1976-276CITY OF ANAHEIM RESOLUTION NO. 76R-276
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM, CALIFORNIA,
AUTHORIZING THE ISSUANCE OF $12,500,000 SUBORDINATED ELECTRIC REVE-
NUE BONDS OF SAID CITY AND PROVIDING THE TERMS AND CONDITIONS
FOR THE ISSUANCE OF SAID BONDS.
WHEREAS, the City of Anaheim 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; and
WHEREAS, Section 1210 of said Charter provides 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
general obligation of the City. No such bonds payable out 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 such 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 from revenues and which shall not constitute a general
obligation of the City for the establishment of a fund or funds, for the maintaining of adequate
rates or charges, for restrictions upon further indebtedness payable out of the same fund or revenues,
for restrictions 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
whatever 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;"
and
WHEREAS, Ordinance No. 2980 of the City Council of the City of Anaheim, incorporating 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 such bonds as provided for
in said Section 1210; and
WHEREAS, pursuant to said Section 1210 and said Ordinance No. 2980, the City has heretofore
issued $8,000,000 electric revenue bonds designated "Electric Revenue Bonds, Issue of 1972"; and
WHEREAS, pursuant to said Section 1210, said Ordinance No. 2980 and Resolution No, 74R-615
of the City Council of the City of Anaheim, a special municipal election was held in said City on
March 4, 1975, for the purpose of submitting to the qualified voters of said City the following proposition:
"In order to provide more economical electrical service, shall the City of Anaheim be author-
ized to finance the construction and acquisition of facilities, property and rights related to the
generation, transmission and distribution 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 was approved by the votes of more than a majority of all the voters
voting on said proposition at said special municipal election; and
WHEREAS, of said authorized amount of $150,000,000 the City has heretofore issued $6,000,000
electric revenue bonds designated "Electric Revenue Bonds, Issue of 1976"; and
WHEREAS, the City has entered into an agreement with Nevada Power Company, a corporation,
for the purchase of electric energy from said corporation; and
WHEREAS, this City Council deems it necessary to issue and sell $12,500,000 principal amount of
said authorized bonds at this time, designated "Electric Revenue Bonds, Second Issue (Subordinated)
of 1976," for the purpose of purchasing such electric energy;
NOW, THEREFOREE, 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) "Bonds" (capitalized) means the subordinated revenue bonds authorized to be issued by
this Resolution.
(b) "City" means the City of Anaheim, California.
(c) "City Council" means the City Council of the City.
(d) "Enterprise" means the entire electric system of the City of Anaheim, including an im-
provements and extensions later constructed or acquired (sometimes hereinafter referred to as
Electric System").
(e) "Gross revenues" or "Revenues" means 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.
(f) "Parity subordinated bonds" means revenue bonds, revenue notes or other similar evi-
dences 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 surplus revenues and which rank on a parity with the Bonds.
(g) "Surplus revenues" means all surplus revenues as defined in the resolutions providing for
the issuance of the Electric Revenue Bonds, Issue of 1972, and the Electric Revenue Bonds, Issue
of 1976, which surplus revenues are required to be deposited in the Surplus Revenue Fund pursuant
to Section 10 hereof.
(h) "Revenue Bond Law" means the Revenue Bond Law of 1941 as cited in the recitals
hereof.
(i) "Senior lien bonds" means any bonds heretofore or hereafter issued which are payable
from the gross revenues of the enterprise, including the Electric Revenue Bonds, Issue of 1972,
and the Electric Revenue Bonds, Issue of 1976, and any bonds hereafter issued which rank on a
parity therewith.
(j) "Subsequent resolution" means any resolution authorizing the issuance of parity subordi-
nated bonds subsequent to the issuance of the Bonds.
(k) "Treasurer" means the City Treasurer of the City,
Section 2. Equality of Bonds, Pledge of Revenues. Pursuant to said Section 1210 of the City
Charter, said Ordinance No. 2980 and this Resolution, and as authorized by the resolutions providing
for the issuance of the Electric Revenue Bonds, Issue of 1972, and Electric Revenue Bonds, Issue of 1976,
which resolutions permit the use of surplus revenues for any lawful purpose of the City, the Bonds shall
be equally secured by a pledge, charge and lien upon the surplus revenues without priority for number,
date of bonds, date of sale, date of execution, or date of delivery, and the payment of the interest on
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and principal of said Bonds shall be and are secured by an exclusive pledge, charge and lien upon the
surplus revenues, and all of the surplus revenues are hereby pledged, charged and assigned for the
security of said Bonds, and such surplus revenues and any interest earned on the surplus revenues
shall constitute a trust fund for the security and payment of the interest on and principal of said Bonds
and so long as any of the Bonds or interest thereon are unpaid said surplus revenues and interest
thereon shall not be used for any other purpose, except as permitted by this Resolution and any subse-
quent resolution, and shall be held in trust for the benefit of the bondholders and shall be applied
pursuant to this Resolution, or to this Resolution as modified pursuant to provisions herein, and any
subsequent resolution.
Nothing in this Resolution shall preclude: (a) the payment of said Bonds from proceeds of
refunding bonds issued under said Section 1210 as the same now exists or as hereafter amended, or under
any other law of the State of California; or (b) the issuance of senior lien bonds or parity subordinated
bonds.
Section 3. Amount, Issuance, Purpose and Nature of Bonds. Under and pursuant to said Section
1210, Bonds in the amount of $12,500,000 shall be issued for the purpose stated in the recitals hereof.
Said Bonds shall be special obligations of the City and shall be secured by a pledge of and lien upon,
and shall be a charge upon, and shall be payable as to the principal thereof and interest thereon solely
from, the surplus revenues.
Section 4. No General City Liability. 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 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 are not a debt of the City nor 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 surplus revenues.
Section 5. Description of Bonds. The Bonds shall be in the principal sum of $12,500,000. The
Bonds shall all be in the denomination of $5,000, and shall be 2500 in number, numbered 1 to 2500,
inclusive. The Bonds shall be designated ELECTRIC REVENUE BONDS, SECOND ISSUE (SUBOR-
DINATED) OF 1976, shall be dated June 1, 1976, and shall be payable in consecutive numerical
order on the dates and in the amounts as follows:
Maturity Date Principal Amount
December 1, 1977 .............. $1,625,000
June 1, 1978 ...................... 1,625,000
December 1, 1978 .............. 1,725,000
June 1, 1979...._._e__.e..a__._.__ 1,700,000
Maturity Date Principal Amount
December 1, 1979 ----- _--- _--- $1,800,000
June 1, 1980 1,800,000
December 1, 1980 .............. 2,225,000
Section 6. Interest. Said Bonds shall bear interest at a rate or rates to be hereafter fixed by
resolution, but not to exceed eight percent (8%) per annum, payable semiannually on the first days of
June and December of each year. Each Bond shall bear interest until the principal sum thereof has been
paid, provided, however, that if at the maturity date of any Bond funds are available for the payment
thereof in full accordance with the terms of this Resolution, said Bonds shall then cease to bear interest.
Said Bonds and the interest thereon shall be payable in lawful money of the United States of America
at the office of the Treasurer in Anaheim, California, or, at the option of the holder, at any paying agent
of the City in Los Angeles or San Francisco, California, Chicago, Illinois, or 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 signatures, and the
City Clerk of the City is hereby authorized and directed to countersign the Bonds and to affix thereto
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the corporate seal of the City, and the Treasurer is hereby authorized and directed to sign the interest
coupons of the Bonds by his 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 provisions for registration contained in the form of bond set forth herein.
Section 9. Disposition of Bond Proceeds. The proceeds of the sale of the Bonds shall be received
by the Treasurer and deposited as follows:
(1) The accrued interest, and premium, if any, in the Debt Service Account created in Section
10 hereof:
(2) The balance in the Electric System Maintenance and Operation Account (the "M&O
Account") heretofore created.
The proceeds so deposited in the M&O Account shall be applied solely for the purpose of purchasing
electric energy in accordance with the City's agreement with Nevada Power Company referred to in the
recitals hereof, provided that such proceeds may be temporarily invested in any obligations in which the
City may lawfully invest its funds.
Section 10. Surplus Revenue Fund; Debt Service Account. In addition to the funds and accounts
heretofore created by the resolutions providing for the issuance of the Electric Revenue Bonds, Issue of
1972, and Electric Revenue Bonds, Issue of 1976, which funds and accounts shall continue to be held
and maintained in accordance with said resolutions, there is hereby created a special fund to be held
by the Treasurer, called the Electric System Surplus Revenue Fund (the "Surplus Revenue Fund").
Within said fund there is hereby created an account called the Debt Service Account.
The Treasurer shall deposit the surplus revenues as received in the Surplus Revenue Fund.
On or before the twentieth day of each calendar month so long as any of the Bonds are outstanding,
the Treasurer shall allocate to the Debt Service Account the following amounts: (1) One-sixth of the
interest which will become due and payable on the outstanding Bonds within the next ensuing six months,
except that for the first interest payment due after the issuance of the Bonds the monthly sum allocated
shall be the interest which will become due and payable less the amount of any accrued interest placed
in the Debt Service Account divided by the number of months remaining in said period; and (2)
one-sixth of the principal amount which will mature and be payable on the outstanding Bonds within the
next ensuing six months, except that for the first principal payment due after the issuance of the Bonds
the monthly sum allocated shall be the principal amount which will be due and payable divided by the
number of months remaining in said period. In the event that the allocations for each calendar
month as aforesaid are less than the amounts required for that month because of lack of funds or for
any other reason the deficiency shall be added to and become a part of the allocations required for the
following calendar month.
In any event, such sums shall be allocated so that the full amount required to pay, as they become
due, the interest on said Bonds and any installment of principal on said Bonds shall be set aside in the
Debt Service Account at least five days prior to the date the installment of interest or principal becomes
due.
Any moneys required to be set aside in the Debt Service Account may be prepaid in whole or in
part by being earlier set aside therein, and in that event the monthly allocation which has been so prepaid
need not be made at the time appointed therefor.
Moneys in the Debt Service Account may be temporarily invested in any obligations in which the
City may lawfully invest its funds, provided that the maturity or maturities thereof shall not be later
than the date or dates on which money must be available in the Debt Service Account.
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The Bonds and the interest coupons shall recite that they are payable from the Surplus Revenue
Fund, but notwithstanding such recital shall be paid from the Debt Service Account.
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 Debt Service Account
said moneys shall be transferred to the Surplus Revenue Fund.
All moneys remaining in the Surplus Revenue Fund after all monthly allocations required
hereunder have been made, and all covenants contained herein have been duly performed, may be:
(1) invested in any obligations in which the City may lawfully invest its funds; (2) used for any purpose
authorized by the resolutions providing for the issuance of senior lien bonds; or (3) used for any lawful
purpose of the City, including but not limited to the security and payment of other indebtedness incurred
in connection with the enterprise.
Section 11. Investments. Obligations purchased as investments of moneys in the M & O Account,
the Surplus Revenue Fund or the Debt Service Account shall be deemed at all times to be a part of such
fund or account and any income realized from such investments shall be credited to such fund or account
and any losses resulting from such investments shall be charged to such fund or account. The Treasurer
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 fund
or account. For the purpose of determining at any given time the balance in any such fund or account
any such investments constituting a part of such fund or account shall be valued at the then estimated
or appraised market value of such investments.
Section 12. Warranty. The City shall preserve and protect 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 13. Covenants. So long as any of the Bonds are outstanding and unpaid, the City makes
the following covenants with the bondholders 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 said covenants do not require the City to expend any moneys other than the revenues of
the enterprise.
Covenant 1. Punctual Payment. The City covenants that it will duly and punctually pay or 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 Debt Service Account
will be made, all in strict conformity with the terms of said Bonds and of this Resolution, and that it
will faithfully observe and perform all of the conditions, covenants and requirements of this Resolution
and all resolutions supplemental 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 fully preserve and protect
the security of the Bonds the City shall pay and discharge all lawful claims for labor, materials and
supplies furnished for or in connection with the enterprise which, if unpaid, may impair the security
of the Bonds. The City shall also pay all taxes and assessments or other governmental 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. Accomplish Purpose. The City covenants that as soon as funds are available there-
for, the City will commence the accomplishment of the purpose for which the Bonds are issued and
will continue the same to completion with all practicable dispatch and in an economical manner.
Covenant 4. Operate Enterprise in Efficient and Economical Manner. The City covenants and
agrees to operate the enterprise in an efficient and economical manner and to operate, maintain and
preserve the enterprise in good repair and working order.
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Covenant 5. Against Sale, Eminent Domain, Existing and Future Agreements, Competition.
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 disposition be so arranged as to provide for sums adequate to provide for the immediate payment
of the principal of and interest on the Bonds, payment of which is required to be made out of the
surplus revenues. The City further covenants that the surplus revenues 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 and any resolution providing for the
issuance of senior lien bonds. 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 and interest of the Bonds or which otherwise would impair the rights of the bond-
holders with respect to the pledged revenues. 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 pay or call
and redeem said Bonds, any parity bonds and any senior lien bonds in the manner provided in this
Resolution, any resolution providing for the issuance of senior lien bonds, and any subsequent 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 improvements and extension of the enterprise or shall be placed in the appropriate funds or accounts
and shall be used to pay or call and redeem said Bonds, any parity subordinated bonds and any senior
lien bonds in the manner provided in this Resolution, any resolution providing for the issuance of senior
lien bonds, and any subsequent resolution.
The City will not sell, lease or otherwise encumber any part of the Electric System except properties
or facilities no longer useful or necessary to its efficient and economical operation, and it will not con-
struct, acquire, operate, permit or (to the extent permitted by law) consent to any competing facilities
within the City limits.
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 systems
with respect to works and properties of like character against accident to, loss of or damage to such
works or properties and loss of revenues insurance. 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 lost, damaged or destroyed works and
properties, and to the extent not so applied, shall be applied to the retirement of said outstanding and
unredeemed Bonds, any parity bonds and any senior lien bonds issued for the enterprise and for such
purpose paid into the appropriate funds or accounts.
The City shall also maintain with responsible insurers workmen's compensation insurance and
insurance against public liability and property damage to the extent reasonably necessary to protect the
City and the bondholders.
Notwithstanding the foregoing, the Ci may provide any insurance required by this Covenant 6
Z� e_ City
through a self insurance program.
Covenant 7. Records and Accounts. The City covenants that it shall keep proper books of
records and accounts of the enterprise, separate from all other records and accounts, in which complete
and correct entries shall be made of all transactions relating to the enterprise. Said books shall at all
times be subject to the inspection of the holders of not less than 100 of the outstanding Bonds or their
representatives authorized in writing.
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The City covenants that it will cause the records 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 Electric
System. The City will pay for all City use and services of the Electric System. 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 Electric System. 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 during such period provide that the City shall discontinue electric service to any user whose
electric 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 of outstanding senior lien bonds as they become
due and payable;
(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 any resolution providing for the issuance of
senior lien bands;
(d) All payments required for compliance with this Resolution and any resolution providing
for the issuance of parity subordinated bonds; and
(e) All payments required to meet any other obligations of the City which are charges, liens,
encumbrances upon or payable from the 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 Electric Revenue Bonds, Issue of 1972, remain
outstanding said charges shall be so fixed that the net revenues shall at least equal 1.25 times the amounts
payable under (a).
Covenant 10. Limits on Additional Debt. The City covenants that, except for refunding bonds, no
additional indebtedness evidenced by revenue bonds, revenue notes or any other evidences of indebted-
ness payable out of the revenues of the enterprise and ranking senior to or 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 completed fiscal years prior to the adoption
of the resolution of award of bids for 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 item hereinafter in this covenant desig-
nated (a), shall have amounted to at least the amount of principal and interest which will become
due and payable in the fiscal year next succeeding the fiscal year in which such additional indebted,
ness is incurred on all indebtedness payable out of the revenues of the enterprise to be outstanding
immediately subsequent to the incurring of such additional indebtedness. For said purposes, princi-
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pal requirements shall be construed to include mandatory annual sinking fund installments for any
series of parity subordinated bonds issued or to be issued as term bonds.
The item which may be added to such gross revenues for the purpose of applying the restriction
contained in this covenant is the following:
(a) 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 would have been increased if such
increase in charges had been in effect during the whole of said last two completed fiscal years, as
shown by the certificate or opinion of independent certified public accountant or firm of certified
public accountants employed by the City.
The requirements of the foregoing covenant are in addition to the requirements of any prior
covenant(s) heretofore made in connection with the issuance of senior lien bonds that may also be
applicable to the issuance of additional indebtedness.
Section 14. 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 15. Cancellation of Bonds. All Bonds and coupons surrendered to the Treasurer or any
paying agent of the City for payment upon maturity or for redemption Shan upon payment therefor be
cancelled immediately. Any Bonds purchased by the City as authorized herein together with all unpaid
coupons pertaining thereto shall be cancelled forthwith and shall not be reissued.
Section 16. Consent of Bondholders. The consents of bondholders provided for in this section
shall relate solely to the amendment, waiver or modification of the covenants specified in Section 13
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 bondholders 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 performed 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
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maturity of the principal of any Bond or any installment of interest thereon; (b) a reduction in the
principal amount of or rate of interest upon any Bond without the consent of the holders of such Bond;
or (c) 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 bondholders, 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 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, consent 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 similar
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 said City Clerk, approved by resolution of the
City Council that the meeting has been called and that notice thereof has been given 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 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 numbers 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 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 Ponds. 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 maturities
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 certificate, or any Bond which it shall be established at or prior to the meeting is owned
by the City, directly or indirectly, and no such bond (in this Resolution referred to as "issuer -owned
bond") shall be counted in determining whether a quorum is present at the meeting.
(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 permanent 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 aforesaid, 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 meeting 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
9
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
f Bondholders. If the City 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 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 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 constitute complete evidence of the
consent of bondholders under this resolution.
(h) Publication of Consent. Notice specifying the amendment, waiver or modification that
has received the consent of bondholders as required by this section shall be published once in a
financial newspaper or journal of national circulation published in the City of New York, New York,
not less than sixty days following 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.
10
Section 17. 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;
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
COUNTY OF ORANGE
CITY OF ANAHEIM
ELECTRIC REVENUE BOND, SECOND ISSUE (SUBORDINATED) OF 1976
No ------------------------- -------
The CITY OF ANAHEIM, a municipal corporation situated in the County of Orange, State of
California, FOR VALUE RECEIVED, hereby promises to pay, solely from the Surplus Revenue
Fund, as hereinafter provided, to the bearer, on ------------ _____________ 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 days of June and December of each and every year 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 funds are available for the
payment thereof, 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 office of the Treasurer of the City of Anaheim, in Anaheim, California, or, at the option of the
holder, at any paying agent of the City in Los Angeles or San Francisco, California, Chicago, Illinois,
or New York, New York.
This is one of a duly authorized issue of bonds of the City designated "Electric Revenue Bonds,
Second Issue (Subordinated) of 1976," hereinafter called the "bonds," all of which have been issued
pursuant to Section 1210 of the City Charter of the City of Anaheim and Ordinance No. 2980 of the
City Council of said City, for the purpose of purchasing electric energy, and the creation of said
issue and the terms and conditions of the bonds are provided for by the resolution of the City Council
of said City authorizing the bonds adopted May 25, 1976, designated Resolution No . .................
and this reference incorporates said resolution, said Section 1210 and said ordinance, and by acceptance
hereof the holder of this bond and the coupons hereto attached assents to said terms and conditions. Said
resolution is adopted under, and this bond and the interest coupons hereto attached are issued under and
are to be construed in accordance with said Charter, said ordinance and the laws of the State of California.
This bond and the interest hereon are not a debt of the City of Anaheim, nor 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 surplus revenues (as defined in said resolution), and the principal of and the
interest on this bond are payable solely from said surplus revenues and said City is not obligated to pay
such principal and interest except from said surplus revenues.
By the terms of said Section 1210 of the City Charter and said Ordinance No. 2980 and by covenant
expressed in said 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 said resolution and the necessary and reasonable maintenance and operation costs
of the electric system, and is subject to conditions with respect to any sale of said electric system. In
the manner provided in said resolution, any or all of the obligations referred to in this paragraph and
certain other obligations mentioned in said 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 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
of the City of Anaheim and that this bond, together with all other indebtedness of the City pertaining to
the aforesaid electric system, is within every debt and other limit prescribed by the Constitution and laws
of the State of California and said Charter.
IN WITNESS WHEREOF, said City of Anaheim has caused this bond to be signed by the Mayor
and the City Treasurer of said City by their facsimile signatures, countersigned by the City Clerk of said
City, and sealed with the corporate seal of said City, and the interest coupons hereto attached to be
signed by the City Treasurer by his facsimile signature, and has caused this bond to be dated June 1, 1976.
Mayor of the
City of Anaheim, California
COUNTERSIGNED:
City Clerk of the City Treasurer of the
City of Anaheim, California City of Anaheim, California
(SEAL)
( COUPON FORM)
On the first day of ......................... 19__._
The CITY OF ANAHEIM, CALIFORNIA, will pay to the bearer, at the office
of the Treasurer of the City of Anaheim in Anaheim, California, or, at the option Coupon No.
of the holder, at any paying agent of the City in Los Angeles or San Francisco, --------------- ________
California, Chicago, Illinois, or New York, New York, out of the Surplus Revenue
Fund of said City and not out of"any other fund or moneys of the City, the sum of $..........
in lawful money of the United States of America, being the interest then due on its
ELECTRIC REVENUE BOND, SECOND ISSUE (SUBORDINATED) OF
1976 NO.
City Treasurer of the
City of Anaheim, California
12
dated June 1, 1976.
On the reverse side of the bond there shall be printed substantially the following;
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 the Treasurer of the City in books kept by him for the
purpose, and noted by him in the registration blank below. Registration as to principal only shall not
affect the negotiability by delivery of the coupons pertaining hereto. Upon registration as to both
principal and interest, 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 payment date, or to his order. If this bond is registered as to both principal and interest
and its registration is changed to registration as to principal only, or if it is discharged from registration,
there shall be attached hereto coupons representing interest hereon to become due thereafter to the date
of maturity hereof. In lieu thereof, and upon surrender and cancellation hereof, the Treasurer in his
discretion may issue in exchange therefor a new bond, with such coupons attached, identical with this
bond, except for the previous 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 registered 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
unregistered 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 Treasurer 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.
In whose Name
Date of Registration Registered
Manner of
Registration signature of Treasurer
Section 18. Proceedings Constitute Contract. The provisions of this Resolution and of any
resolution or order providing for the sale of the Bonds and awarding the Bonds and fixing the interest rate
or rates thereon shall constitute a contract between the City and the bondholders and the provisions there-
of shall be enforceable 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 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 cumulative and in addition to every other remedy and may be exercised without
13
exhausting and without regard to any other remedy conferred by the Charter, Ordinance No. 2980 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 bondholder 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 attorney's fees and should said suit,
action or proceeding be abandoned, 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.
e- �N
After the issuance and delivery of the Bonds this resolution shall be irrepealable, but shall be
subject to modification to the extent and in the manner provided in this Resolution, but to no greater
extent and in no other manner.
Section 19. Defeasance. 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 and interest to become due thereon at 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 sufficient to make said payments as they become due. Moneys so set aside may be invested in
any direct obligations of, or obligations guaranteed by, the United States of America, or in obligations
of any agency thereof, in which the City may lawfully invest its money and, to the extent not so invested,
may be placed with banks as inactive deposits in the manner provided by law.
Sections 20. Future Contracts. Nothing herein contained shall be deemed to restrict or prohibit
the City from making contracts or creating bonded or other indebtedness payable from the general
fund of the City or from taxes or any source other than the revenues of the enterprise as defined
herein, and from and after the sale of the Bonds the general fund of the City shall not include the
revenues of the enterprise and no contract or other obligation payable from the general fund of the City
shall be payable from the revenues of the enterprise, except as provided hereir.
Section 21. Severability. If any provision, or any portion thereof, contained in this Resolution,
or the application thereof to any person or circumstance is being held to be unconstitutional, invalid or
unenforceable, the remainder of this Resolution and the application of any such provision, or portion
thereof, to other persons 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 22. Effective Date. This Resolution shall take effect upon adoption.
ADOPTED, SIGNED AND APPROVED this
Attest:
City Cleff
14
STATE OF CALIFORNIA . }
COUNTY OF OitA�3GE ) ss.
CITY OF ANAHEIM )
I, ALOHA M. HOUGARD, City Clerk of; the City of Anaheim, do
hereby certify that the foregoing Resolution No. 76R-276 was intro-
duced and adopted at a regular meeting provided by law,,of the"City:.
Council of the City of Anaheim held on the 25th day of May, 1976,
by the following vote of the members thereof;
AYES: COUNCIL MEMBERS: Kaywood, Seymour, Kott, Roth
and Thom
NOES: COUNCIL MEMBERS: None
ABSENT: CO"tt11CIL T.�1EI�Ei2S done
AND I FURTHER CERTIFY that the Mayor of the City of Anaheim
approved and signed said Resolution No. 76R-276 on the 25th day of
May, 1976.
IN WITNESS WHEREOF, I have 'hereunto set -my hand and 'affixed
the seal of the City of Anaheim this 25th day of Tey, 1976.
CITY CLERK OF THE CITY/OF- ANAHEIM
(SE�LU)
I, ALOFWA M. HOUGARD, City Clerk. of the City of Anaheim, 'do
hereby certify that the foregoing is the original of Resolution No.,
76R-27£ duly passed and adopted by the Anaheim City Council on
May 25, 1976.
City Clerk