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Resolution Number OCWD NO. 4 72-6-26-20 I RESOLUTION N0. 72-6-26-2 RESOLUTION OF THE BOARD OF DIRECTORS OF ORANGE COUNTY WATERWORKS DISTRICT N0. 4 PROVIDING FOR THE ISSUANCE AND SALE OF GENERAL OBLIGATION BONDS OF SAID DISTRICT IN THE AMOUNT OF $700,000 WHEREAS, pursuant to Resolution No. 72-3-13-4, adopted by the Board of Directors of Orange County Waterworks District No. 4 on the 13th day of March, 1972, a special election was duly and legally held and conducted in said District on the 6th day of June, 1972, at which election there was submitted to the qualified voters of said District the forlowing bond proposition, to -wit: BOND PROPOSITION: Shall the Orange County Waterworks District No. 4 incur a bonded indebtedness in the principal amount of $700,000 for the purpose of the acquisition and construc- tion of additions to the waterworks system of the District, including a reservoir, with appurte- nances and appurtenant works, pipelines, equipment and other property useful and necessary to supply the inhabitants of the District with water and including all costs incidental to or connected with the acquisition, construction, improving and financing of the improvements and all engineering, inspection, legal and fiscal agent's fees, costs of the bond election and of the issuance of the bonds? WHEREAS, more than a majority of the votes cast at said election were cast in favor of -incurring said indebtedness and issuing said general obligation bonds and said District is now authorized to issue and sell bonds in the amount and for the purposes set forth in said proposition; NOW, THEREFORE, the Board of Directors of Orange County Waterworks District No. 4 DOES HEREBY RESOLVE, DETERMINE AND ORDER as follows: -1- U SECTION L. That bonds of Orange County Waterworks District No. 4 in the principal sum of $700,000 be issued and sold for the respective purposes set forth in the proposition in the recitals hereof. Said bonds shall be designated "1972 Water Bonds", shall be 140 in number, numbered 1 to 140, both inclusive, and shall be of the denomination of $5,000 each. Said bonds shall be dated August 1, 1972, shall be payable in consecutive numerical order, and shall mature -on August 1 in the amounts for each of the several years as follows: .Years Amount Maturing Inclusive In Each Year 1973-1975 $ 5,000 1976-1979 10,000 1980-1983 15,000 1984-1987 20,000 1988-1991 25,000 1992-1994 30,000 1995-1997 35,000 1998-2000 40,000 2001-2002 45,000 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. Said bonds and the interest thereon shall be payable in lawful money of the United States'of America at the Corporate Agency Division of the Bank of America National Trust and Savings Association in the Cities of Los Angeles and San Francisco, California, at the option.of the holder thereof. This Board of Directors hereby determines that the public economy requires that less than one -fortieth of the whole amount of the indebtedness shall be payable annually. -2- 4} SECTION 2. That the Chairman of the Board of Directors of said District is hereby authorized and directed to sign all of said bonds by his printed, lithographed or engraved facsim- ile signature and the Auditor of said District is hereby authorized and directed to attest said bonds and to affix thereto the seal of said District, and said Auditor is further authorized and directed to sign the interest coupons of said bonds by his printed, lithographed or engraved facsimile signature. SECTION 3. Any of said bonds may be registered either as to principal only or as to both principal and interest, and the form of registration of any registered bond -may be changed or any registered bond may be discharged from registra- tion, in the manner and with the effect set forth in the pro- visions for registration contained in the form of bonds set �.J .forth herein. OR 4F_ SECTION 4. That said bonds and'the interest coupons attached thereto shall be issued in substantially the follow- ing form: -3- UNITED STATES OF AMERICA STATE OF CALIFORNIA COUNTY OF ORANGE ORANGE COUNTY WATERWORKS DISTRICT N0. 4 1972 WATER BONDS No. $ ORANGE COUNTY WATERWORK?DISTRICT NO. 4, County of Orange, State of California, duly organized and existing under and by virtue of the County Waterworks District Law, Division 16 of the Water Code of the State of California, hereby acknowl- edges its indebtedness and promises to pay to the bearer hereof the sum of FIVE THOUSAND DOLLARS ($5,000) on the first day of August, , with interest thereon at the rate of percent ( %) per annum, payable semiannually on the first days of February and August of each and every year until this bond is paid, on pre- sentation and surrender of the respective interest coupons hereto attached. Both principal and interest are payable in lawful money of the United States of America at the Corporate Agency Division of the Bank of America National Trust and Savings Association in the Cities of Los Angeles and San Francisco, California, at the option of the holder thereof. Unless this bond matures on or prior to August 1, 1986, it is redeemable prior to maturity in accordance with the pro- visions for redemption endorsed hereon. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all .acts, conditions and things required by law to exist, happen and be performed precedent to and in the issuance of this bond have existed, happened and been performed in due time, form and manner as required by law, and that the amount of this bond, together with all other indebtedness of said Dis- trict, does not exceed any debt limit prescribed by the laws or Consitition of the State of California. IN WITNESS WHEREOF, said Orange County Waterworks Dis- trict No. 4 has caused this bond to be dated this first day of August, 1972, to be signed by the Chairman of the Board of Directors of said'District by his facsimile signature and attested by the Auditor of said District and has caused the interest coupons hereto attached to be signed by the Auditor by his facsimile signature. ORANGE COUNTY WATERWORKS DISTRCT NO. 4 By rel rJ" (SEAL) U C ai man ATTEST: Auditor of said ]District -4- LIE (COUPON FORM) Coupon No. On the first day of ORANGE COUNTY WATERWORKS DISTRICT N0. 4, Orange County, California, unless the bond herein mentioned is duly called for redemption prior to the maturity date of this coupon will pay to the bearer hereof at the Corporate Agency Division of the Bank of America National Trust and Savings Association in the Cities of Los Angeles and San Francisco, Cali- fornia, at the option of the holder hereof, the sum of in lawful money of the United States of America, being the semiannual interest then due on Bond No. "1972 Water Bonds". dated August 1, 1972. Facsimile Si*gnature) Auditor of Orange County Waterworks District No. 4 Substantially the following provisions for redemption shall be printed on the reverse side of the bond: .rt PROVISIONS FOR REDEMPTION Unless this bond matures on or prior to August 1, 1986, it is redeemable in the manner and subject to the terms and provisions, and with the effect, set forth in Resolution No. of Orange County Waterworks District No. 4 at the option of the Board of Directors on August 1, 1986, or on any interest payment date thereafter prior to maturity, upon at least 30 days' prior notice published in a financial newspaper or journal of national circula- tion published in the City of New York, New York, at a redemption price equal to the principal amount thereof, plus a premium of 1/2 of 1% for each 12 months' period or portion thereof from the date of redemption to the maturity date hereof, said premium not to exceed 5%. Substantially the following provisions for registration shall be printed on the reverse side of each bond: -5- 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 an authorized officer of the Bank of America National Trust and Savings Association in books kept by it for the purpose in its Corporage Agency Division in Los Angeles, California, 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 sur- rendered to said officer and may 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 prin- cipal 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 be- come 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 the 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 dis- charge must be in form satisfactory to the Bank of America National Trust and Savings Association and must be made in writing, signed by the registered owner, or by his agent duly authorized in w iting, or by the bearer, as the case may be. Signature of Authorized Officer of Bank of America Date of In Whose Name Manner of National Trust and Registration Registered Registration Savings Association SECTION 5. That the proceeds of the sale and issuance of said bonds (except premium, if any, and accrued interest) shall be forthwith turned over to and placed in the treasury of Orange County Waterworks District No. 4 to the credit of a fund hereby created and known as "WATER BOND CONSTRUCTION FUND", and the moneys in said fund shall be used for any of the pur- poses described in the bond proposition for the election of June 6, 1972. SECTION 6. That any premium or'accrued interest from the sale and issuance of said bonds shall forthwith be turned over to and placed in said treasury to the credit of a fund hereby created and designated "1972 WATER BONDS GENERAL OBLI- GATION BOND FUND" (hereinafter sometimes called "General Obli- gation Bond Fund"). The Board of.Directors shall levy a tax, each year, upon the taxable property in the District, sufficient to pay the interest on the bonds for that year, and that por- tion of the principal which is to become due before the time for making the next general tax levy. -7- SECTION 7. The bonds maturing on or prior to August 1, 1986, shall be not subject to call or redemption prior to maturity. All bonds maturing on or after August 1, 1987, or any of them, may be called before maturity and redeemed, at the option of the Board of Directors, on August 1, 1986, or on any interest payment date thereafter prior to maturity ,(hereinafter sometimes called "redemption date"). Bonds called prior to maturity shall be redeemed at the principal amount thereof, plus a premium equal to 1/2 of 1% for each 12 months' period or portion thereof from the date of redemption to the maturity date hereof, said premium not to exceed 5%. All or any of the bonds subject to call may be called for redemption at any one time. If less than all of the bonds are redeemed at one time, such bonds shall be redeemed only in inverse order of maturity years and by lot within each maturity. SECTION 8. Notices of the intended redemption shall be published by one insertion in a financial newspaper or journal of national circulation published in the City of New York, New York, said publication 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 dates of maturity of the bonds to be redeemed; provided, however, that whenever any call includes all of the bonds of a maturity, the numbers of such maturity need not be stated.; (d) require that such bonds be surrendered with all interest coupons maturing subse- quent to the redemption date (except that no coupons need be -surrendered on bonds registered as to both principal and go interest) at the Corporation Agency -Division of the Bank of America National Trust and Savings Association in the Cities of Los Angeles and San Francisco, California, at the option of the holder thereof; (e) require that bonds which at the time of call are registered so as to be payable other than to bearer shall be accompanied by appropriate instruments of assignment duly executed in blank; and (f) 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 registered so as to be payable otherwise than to bearer, the Treasurer of the District shall, on or before the date of the first publication of said notices of redemption, mail a similar notice, postage prepaid, to the respective registered owners thereof at the addresses appearing on the bond registry books. The actual receipt by the holder of any bond (herein- after referred to as "bondholder") of notice of such redemption shall not be a condition precedent to redemption, and failure to receive such notice shall not affect the validity of the proceedings for the redemption of such bonds or the cessation of interest on the date fixed for redemption. The notice or notices required by this section shall be given by the Treasurer of the District. A certificate by said Treasurer that notice of call and redemption has been given to holders of registered bonds as herein provided shall be con- clusive as against all parties, and no bondholder whose registered bond is called for redemption may object thereto or object to the cessation of interest on the redemption date fixed by any claim or showing that he failed to actually receive such notice of call and redemption. SECTION 9. Prior to the time the District Board deter- mines to call and redeem any of said bonds there shall be established in the treasury of the District a redemption fund to be described or known as "1972 WATER BONDS REDEMPTION FUND", (hereinafter sometimes called "Redemption Fund"), and prior to the redemption date there must be set aside in the Redemp- tion Fund moneys available for the purpose and sufficient to redeem at the premiums payable as in this resolution provided, the bonds designated in such notice of redemption. Said moneys must be set aside in said fund solely for that purpose and shall be applied on•or after the redemption date to payment (principal and premium) for the bonds to be redeemed upon presentation and surrender of such bonds and (except as to bonds registered as to both principal••and interest) all coupons maturing after the redemption date, and shall be used only for that purpose. Any interest coupons due on or prior to the redemption date shall be paid from the General Obli- gation Bond Fund provided for herein upon presentation and surrender thereof. Any interest due on or prior to the redemp- tion date upon bonds registered as to both principal and interest shall be paid from said Bond .Fund. Each bond pre- sented (if unregistered or registered as to principal only) must have attached thereto or presented therewith all interest coupons maturing after the redemption date. If after all of the bonds have been redeemed and cancelled or paid and can- celled there are moneys remaining in said Redemption Fund, said moneys shall be transferred to the general fund of said District; provided, however, that if said moneys are part of -10- the proceeds of refunding bonds said moneys shall be trans- ferred to the fund created for the payment of principal of and interest on such refunding bonds. SECTION 10. When notice of redemption has been given,•' substantially as provided for herein, and when the amount necessary for the redemption of.the bonds called for redemp- tion (principal and premium) is set aside for that purpose in - the Redemption Fund, as provided for herein, the bonds desig- nated for redemption shall become due and payable on the date fixed for redemption thereof, and upon presentation and surrender of said bonds and (except as to bonds registered as to both principal and interest) all interest coupons maturing after the redemption date, at the place specified in the notice of redemption, and if any of said bonds be registered, upon the appropriate assignment thereof in blank, such bonds shall be redeemed and paid at said redemption price out of the Redemption Fund, and no interest will accrue on such bonds called for redemption or on any interest coupons 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 and the premiums thereon 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 time fixed for redemption, shall continue to be payable to the respective holders thereof but without interest thereon. All unpaid -11- interest payable at or prior to the date fixed for redemption' upon bonds registered in such manner that the interest is pay- able 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. SECTION 11. The Board of Directors covenants that it is not reasonably expected that the proceeds of the bond issue will be invested in such a way as to violate Section 103(d) of the Internal Revenue Code of 1954 or any rules and regula- tions promulgated by the Internal Revenue Service thereunder. ADOPTED, SIGNED AND APPROVED this 26th day of June, 1972. rGhpirman of the Board of I ectors of Orange County Waterworks District No. 4 (SEAL) ATTEST: VIRGINIA MEADOWS Clerk of the Board of Directors of Orangge County Waterworks District No. 4 By �1J -12- STATE OF CALIFORNIA � ss. COUNTY OF ORANGE I, VIRGINIA MEADOWS, Clerk of the Board of Directors of Orange County Waterworks District No. 4, hereby certify that the above and foregoing resolution was duly and regularly adopted by said Board at a regular meeting thereof held on the 26th day of June, 1972, and that it was so adopted by the following vote: AYES: DIRECTORS BYRNES, CHERMAK, GAMMELL 4 WEATHERS. NOES: DIRECTORS NONE ABSENT: DIRECTORS THORPE (SEAL) VIRGINIA MEADOWS Clerk of the Board of Directors of Orange County Waterworks Dis- trict No. 4 By -13- STATE OF CALIFORNIA ) ss. COUNTY OF ORANGE ) I, VIRGINIA MEADOWS, Clerk of the Board of Directors of Orange County Waterworks District No. 4, hereby certify •,that the above and foregoing is a full,'true and correct copy of RESOLUTION NO. 72-6-26-2 and that the same has not been amended or repealed. DATED: JUNE 26 1972. VIRGINIA MEADOWS Clerk of the Board of Directors of Orange County Waterworks District No. 4 By ell (SEAL)