserve Fund shall be distributed
pro rata towards the required deposits.
Prior to the transfer from the Revenue Account pursuant to
Section 12 hereof in each month, moneys in the Reserve Fund in excess
of Maximum Annual Debt Service may be withdrawn from the Reserve Fund
and transferred to the Revenue Account.
If on the first day of a Fiscal Year in which the Maximum
Annual Debt Service calculated excluding such Fiscal Year is less
than the Maximum Annual Debt Service calculated including such Fiscal
Year (in both cases after giving effect to any proposed redemption or
refunding of any Bonds or parity Bonds during such Fiscal Year), then
in each month during such Fiscal Year, prior to the transfer from the
Revenue Account pursuant to Section 12 in each month, there may be
transferred from the Reserve Fund to the Revenue Account an amount
equal to one-twelfth of the difference between the two calculations
of Maximum Annual Debt Service. For purposes of calculating amounts
required to be in the Reserve Fund during such Fiscal ~ear, the
amounts so transferred shall be deemed to be on deposit in the
Reserve Fund. Such amounts shall be used only for the purposes set
forth in Section 3 hereof or to paytfie principal of Bonds or Parity
Bonds at maturity, by redemption or by purchase at a purchase price
(including brokerage and other fees) not exceeding par plus accrued
interest.
SECTION 16. R&R Account. Fourth, so long as any of the
Bonds are outstanding, the Finance Director shall allocate to the R&R
Account an amount equal to 1% of the Gross Revenues received in the
preceding calendar month until a balance is established, or reestab-
lished, therein equal to 2% of the depreciated book value of the
land, general plant and equipment which constitute the net utility
plant of the Enterprise. The moneys contained in the R&R Account
shall be used for transfer to the Bond Service Account, to the Bond
Service Fund, to the 1980 Sinking Account or to the Sinking Account,
as the case may be, to prevent default in payment of the principal
and interest on the Bonds or any Parity Bonds, or for extraordinary
maintenance and repairs, renewals and replacements to the Enterprise,
but not for additions to and extensions of the Enterprise; provided,
-22-
however, that when moneys are used for such purpose or purposes, they
shall be returned by the transfer of an additional 1% of the Gross
Revenues of the preceding calendar month commencing no later than
90 days after such use, until such balance is reestablished.
If at any time the balance in the R&R Account exceeds the
m~n~mum balance herein identified, said excess may be transferred to
the Revenue Account.
"...........
SECTION 17. Surplus Fund. All moneys rema~n~ng in the
Revenue Account after all transfers required-hereunder have been
made, and all covenants contained herein have-been duly performed,
shall be transferred to the Surplus Fund.
Subject to the transfer requirement set forth in Section 17
of the 1980 Bond Resolution, moneys in the Surplus Fund shall be
applied to the payment of the principal of and interest on the City's
Electric Revenue Anticipation Notes issued pursuant to Section 1210
of the City Charter and Ordinance No. 4416 of the City Council, to
the extent required by the reso1ution(s) pursuant to which such Notes
are issued, and thereafter, to the extent available, shall be trans-
ferred to the 1983 A and 1983 B Construction Accounts, proportion-
ately with the respective original principal amounts of 1983 A Bonds
and 1983 B Bonds, on a monthly basis (A) commencing with the month of
July 1983, up to and including the month of December 1983, in an
amount equal to 50% of the amount of investment earnings on all
amounts in the Reserve Fund received during the preceding month,
(B) commencing with the month of January 1984, up to and including
the month of April 1984, in an amount equal to 100% of the amount of
investment earnings on all amounts in the Reserve Fund received
during the preceding month, (C) commencing with the month of May
1984, up to and including the month of December 1984, in an amount
equal to 50% of the amount of investment earnings on all amounts in
the Reserve Fund received during the preceding month, (D) commencing
with the month of July 1983, up to and including the month of April
1984, in an amount equal to 100% of the amount of investment earnings
on all amounts in the Bond Service Account received during the pre-
ceding month, and (E) commencing with the month of May 1984 up to and
including the month of December 1984, in an amount equal to SOt of
the amount of investment earnings on all amounts in the Bond Service
Account received during the precedin~ month.
Moneys in the Surplus Fund not required to be transferred
for any other purpose to any other account in the Electric Revenue
Fund pursuant to this Section or any parity Bond Resolution may be
(1) used for the redemption of any Bonds or Parity Bonds which are
subject to call and redemption prior to maturity or for the purchase
from to time in the open market of any outstanding Bonds or Parity
Bonds whether or not subject to call and redemption (irrespective of
the maturity or number of such Bonds or Parity Bonds) at prices and
in such manner, either at public or private sale, or otherwise, as
-23-
the Treasurer in his or her discretion may determine, but such
purchase price (including brokerage and other charges, but excluding
accrued interest) shall not exceed the principal amount or the
redemption price of the callable Bonds or Parity Bonds on the next
redemption date, whichever is less; or (2) used for any lawful pur-
pose of the City, including but not limited to the security and pay-
ment of other indebtedness incurred in connection with the
Enterprise.
SEC'l'ION 18. Investments. Obligations purchased as
investments of moneys in any of the funds and accounts in which
investments are authorized shall be deemed at all times to be a part
of such funds and accounts and any income realized from such invest-
ments shall be credited to such funds and accounts and any losses
resulting from such investments shall be charged to such funds and
accounts; provided, however, that any income derived from investment
of proceeds of the 1983 Bonds in the IDC Account shall, when
received, be transferred to the 1983 A Construction Account and the
1983 B Construction Account, proportionately with the respective
original principal amounts of 1983 A Bonds and 1983 B Bonds. The
Fiscal Agent or the Treasurer, as the case may be, shall sell at the
best price obtainable or present for redemption any obligations so
purchased whenever it may be necessary to do so in order to provide
moneys to meet any payment or transfer from such funds and accounts.
For the purpose of determining at any given time the balance in any
such funds and accounts, any such investments constituting a part of
such funds and accounts shall be valued at the then estimated or
appraised market value of such investments. Moneys in all funds and
accounts described in Section 10 hereof shall be invested only in
Authorized Investments, except that so long as any of the 1972 Bonds
are outstanding, amounts in the Revenue Account, the M&O Account, the
R&R Account, the Bond Service Fund and the Reserve Fund ~hal1 be
invested only in direct obligations of or obligations guaranteed by
the united States of America, or certificates of deposit of recog-
nized banks or trust companies fully se.cured by direct obligations of
or obligations guaranteed by the United States of America. All
investments of moneys in such funds and accounts shall mature not
later than such times as the Finance Director estimates such moneys
shall be needed for the purposes for which such moneys are held.
SECTION 19. Warranty. The City shall preserve and pro-
tect the security of the Bonds and the rights of the bondholders and
warrant and defend their rights against all claims and demands of all
persons.
SECTION 20. Covenants. So long as any of the Bonds are
outstanding, the City makes the following covenants with the bond-
,,- holders under the provisions of Section 1210 of the City Charter (to
be performed by the City or its proper officers, agents or employees)
which covenants are necessary, convenient and desirable to secure the
Bonds and tend to make them more marketable; provided, however, that
-24-
~....,=c.;;.;."'-_~.t
.".........
said covenants do not require the City to expend any moneys other
than the Gross Revenues of the Enterprise.
Covenant 1. Punctual Payment. The City covenants that it
will duly and punctually payor cause to be paid the principal of and
interest on every Bond issued hereunder, together with the premium
thereon, if any be payable, on the date, at the place and in the
manner mentioned in the Bonds and coupons and in accordance with this
Resolution, and that the payments into the Bond Service Account, the
Sinking Account and the Reserve Fund will be made, all in strict con-
formity with the terms of the Bonds and of this Resolution, and that
it will faithfully observe and perform all of the conditions, cove-
nants and requirements of this Resolution and all resolutions supple-
mental thereto and of the Bonds issued hereunder, and that time of
such payment and performance is of the essence of the City's contract
with the bondholders.
Covenant 2. Discharge Claims. The City covenants that in
order to preserve and protect the priority and security of the Bonds
the City shall pay from amounts available in the O&M Account and dis-
charge all lawful claims for labor, materials and supplies furnished
for or in connection with the Enterprise which, if unpaid, may become
a lien or charge upon the property or Gross Revenues of the
Enterprise prior or superior to the lien of the Bonds and impair the
security of the Bonds. The City shall also pay from amounts avail-
able in the O&M Account all taxes and assessments or other governmen-
tal charges lawfully levied or assessed upon or in respect of the
Enterprise or upon any part thereof or upon any of the revenues
thereof.
Covenant 3. Commence Acquisition and Construction. The
City covenants that as soon as funds are available therefor,-the City
will commence (to the extent not already commenced) the accomplish-
ment of the purposes for which the Bon6s are issued and will continue
the same to completion with all practicable dispatch and in an eco-
nomical manner.
Covenant 4. Operate Enterprise in Efficient and Economical
Manner. The City covenants to operate the Enterprise in an efficient
and economical manner and to operate, maintain and preserve the
Enterprise in good repair and working order.
,
-
Covenant 5. Against Sale, Eminent Domain, Existing and
Future Agreements. Except as provided herein, the City covenants
that the Enterprise shall not be mortgaged or otherwise encumbered,
sold, leased, pledged, any charge placed thereon, or disposed of as a
whole or substantially as a whole unless such sale or other disposi-
tion be so arranged as to provide for sums adequate to provide for
the immediate payment of the principal of and interest on and
premiums, if any, due upon the call and redemption thereof, of the
Bonds. The City further covenants that the Gross Revenues of the
-25-
"'<I' .....__ . _.....~"'._,_".......
Enterprise or any other funds pledged or otherwise made available to
secure payment of the principal of and interest on the Bonds shall
not be mortgaged, encumbered, sold, leased, pledged, any charge
placed thereon, or disposed of or used except as authorized by the
terms of this Resolution. The City further covenants that it will
not enter into any agreement which impairs the operation of the
Enterprise or any part of it necessary to secure adequate revenues to
pay the principal of and interest on the Bonds or which otherwise
would impair the rights of the bondholders with respect to the Gross
Revenues of the Enterprise. If any substantial part of the
Enterprise is sold, the payment therefor shall either be used for the
acquisition and/or construction of improvements and extensions of the
Enterprise or shall be placed in the appropriate funds or accounts
and shall be used to payor call and redeem the Bonds and any Parity
Bonds in the manner provided in this Resolution or in any Parity Bond
Resolution.
The City covenants that any amounts received as awards as a
result of the taking of all or any part of the Enterprise by the
lawful exercise of eminent domain, if and to the extent that such
right can be exercised against such property of the City, shall
either be used for the acquisition and/or construction of improve-
ments and extension of the Enterprise or shall be placed in the
appropriate funds or accounts and shall be used to payor call and
redeem the Bonds and any Parity Bonds in the manner provided in this
Resolution or in any Parity Bond Resolution.
The City will not sell, lease or otherwise encumber any
part of the Enterprise except properties or facilities no longer
useful or necessary to its efficient and economical operation. Any
proceeds from the sale or disposition of any part of the E~terprise
shall be placed in the Revenue Account.
Covenant 6. Insurance. The-City covenants that it shall
at all times maintain with responsible insurers all such insurance on
the Enterprise as is customarily maintained by similar utilities sys-
tems with respect to works and properties of like character against
accident to, loss of or damage to such works or properties and
against loss of revenues. If any useful part of the Enterprise shall
be damaged or destroyed such part shall be restored to use. The
money collected from insurance against accident, loss or damage shall
be used for repairing or rebuilding the lest, damaged or destroyed
works and properties, and to the extent not so applied, shall be
applied to the retirement of outstanding Bonds and any Parity Bonds
issued for the Enterprise and for such purpose paid into the appro-
priate funds or accounts. The money collected from loss of revenues
insurance shall be deposited in the Revenue Account.
The City shall also maintain with responsible insurers
worker's compensation insurance and insurance against public
-26-
liability and property damage to the extent reasonably necessary to
protect the City and the bondholders.
Notwithstanding the foregoing, the City may provide any
insurance required by this Covenant 6 through a self-insurance
program.
Covenant 7. Records and Accounts. The C i t Y co v en ant s
that it shall keep proper books of record and accounts of the
Enterprise, separate from all other records and accounts, in which
complete and correct entries shall be made of all transactions relat-
ing to the Enterprise. Said books shall at all times be subject to
the inspection of the holders of not less than 10% of the outstanding
Bonds or their representatives authorized in writing.
The City covenants that it will cause the books and
accounts of the Enterprise to be audited annually by an independent
certified public accountant or firm of certified public accountants
and shall furnish a copy of the audit report, upon request, to any
bondholder.
Covenant 8. Collection of Charges. The City will permit
no free use or services of the Enterprise. The City will pay
promptly into the Revenue Account from the City's General Fund (or
other available funds) for all City use and services of the
Enterprise. The City will not grant or establish within any class of
service preferential or discriminatory rates, fees or charges for use
and services of the Enterprise. For the purposes of setting such
rates, fees and charges, service located outside the city limits of
the City of Anaheim may be considered as separate classes of
service. The City covenants that it shall at all times during the
period any of the Bonds are outstanding maintain and enforce valid
regulations for the payment of bills for electric service and that
such regulations shall at all times-auring such period provide that
the City shall discontinue electric service to any user whose elec-
tric bill has not been paid within the time fixed by said
regulations.
Covenant 9. Rates and Charges. The City shall and hereby
covenants that it shall prescribe, revise and collect such charges
for the services and facilities of the Enterprise which, after making
allowances for contingencies and error in the estimates, shall be at
least sufficient to pay the following amounts in the order set
forth:
(a) The interest on and principal payments (including
any sinking account payments) of the outstanding Bonds and
Parity Bonds as they become due and payable;
-27-
~,,",-""-' ",-_.~~<
(b) All current expenses for the necessary and
reasonable Maintenance and Operation Expenses of the
Enterprise as said expenses become due and payable;
(c) All payments required for compliance with this
Resolution including transfers required to be made from the
Revenue Account to other funds and accounts; and
(d) All payments required to meet any other obliga-
tions of the City which are charges, liens or encumbrances
upon or payable from the Gross Revenues of the Enterprise;
and the charges shall be so fixed that the Net Revenues shall at
least equal 1.10 times the amounts payable under (a), provided that
so long as any of the 1972 Bonds remain outstanding said charges
shall be so fixed that the Net Revenues shall at least equal 1.25
times the amounts payable under (a). For purposes of this Section,
Net Revenues shall include all investment income on all accounts
established in the Electric Revenue Fund and on all other funds
established for the benefit of the holders of Bonds or Parity Bonds.
Covenant 10. No Priority for Additional Indebtedness.
The City covenants that no additional indebtedness shall be incurred
pursuant to Section 1210 and other provisions of the City Charter or
any law of the State of California having any priority in payment of
principal or interest out of the Gross Revenues of the Enterprise
over the Bonds.
Covenant 11. Limits on Parity Bonds. (a) parity bonds
may be issued to finance or re-finance any repairs, improvements,
enlargements or extensions of the Enterprise, provided that_the City
covenants that no such additional indebtedness evidenced by revenue
bonds, revenue notes or any other evidence of indebtedness payable
out of the Gross Revenues of the Enterprise and ranking on a parity
with the Bonds shall be created or incurred unless:
First: The City is not in default under the
terms of this Resolution.
~,-,
Second: The Net Revenues of the Enterprise,
calculated on sound accounting principles, as shown by
the books of the City for each of the last two com-
pleted Fiscal Years prior to the adoption of the reso-
lution approving the sale of' such additional indebted-
ness as shown by an audit certificate or opinion of an
independent certified public accountant or firm of
certified public accountants employed by the City,
plus, at the option of the City, the allowance for
earnings hereinafter set forth in subparagraph (c) of
this covenant, shall have amounted to at least 1.10
times the Annual Debt Service in the Fiscal Year next
-28-
.~
succeeding the Fiscal Year in which such additional
indebtedness is incurred on all Bonds and Parity
Bonds, and, so long as any of the 1972 Bonds remain
outstanding, at least 1.25 times the Maximum Annual
Debt Service in any Fiscal Year thereafter on all
indebtedness to be outstanding immediately subsequent
to the incurring of such additional indebtedness.
(b) Parity Bonds may also be issued to refund outstanding
Bonds or Parity Bonds if, after giving effect to the application of
the proceeds thereof either (i) Annual Debt-Service will not be
increased in any Fiscal Year in which Bonds or Parity Bonds
(outstanding on the date of issuance of such refunding Parity Bonds,
but excluding such refunding Parity Bonds) not being refunded are
outstanding, or (ii) the Net Revenues of the Enterprise, calculated
on sound accounting principles, as shown by the books of the City for
each of the last two completed Fiscal Years prior to the adoption of
the resolution approving the sale of such additional indebtedness as
shown by an audit certificate or opinion of an independent certified
public accountant or firm of certified public accountants employed by
the City, plus, at the option of the City, the allowance for earnings
hereinafter set forth in subparagraph (c) of this covenant, shall
have amounted to at least 1.10 times the Annual Debt Service in the
Fiscal Year next succeeding the Fiscal Year in which such additional
indebtedness is incurred on all Bonds and Parity Bonds; provided,
however, that nothing contained in this subparagraph (b) shall limit
the City's power to issue Parity Bonds to refund the outstanding 1972
Bonds as a whole.
(c) For the purposes of this covenant, the following may be
added to the Gross Revenues of the Enterprise for the purpose of
applying the restrictions contained in this covenant: -
An allowance for earnings arising from any
increase in the charges made for service from the
Enterprise which has become effective prior to the
incurring of such additional indebtedness but which,
during all or any part of said last two completed
Fiscal Years, was not in effect, in an amount equal to
95% of the amount by which the Gross Revenues should
have been increased if such increase in charges had
been in effect during the whole of said last two com-
pleted Fiscal Years, as shown by the certificate or
opinion of an independent certified accountant or firm
of certified public accountants employed by the City.
(d) For purposes of this Section, Net Revenues shall
include all investment income on all accounts established in the
Electric Revenue Fund and on all other funds established for the
benefit of the holders of Bonds or Parity Bonds.
-29-
"'^"'"",""""--~
Covenant 12. Arbitrage. The City covenants that under no
circumstances shall any initial investment, subsequent investment or
reinvestment of the proceeds of the Bonds be made in such a manner as
to result in the loss of exemption from federal income taxation of
interest on the Bonds.
- SECTION 21. Lost, Stolen, Destroyed, or Mutilated Bonds.
In the event that any Bond or any interest coupon pertaining thereto
is lost, stolen, destroyed or mutilated, the City will cause to be
issued a new Bond or coupon similar to the original to replace the
same in such manner and upon such reasonable terms and conditions,
including the payment of costs and the posting of a surety bond if
the City deems such surety bond necessary, as may from time to time
be determined and prescribed by resolution. The City may authorize
such new Bond or coupon or coupons to be signed and authenticated in
such manner as it determines in said resolution.
SECTION 22. Cancellation of Bonds. All Bonds and cou-
pons surrendered to any paying agent of the City for payment upon
maturity or for redemption shall upon payment therefor be cancelled
immediately. Any Bonds purchased by the City as authorized herein
together with all unpaid coupons pertaining thereto shall be can-
celled forthwith and shall not be reissued.
SECTION 23. Consent of Bondholders. The con s e n t s 0 f
bondholders provided for in this Section shall relate solely to the
amendment, waiver or modification of the covenants specified in
Section 20 hereof and shall not be effective to waive or modify any
other provisions of this Resolution or any other proceedings for the
issuance of the Bonds. Any act relating to the amendment, waiver or
modification of any of the said covenants consented to by bo~dho1ders
holding 60% in aggregate principal amount of the outstanding Bonds,
exclusive of Bonds, if any, owned by the City, shall be binding upon
the holders of all of the Bonds and~interest coupons, whether such
coupons be attached to Bonds or detached therefrom, and shall not be
deemed an infringement of any of the provisions of this Resolution,
whatever the character of such act may be, and may be done and per-
formed as fully and freely as if expressly permitted by the terms of
this Resolution, and after such consent relating to such specified
matters has been given, no bondholder or holder of any interest
coupon, whether attached to a Bond or detached therefrom, shall have
any right or interest to object to such action or in any manner to
question the propriety thereof or to enjoin or restrain the City or
any officer thereof from taking any action pursuant thereto.
Bondholders may consent by affirmative vote at a
bondholders' meeting or may consent in writing without a meeting, all
as hereinafter provided.
No such amendment, waiver or modification shall be made
which will permit (a) a change in the maturity or term of redemption
-30-
-~,.,-_..."
of the principal of any Bond or any installment of interest thereon
or a reduction in the principal amount of or redemption price or
redemption premium or rate of interest upon any Bond without the con-
sent of the holder of such Bond; or (b) a reduction of the percentage
of the principal amount of Bonds the vote or consent of which is
required to effect any such amendment.
(a) Calling Bondholders' Meeting. If the City shall
desire to obtain any such consent it may call a meeting of bondhold-
ers, by resolution, for the purpose of considering the action, the
consent to which is desired.
(b) Notice of Meeting. Notice specifying the purpose,
place, date and hour of such meeting shall be published once in a
financial newspaper or journal of national circulation published in
or near the City of New York, New York, not less than sixty days and
not more than ninety days prior to the date fixed for the meeting.
Such notice shall set forth the nature of the proposed action, con-
sent to which is desired. If any of the Bonds shall be so registered
as to be payable otherwise than to bearer, the City Clerk of the City
shall, on or before the first publication of such notice, mail a sim-
ilar notice, postage prepaid, to the respective registered owners
thereof at their addresses appearing on the Bond registry books. The
place, date and hour of holding such meeting and the date or dates of
publishing and mailing such notice shall be determined by the City,
in its discretion.
The actual receipt by any bondholder of notice of any such
meeting shall not be a condition precedent to the holding of such
meeting, and failure to receive such notice shall not affect the
validity of the proceedings thereat. A certificate by the City
Clerk, approved by resolution of the City Council, that the meeting
has been called and that notice thereof has been given as herein pro-
vided shall be conclusive as against-all parties and it shall not be
open to any bondholder to show that he failed to receive notice of
such meeting.
(c) voting Qualifications. Any bondholder may, prior to
any such meeting, deliver his Bond or Bonds to any agency designated
by the City for the purpose, and shall thereupon be entitled to
receive an appropriate receipt for the Bond or Bonds so deposited,
calling for the redelivery of such Bond or Bonds at any time after
the meeting. The Treasurer shall prepare and deliver to the chairman
of the meeting a list of the names and addresses of the registered
owners of Bonds, with a statement of the maturities and serial num-
bers of the Bonds held and deposited by each of such bondholders, and
no bondholder shall be entitled to vote at such meeting unless his
name appears upon such list or unless he shall present his Bond or
Bonds at the meeting or a certificate of deposit thereof,
satisfactory to the City, executed by a bank or trust company. No
bondholder shall be permitted to vote with respect to a larger
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---,"'--
aggregate principal amount of Bonds than is set against his name on
such list, unless he shall produce the Bonds upon which he desires to
vote, or a certificate of deposit thereof as above provided.
(d) Issuer-owned Bonds. The City covenants that it will
present at the meeting a certificate, signed and verified by one
member of the City Council and by the Treasurer stating the maturi-
ties and serial numbers of all Bonds owned by, or held for account
of, the City, directly or indirectly. No person shall be permitted
at the meeting to vote or consent with respect to any Bond appearing
upon such such certificate, or any Bond which it shall be established
at or prior to the meeting is owned by the City, directly or indi-
rectly, and no such Bond (in this Resolution referred to as an
"issuer-owned Bond") shall be counted in determining whether a quorum
is present.
(e) Quorum and Procedure. A representation of at least
60% in aggregate principal amount of the Bonds then outstanding
(exclusive of issuer-owned Bonds) shall be necessary to constitute a
quorum at any 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 such adjournment shall
have been had by a quorum or by less than a quorum. The City shall,
by an instrument in writing, appoint a temporary chairman of the
meeting, and the meeting shall be organized by the election of a per-
manent chairman and a secretary. At any meeting each bondholder
shall be entitled to one vote for every $5,000 principal amount of
Bonds with respect to which he shall be entitled to vote as afore-
said, and such vote may be given in person or by proxy duly appointed
by an instrument in writing presented at the meeting. The City, by
its duly authorized representative, may attend any meeti~g of the
bondholders, but shall not be required to do so.
(f) Vote Required. At any such meeting held as aforesaid
there shall be submitted for the consideration and action of the
bondholders a statement of proposed action, consent to which is
desired, and if such action shall be consented to and approved by
bondholders holding at least 60% in aggregate amount of the Bonds
then outstanding (exclusive of issuer-owned Bonds) the chairman and
secretary of the meeting shall so certify in writing to the City, and
such certificate shall constitute complete evidence of consent of
bondholders under the provisions of this Resolution. A certificate
signed and verified by the chairman and the secretary of any such
meeting shall be conclusive evidence and the only competent evidence
of matters stated in such certificate relating to proceedings taken
at such meeting.
(g) Written Consent of Bondholders. I f the Ci ty shall
desire to obtain any such consent in writing, without a meeting of
bondholders, the City Council may, by resolution, propose the action,
to which consent is desired. A copy of such resolution, together
-32-
.._,-.,.,;~,....,.,..._--_.;~""''''
with a request to bondholders for their consent to the action
proposed therein, shall be published once in a financial newspaper or
journal of national circulation published in or near the City of
New York, New York. If any of the Bonds shall be so registered as to
be payable otherwise than to bearer, the City Clerk of the City
shall, on or before the publication of such resolution and request,
mail a copy thereof to each registered owner at the address appearing
on the bond registry books.
The actual receipt by any bondholder of such resolution and
request shall not affect the validity of the_proceedings for the
obtaining of such consent. A certificate -by said City Clerk,
approved by resolution of the City Council, that said resolution and
request has been published and mailed as herein provided shall be
conclusive as against all parties, and it shall not be open to any
bondholder to show that he failed to receive such resolution and
consent.
Each written consent shall be accompanied by proof of
ownership of the Bonds for which such consent is given. Proof of
ownership shall be made in such manner as shall be prescribed by the
resolution proposing the action. Any such written consent shall be
binding upon the holder of-the Bonds giving such consent and on any
subsequent holder (whether or not such subsequent holder has notice
thereof) unless such consent is revoked in writing by the holder
giving such consent or by the subsequent holder. To be effective,
any revocation of consent must be filed before the adoption of the
resolution accepting consents as hereinafter provided.
After the holders of at least 60% in aggregate principal
amount of the Bonds then outstanding (exclusive of issuer-owned
Bonds) shall have consented in writing, the City Council shall adopt
a resolution accepting such consents and such resolution shall con-
stitute complete evidence of the conSent of bondholders under this
Resolution.
(h) Publication of Consent. Notice specifying the amend-
ment, waiver or modification that has received the consent of bond-
holders as required by this section shall be published once in a
financial newspaper or journal of national circulation published in
or near the City of New York, New York, not less than sixty days fol-
lowing the final action in the proceedings for the obtaining of such
consent. Said notice is only for the information of bondholders and
failure to publish such notice or any defect therein shall not affect
the validity of the proceedings theretofore taken in the obtaining of
such consent.
~
SECTION 24. Bond and Coupon Forms. The Bonds shall be
payable to bearer, shall be issued in negotiable form, and shall be
negotiable, and the form of said Bonds and interest coupons thereof
shall be substantially as follows:
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....",..."',,'~--
-
[BOND FORM]
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
COUNTY OF ORANGE
CITY OF ANAHEIM
ELECTRIC RBVENUE BOND, ISSUE ___ OF 1983
No.
$5,000
The CITY OF ANAHEIM, a municipal corporation situated in
the County of Orange, state of California (the "City"), FOR VALUE
RECEIVED, hereby promises to pay, solely from the Electric Revenue
Fund, as hereinafter provided, to the bearer, on October 1, ____,
upon presentation and surrender of this bond, the sum of FIVE
THOUSAND DOLLARS, with interest thereon at the rate of % per
annum, payable semiannually on the first day of April and October of
each and every year, commencing October 1, 1983, from the date hereof
until this bond is paid, upon presentation and surrender of the
respective interest coupons hereto attached; provided, however, that
if at the maturity date of this bond or, if the same is redeemable
and shall be duly called for redemption, then at the date fixed for
redemption, funds are available for the payment or redemption there-
of, as provided in the resolution hereinafter mentioned, this bond
shall then cease to bear interest. Both principal and interest are
payable in lawful money of the United States of America, at the
Corporate Agency Division of Bank of America National Trust and
savings Association in Los Angeles or San Francisco, California, or,
at the option of the holder, at any other paying agent of th~ City in
Chicago, Illinois, or New York, New York.
This bond is one of a duly authorized issue of bonds of the
City designated "Electric Revenue Bonds, Issue ___ of 1983" (the
"1983 _ bonds"), all of which have been issued pursuant to
Section 1210 or Section 1210.1 of the City Charter and Ordinance
No. 2980 of the City Council, as amended [Ordinance No. 4414 of the
city Council] (the "Ordinance"), for the purpose of the construction
and acquisition of facilities, property and rights related to the
City's electric system, [or for the purpose of advance refunding the
City I s Electric Revenue Bonds, Issue A of 1982 and Electric Revenue
Bonds, Issue B of 1982] and the creation of saia issue and the terms
and conditions of the 1983 bonds are provided for by the reso-
lution of the City Council authorizing the 1983 _ bonds and the bonds
of the City designated "Electric Revenue Bonds, Issue ___ of 1983
(the "1983 ___ bonds"), adopted April 27, 1983, designated Resolution
No. 83R- _ (the "Resolution"), and this reference incorporates the
Resolution and Section 1210 or Section 1210.1 of the City Charter and
the Ordinance, and by acc.eptance hereof the holder of this bond and
the coupons hereto attached assents to said terms and conditions.
-34-
,~_....,..,,"-.....u___'_C"""""._L,"",.
~."'
The 1983 _ bonds and the 1983 _ bonds are hereinafter referred to as
the "bonds". The Resolution is adopted under, and this bond and the
interest coupons hereto attached are issued under and are to be con-
strued in accordance with, the City Charter, the Ordinance and the
laws of the State of California.
This bond and the interest hereon and any premium upon the
redemption hereof are not a debt of the City, nor a legal or equita-
ble pledge, charge, lien or encumbrance upon any of its property or
upon any of its income, receipts, or revenues, except the Gross
Revenues (as defined in the Resolution) of the.City's electric system
pledged to its payment, and the principal of arid- the interest on this
bond and any premium upon the redemption hereof are payable solely
from the Gross Revenues of the City's electric system pledged to its
payment and said City is not obligated to pay such principal, inter-
est and premium except from said Gross Revenues. The Electric
Revenue Fund is established under and pursuant to Section 1210 of the
City Charter, the Ordinance and the Resolution, and under the provi-
sions of the Resolution the Gross Revenues of the City's electric
system are required to be deposited to the credit of the Electric
Revenue Fund and used only for the purposes authorized by the
Resolution, including the payment of principal and interest of the
bonds.
By the terms of Section 1210 of the City Charter and the
Ordinance and by covenant expressed in the Resolution, the City is
obligated to prescribe, revise and collect charges for the services
and facilities of the electric system of the City such as to provide
revenues sufficient to pay the interest on and principal of the bonds
as they become due and payable in addition to all other payments
required for compliance with the Resolution and the necessary and
reasonable maintenance and operation costs of the City's -electric
system, is prohibited from issuing bonds having any priority with
respect to payment from the Gross Re~enues of the City's electric
system, and is subject to conditions with respect to any sale of said
electric system. In the manner provided in the Resolution, any or
all of the obligations referred to in this paragraph and certain
other obligations mentioned in the Resolution may be waived with the
consent of the holders of 60% in aggregate principal amount of the
outstanding bonds, exclusive of issuer-owned bonds.
This bond and the coupons hereto attached are negotiable
instruments and shall be negotiable by delivery. This bond may be
registered either as to principal only or as to both principal and
interest, in accordance with the provisions for registration endorsed
hereon.
It is hereby certified and recited that any and all acts,
conditions and things required to exist, to happen and to be
performed precedent to and in the incurring of the indebtedness
evidenced by this bond and in issuance of this bond exist, have
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happened, and have been performed in due time, form and manner as
required by the Constitution and laws of the State of California and
the City Charter and that this bond, together with all other indebt-
edness of the City pertaining to the City's electric system, is
within every debt and other limit prescribed by the Constitution and
laws of the state of California and the City Charter.
IN WITNESS WHBREOF, the City of Anaheim has caused this
bond to be signed by the Mayor and the City Treasurer of the City by
their facsimile signatures, countersigned by the City Clerk of said
City, and sealed with the corporate seal of the City, and the inter-
est coupons hereto attached to be signed by the City Treasurer by his
facsimile signature, and has caused this bond to be dated April 1,
1983.
Mayor
COUNTERSIGNED:
Ci ty Clerk
City Treasurer
( SEAL)
[REVERSE OF BOND]
PROVISIONS FOR REDEMPTION
If this bond matures on or after October 1, 1993, it is
redeemable in the manner and subject to the terms and provisions, and
with the effect, set forth in the Resolution referred to on the face
of this bond, at the option of the City, on April 1, 1993, or on any
interest payment date thereafter prior to maturity, upon at least 30
days' prior notice published in a newspaper of general circulation in
the County of Los Angeles, California, and in a financial newspaper
or journal of national circulation published in or near the City of
New York, New York, and, if this bond is registered, upon the mailing
of a similar notice to the registered owner hereof, at the following
redemption prices, expressed as a percentage of the principal amount,
together with accrued interest to the date of redemption:
-
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~...-..
Redemption Dates
(April 1 and October !1
1993
1994
1995
1996
1997
1998
1999 and thereafter
Redemption Price
103 %
102 1/2
102
101 1/2
101
100 1/2
100
If this bond matures on October 1, 2007, it is subject to
mandatory sinking fund redemption at par commencing on October 1,
1995, as more fully set forth in the Resolution.
PROVISIONS FOR REGISTRATION
This bond may be registered in the name of any person as
the registered owner hereof, either as to principal only or as to
both principal and interest, and, if registered in either of said
forms may be changed to registration in the other of said forms or
discharged from registration.
Each registration, transfer after registration, change of
form of registration, or discharge from registration of this bond
shall be entered by Bank of America National Trust and Savings
Association, acting as Registrar, in books kept at its Corporate
Agency Division in San Francisco, California, for the purpose, and
noted in the registration blank below. Registration as to principal
only shall not affect the negotiability by delivery of th~ coupons
pertaining hereto. Upon registration as to both principal and inter-
est, all unmatured coupons pertaining hereto, shall be surrendered to
said officer and shall be preserved;~
So long as this bond is registered, no transfer hereof
shall be valid for any purpose unless made by the registered owner
and entered and noted as herein provided, and the principal hereof
and any redemption premium shall be payable only to the registered
owner, or to his order. Interest on this bond, if registered as to
both principal and interest, shall be payable to the person whose
name appears upon the registry books as the registered owner hereof
at the close of business on the tenth day preceding the interest pay-
ment date, or to his order. If this bond is registered as to both
principal and interest and its registration is changed to registra-
tion as to principal only, or if it is discharged from registration,
there shall be attached thereto coupons representing interest hereon
to become due thereafter to the date of maturity hereof. In lieu
thereof, and upon surrender and cancellation hereof, the Registrar in
its discretion may issue in exchange therefor a new bond, with such
coupons attached, identical with this bond, except for the previous
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..........--~"."',"'.'-_.".."
notations on the registration blank hereon, and except that the
signatures on the new bond shall be those of the persons holding
office at the time of affixing such signatures. The issuance of any
such new bond, or new coupons, shall be at the expense of the regis-
tered owner.
.~
Each discharge hereof from registration shall be effected
by an entry on the registry books, and a notation in the blank below,
that this bond is payable to bearer, whereupon this bond shall become
an unregister'ed bearer instrument, negotiable by delivery as if it
had never been registered. Each request for registration, transfer,
change or discharge must be in form satisfactory to the Registrar and
must be made in writing, signed by the registered owner, or by his
agent duly authorized in writing, or by the bearer, as the case may
be.
Date of
Registration
In Whose Name
Regiatered
Manner of
Registration
: Signature of
Registrar
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
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.
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.
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,-
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_""""",.0'''''''''',- ~
[COUPON FORM]
..,.........
On the first day of the CITY OF
ANAHEIM, CALIFORNIA, will pay to the bearer, at the
Corporate Agency Division of Bank of America National Trust
and Savings Association in Los Angeles or San Francisco,
California, or, at the option of the holder, at any other
paying agent of the City in New York, New York, out of the
Electric Revenue Fund of said City and not:9ut of any other
fund or moneys of the City, the sum shown hereon in lawful
money of the United States of America, being the interest
then due on its ELECTRIC REVENUE BOND, ISSUE ___ OF 1983
NO. ___, dated April 1, 1983, unless said bond shall have
been-duly called for previous redemption and payment of the
redemption price made or duly provided for.
City Treasurer of the
Ci ty of Anaheim,
California
SECTION 25. Temporary Bonds. Any Bonds may be initially
issued in temporary form exchangeable for definitive Bonds. The te~
porary Bonds may be printed, lithographed or typewritten, shall be of
such denominations as may be determined by the City, shall b~ without
coupons and may contain such reference to any of the provisions of
this Resolution as may be appropriate. Every temporary Bond shall be
executed and sealed by the City in substantially the same manner as
provided in Section 7 hereof. If the City issues temporary Bonds it
will execute and furnish definitive Bonds without delay and thereupon
the temporary Bonds may be surrendered for cancellation at the office
of the Treasurer, and the Treasurer shall deliver in exchange for
such temporary Bonds an equal aggregate principal amount of defini-
tive Bonds of the same interest rates and maturities. Until so
exchanged, the temporary Bonds shall be entitled to the same benefits
under this Resolution as definitive Bonds issued hereunder.
SECTION 26. Resolution Constitutes Contract. The pro-
visions of this Resolution shall constitute a contract between the
City and the bondholders and the provisions hereof shall be enforce-
able by any bondholder for the equal benefit and protection of all
bondholders similarly situated by mandamus, accounting, mandatory
injunction or any other suit, action or proceeding at law or in
equity that is now or may hereafter be authorized under the laws of
the State of California in any court of competent jurisdiction. Said
-39-
contract is made under and is to be construed in accordance with the
laws of the State of California.
No remedy conferred hereby upon any bondholder is intended
to be exclusive of any other remedy, but each such remedy is cumula-
tive and in addition to every other remedy and may be exercised with-
out exhausting and without regard to any other remedy conferred by
the Charter, Ordinance No. 2980, Ordinance No. 4414 or any law of the
state of California. No waiver of any default or breach of duty or
contract by any bondholder shall affect any subsequent default or
breach of duty or contract or shall impair any rights or remedies on
said subsequent default or breach. No delay or omission of any bond-
holder to exercise any right or power accruing upon any default shall
impair any such right or power or shall be construed as a waiver of
any such default or acquiescence therein. Every substantive right
and every remedy conferred upon the bondholders may be enforced and
exercised as often as may be deemed expedient. In case any suit,
action or proceeding to enforce any right or exercise any remedy
shall be brought or taken and the bondholder shall prevail, said
bondholder shall be entitled to receive from the Electric Revenue
Fund reimbursement for reasonable costs, expenses, outlays and
attorneys' fees and should said suit, action or proceeding be aban-
doned, or be determined adversely to the bondholders then, and in
every such case, the City and the bondholders shall be restored to
their former positions, rights and remedies as if such suit, action
or proceeding had not been brought or taken.
Prior to the issuance of any Bonds under this Resolution,
the terms and conditions of this Resolution and the rights and obli-
gations of the City and of the holders of the Bonds and coupons
thereunder may be modified or amended in any respect without_the con-
sent of any person, upon toe adoption by the City of one or more sup-
plemental resolutions.
After the issuance and delivery of the Bonds, this
Reso1 ution shall be irrepealable, but shall be subject to modifica-
tion to the extent and in the manner provided in this Resolution, but
to no greater extent and in no other manner.
SECTION 27. Defeasance. Allor any portion of the Bonds
shall no longer be deemed to be outstanding and unpaid if the City
shall have made adequate provision for the payment, in accordance
with the Bonds and this Resolution, of the principal, interest and
premium, if any, to become due thereon at maturity or upon call and
redemption prior to maturity. Such provision shall be deemed to be
adequate if the City shall have irrevocably set aside, in a special
trust fund or account, moneys which when added to the interest earned
or to be earned from the investment or deposit thereof shall be suf-
ficient to make said paynents as they become due. Moneys so set
aside may be invested in any direct obligations of, or obligations
-40-
b'~"""I"""___""'_',~.
guaranteed by, the United states of America, in which the City may
lawfully invest its money.
SECTION 28. Future Contracts. Nothing herein contained
shall be deemed to restrict or prohibit the City from making con-
tracts or creating bonded or other indebtedness payable from the gen-
eral fund of the City or from taxes or any source other than the
Gross Revenues of the Enterprise, and from and after the sale of the
Bonds the general fund of the City shall not include the Gross
Revenues of the Enterprise and no contract or other obligation pay-
able from the general fund of the City shall be payable from the
Gross Revenues of the Enterprise, except as provided herein.
SECTION 29. Severability. If any provision, or any por-
tion thereof, contained in this Resolution, or the application
thereof to any person or circumstance is held to be unconstitutional,
invalid or unenforceable, the remainder of this Resolution and the
application of any such provision, or portion thereof, to other per-
sons or circumstances shall be deemed severable and shall not be
affected thereby, and this Resolution and the Bonds shall remain
valid and the bondholders shall retain all valid rights and benefits
accorded to them under this Resolution, the City Charter and the
Constitution and laws of the state of California.
SECTION 30. Substitutes. The Mayor Pro-Tempore, any
Deputy City Clerk, and any duly authorized substitute for the Finance
Director or the Treasurer, may act in the place and stead of the
Mayor, the City Clerk, the Finance Director and the Treasurer,
respectively, in the performance of any and all things authorized or
provided for in this Resolution, including the signing of Bonds and
coupons.
SECTION 31. Revocation of Prior Resolution. Resolution
No. 81R-379, as heretofore adopted by~this City Council on August 18,
1981 and as amended and supplemented by the 1982 Bond Resolution, is
hereby revoked in its entirety.
-41-
SECTION 32. Effective Date. This Resolution shall take
effect upon the effective date of Ordinance No. 4414.
ADOPTED, SIGNQD AND APPROVED this twenty-seventh day of
April, 1983.
A~~
Mayor
[ SEAL]
Attest:
C4-.l./~
City C k
~<
-42-
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF ANAHEIM )
I, LINDA D. ROBERTS, City Clerk of the City of Anaheim, do hereby certify that
the foregoing Resolution No. 83R-17l was introduced and adopted at an
adjourned regular meeting provided by law, of the City Council of the City of
Anaheim held on the 27th day of April, 1983, by the following vote of the
members thereof:
AYES: COUNCIL MEMBERS: Kaywood, Pickler, Overholt, Bay and Roth
NOES: COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: None
AND I FURTHER CERTIFY that the Mayor of the City of Anaheim signed said
Resolution No. 83R-17l on the 27th day of April, 1983.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the
City of Anaheim this 27th day of April, 1983.
~I..~i)~
CITY ERK OF THE CI OF ANAHEIM
(SEAL)
I, LINDA D. ROBERTS, City Clerk of the City of Anaheim, do hereby certify that
the foregoing is the original of Resolution No. 83R-17l duly passed and
adopted by the Anaheim City Council on April 27, 1983.
~~J~JA~
CITY CLER
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