1997B28-GENERAL OBLIGATION BONDS, SERIES 1997
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AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF
SCHERTZ, TEXAS AUTHORIZING THE ISSUANCE OF
OBLIGATIONS DESIGNATED AS "CITY OF SCHERTZ, TEXAS
GENERAL OBLIGATION BONDS, SERIES 1997"; LEVYING A
CONTINUING DIRECT ANNUAL AD VALOREM TAX FOR THE
PAYMENT OF THE BONDS; PRESCRIBING THE FORM, TERMS,
CONDITIONS, AND RESOLVING OTHER MATTERS INCIDENT AND
RELATED TO THE ISSUANCE, SALE, AND DELIVERY OF THE
BONDS, INCLUDING THE APPROVAL AND DISTRIBUTION OF AN
OFFICIAL STATEMENT PERTAINING THERETO; AUTHORIZING
THE EXECUTION OF A PAYING AGENTIREGISTRARAGREEMENT
AND A LETTER OF REPRESENTATIONS WITH THE DEPOSITORY
TRUST COMPANY; AND PROVIDING FOR AN EFFECTIVE DATE
WHEREAS, the City Council of the City of Schertz, Texas (the City) hereby finds
and determines that general obligation bonds of the City in the total principal amount
of $4,930,000 should be issued and sold at this time, being the first and final
installment of the general obligation bonds approved and authorized to be issued at an
election held on August 9, 1997 in the City, the respective authorized purposes and
amounts authorized to be issued therefor, amounts previously issued, amounts being
issued pursuant to this ordinance, and amounts remaining to be issued from such voted
authorizations subsequent to the date hereof being as follows:
Purposes Amounts Amounts
Amounts PreviOUBiy Sold this UDissued
Authorized Issued Sale Bonds
Police Facility Improvements $ 1,868,755 $0 $1,868,500 $255
and Land Acquisition
Fire Station Facility Improvements $ 1,969,840 $0 $1,969,500 $340
and Land Acquisition
Emergency Medical Services $ 1,012,330 $0 $1,012,000 $330
Facility Improvements
Library Improvements $ 80,000 $0 $0
; and
WHEREAS, the City Council hereby finds and determines that the issuance of
the general obligation bonds is in the best interests of the citizens of the City, now,
therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ,
TEXAS THAT:
0306890.01
SECTION 1: Authorization - Desimation - Princinal Amount - Purnose.
General obligation bonds of the City shall be and are hereby authorized to be issued in
the aggregate principal amount of $4,930,000 (FOUR MILLION NINE HUNDRED
THIRTY THOUSAND AND NO/100 DOLLARS), to be designated and bear the title
"City of Schertz, Texas General Obligation Bonds, Series 1997" (the Bonds), for the
purposes of making permanent public improvements and for other public purposes as
follows: constructing police facility improvements and the purchase ofland with respect
thereto, constructing fire station facility improvements and the purchase of land with
respect thereto, constructing emergency medical services facility improvements, and
constructing library improvements, in conformity with the laws of the State of Texas,
particularly Texas Revised Civil Statutes Annotated Article 1175, as amended, an
election held in the City on August 9, 1997, the City's Home Rule Charter, and
pursuant to the provisions of a bond ordinance (the Ordinance) adopted on
December 16, 1997 by the City Council.
SECTION 2: Fullv Retristered Oblil!'ations - Authorized Denominations _
Stated Maturities - Interest Rates - Date. The Bonds are issuable in fully registered
form only; shall be dated December 1, 1997 (the Bond Date) and shall be in
denominations of $5,000 or any integral multiple thereof (within a Stated Maturity);
and the Bonds shall become due and payable on February 1 in each of the years and
in principal amounts (the Stated Maturities) and bear interest on the unpaid principal
amounts from the Bond Date, or from the most recent Interest Payment Date
(hereinafter defined) to which interest has been paid or duly provided for, at per annum
rates, while Outstanding, in accordance with the following schedule:
Years of
Stated Maturitv
Principal
Amounts ($)
Interest
Rates (%)
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
140,000
145,000
155,000
165,000
175,000
180,000
195,000
205,000
215,000
230,000
240,000
255,000
270,000
285,000
300,000
315,000
335,000
355,000
375,000
395,000
0306890.01
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SECTION 3: Payment of Bonds - Pavinl!' Al!'entlRel!'istrar. The principal
of, premium, if any, and interest on the Bonds, due and payable by reason of Stated
Maturity, redemption, or otherwise, shall be payable, without exchange or collection
charges to the Holder (as hereinafter defined), appearing on the registration and
transfer books maintained by the Paying AgentlRegistrar (hereinafter defined), in any
coin or currency of the United States of America which at the time of payment is legal
tender for the payment of public and private debts.
The Bonds shall bear interest at the per annum rates established in Section 2,
and interest thereon shall be payable on February 1 and August 1 of each year (the
Interest Payment Date) commencing August 1, 1998.
The selection and appointment of Texas Commerce Bank National Association,
San Antonio, Texas to serve as the initial Paying AgentlRegistrar (the Paying
Agent/Registrar) for the Bonds is hereby approved and confirmed, and the City agrees
and covenants to cause to be kept and maintained at the corporate trust office of the
Paying AgentlRegistrar books and records (the Security Register) for the registration,
payment, and transfer of the Bonds, all as provided herein, in accordance with the
terms and provisions of a Paying Agent/Registrar Agreement, attached hereto in
substantially final form as Exhibit A, and such reasonable rules and regulations as the
Paying AgentlRegistrar and the City may prescribe. The City covenants to maintain
and provide a Paying AgentlRegistrar at all times while the Bonds are Outstanding, and
any successor Paying AgentlRegistrar shall be (i) a national or state banking
institution, or (ii) an association or corporation organized and doing business under the
laws of the United States of America or of any state, authorized under such laws to
exercise trust powers. Such Paying AgentlRegistrar shall be subject to supervision or
examination by federal or state authority and shall be authorized by law to serve as a
Paying AgentlRegistrar.
The City reserves the right to appoint a successor Paying AgentlRegistrar upon
providing the previous Paying AgentlRegistrar with a certified copy of a resolution or
order terminating such agency. Additionally, the City agrees to promptly cause a
written notice of this substitution to be sent to each Holder by United States Mail,
first-class postage prepaid, which notice shall also give the address of the corporate
office of the successor Paying AgentlRegistrar.
Both principal of, premium, if any, and interest on the Bonds, due and payable
by reason of Stated Maturity, redemption, or otherwise, shall be payable only to the
registered owner of the Bonds (the Holder or Holders) appearing on the Security
Register (i) on the Record Date (hereinafter defined) for purposes of paying interest
thereon, and (ii) on the date of surrender of the Bonds for purposes of receiving
payment of principal thereof upon redemption of the Bonds or at the Bonds' Stated
Maturity. The City and the Paying AgentlRegistrar, and any agent of either, shall treat
the Holder as the owner of a Bond for purposes of receiving payment and all other
purposes whatsoever, and neither the City nor the Paying AgentlRegistrar, or any agent
of either, shall be affected by notice to the contrary.
Principal of and premium, if any, on the Bonds, shall be payable only upon
presentation and surrender of the Bonds to the Paying AgentlRegistrar at its corporate
0306890.01
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trust office located in Dallas, Texas. Interest on the Bonds shall be paid to the Holder
whose name appears in the Security Register at the close of business on the fifteenth
day of the month next preceding the Interest Payment Date for the Bonds (the Record
Date) and shall be paid (i) by check sent on or prior to the appropriate date of payment
by United States Mail, first-class postage prepaid, by the Paying AgentlRegistrar, to the
address of the Holder appearing in the Security Register, or (ii) by such other method,
acceptable to the Paying AgentlRegistrar, requested in writing by the Holder at the
Holder's risk and expense.
If the date for the payment of the principal of, premium, if any, or interest on
the Bonds shall be a Saturday, Sunday, a legal holiday, or a day on which banking
institutions in the city where the Paying AgentlRegistrar is located are authorized by
law or executive order to close, then the date for such payment shall be the next
succeeding day which is not such a day. The payment on such date shall have the same
force and effect as if made on the original date any such payment on the Bonds was
due.
In the event of a non-payment of interest on a scheduled payment date, and for
thirty (30) days thereafter, a new record date for such interest payment (a Special
Record Date) will be established by the Paying AgentlRegistrar, if and when funds for
the payment of such interest have been received from the City. Notice of the Special
Record Date and of the scheduled payment date of the past due interest (the Special
Payment Date--which shall be fifteen (15) days after the Special Record Date) shall be
sent at least five (5) business days prior to the Special Record Date by United States
Mail, first-class postage prepaid, to the address of each Holder appearing on the
Security Register at the close of business on the last business day next preceding the
date of mailing of such notice.
SECTION 4:
Redemntion.
A. Ontional Redemntion. The Bonds having Stated Maturities on and after
February 1, 2009 shall be subject to redemption prior to Stated Maturity, at the option
of the City, on February 1, 2008, or on any date thereafter, as a whole or in part in
principal amounts of $5,000 or any integral multiple thereof (and if within a Stated
Maturity at random and by lot by the Paying AgentlRegistrar), at the redemption price
of par plus accrued interest to the date of redemption.
B. Exercise of Redemntion Ontion. At least forty-five (45) days prior to a
date set for the redemption of Bonds (unless a shorter notification period shall be
satisfactory to the Paying AgentlRegistrar), the City shall notify the Paying
AgentlRegistrar of its decision to exercise the right to redeem Bonds, the principal
amount of each Stated Maturity to be redeemed, and the date set for the redemption
thereof. The decision of the City to exercise the right to redeem Bonds shall be entered
in the minutes of the governing body of the City.
C. Selection of Bonds for Redemntion. If less than all Outstanding Bonds of
the same Stated Maturity are to be redeemed on a redemption date, the Paying
AgentlRegistrar shall select at random and by lot the Bonds to be redeemed, provided
that if less than the entire principal amount of a Bond is to be redeemed, the Paying
0306890.01
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AgentlRegistrar shall treat such Bond then subject to redemption as representing the
number of Bonds Outstanding which is obtained by dividing the principal amount of
such Bond by $5,000.
D. Notice of Redemntion. Not less than thirty (30) days prior to a
redemption date for the Bonds, a notice of redemption shall be sent by United States
Mail, first-class postage prepaid, in the name of the City and at the City's expense, to
each Holder of a Bond to be redeemed in whole or in part at the address of the Holder
appearing on the Security Register at the close of business on the business day next
preceding the date of mailing such notice, and any notice of redemption so mailed shall
be conclusively presumed to have been duly given irrespective of whether received by
the Holder.
All notices of redemption shall (i) specify the date of redemption for the Bonds,
(ii) identify the Bonds to be redeemed and, in the case of a portion of the principal
amount to be redeemed, the principal amount thereof to be redeemed, (iii) state the
redemption price, (iv) state that the Bonds, or the portion of the principal amount
thereof to be redeemed, shall become due and payable on the redemption date specified,
and the interest thereon, or on the portion of the principal amount thereof to be
redeemed, shall cease to accrue from and after the redemption date, and (v) specify that
payment of the redemption price for the Bonds, or the principal amount thereof to be
redeemed, shall be made at the corporate trust office of the Paying AgentlRegistrar only
upon presentation and surrender thereof by the Holder. This notice may also be
published once in a financial publication, journal, or reporter of general circulation
among securities dealers in the City of New York, New York (including, but not limited
to, The Bond Buyer and The Wall Street Journal), or in the State of Texas (including,
but not limited to, The Texas Bond Reporter). Additionally, this notice may also be
sent by the City to any registered securities depository and to any national information
service that disseminates redemption notices.
If a Bond is subject by its terms to redemption and has been called for
redemption and notice of redemption thereof has been duly given or waived as herein
provided, such Bond (or the principal amount thereof to be redeemed) so called for
redemption shall become due and payable, and if money sufficient for the payment of
such Bonds (or of the principal amount thereof to be redeemed) at the then applicable
redemption price is held for the purpose of such payment by the Paying
AgentlRegistrar, then on the redemption date designated in such notice, interest on the
Bonds (or the principal amount thereof to be redeemed) called for redemption shall
cease to accrue and such Bonds shall not be deemed to be Outstanding in accordance
with the provisions of this Ordinance.
E. Transfer/Exchanl!'e of Bonds. Neither the City nor the Paying
AgentlRegistrar shall be required (1) to transfer or exchange any Bond during a period
beginning forty-five (45) days prior to the date fIXed for redemption of the Bonds or
(2) to transfer or exchange any Bond selected for redemption, provided, however, such
limitation of transfer shall not be applicable to an exchange by the Holder of the
unredeemed balance of a Bond which is subject to redemption in part.
0306890.01
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SECTION 5: Retristration - Transfer - Exchanl!'e of Bonds - Predecessor
Bonds. A Security Register relating to the registration, payment, transfer, or exchange
of the Bonds shall at all times be kept and maintained by the City at the corporate
trust office of the Paying AgentlRegistrar, and the Paying AgentlRegistrar shall obtain,
record, and maintain in the Security Register the name and address of each Holder of
the Bonds issued under and pursuant to the provisions of this Ordinance. Any Bond
may, in accordance with its terms and the terms hereof, be transferred or exchanged
for Bonds of other authorized denominations upon the Security Register by the Holder,
in person or by his duly authorized agent, upon surrender of such Bond to the Paying
AgentlRegistrar for cancellation, accompanied by a written instrument of transfer or
request for exchange duly executed by the Holder or by his duly authorized agent, in
form satisfactory to the Paying AgentlRegistrar.
Upon surrender for transfer of any Bond at the corporate trust office of the
Paying AgentlRegistrar, the Paying AgentlRegistrar shall register and deliver, in the
name of the designated transferee or transferees, one or more new Bonds executed on
behalf of, and furnished by, the City of authorized denominations and having the same
Stated Maturity and of a like interest rate and aggregate principal amount as the Bond
or Bonds surrendered for transfer.
At the option of the Holder, Bonds may be exchanged for other Bonds of
authorized denominations and having the same Stated Maturity, bearing the same rate
of interest, and of like aggregate principal amount as the Bonds surrendered for
exchange, upon surrender of the Bonds to be exchanged at the corporate trust office of
the Paying Agent/ Registrar. Whenever any Bonds are so surrendered for exchange,
the Paying AgentlRegistrar shall register and deliver new Bonds executed on behalf of,
and furnished by, the City to the Holder requesting the exchange.
All Bonds issued upon any transfer or exchange of Bonds shall be delivered at
the corporate trust office of the Paying AgentlRegistrar, or sent by United States
registered mail to the Holder at his request, risk, and expense, and upon the delivery
thereof, the same shall be valid obligations of the City, evidencing the same debt, and
entitled to the same benefits under this Ordinance, as the Bonds surrendered in such
transfer or exchange.
All transfers or exchanges of Bonds pursuant to this Section shall be made
without expense or service charge to the Holder, except as otherwise herein provided,
and except that the Paying AgentlRegistrar shall require payment by the Holder
requesting such transfer or exchange of any tax or other governmental charges required
to be paid with respect to such transfer or exchange.
Bonds canceled by reason of an exchange or transfer pursuant to the provisions
hereof are hereby defined to be Predecessor Bonds, evidencing all or a portion, as the
case may be, of the same debt evidenced by the new Bond or Bonds registered and
delivered in the exchange or transfer therefor. Additionally, the term Predecessor
Bonds shall include any Bond registered and delivered pursuant to Section 15 in lieu
of a mutilated, lost, destroyed, or stolen Bond which shall be deemed to evidence the
same obligation as the mutilated, lost, destroyed, or stolen Bond.
0306890.01
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SECTION 6: Execution - Rel!'istration. The Bonds shall be executed on
behalf of the City by the Mayor, or Mayor Pro Tem, under its seal reproduced or
impressed thereon, and attested by the City Secretary. The signature of said officers
on the Bonds may be manual or facsimile. Bonds bearing the manual or facsimile
signatures of individuals who are or were the proper officers of the City on the Bond
Date shall be deemed to be duly executed on behalf of the City, notwithstanding that
such individuals or either of them shall cease to hold such offices at the time of delivery
of the Bonds to the initial purchaser(s) and with respect to Bonds delivered in
subsequent exchanges and transfers, all as authorized and provided in the Bond
Procedures Act of 1981, Texas Revised Civil Statutes Annotated Article 717k-6, as
amended.
No Bond shall be entitled to any right or benefit under this Ordinance, or be
valid or obligatory for any purpose, unless there appears on such Bond either a
certificate of registration substantially in the form provided in Section 8C, executed by
the Comptroller of Public Accounts of the State of Texas or his duly authorized agent
by manual signature, or a certificate of registration substantially in the form provided
in Section 8D, executed by the Paying AgentlRegistrar by manual signature, and either
such certificate upon any Bond shall be conclusive evidence, and the only evidence, that
such Bond has been duly certified or registered and delivered.
SECTION 7: Initial Bond(s). The Bonds herein authorized shall be issued
initially either (i) as a fully registered bond in the total principal amount of $4,930,000
with principal installments to become due and payable as provided in Section 2 and
numbered T -1, or (ii) as one (1) fully registered Bond for each year of Stated Maturity
in the applicable principal amount, interest rate, and denomination and to be numbered
consecutively from T-l and upward (the Initial Bond(s)) and, in either case, the Initial
Bond(s) shall be registered in the name of the initial purchaser(s) or the designee
thereof. The Initial Bond(s) shall be the Bonds submitted to the Office of the Attorney
General of the State of Texas for approval and certified and registered by the Office of
the Comptroller of Public Accounts of the State of Texas. At any time after the
delivery of the Initial Bond(s) to the initial purchaser(s), the Paying AgentlRegistrar,
upon written instructions from the purchaser(s), or his or their designee, shall cancel
the Initial Bond(s) delivered hereunder and exchange therefor definitive Bonds of
authorized denominations, Stated Maturities, principal amounts, and bearing applicable
interest rates for transfer and delivery to the Holders named and at the addresses
identified therefor; all in accordance with and pursuant to such written instructions
from the initial purchaser(s), or his or their designee, and such other information and
documentation as the Paying AgentlRegistrar may reasonably require.
SECTION 8:
Forms.
A. Forms Generallv. The Bonds, the Registration Certificate of the
Comptroller of Public Accounts of the State of Texas, the Certificate of Registration,
and the form of Assignment to be printed on each of the Bonds shall be substantially
in the forms set forth in this Section with such appropriate insertions, omissions,
substitutions, and other variations as are permitted or required by this Ordinance and
may have such letters, numbers, or other marks of identification (including identifying
numbers and letters of the Committee on Uniform Securities Identification Procedures
0306890.01
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of the American Bankers Association) and such legends and endorsements (including
insurance legends and any reproduction of an opinion of counsel) thereon as may,
consistent herewith, be established by the City or determined by the officers executing
the Bonds as evidenced by their execution thereof. Any portion of the text of any Bond
may be set forth on the reverse thereof, with an appropriate reference thereto on the
face of the Bond.
The definitive Bonds shall be printed, lithographed, or engraved or produced in
any other similar manner, all as determined by the officers executing the Bonds as
evidenced by their execution thereof, but the Initial Bond(s) submitted to the Attorney
General of Texas may be typewritten or photocopied or otherwise reproduced.
[The remainder of this page intentionally left blank]
0306890.01
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B. Form of Bond.
REGISTERED
NO.
REGISTERED
$
United States of America
State of Texas
Counties of Bexar, Comal and Guadalupe
CITY OF SCHERTZ, TEXAS
GENERAL OBLIGATION BOND,
SERIES 1997
Interest Rate:
Bond Date:
December 1, 1997
Stated Maturity:
CUSIP NO:
REGISTERED OWNER:
............................................ .
PRINCIPAL AMOUNT: .................................... DOLLARS
The City of Schertz, Texas (the City), a body corporate and municipal corporation
in the Counties of Bexar, Comal, and Guadalupe, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to the order of the
Registered Owner named above (the Holder), or the registered assigns thereof, on the
Stated Maturity date specified above, the Principal Amount stated above (or so much
thereof as shall not have been paid upon prior redemption) and to pay interest on the
unpaid Principal Amount hereof (computed on the basis of a 360-day year of twelve
30-day months) from the Bond Date specified above, or from the most recent Interest
Payment Date to which interest has been paid or duly provided for, at the per annum
rate specified above; such interest being payable on February 1 and August 1 of each
year (the Interest Payment Date) commencing August 1, 1998.
Principal and premium, if any, of this Bond shall be payable to the Holder
hereof, upon presentation and surrender, at the corporate trust office of the Paying
AgentlRegistrar executing the registration certificate appearing hereon, or its successor.
Interest shall be payable to the Holder of this Bond (or one or more Predecessor Bonds,
as defined in the Ordinance hereinafter referenced) whose name appears on the
Security Register maintained by the Paying AgentlRegistrar at the close of business on
the Record Date, which is the fifteenth day of the month next preceding the Interest
Payment Date. All payments of principal of, premium, if any, and interest on this Bond
shall be in any coin or currency of the United States of America which at the time of
payment is legal tender for the payment of public and private debts. Interest shall be
paid by the Paying AgentlRegistrar by check sent on or prior to the appropriate date
of payment by United States Mail, first-class postage prepaid, to the Holder hereof at
the address appearing in the Security Register or by such other method, acceptable to
the Paying AgentlRegistrar, requested by the Holder hereof at the Holder's risk and
expense.
This Bond is one of the series specified in its title issued in the aggregate
principal amount of $4,930,000 (the Bonds) pursuant to the authority conferred at an
0306390.01
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election held within the City on August 9, 1997 and by an ordinance adopted by the
governing body of the City (the Ordinance), for the purpose of making permanent
public improvements and for other public purposes as follows: constructing police
facility improvements and the purchase of land with respect thereto, constructing fire
station facility improvements and the purchase of land with respect thereto,
constructing emergency medical services facility improvements, and constructing library
improvements in conformity with the laws of the State of Texas, particularly Texas
Revised Civil Statutes Annotated Article 1175, as amended, the City's Home Rule
Charter, and the Ordinance.
The Bonds stated to mature on and after February 1, 2009 may be redeemed
prior to their Stated Maturities, at the option of the City, on February 1, 2008, or on
any date thereafter, in whole or in part in principal amounts of $5,000 or any integral
multiple thereof (and if within a Stated Maturity at random and by lot by the Paying
AgentlRegistrar) at the redemption price of par, together with accrued interest to the
date of redemption, and upon thirty (30) days prior written notice being given by
United States Mail, first-class postage prepaid, to Holders of the Bonds to be redeemed,
and subject to the terms and provisions relating thereto contained in the Ordinance.
If this Bond is subject to redemption prior to stated maturity and is of a denomination
in excess of $5,000, portions of the principal sum hereof in installments of $5,000 or
any integral multiple thereof may be redeemed, and if less than all of the principal sum
hereof is to be redeemed, there shall be issued, without charge therefor, to the Holder
hereof, upon the surrender of this Bond to the Paying AgentlRegistrar at its corporate
trust office, a new Bond or Bonds of like Stated Maturity and interest rate in any
authorized denominations provided in the Ordinance for the then unredeemed balance
of the principal sum hereof.
If this Bond (or any portion of the principal sum hereoD shall have been duly
called for redemption and notice of such redemption has been duly given, then upon
such redemption date this Bond (or the portion of the principal sum hereof to be
redeemed) shall become due and payable, and, if money for the payment of the
redemption price and the interest accrued on the principal amount to be redeemed to
the date of redemption is held for the purpose of such payment by the Paying
AgentlRegistrar, interest shall cease to accrue and be payable hereon from and after the
redemption date on the principal amount hereofto be redeemed. If this Bond is called
for redemption, in whole or in part, the City or the Paying AgentlRegistrar shall not
be required to issue, transfer, or exchange this Bond within forty-five (45) days of the
date fIXed for redemption; provided, however, such limitation of transfer shall not be
applicable to an exchange by the Holder of the unredeemed balance hereof in the event
of its redemption in part.
The Bonds are payable from the proceeds of an ad valorem tax levied, within the
limitations prescribed by law, upon all taxable property within the City.
Reference is hereby made to the Ordinance, copies of which are on file in the
corporate trust office of the Paying AgentlRegistrar, and to all of the provisions of
which the Holder by his acceptance hereof hereby assents, for definitions of terms; the
description of and the nature and extent of the tax levied for the payment of the Bonds;
the terms and conditions relating to the transfer or exchange of this Bond; the
0306890.01
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conditions upon which the Ordinance may be amended or supplemented with or
without the consent of the Holders; the rights, duties, and obligations of the City and
the Paying AgentlRegistrar; the terms and provisions upon which this Bond may be
discharged at or prior to its Stated Maturity or redemption and deemed to be no longer
Outstanding thereunder; and for the other terms and provisions thereof. Capitalized
terms used herein have the same meanings assigned in the Ordinance.
As provided in the Ordinance and subject to certain limitations contained
therein, this Bond is transferable on the Security Register of the City, upon surrender
of this Bond for transfer at the corporate trust office of the Paying AgentlRegistrar,
duly endorsed by, or accompanied by a written instrument of transfer in form
satisfactory to the Paying AgentlRegistrar duly executed by the Holder hereof, or his
duly authorized agent, and thereupon one or more new fully registered Bonds of the
same Stated Maturity, of authorized denominations, bearing the same rate of interest,
and of the same aggregate principal amount will be issued to the designated transferee
or transferees.
The City and the Paying AgentlRegistrar, and any agent of either, shall treat the
Holder hereof whose name appears on the Security Register (i) on the Record Date as
the owner hereof for purposes of receiving payment of interest hereon, (ii) on the date
of surrender of this Bond as the owner hereof for purposes of receiving payment of
principal hereof at its Stated Maturity or its redemption, in whole or in part, and
(iii) on any date as the owner hereof for all other purposes, and neither the City nor
the Paying AgentlRegistrar, or any such agent of either, shall be affected by notice to
the contrary. In the event of a non-payment of interest on a scheduled payment date,
and for thirty (30) days thereafter, a new record date for such interest payment
(a Special Record Date) will be established by the Paying AgentlRegistrar, if and when
funds for the payment of such interest have been received from the City. Notice of the
Special Record Date and of the scheduled payment date of the past due interest (the
Special Payment Date--which shall be fifteen (15) days after the Special Record Date)
shall be sent at least five (5) business days prior to the Special Record Date by United
States Mail, first-class postage prepaid, to the address of each Holder appearing on the
Security Register at the close of business on the last business day next preceding the
date of mailing of such notice.
It is hereby certified, covenanted, and represented that all acts, conditions, and
things required to be performed, exist, and be done precedent to or in the issuance of
this Bond in order to render the same a legal, valid, and binding obligation of the City
have been performed, exist, and have been done, in regular and due time, form, and
manner, as required by law, and that the issuance of this Bond does not exceed any
constitutional or statutory limitation. In case any provision in this Bond or any
application thereof shall be invalid, illegal, or unenforceable, the validity, legality, and
enforceability of the remaining provisions and applications shall not in any way be
affected or impaired thereby. The terms and provisions of this Bond and the Ordinance
shall be construed in accordance with and shall be governed by the laws of the State
of Texas.
0306890.01
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IN WITNESS WHEREOF, the City has caused this Bond to be duly executed
under its official seal.
ATTEST:
CITY: jRTZ, TEXAS
~44~
,
Mayor
~~
City Secretary
(CITY SEAL)
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C. * Form of Rel!'istration Certificate of Comntroller of Public Accounts to
Annear on Initial Bond onlv.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER ~
OF PUBLIC ACCOUNTS 9 REGISTER NO.
~
THE STATE OF TEXAS ~
I HEREBY CERTIFY that this Bond has been examined, certified as to validity,
and approved by the Attorney General of the State of Texas and duly registered by the
Comptroller of Public Accounts of the State of Texas.
WITNESS my signature and seal of office this
Comptroller of Public Accounts
of the State of Texas
(SEAL)
* NOTE TO PRINTER. Do not print on definitive bonds.
D. * Form of Certificate of Pavinl!' Al!'entlRetristrar to Annear on Definitive
Bonds onlv.
This Bond has been duly issued under the provisions of the within-mentioned
Ordinance; the bond or bonds of the above entitled and designated series originally
delivered having been approved by the Attorney General of the State of Texas and
registered by the Comptroller of Public Accounts, as shown by the records of the Paying
AgentlRegistrar.
TEXAS COMMERCE BANK NATIONAL
ASSOCIATION
as Paying AgentlRegistrar
Registered this date:
By
Authorized Officer
* NOTE TO PRINTER: Do not print on the Initial Bond.
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E. Form of Assimment.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers
unto (Print or typewrite name, address, and zip code of transferee):
(Social Security or other identifying number:
) the within Bond and all rights thereunder, and hereby
irrevocably constitutes and appoints
attorney to transfer the within Bond on the books kept for registration thereof, with
full power of substitution in the premises.
DATED:
NOTICE:
The signature on this assignment
must correspond with the name of
the registered owner as it
appears on the face of the
within Bond in every particular.
Signature guaranteed:
F. The Initial Bond(s) shall be in the form set forth in naral!'ranh B of this
Section. excent that the form of the sinl!'le fullv rel!'istered Initial Bond
shall be modified as follows:
(i) immediately under the name of the bond the headings "Interest Rate
" and "Stated Maturity _" shall both be completed "as shown
below'"
,
(ii) the first two paragraphs shall read as follows:
The City of Schertz, Texas (the City), a body corporate and municipal corporation
in the Counties of Bexar, Comal and Guadalupe, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to the order of the
Registered Owner named above (the Holder), or the registered assigns thereof, on the
first day of February in each of the years and in principal amounts and bearing interest
at per annum rates in accordance with the following schedule:
YEARS OF
STATED MATURITY
PRINCIPAL
AMOUNTS ($)
INTEREST
RATES (%)
(Information to be inserted from
schedule in Section 2 hereof).
(or so much thereof as shall not have been paid upon prior redemption) and to pay
interest on the unpaid Principal Amounts hereof from the Bond Date at the per annum
rates of interest specified above computed on the basis of a 360-day year of twelve
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30-day months; such interest being payable on February 1 and August 1 of each year
(the Interest Payment Date) commencing August 1, 1998.
Principal of this Bond shall be payable to the Holder hereof, upon presentation
and surrender, at the corporate trust office of Texas Commerce Bank National
Association, Dallas, Texas (the Paying Agent/Registrar). Interest shall be payable to
the Holder of this Bond whose name appears on the Security Register maintained by
the Paying AgentlRegistrar at the close of business on the Record Date, which is the
fifteenth day of the month next preceding the Interest Payment Date. All payments of
principal of, premium, if any, and interest on this Bond shall be in any coin or currency
of the United States of America which at the time of payment is legal tender for the
payment of public and private debts. Interest shall be paid by the Paying
AgentlRegistrar by check sent on or prior to the appropriate date of payment by United
States Mail, first-class postage prepaid, to the Holder hereof at the address appearing
in the Security Register or by such other method, acceptable to the Paying
AgentlRegistrar, requested by the Holder hereof at the Holder's risk and expense.
G. Insurance Lel!'end. If bond insurance is obtained by the City or the
Purchasers (hereinafter defined), the Definitive Bonds and the Initial Bond(s) shall bear
an appropriate legend as provided by the insurer.
SECTION 9: Definitions. For all purposes of this Ordinance (as defined
below), except as otherwise expressly provided or unless the context otherwise requires:
(i) the terms defined in this Section have the meanings assigned to them in this
Section, certain terms used in Section 16 of this Ordinance have the meanings assigned
to them such Section, and all such terms, include the plural as well as the singular;
(ii) all references in this Ordinance to designated "Sections" and other subdivisions are
to the designated Sections and other subdivisions of this Ordinance as originally
adopted; and (iii) the words "herein", "hereof', and "hereunder" and other words of
similar import refer to this Ordinance as a whole and not to any particular Section or
other subdivision.
Bonds shall mean the "City of Schertz, Texas General Obligation Bonds,
Series 1997", dated December 1, 1997, authorized by this Ordinance.
City shall mean the City of Schertz, located in the Counties of Bexar, Comal and
Guadalupe, Texas.
Closing Date shall mean the date of physical delivery of the Initial Bonds in
exchange for the payment in full by the Purchasers thereof.
Depository shall mean an official depository bank of the City.
Government Securities shall mean direct obligations of the United States of
America, including obligations the payment of principal of and interest on which
is unconditionally guaranteed by the United States of America, and United
States Treasury obligations such as its State and Local Government Series in
book-entry form.
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Holder or Holders shall mean the registered owner, whose name appears in the
Security Register, for any Bond.
Interest Payment Date shall mean the date semi-annual interest is payable on the
Bonds, being February 1 and August 1 of each year, commencing August 1, 1998
while any of the Bonds remain outstanding.
Ordinance shall mean the ordinance adopted by the City Council on July
December 16, 1997 authorizing the issuance of the Bonds.
Outstanding shall mean, as of the date of determination, all Bonds issued and
delivered under this Ordinance, except:
(1) those Bonds canceled by the Paying AgentlRegistrar or delivered
to the Paying AgentlRegistrar for cancellation;
(2) those Bonds for which payment has been duly provided by the City
in accordance with the provisions of Section 17 of this Ordinance by the
irrevocable deposit with the Paying Agent/ Registrar, or an authorized escrow
agent, of money or Government Securities, or both, in the amount necessary to
fully pay the principal of, premium, if any, and interest thereon to Stated
Maturity or redemption, as the case may be, provided that, if such Bonds are to
be redeemed, notice of redemption thereof shall have been duly given pursuant
to this Ordinance or irrevocably provided to be given to the satisfaction of the
Paying AgentlRegistrar, or waived; and
(3) those Bonds that have been mutilated, destroyed, lost, or stolen and
replacement Bonds have been registered and delivered in lieu thereof as provided
in Section 15 of this Ordinance.
Purchasers shall mean the initial purchasers of the Bonds named in Section 19
of this Ordinance.
Stated Maturity shall mean the annual principal payments of the Bonds payable
on February 1 of each year the Bonds are Outstanding as set forth in Section 2
of this Ordinance.
SECTION 10: Bond Fund: Investments. For the purpose of paying the
interest on and to provide a sinking fund for the payment, redemption, and retirement
of the Bonds, there shall be and is hereby created a special Fund to be designated
"GENERAL OBLIGATION BONDS, SERIES 1997, INTEREST AND SINKING FUND"
(the Bond Fund), which Fund shall be kept and maintained at the City's Depository,
and money deposited in such Fund shall be used for no other purpose and shall be
maintained as provided in Section 16. Authorized officials of the City are hereby
authorized and directed to make withdrawals from the Bond Fund sufficient to pay the
principal of and interest on the Bonds as the same become due and payable and shall
cause to be transferred to the Paying AgentlRegistrar from money on deposit in the
Bond Fund an amount sufficient to pay the amount of principal and/or interest stated
to mature on the Bonds, such transfer of funds to the Paying AgentlRegistrar to be
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made in such manner as will cause immediately available funds to be deposited with the
Paying AgentlRegistrar on or before the last business day next preceding each interest
and principal payment date for the Bonds.
Pending the transfer of funds to the Paying Agent/Registrar, money in any Fund
established by this Ordinance may, at the option of the City, be placed in time deposits
or certificates of deposit, as permitted by the provisions of the Public Funds Investment
Act, as amended, Chapter 2256, as amended, Texas Government Code, secured (to the
extent not insured by the Federal Deposit Insurance Corporation) by obligations of the
type hereinafter described, or be invested, as authorized by any law, including
investments held in book-entry form, in securities including, but not limited to, direct
obligations of the United States of America, obligations guaranteed or insured by the
United States of America, which, in the opinion of the Attorney General of the United
States, are backed by its full faith and credit or represent its general obligations, or
invested in indirect obligations of the United States of America, including, but not
limited to, evidences of indebtedness issued, insured or guaranteed by such
governmental agencies as the Federal Land Banks, Federal Intermediate Credit Banks,
Banks for Cooperatives, Federal Home Loan Banks, Government National Mortgage
Association, Farmers Home Administration, Federal Home Loan Mortgage Association,
Small Business Administration, or Federal Housing Association; provided that all such
deposits and investments shall be made in such a manner that the money required to
be expended from the any Fund will be available at the proper time or times. All
interest and income derived from deposits and investments in any Fund shall be
credited to, and any losses debited to, such Fund. All such investments shall be sold
promptly when necessary to prevent any default in connection with the Bonds.
SECTION 11: Levv of Taxes: Excess Bond Proceeds. To provide for the
payment of the debt service requirements on the Bonds being (i) the interest on the
Bonds, and (ii) a sinking fund for their redemption at Stated Maturity or a sinking fund
of2% (whichever amount shall be the greater), there shall be and there is hereby levied
for the current year and each succeeding year thereafter while the Bonds or any
interest thereon shall remain Outstanding, a sufficient tax on each one hundred dollars'
valuation of taxable property in the City, adequate to pay such debt service
requirements, full allowance being made for delinquencies and costs of collection; said
tax shall be assessed and collected each year and applied to the payment of the debt
service requirements, and the same shall not be diverted to any other purpose. The
taxes so levied and collected shall be paid into the Bond Fund. The City Council hereby
declares its purpose and intent to provide and levy a tax legally and fully sufficient to
pay the said debt service requirements, it having been determined that the existing and
available taxing authority of the City for such purpose is adequate to permit a legally
sufficient tax in consideration of all other outstanding indebtedness.
Accrued interest and premium, if any, received from the Purchasers of the Bonds
shall be deposited to the Bond Fund and ad valorem taxes levied and collected shall be
deposited to the Bond Fund. In addition, any surplus proceeds from the sale of the
Bonds, including investment income thereon, not expended for authorized purposes
shall be deposited in the Bond Fund, and such amounts so deposited shall reduce the
sum otherwise required to be deposited in the Bond Fund from ad valorem taxes.
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SECTION 12: Security for Funds. All money on deposit in the Funds for
which this Ordinance makes provision (except any portion thereof as may be at any
time properly invested as provided herein) shall be secured in the manner and to the
fullest extent required by the laws of the State of Texas for the security of public funds,
and money on deposit in such Funds shall be used only for the purposes permitted by
this Ordinance.
SECTION 13: Notices to Holders-Waiver. Wherever this Ordinance
provides for notice to Holders of any event, such notice shall be sufficiently given
(unless otherwise herein expressly provided) if in writing and sent by United States
Mail, first-class postage prepaid, to the address of each Holder appearing in the
Security Register at the close of business on the business day next preceding the
mailing of such notice.
In any case where notice to Holders is given by mail, neither the failure to mail
such notice to any particular Holders, nor any defect in any notice so mailed, shall
affect the sufficiency of such notice with respect to all other Bonds or Holders. Where
this Ordinance provides for notice in any manner, such notice may be waived in writing
by the Holder entitled to receive such notice, either before or after the event with
respect to which such notice is given, and such waiver shall be the equivalent of such
notice. Waivers of notice by Holders shall be filed with the Paying AgentlRegistrar, but
such filing shall not be a condition precedent to the validity of any action taken in
reliance upon such waiver.
SECTION 14: Cancellation. All Bonds surrendered for payment,
redemption, transfer, exchange, or replacement, if surrendered to the Paying
Agent/Registrar, shall be promptly canceled by it and, if surrendered to the City, shall
be delivered to the Paying AgentlRegistrar and, if not already canceled, shall be
promptly canceled by the Paying AgentlRegistrar. The City may at any time deliver to
the Paying AgentlRegistrar for cancellation any Bonds previously certified or registered
and delivered which the City may have acquired in any manner whatsoever, and all
Bonds so delivered shall be promptly canceled by the Paying AgentlRegistrar. All
canceled Bonds held by the Paying AgentlRegistrar shall be destroyed as directed by
the City.
SECTION 15: Mutilated - Destroved - Lost and Stolen Bonds. If (i) any
mutilated Bond is surrendered to the Paying AgentlRegistrar, or the City and the
Paying AgentlRegistrar receive evidence to their satisfaction of the destruction, loss, or
theft of any Bond, and (ii) there is delivered to the City and the Paying AgentlRegistrar
such security or indemnity as may be required to save each of them harmless, then, in
the absence of notice to the City or the Paying AgentlRegistrar that such Bond has
been acquired by a bona fide purchaser, the City shall execute and, upon the City's
request, the Paying AgentlRegistrar shall register and deliver, in exchange for or in lieu
of any such mutilated, destroyed, lost, or stolen Bond, a new Bond of the same Stated
Maturity and interest rate and of like tenor and principal amount, bearing a number
not contemporaneously Outstanding.
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In case any such mutilated, destroyed, lost, or stolen Bond has become or is
about to become due and payable, the City in its discretion may, instead of issuing a
new Bond, pay such Bond.
Upon the issuance of any new Bond, or payment in lieu thereof, under this
Section, the City may require payment by the Holder of a sum sufficient to cover any
tax or other governmental charge imposed in relation thereto and any other expenses
and charges (including attorney's fees and the fees and expenses of the Paying
AgentlRegistrar) connected therewith.
Every new Bond issued pursuant to this Section in lieu of any mutilated,
destroyed, lost, or stolen Bond shall constitute a replacement of the prior obligation of
the City, whether or not the mutilated, destroyed, lost, or stolen Bond shall be at any
time enforceable by anyone, and shall be entitled to all the benefits of this Ordinance
equally and ratably with all other Outstanding Bonds.
The provisions of this Section are exclusive and shall preclude (to the extent
lawful) all other rights and remedies with respect to the replacement and payment of
mutilated, destroyed, lost, or stolen Bonds.
SECTION 16:
Covenants to Maintain Tax-Exemnt Status.
A. Definitions. When used in this Section, the following terms have the
following meanings:
"Code" means the Internal Revenue Code of 1986, as amended by all
legislation, if any, effective on or before the Closing Date.
"Computation Date" has the meaning set forth in Section 1.148-l(b) of the
Regulations.
"Gross Proceeds" means any proceeds as defined in Section 1.148-l(b) of
the Regulations, and any replacement proceeds as defined in Section 1.148-l(c)
of the Regulations, of the Bonds.
"Investment" has the meaning set forth in Section 1.148-1(b) of the
Regulations.
"Nonpurpose Investment" means any investment property, as defined in
section 148(b) of the Code, in which Gross Proceeds of the Bonds are invested
and which is not acquired to carry out the governmental purposes of the Bonds.
"Rebate Amount" has the meaning set forth in Section 1.148-l(b) of the
Regulations.
"Regulations" means any proposed, temporary, or final Income Tax
Regulations issued pursuant to Sections 103 and 141 through 150 of the Code,
and 103 of the Internal Revenue Code of 1954, which are applicable to the
Bonds. Any reference to any specific Regulation shall also mean, as appropriate,
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any proposed, temporary or final Income Tax Regulation designed to supplement,
amend or replace the specific Regulation referenced.
"Yield" of
(1) any Investment has the meaning set forth in Section 1.148-5
of the Regulations; and
(2) the Bonds has the meaning set forth in Section 1.148-4 of the
Regulations.
B. Not to Cause Interest to Become Taxable. The City shall not use, permit
the use of, or omit to use Gross Proceeds or any other amounts (or any property the
acquisition, construction or improvement of which is to be financed directly or
indirectly with Gross Proceeds) in a manner which if made or omitted, respectively,
would cause the interest on any Bond to become includable in the gross income, as
defined in section 61 of the Code, of the owner thereof for federal income tax purposes.
Without limiting the generality of the foregoing, unless and until the City receives a
written opinion of counsel nationally recognized in the field of municipal bond law to
the effect that failure to comply with such covenant will not adversely affect the
exemption from federal income tax of the interest on any Bond, the City shall comply
with each of the specific covenants in this Section.
C. No Private Use or Private Payments. Except as would not cause the
Bonds to become "private activity bonds" within the meaning of section 141 of the Code
and the Regulations and rulings thereunder, the City shall at all times prior to the last
Stated Maturity of Bonds:
(1) exclusively own, operate and possess all property the acquisition,
construction or improvement of which is to be financed or refinanced directly or
indirectly with Gross Proceeds of the Bonds, and not use or permit the use of
such Gross Proceeds (including all contractual arrangements with terms different
than those applicable to the general public) or any property acquired, constructed
or improved with such Gross Proceeds in any activity carried on by any person
or entity (including the United States or any agency, department and
instrumentality thereof) other than a state or local government, unless such use
is solely as a member of the general public; and
(2) not directly or indirectly impose or accept any charge or other
payment by any person or entity who is treated as using Gross Proceeds of the
Bonds or any property the acquisition, construction or improvement of which is
to be financed or refinanced directly or indirectly with such Gross Proceeds,
other than taxes of general application within the City or interest earned on
investments acquired with such Gross Proceeds pending application for their
intended purposes.
D. No Private Loan. Except as would not cause the Bonds to become "private
activity bonds" within the meaning of section 141 of the Code and the Regulations and
rulings thereunder, the City shall not use Gross Proceeds of the Bonds to make or
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finance loans to any person or entity other than a state or local government. For
purposes of the foregoing covenant, such Gross Proceeds are considered to be "loaned"
to a person or entity if: (1) property acquired, constructed or improved with such
Gross Proceeds is sold or leased to such person or entity in a transaction which creates
a debt for federal income tax purposes; (2) capacity in or service from such property is
committed to such person or entity under a take-or-pay, output or similar contract or
arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of such
Gross Proceeds or any property acquired, constructed or improved with such Gross
Proceeds are otherwise transferred in a transaction which is the economic equivalent
of a loan.
E. Not to Invest at Hil!'her Yield. Except as would not cause the Bonds to
become "private activity bonds" within the meaning of section 148 of the Code and the
Regulations and rulings thereunder, the City shall not at any time prior to the final
Stated Maturity of the Bonds directly or indirectly invest Gross Proceeds in any
Investment, if as a result of such investment the Yield of any Investment acquired with
Gross Proceeds, whether then held or previously disposed of, materially exceeds the
Yield of the Bonds.
F. Not Federallv Guaranteed. Except to the extent permitted by
section 149(b) of the Code and the Regulations and rulings thereunder, the City shall
not take or omit to take any action which would cause the Bonds to be federally
guaranteed within the meaning of section 149(b) of the Code and the Regulations and
rulings thereunder.
G. Information Renort. The City shall timely file the information required
by section 149(e) of the Code with the Secretary of the Treasury on Form 8038-G or
such other form and in such place as the Secretary may prescribe.
H. Rebate of Arbitral!'e Profits. Except to the extent otherwise provided in
section 148(f) of the Code and the Regulations and rulings thereunder:
(1) The City shall account for all Gross Proceeds (including all receipts,
expenditures and investments thereof) on its books of account separately and
apart from all other funds (and receipts, expenditures and investments thereof)
and shall retain all records of accounting for at least six years after the day on
which the last Outstanding Bond is discharged. However, to the extent
permitted by law, the City may commingle Gross Proceeds of the Bonds with
other money of the City, provided that the City separately accounts for each
receipt and expenditure of Gross Proceeds and the obligations acquired
therewith.
(2) Not less frequently than each Computation Date, the City shall
calculate the Rebate Amount in accordance with rules set forth in section 148(f)
of the Code and the Regulations and rulings thereunder. The City shall
maintain such calculations with its official transcript of proceedings relating to
the issuance of the Bonds until six years after the final Computation Date.
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(3) As additional consideration for the purchase of the Bonds by the
Purchasers and the loan of the money represented thereby and in order to
induce such purchase by measures designed to insure the excludability of the
interest thereon from the gross income of the owners thereof for federal income
tax purposes, the City shall pay to the United States out of the Bond Fund or its
general fund, as permitted by applicable Texas statute, regulation or opinion of
the Attorney General of the State of Texas, the amount that when added to the
future value of previous rebate payments made for the Bonds equals (i) in the
case of a Final Computation Date as defined in Section 1.148-3(e)(2) of the
Regulations, one hundred percent (100%) of the Rebate Amount on such date;
and (ii) in the case of any other Computation Date, ninety percent (90%) of the
Rebate Amount on such date. In all cases, the rebate payments shall be made
at the times, in the installments, to the place and in the manner as is or may be
required by section 148(D of the Code and the Regulations and rulings
thereunder, and shall be accompanied by Form 8038-T or such other forms and
information as is or may be required by Section 148(D of the Code and the
Regulations and rulings thereunder.
(4) The City shall exercise reasonable diligence to assure that no errors
are made in the calculations and payments required by paragraphs (2) and (3),
and if an error is made, to discover and promptly correct such error within a
reasonable amount of time thereafter (and in all events within
one hundred eighty (180) days after discovery of the error), including payment
to the United States of any additional Rebate Amount owed to it, interest
thereon, and any penalty imposed under Section 1.148-3(h) of the Regulations.
I. Not to Divert Arbitral!'e Profits. Except to the extent permitted by
section 148 of the Code and the Regulations and rulings thereunder, the City shall not,
at any time prior to the earlier of the Stated Maturity or final payment of the Bonds,
enter into any transaction that reduces the amount required to be paid to the United
States pursuant to Subsection H of this Section because such transaction results in a
smaller profit or a larger loss than would have resulted if the transaction had been at
arm's length and had the Yield of the Bonds not been relevant to either party.
J. Bonds Not Hedl!e Bonds.
(1) The City reasonably expects to spend at least 85% of the spendable
proceeds of the Bonds within three years after such Bonds are issued.
(2) Not more than 50% of the proceeds of the Bonds will be invested
in Nonpurpose Investments having a substantially guaranteed Yield for a period
of 4 years or more.
K. Elections. The City hereby directs and authorizes the Mayor, Mayor Pro
Tem, City Secretary, City Manager, City Attorney, or Director of Finance, either or any
combination of them, to make elections permitted or required pursuant to the
provisions of the Code or the Regulations, as they deem necessary or appropriate in
connection with the Bonds, in the Certificate as to Tax Exemption or similar or other
appropriate certificate, form or document.
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L. Qualified Tax-Exemnt Oblil!'ations. The City hereby designates the Bonds
as qualified tax-exempt obligations for purposes of section 265(b) of the Code.
SECTION 17: Satisfaction of Oblil!'ation of Citv. If the City shall payor
cause to be paid, or there shall otherwise be paid to the Holders, the principal of,
premium, if any, and interest on the Bonds, at the times and in the manner stipulated
in this Ordinance, then the pledge of taxes levied and all covenants, agreements, and
other obligations of the City to the Holders shall thereupon cease, terminate, and be
discharged and satisfied.
Bonds, or any principal amount(s) thereof, shall be deemed to have been paid
within the meaning and with the effect expressed above in this Section when (i) money
sufficient to pay in full such Bonds or the principal amount(s) thereof at Stated
Maturity or to the redemption date therefor, together with all interest due thereon,
shall have been irrevocably deposited with and held in trust by the Paying
AgentlRegistrar, or an authorized escrow agent, or (ii) Government Securities shall
have been irrevocably deposited in trust with the Paying AgentlRegistrar, or an
authorized escrow agent, which Government Securities have been certified by an
independent accounting firm to mature as to principal and interest in such amounts
and at such times as will insure the availability, without reinvestment, of sufficient
money, together with any money deposited therewith, if any, to pay when due the
principal of and interest on such Bonds, or the principal amount(s) thereof, on and
prior to the Stated Maturity thereof or (if notice of redemption has been duly given or
waived or if irrevocable arrangements therefor acceptable to the Paying AgentlRegistrar
have been made) the redemption date thereof. The City covenants that no deposit of
money or Government Securities will be made under this Section and no use made of
any such deposit which would cause the Bonds to be treated as arbitrage bonds within
the meaning of section 148 of the Code (as defined in Section 16).
Any money so deposited with the Paying AgentlRegistrar, and all income from
Government Securities held in trust by the Paying AgentlRegistrar, or an authorized
escrow agent, pursuant to this Section which is not required for the payment of the
Bonds, or any principal amount(s) thereof, or interest thereon with respect to which
such money has been so deposited shall be remitted to the City or deposited as directed
by the City. Furthermore, any money held by the Paying Agent/Registrar for the
payment of the principal of and interest on the Bonds and remaining unclaimed for a
period of four (4) years after the Stated Maturity, or applicable redemption date, of the
Bonds such money was deposited and is held in trust to pay shall upon the request of
the City be remitted to the City against a written receipt therefor, subject to the
unclaimed property laws of the State of Texas.
SECTION 18: Ordinance a Contract - Amendments - Outstandinl!' Bonds.
The City acknowledges that the covenants and obligations of the City herein contained
are a material inducement to the purchase of the Bonds. This Ordinance shall
constitute a contract with the Holders from time to time, shall be binding on the City,
and shall not be amended or repealed by the City so long as any Bond remains
Outstanding except as permitted in this Section. The City may, without the consent
of or notice to any Holders, from time to time and at any time, amend this Ordinance
in any manner not detrimental to the interests of the Holders, including the curing of
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any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City
may, with the written consent of Holders holding a majority in aggregate principal
amount of the Bonds then Outstanding affected thereby, amend, add to, or rescind any
of the provisions of this Ordinance; provided that, without the consent of all Holders
of Outstanding Bonds, no such amendment, addition, or rescission shall (i) extend the
time or times of payment of the principal of, premium, if any, and interest on the
Bonds, reduce the principal amount thereof, the redemption price therefor, or the rate
of interest thereon, or in any other way modify the terms of payment of the principal
of, premium, if any, or interest on the Bonds, (ii) give any preference to any Bond over
any other Bond, or (iij) reduce the aggregate principal amount of Bonds required for
consent to any such amendment, addition, or rescission.
SECTION 19: Sale of the Bonds: Use of Bond Proceeds. The sale of the
Bonds to (the Purchasers and having all the rights,
benefits, and obligations ofa Holder) at the price of par, plus a premium of$ ,
plus accrued interest to the date of delivery, is hereby confirmed. The Bonds were
awarded to the bidder whose bid produced the lowest net interest cost to the City.
Delivery of the Bonds to the Purchasers shall occur as soon as practicable after the
adoption of this Ordinance, upon payment therefor in accordance with the terms of
sale.
Proceeds from the sale of the Bonds shall be applied as follows:
(1) Accrued interest and premium, if any, received from the Purchasers shall
be deposited into the Bond Fund.
(2) The balance of the proceeds derived from the sale of the Bonds (after
paying costs of issuance) shall be deposited into the special construction account or
accounts created for the projects to be constructed with the bond proceeds. This special
construction account shall be established and maintained at the City's Depository and
shall be invested in accordance with the provisions of Section 10 of this Ordinance.
Interest earned on the proceeds of the Bonds pending completion of the projects
financed with such proceeds shall be accounted for, maintained, deposited, and
expended as permitted by the provisions of Texas Revised Civil Statutes Annotated
Article 717k-9, as amended, or as required by any other applicable law. Thereafter,
such amounts shall be expended in accordance with Section 11.
SECTION 20: Control and Custodv of Bonds. The Mayor of the City shall
be and is hereby authorized to take and have charge of all necessary orders and records
pending investigation by the Attorney General of the State of Texas including the
printing and supply of definitive Bonds and shall take and have charge and control of
the Initial Bond(s) pending its approval by the Attorney General, the registration
thereof by the Comptroller of Public Accounts and the delivery thereof to the
Purchasers.
Furthermore, the Mayor, Mayor Pro Tem, City Attorney, or City Manager, either
or all, are hereby authorized and directed to furnish and execute such documents
relating to the City and its financial affairs as may be necessary for the issuance of the
Bonds, the approval of the Attorney General, and their registration by the Comptroller
0306890.01
-24-
of Public Accounts and, together with the City's financial advisor, bond counsel, and
the Paying AgentlRegistrar, to make the necessary arrangements for the delivery of the
Initial Bond to the Purchasers and the initial exchange thereof for definitive Bonds.
SECTION 21: Remedies in Event of Default. In addition to all the rights
and remedies provided by the laws of the State of Texas, the City covenants and agrees
particularly that in the event the City (a) defaults in the payments to be made to the
Bond Fund, or (b) defaults in the observance or performance of any other of the
covenants, conditions, or obligations set forth in this Ordinance, the Holders of any of
the Bonds shall be entitled to a writ of mandamus issued by a court of proper
jurisdiction compelling and requiring the City Council of the City and other officers of
the City to observe and perform any covenant, condition, or obligation prescribed in
this Ordinance.
No delay or omission to exercise any right or power accruing upon any default
shall impair any such right or power or shall be construed to be a waiver of any such
default or acquiescence therein, and every such right and power may be exercised from
time to time and as often as may be deemed expedient. The specific remedies herein
provided shall be cumulative of all other existing remedies and the specification of such
remedies shall not be deemed to be exclusive.
SECTION 22: Official Statement. The City Council ratifies and confirms
its prior approval of the form and content of the Official Statement prepared in the
initial offering and sale of the Bonds and hereby approves the form and content of any
addenda, supplement, or amendment thereto. The use of such Official Statement in the
reoffering of the Bonds by the Purchasers is hereby approved and authorized. The
proper officials of the City are hereby authorized to execute and deliver a certificate
pertaining to such Official Statement as prescribed therein, dated as of the date of
payment for and delivery of the Bonds.
SECTION 23: Printed Oninion. The Purchasers' obligation to accept
delivery of the Bonds is subject to its being furnished a final opinion of Fulbright &
Jaworski L.L.P., Attorneys at Law, approving certain legal matters as to the Bonds,
said opinion to be dated and delivered as of the date of initial delivery and payment for
the Bonds. Printing of a true and correct copy of said opinion on the reverse side of
each of the Bonds with appropriate certificate pertaining thereto executed by facsimile
signature of the City Secretary of the City is hereby approved and authorized.
SECTION 24: CUSIP Numbers. CUSIP numbers may be printed or typed
on the Bonds. It is expressly provided, however, that the presence or absence of CUSIP
numbers on the Bonds shall be of no significance or effect as regards the legality
thereof, and neither the City nor attorneys approving said Bonds as to legality are to
be held responsible for CUSIP numbers incorrectly printed or typed on the Bonds.
SECTION 25: Benefits of Ordinance. Nothing in this Ordinance, expressed
or implied, is intended or shall be construed to confer upon any person other than the
City, the Paying AgentlRegistrar, bond counsel, and the Holders any right, remedy, or
claim, legal or equitable, under or by reason of this Ordinance or any provision hereof,
this Ordinance and all its provisions being intended to be and being for the sole and
0306390.01
-25-
exclusive benefit of the City, the Paying AgentlRegistrar, bond counsel, and the
Holders.
SECTION 26: Inconsistent Provisions. All ordinances, orders, or
resolutions, or parts thereof, which are in conflict or inconsistent with any provision
of this Ordinance are hereby repealed to the extent of such conflict and the provisions
of this Ordinance shall be and remain controlling as to the matters contained herein.
SECTION 27: Governinl!' Law. This Ordinance shall be construed and
enforced in accordance with the laws of the State of Texas and the United States of
America.
SECTION 28: Effect of Headinl!'S. The Section headings herein are for
convenience only and shall not affect the construction hereof.
SECTION 29: Severabilitv. If any provision of this Ordinance or the
application thereof to any circumstance shall be held to be invalid, the remainder ofthis
Ordinance and the application thereof to other circumstances shall nevertheless be
valid, and this City Council hereby declares that this Ordinance would have been
enacted without such invalid provision.
SECTION 30: Public Meetinl!'. It is officially found, determined, and
declared that the meeting at which this Ordinance is adopted was open to the public
and public notice of the time, place, and subject matter of the public business to be
considered at such meeting, including this Ordinance, was given, all as required by
Chapter 551, as amended, Texas Government Code.
SECTION 31: Authorization of Pavinl!' Al!'entlRegistrar Al!'reement. The
City Council of the City hereby finds and determines that it is in the best interest of
the City to authorize the execution of a Paying AgentlRegistrar Agreement concerning
the payment, exchange, and transferability of the Certificates. A copy of the Paying
AgentlRegistrar Agreement is attached hereto, in substantially final form, as Exhibit A
and is incorporated by reference to the provisions of this Ordinance.
SECTION 32: Incornoration of Preamble Recitals. The recitals contained
in the preamble to this Ordinance are hereby found to be true, and such recitals are
hereby made a part of this Ordinance for all purposes and are adopted as a part of the
judgment and findings of the City Council.
SECTION 33: Construction of Terms. If appropriate in the context of this
Ordinance, words of the singular number shall be considered to include the plural,
words of the plural number shall be considered to include the singular, and words of
the masculine, feminine or neuter gender shall be considered to include the other
genders.
SECTION 34: Unavailability of Authorized Publication. If, because of the
temporary or permanent suspension of any newspaper, journal, or other publication,
or, for any reason, publication of notice cannot be made meeting any requirements
herein established, any notice required to be published by the provisions of this
0306890.01
-26-
Ordinance shall be given in such other manner and at such time or times as in the
judgment of the City or of the Paying AgentlRegistrar shall most effectively
approximate such required publication and the giving of such notice in such manner
shall for all purposes of this Ordinance be deemed to be in compliance with the
requirements for publication thereof.
SECTION 35: No Recourse Al!'ainst City. No recourse shall be had for the
payment of principal of, premium, if any, or interest on any Bond or for any claim
based thereon or on this Ordinance against any official of the City or any person
executing any Bond.
SECTION 36:
Continuinl!' Disclosure Undertakinl!'.
(a) Definitions.
As used in this Section, the following terms have the meanings ascribed
to such terms below:
"MSRB" means the Municipal Securities Rulemaking Board.
"NRMSIR" means each person whom the SEC or its staff has determined
to be a nationally recognized municipal securities information repository within the
meaning of the Rule from time to time.
"Rule" means SEC Rule 15c2-12, as amended from time to time.
"SEC" means the United States Securities and Exchange Commission.
"SID" means any person designated by the State of Texas or an authorized
department, officer, or agency thereof as, and determined by the SEC or its staff to be,
a state information depository within the meaning of the Rule from time to time.
(b) Annual Reports.
The City shall provide annually to each NRMSIR and any SID, within six
months after the end of each fiscal year ending in or after 1998, financial information
and operating data with respect to the City of the general type included in the final
Official Statement authorized by Section 22 of this Ordinance, being the information
described in Exhibit B hereto. Any financial statements so to be provided shall be
(1) prepared in accordance with the accounting principles described in Exhibit B hereto,
or such other accounting principles as the City may be required to employ from time
to time pursuant to state law or regulation and (2) audited, if the City commissions an
audit of such statements and the audit is completed within the period during which
they must be provided. If the audit of such financial statements is not complete within
such period, then the City shall provide unaudited financial statements for the
applicable fiscal year to each NRMSIR and any SID, with the financial information and
operating data and will file the annual audit report when and if same becomes
available.
0306890.01
-27-
If the City changes its fiscal year, it will notify each NRMSIR and any SID
of the change (and of the date of the new fiscal year end) prior to the next date by
which the City otherwise would be required to provide financial information and
operating data pursuant to this Section.
The financial information and operating data to be provided pursuant to
this Section may be set forth in full in one or more documents or may be included by
specific reference to any document (including an official statement or other offering
document, if it is available from the MSRB) that theretofore has been provided to each
NRMSIR and any SID or filed with the SEC.
(c) Material Event Notices.
The City shall notify any SID and either each NRMSIR or the MSRB, in
a timely manner, of any of the following events with respect to the Bonds, if such event
is material within the meaning of the federal securities laws:
A. Principal and interest payment delinquencies;
B. Non-payment related defaults;
C. Unscheduled draws on debt service reserves reflecting financial
difficulties;
D. Unscheduled draws on credit enhancements reflecting financial
difficulties;
E. Substitution of credit or liquidity providers, or their failure to
perform;
F. Adverse tax opinions or events affecting the tax-exempt status of
the Bonds;
G. Modifications to rights of holders of the Bonds;
H. Bond calls;
I. Defeasances;
J. Release, substitution, or sale of property securing repayment of the
Bonds; and
K. Rating changes.
The City shall notify any SID and either each NRMSIR or the MSRB, in
a timely manner, of any failure by the City to provide financial information or
operating data in accordance with this Section by the time required by this Section.
0306390.01
-28-
Cd) Limitations, Disclaimers, and Amendments.
The City shall be obligated to observe and perform the covenants specified
in this Section with respect to the City and the Bonds while, but only while, the City
remains an "obligated person" with respect to the Bonds within the meaning of the
Rule, except that the City in any event will give the notice required by subsection (c)
hereof of any Bond calls and defeasance that cause the City to be no longer such an
"obligated person".
The provisions of this Section are for the sole benefit of the Holders and
beneficial owners of the Bonds, and nothing in this Section, express or implied, shall
give any benefit or any legal or equitable right, remedy, or claim hereunder to any
other person. The City undertakes to provide only the financial information, operating
data, financial statements, and notices which it has expressly agreed to provide
pursuant to this Section and does not hereby undertake to provide any other
information that may be relevant or material to a complete presentation of the City's
financial results, condition, or prospects or hereby undertake to update any information
provided in accordance with this Section or otherwise, except as expressly provided
herein. The City does not make any representation or warranty concerning such
information or its usefulness to a decision to invest in or sell Bonds at any future date.
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO
THE HOLDER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER
PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR
IN PART FROM ANY BREACH BY THE CITY, WHETHER NEGLIGENT OR
WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS
SECTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN
CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL
BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE.
No default by the City in observing or performing its obligations under
this Section shall comprise a breach of or default under the Ordinance for purposes of
any other provision of this Ordinance.
Nothing in this Section is intended or shall act to disclaim, waive, or
otherwise limit the duties of the City under federal and state securities laws.
The provisions of this Section may be amended by the City from time to
time to adapt to changed circumstances that arise from a change in legal requirements,
a change in law, or a change in the identity, nature, status, or type of operations of the
City, but only if (1) the provisions of this Section, as so amended, would have permitted
an underwriter to purchase or sell Bonds in the primary offering of the Bonds in
compliance with the Rule, taking into account any amendments or interpretations of
the Rule to the date of such amendment, as well as such changed circumstances, and
(2) either (a) the Holders of a majority in aggregate principal amount (or any greater
amount required by any other provision of this Ordinance that authorizes such an
amendment) of the Outstanding Bonds consent to such amendment or (b) a person that
is unaffiliated with the City (such as nationally recognized bond counsel) determines
that such amendment will not materially impair the interests of the Holders and
0306890.01
-29-
beneficial owners of the Bonds. The City may also repeal or amend the provisions of
this Section if the SEC amends or repeals the applicable provisions of the Rule or any
court of final jurisdiction enters judgment that such provisions of the Rule are invalid,
and the City also may amend the provisions of this Section in its discretion in any
other manner or circumstance, but in either case only if and to the extent that the
provisions of this sentence would not have prevented an underwriter from lawfully
purchasing or selling the Bonds in the primary offering of the Bonds, giving effect to
(a) such provisions as so amended and (b) any amendments or interpretations of the
Rule. If the City so amends the provisions of this Section, it shall include with any
amended financial information or operating data next provided in accordance with this
Section an explanation, in narrative form, of the reasons for the amendment and of the
impact of any change in the type of financial information or operating data so provided.
SECTION 37:
Book-Entrv Onlv Svstem.
It is intended that the Bonds initially be registered so as to participate in a
securities depository system (the DTC System) with the Depository Trust Company,
New York, New York, or any successor entity thereto (DTC), as set forth herein. Each
Stated Maturity of the Bonds shall be issued (following cancellation of the Initial Bonds
described in Section 7) in the form of a separate single definitive Bond. Upon issuance,
the ownership of each such Bond shall be registered in the name of Cede & Co., as the
nominee of DTC, and all of the Outstanding Bonds shall be registered in the name of
Cede & Co., as the nominee of DTC. The City and the Paying AgentlRegistrar are
authorized to execute, deliver, and take the actions set forth in such letters to or
agreements with DTC as shall be necessary to effectuate the DTC System, including the
Letter of Representation attached hereto as Exhibit C (the Representation Letter).
With respect to the Bonds registered in the name of Cede & Co., as nominee of
DTC, the City and the Paying AgentlRegistrar shall have no responsibility or obligation
to any broker-dealer, bank, or other financial institution for which DTC holds the
Bonds from time to time as securities depository (a Depository Participant) or to any
person on behalf of whom such a Depository Participant holds an interest in the Bonds
(an Indirect Participant). Without limiting the immediately preceding sentence, the
City and the Paying AgentlRegistrar shall have no responsibility or obligation with
respect to (i) the accuracy of the records of DTC, Cede & Co., or any Depository
Participant with respect to any ownership interest in the Bonds, or (ii) the delivery to
any Depository Participant or any other person, other than a registered owner of the
Bonds, as shown on the Security Registrar, of any notice with respect to the Bonds,
including any notice of redemption, or (iii) the delivery to any Depository Participant
or any Indirect Participant or any other person, other than a Holder of a Bond, of any
amount with respect to principal of, premium, if any, or interest on the Bonds. While
in the DTC System, no person other than Cede & Co., or any successor thereto, as
nominee for DTC, shall receive a Bond evidencing the obligation of the City to make
payments of principal, premium, if any, and interest pursuant to this Ordinance. Upon
delivery by DTC to the Paying AgentlRegistrar of written notice to the effect that DTC
has determined to substitute a new nominee in place of Cede & Co., and subject to the
provisions in this Ordinance with respect to interest checks or drafts being mailed to
the Holder, the word "Cede & Co." in this Ordinance shall refer to such new nominee
of DTC.
0306890.01
-30-
In the event that (a) the City determines that DTC is incapable of discharging
its responsibilities described herein and in the Representation Letter, (b) the
Representation Letter shall be terminated for any reason, or (c) DTC or the City
determines that it is in the best interest of the beneficial owners of the Bonds that they
be able to obtain certificated Bonds, the City shall notify the Paying Agent/Registrar,
DTC, and the Depository Participants of the availability within a reasonable period of
time through DTC of bond certificates, and the Bonds shall no longer be restricted to
being registered in the name of Cede & Co., as nominee of DTC. At that time, the City
may determine that the Bonds shall be registered in the name of and deposited with
a successor depository operating a securities depository system, as may be acceptable
to the City, or such depository's agent or designee, and if the City and the Paying
AgentlRegistrar do not select such alternate securities depository system then the
Bonds may be registered in whatever name or names the Holders of Bonds transferring
or exchanging the Bonds shall designate, in accordance with the provisions hereof.
Notwithstanding any other provision of this Ordinance to the contrary, so long
as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments
with respect to principal of, premium, if any, and interest on such Bond and all notices
with respect to such Bond shall be made and given, respectively, in the manner
provided in the Representation Letter.
SECTION 38: Effective Date. This Ordinance shall be in force and effect
from and after its final passage and it is so ordained.
[The remainder of this page intentionally left blank]
0306890.01
-31-
PASSED AND APPROVED on first reading, this the 2nd day of December, 1997.
PASSED AND APPROVED on final reading, this the 16th day of December, 1997.
CITY OF SC ERTZ, TEXAS
~.
t:'.______
Mayor
ATTEST:
~~ t2&/~~
City Secretary
(CITY SEAL)
Exhibit A - Paying AgentlRegistrar Agreement
Exhibit B - Description of Annual Financial Information
Exhibit C - DTC Letter of Representations
0306890.01
-32-
EXHIBIT A
Paying AgentlRegistrar Agreement
See Tab No.
0306890.01
A-I
EXHIBIT B
DESCRIPTION OF ANNUAL FINANCIAL INFORMATION
The following information is referred to in Section 36 of this Ordinance.
Annual Financial Statements and Operating Data
The financial information and operating data with respect to the City to
be provided annually in accordance with such Section are as specified (and included in
the Appendix or under the headings of the Official Statement referred to) below:
1. The City's audited financial statements for the most recently
concluded fiscal year or to the extent these audited financial statements are not
available, the portions of the unaudited financial statements of the City
appended to the Official Statement as Appendix B, but for the most recently
concluded fiscal year.
2. Table 1 in the Official Statement and Tables 1 through in
Appendix A. -
Accounting Principles
The accounting principles referred to in such Section are generally
accepted accounting principles for governmental units as prescribed by the Government
Accounting Standards Board from time to time.
0306890.01
B-1
EXHIBIT C
DTC Letter of Representations
See Tab No.
0306890.01
C-l
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THE STATE OF Tt:XAS,
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FEBRUARY l'. 1998
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dayaf FEBRUARY
A.O., 1 9 9 8
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f"~*''''~ SARAH MeOFlANO
'f.! >;"),; Notaryl'IilIk:,SlatIoITll)(8S
\ \ ,,) My CommOs'" W"" 07.22.2001
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NctJry Pui::iic, GU3c3Il!~e Ccunty, Texas
I
ORDINANCE NO. 97.8-28
BY THE CITY COUNCIL
OF THI: ciTY OF
SCHERTZ. TEXAS AU-
THORIZING THE IS-
SUANCE OF OBLIGA-
TIONS DESIGNATED AS
'CITY OF SCHERTZ,
TEXAS GENERAL OBLI-
GATION BONDS, SERIES
1997'; LEVYING A CON.
TINUING DIRECT AN-
NUAL AD VALOREM TAX
FOR THE PAYMENT OF
THE BONDS: PRESCRIB-
ING THE FORM, TERMS,
CONDITIONS AND RE.
SOLVING OTHER MAT-
TERS INCIDENT AND
RELATED TO THE IS.
SUANCE, SAlE AND OE-
LIVERY OF THE BONDS,
INCLUDING THE APPRO-
VAL AND DISTRIBUTION
OF AN OFFICIALSTATE-
MENT P&RT~NG
THERETO: AUTHORIZ:
ING THE EXECUTION OF
A PAYING AGENTIREGlS-
TRAR AGREEMENT AND
A LETTER OF REPRE.
SENTATlONS WITH THE
DEPOSITORY TRUST
COMPANY: AND PRO-
VIDING FOR AN EFFEC-
TIVE DATE.
PASSED, APPROVED
AND ADOPTED the 16th
day of December. 1997,
Nonna Althouse,
City SecretafY,
ORDINANCE NO. 97-B-28
BY THE CITY COUNCIL
OF THE CITY OF
SCHER7Z, TEXAS AU-
THORIZING THE IS-
SUANCE OF OBLIGA-
TIONS OESIGNATEO AS
'CITY OF SCHERTZ,
TEXAS GENERAL OBLI-
GATION BONOS. SERIES
1997'; LEVYING A CON-
TINUING DIRECT AN-
NUAL AD VALOREM TAX
FOR THE PAYMENT OF
THE BONDS: PRESCRIB-
ING THE FORM, TERMS,
CONDITIONS AND RE-
SOLVING OTHER MAT-
TERS INCIDENT AND
RELATED TO THE IS-
SUANCE, SALE AND DE-
LIVERY OF THE BONOS,
INCLUOING THE APPRO-
VAL ANO OISTRIBUTION
OF AN OFFICIAL ST A TE-
MENT PERTAINING
THERETO: AUTHORIZ-
ING THE EXECUTION OF
A PAYING AGENTIREGIS.
TRAR AGREEMENT ANO
A LET R OF REPRE-
SENTA S WITH THE
OEPOSI ORY TRUST
CO A ; ANO PRO-
VIOl AN EFFEC-
TIVE .~."'"
(J~
PASS"'O. APPHOV~O
AND AIXlP1ED the 16th
day of December, 1997,
Norma Althouse,
City Secretary.
.
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THE STATE OF T cNl.S,
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11 0 Legal Notices
.
11 0 ,egal Notices
INANCE
BY THE TY COUNCIL
OF THE CITY OF
SCHERTZ, TEXAS AU-
THORIZIN THE is-
SUANCE F OBliGA-
TIONS DES NA TEO AS
"CITY OF SCHERTZ,
TEXAS GENERAL OBLI-
. GATION BONDS, SERIES
1997"; LEVYING A CON-
TINUING OIRECT AN-
NUAL AD VALOREM TAX
FOR THE PAYMENT OF
THE BONDS; PRESCRIB-
ING THE FORM, TERMS,
CONDITIONS, ANO RE-
SOLVING OTHER MAT-
TERS INCIDENT AND
RELATED TO THE IS-
SUANCE, SALE ANO DE-
LIVERY OF THE BONDS,
INCLUOING THE APPRO-
VAL ANO OISTRIBUTION
OF AN OFFICiAL ST A TE-
MENT PERTAINING
THERETO; AUTHORIZ-
ING THE EXECUTION OF
A PAYING AGENT/RESIG-
TRAR AGREEMENT AND
A LETTER OF REPRE-
SENTATIONS WITH THE
DEPOSITORY TRUST
COMPANY; AND PRO-
VIOING FOR AN EFFEC-
TIVE DATE.
Approved on first reading the
2nd day of December, 1997,
Norma Althouse, City Sec.
retary
AN OROINANCE
'BY THE CITY COUNCIL
OF THE CITY OF
SCHERTZ, TEXAS AU-
THORIZING THE IS-
. SUANCE OF OBLiGA-
: TIONS DESIGNATEO AS
: "CITY OF SCHERTZ,
TEXAS GENERAL OBli-
GATION BONDS, SERiES
. 1997"; LEVYING A CON-
TINUiNG OIRECT AN-
NUAL AD V ALOREM TAX
FOR THE PAYMENT OF
THE BONOS; PRESCRIB-
ING THE FORM, TERMS,
CONDITIONS, AND RE-
SOLVING OTHER MAT-
TERS INCIDENT AND
RELATED TO THE IS-
SUANCE, SALE AND OE-
LIVERY OF THE BONDS,
INCLUOING THE APPRO-
VAL AND DISTRIBUTION
OF AN OFFICIAL STATE-
MENT PERTAINING
THERETO; AUTHORIZ-
ING THE EXECUTION OF
A PAYING AGENT/RESIG-
TRAR AGREEMENT ANO
A LETTER OF REPRE-
SENTATIONS WITH THE
DEPOSITORY TRUST
COMPANY; ANO PRO-
VIDING FOR AN EFFEC-
TIVE DATE.
Approved on first reading the
2nd day of December, 1997.
Norma Althouse, City Sec-
retary.
fH;CEIVEO NO\! 2 5 1~9?
FULBRIGHT & JAWORSKI
L.L.P.
A REGISTERED LIMITED LiABILITY PARTNERSHIP
300 CONVENT STREET, SUITE 2200
SAN ANTONIO, TEXAS 78205
HOUSTON
WASHINGTON, D.C.
AUSTIN
SAN ANTONIO
DALLAS
NEW YORK
LOS ANGELES
LONDON
HONG KONG
TELEPHONE: 210/224-5575
FACSIMILE: 210/270-7205
WRITER"S DIRECT DIAL NUMBER:
210/270-7131
November 24, 1997
Re: City of Schertz, Texas General Obligation Bonds, Series 1997
Mr. Kerry R. Sweatt
City Manager
City of Schertz, Texas
1400 Schertz Parkway
Schertz, Texas 78154
BY HAND DELIVERY
Dear Kerry:
I enclose as Exhibits A and B, respectively, the agenda items that should be
utilized in preparing the agenda for the scheduled December 2, 1997 and December 16,
1997 meetings of the City Council concerning the captioned financing, Thank you for
ensuring that these agenda items are posted in accordance with the provisions of the
Texas Open Meetings Act, I also enclose a copy of the Bond Ordinance for inclusion
in your agenda packets for these scheduled meetings. This Bond Ordinance may be
slightly revised based upon Mark McLiney's final allocation of the proceeds of the
bonds with respect to the voted authorization,
Thank you, in advance, for your prompt attention to this matter. If you have
any questions concerning this matter, please do not hesitate to contact me,
WJKltmg
Enclosures
0307030
Mr. Kerry R. Sweatt
November 24, 1997
Page 2
cc: Mr. Michael L. Spain
City Attorney
City of Schertz, Texas
Fulbright & Jaworski L,L.P.
300 Convent Street, Suite 2200
San Antonio, Texas 78205
Mr. Mark McLiney
Southwest Securities, Inc.
711 Navarro, Suite 490
San Antonio, Texas 78205
Mr. Juan F. Aguilera (Firm)
Mr, F. Gil Olivares (Firm)
0307030
0307030
EXHIBIT A
CONSIDERATION AND FIRST READING OF AN ORDINANCE BY
THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS
AUTHORIZING THE ISSUANCE OF OBLIGATIONS DESIGNATED AS
"CITY OF SCHERTZ, TEXAS GENERAL OBLIGATION BONDS,
SERIES 1997"; LEVYING A CONTINUING DIRECT ANNUAL AD
VALOREM TAX FOR THE PAYMENT OF THE BONDS;
PRESCRIBING THE FORM, TERMS, CONDITIONS, AND RESOLVING
OTHER MATTERS INCIDENT AND RELATED TO THE ISSUANCE,
SALE, AND DELIVERY OF THE BONDS, INCLUDING THE
APPROVAL AND DISTRIBUTION OF AN OFFICIAL STATEMENT
PERTAINING THERETO; AUTHORIZING THE EXECUTION OF A
PAYING AGENTIREGISTRAR AGREEMENT AND A LETTER OF
REPRESENTATIONS WITH THE DEPOSITORY TRUST COMPANY;
AND PROVIDING FOR AN EFFECTIVE DATE
EXHIBIT B
1. RECEIPT OF BIDS RELATING TO THE SALE OF BONDS
DESIGNATED AS "CITY OF SCHERTZ, TEXAS GENERAL
OBLIGATION BONDS, SERIES 1997"; CONSIDERATION AND
APPROVAL OF FINANCIAL ADVISOR'S RECOMMENDATION
CONCERNING THIS MATTER; AND OTHER MATTERS IN
CONNECTION THEREWITH
2, CONSIDERATION, SECOND READING, AND ADOPTION OF AN
ORDINANCE BY THE CITY COUNCIL OF THE CITY OF SCHERTZ,
TEXAS AUTHORIZING THE ISSUANCE OF OBLIGATIONS
DESIGNATED AS "CITY OF SCHERTZ, TEXAS GENERAL
OBLIGATION BONDS, SERIES 1997"; LEVYING A CONTINUING
DIRECT ANNUAL AD VALOREM TAX FOR THE PAYMENT OF THE
BONDS; PRESCRIBING THE FORM, TERMS, CONDITIONS, AND
RESOLVING OTHER MATTERS INCIDENT AND RELATED TO THE
ISSUANCE, SALE, AND DELIVERY OF THE BONDS, INCLUDING
THE APPROVAL AND DISTRIBUTION OF AN OFFICIAL
STATEMENT PERTAINING THERETO; AUTHORIZING THE
EXECUTION OF A PAYING AGENTIREGISTRARAGREEMENT AND
A LETTER OF REPRESENTATIONS WITH THE DEPOSITORY
TRUST COMPANY; AND PROVIDING FOR AN EFFECTIVE DATE
0307030