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1981B9- AUTHORIZING THE ISSURANCE OF $150,000 PRINCIPAL AMOUNT -#5/-13- 7 AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS, AUTHORIZING THE ISSUANCE OF $150,000 PRINCIPAL AMOUNT OF CERTIFICATES OF OBLIGATION OF SAID CITY TO BE KNOWN AS "CITY OF SHCERTZ, TEXAS, COMBINATION TAX AND JUNIOR LIEN REVENUE CERTIFICATES OF OBLIGATION, SERIES 1981" FOR THE PURPOSE OF PAYING CONTRACTUAL OBLIGATIONS TO BE INCURRED IN CONSTRUCTING IMPROVEMENTS, EXTENSIONS, ENLARGEMENTS AND REPAIRS TO THE CITY'S WATERWORKS SYSTEM; PRESCRIBING THE MATURITIES OF SAID CERTIFICATES AND THE INTEREST RATES PROVIDING THAT SAID CERTIFICATES SHALL BE PAYABLE FROM THE PROCEEDS OF AD VALOREM TAXES AND CERTAIN NET REVENUES OF THE CITY'S UTILITY SYSTEM; PROVIDING THE FORM OF SAID CERTIFICATES; CONFIRMING THE SALE OF SAID CERTIFICATES; AND Ml\KING OTHER PROVISIONS PERTAINING TO THE SUBJECT AND PURPOSE OF THIS ORDINANCE. * * * * * * * * * * * * * * * * * * * * * * * * WHEREAS, the City Council of the City of Schertz, Texas, has heretofore determined that it is necessary to construct certain improvements, extensions, enlargements and repairs to the City's Waterworks System (hereinafter referred to as "water system improvements"); and WHEREAS, the City Council finds and determines that the construction of said water system improvements will constitute a public work; and WHEREAS, the City Council, having found and determined that the City does not have available unencumbered funds for the purpose of making such improvements, and further found and determined that it will be in the best interest of the City and its residents to issue and sell certificates of obligation for such purpose; and WHEREAS, the City Council caused Notice of Intention to Issue Certificates of Obligation to be published in a newspaper of general circulation in said City once a week for two (2) consecutive weeks, the date of the first publication of said Notice being not less than fourteen (14) days prior to the date set forth in said Notice that the City Council tenatively proposes to authorize the issuance of said certificates of obligation; and '" WHEREAS, the City Council finds and determines that no petition has been filed with the City Secretary, the Mayor, any councilmember or any other official of the City of Schertz, Texas, protesting the issuance of said certificates or requesting that an election be held on the question of the issuance thereof; and WHEREAS, the City Council now desires to authorize the issuance of said certificates of obligation and to make and provide for their sale and delivery; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS: Section 1: That for the purpose of acquiring funds to pay contractual obligations to be incurred in connection with the construction of improvements, extensions, enlargements and repairs to the City's waterworks system and to pay engineer's fees, financial advisor's fees and legal fees incurred in connection therewith, there shall be and there is hereby ordered to be issued under and by virtue of Article 823, Articles 1111 to 1118, inclusive, and Articles 2368a.l, Texas Revised Civil Statutes, a series of certificates of obligation of the City of Schertz, Texas, to be known as "CITY OF SCHERTZ, TEXAS, COMBINATION TAX AND JUNIOR LIEN REVENUE CERTIFICATES OF OBLIGATION, SERIES 1981" in the principal amount of $150,000. Section 2: That said certificates of obligation shall be numbered from one (1) to thirty (30), both inclusive, in the denomination of Five Thousand Dollars ($5,000) each. Section 3: That said certificates shall be dated FEBRUARY 1, 1981,shall bear interest at the rates and shall become due and payable serially on February 1 of each of the years as shown in the following schedule, to-wit: CERT. NO. DATE OF INTEREST (Both Incl. ) MATURITY AMOUNT RATES 1 1983 $ 5,000 10.00 ~ 0 2 1984 5,000 10.00 0 '6 3 1985 5,000 10.00 % 4 1986 5,000 10.00 % 5 1987 5,000 10.00 0 '6 6 1988 5,000 10.00 % 7 1989 5,000 10.00 % 8 - 9 1990 10,000 10.00 % 10 11 1991 10,000 10.00 0 '6 12 - 13 1992 10,000 9.90 0 0 14 - 15 1993 10,000 9.30 % --~- 16 - 17 1994 10,000 9.50 % 18 - 19 1995 10,000 9.70 0 0 20 - 22 1996 15,000 9.90 % 23 - 26 1997 20,000 10.00 0 0 27 - 30 1998 20,000 10.00 g. 0 PROVIDED, HOWEVER, the City of Schertz, Texas, reserves the right to redeem the certificates of this series maturing February 1, 199E and subsequent, in whole or in part (but in inverse numerical order if less than all), on February 1, 1995, or on any interest payment date thereafter, at the price of par and accrued interest to the date of redemption; PROVIDED, FURTHER, that at least thirty (30) days prior to a date any of said certificates are to be redeemed, a notice of redemption, singed by the City Secretary (specifying the serial numbers and amount of certificates to be redeemed), shall have been filed with the SCHERTZ STATE BANK, Schertz, Texas (the paying agent named in each of said certificates); and if the City shall have made available by the date of redemption funds in amounts sufficient to pay the certificates to be redeemed and accrued interest thereon, any certificate or certificates not presented for redemption pursuant to such notice shall cease to bear interest from and after the date so fixed for redemption. Section 4: That said certificates shall bear interest from date to maturity at the per annum rates shown above; such interest to be evidenced by proper coupons attached to each of said certificatef and said interest shall be payable on February 1, 1982, and semi- annually thereafter on August 1 and February 1 in each year. Section 5: That both principal of and interest on this issue of certificates shall be payable in lawful money of the United States of America, without exchange or collection charges to the owner or holder, at the Schertz State Bank, Schertz, Texas, upon presentation and surrender of certificates or proper coupons. Section 6: That the seal of said City may be impressed on each of said certificates, or in the alternative, a facsimile of such seal may be printed on the said certificates. The certificates and interest coupons appurtenant thereto may be executed by the imprinted facsimile signatures of the Mayor and City Secretary of the City and execution in such manner shall have the same effect as if such certificates or coupons had been signed manually by the Mayor and City Secretary. Inasmuch as such certificates are required to be registered by the Comptroller of Public Accounts for the State of Texas, only his signature (or that of a deputy designated in writing to act for the Comptroller) shall be required to be manually subscribed to such certificates in connection with his registration certificate to appear thereon, as hereinafter provided, all in accordance with the provisions of Article 7l7j-l, V.A.T.C.S. Section 7: That the form of said certificates shall be substantially as follows, to-wit: NO. $ 5,000 UNITED STATES OF AMERICA STATE OF TEXAS COUNTIES OF GUADALUPE, BEXAR AND COMAL CITY OF SCHERTZ, TEXAS, COMBINATION TAX AND JUNIOR LIEN REVENUE CERTIFICATE OF OBLIGATION, SERIES 1981 * * * * * * * * * * * * * * * * * * * * * * * KNOW ALL MEN BY THESE PRESENTS: That the City of Schertz, Texas, a municipal corporation duly incorporated and existing under the laws of the State of Texas, FOR VALUE RECEIVED, acknowledges itself indebted to and hereby promises to pay to bearer FIVE THOUSAND DOLLARS ($5,000) in lawful money of the United States of America, on the 1st day of February, 19________ with interest thereon from date hereof at the rate of PERCENT ( %) per annum, said interest being payable on February 1, 1982 and semi- annually thereafter on August 1 and February 1 of each year, upon presentation and surrender of certificate or properly annexed interest coupon as they severally mature. BOTH PRINCIPAL OF AND INTEREST ON this certificate are hereby made payable without exchange or collection charges to the holder at SCHERTZ STATE BANK, SCHERTZ, TEXAS, and for the prompt payment of the interest on this certificate and the principal thereof at maturity, the full faith, credit and resources of the City of Schertz, Texas, are hereby irrevocably pledged. THIS CERTIFICATE is one of a series of like tenor and effect (except as to number, maturity, interest rate and right of prior redemption), numbered consecutively from One (1) to Thirty (30), both inclusive, in the denomination of Five Thousand Dollars ($5,000) each, aggregating the principal sum of ONE HUNDRED FIFTY THOUSAND DOLLARS ($150,000), issued for the purpose of obtaining funds to pay contractual obligations incurred or to be incurred in the making of certain improvements, extensions, enlargements and repairs to the City's Waterworks System, and to pay engineer's fees, financial advisor's fees, legal fees and other incidental expenses incurred in connection therewith, under and in strict conformity with the Constitution and laws of the State of Texas, particularly Articles 833, 1111 to 1118, inclusive, and Article 2368a.l, Texas Revised Civil Statutes, and in accordance with an ordinance duly passed by the City Council of the City of Schertz, Texas, which ordinance is of record in the minutes of said City Council. THE DATE of this certificate, in conformity with the ordinance above referred to is FEBRUARY 1, 1981. AS SPECIFIED in the ordinance hereinabove mentioned, the City reserves the right to redeem the certificates of said series maturing February 1, 1996 and subsequent, in whole or in part (but in inverse numerical order if less than all), on February 1, 1995, or on any interest payment date thereafter, at the price of par and accrued interest to the date of redemption; PROVIDED, HOWEVER, that at least thirty (30) days prior to a date any of said certificates are to be redeemed, a notice of redemption, signed by the City Secretary (specifying the serial numbers and amounts of bonds to be redeemed), shall have been filed with the SCHERTZ STATE BANK, SCHERTZ, TEXAS; and if the City shall have made available by the date of redemption funds in amounts sufficient to pay the certificates to be redeemed and accrued interest thereon, any certificate or certificates not presented for redemption pursuant to such notice shall cease to bear interest from and after the date so fixed for redemption. THIS CERTIFICATE and the series of which it is a part are payable from a levy of ad valorem taxes upon all taxable property in said City, and are further payable from and secured by a lien on and pledge of certain Net Revenues derived from the operation of the City's Combined Waterworks and Sanitary Sewer Systems (after first making all payments required by the ordinances authorizing the issuance of the outstanding bonds of said City entitled CITY OF SCHERTZ, TEXAS, UTILITY SYSTEM REVENUE BONDS, SERIES 1968, dated March 1, 1968, the outstanding bonds of said City entitled CITY OF SCHERTZ, TEXAS, UTILITY SYSTEM REVENUE BONDS, SERIES 1973, dated April 1, 1973, the outstanding bonds of said City entitled CITY OF SCHERTZ, TEXAS, UTILITY SYSTEM REVENUE BONDS, SERIES 1975, dated March 1, 1975, and the CITY OF SCHERTZ, TEXAS, UTILITY SYSTEM REVENUE BONDS, SERIES 1981, dated February 1, 1981, now in the process of issuance (the "First Lien Bonds"); and provided Iurther that in the event of the later acquisition of an electric light and power and/or natural gas system, then this certificate, and the series of which it is a part, shall be further payable from and secured by a lien on the revenues of certain Net Revenues derived from the operation of the City's Combined Waterworks, Sanitary Sewer, Electric Light and Power and/or Natural Gas Systems (after first making all payments required by the ordinances authorizing issuance of the aforesaid First Lien Bonds. THE CITY, however, expressly reserves the right to issue additional obligations on a parity with and payable from the same revenues as the aforesaid First Lien Bonds and further reserves the right to issue additional obligations on a parity with certificates of this series and payable from the same source or sources of Net Revenues and/or taxes securing the payment of this certificate and the series of which it is a part; provided, however, that any and all such additional parity obligations may be issued only in accordance with and subject to the covenants, conditions, liens and restrictions relative thereto, which are set out in the ordinances authorizing the issuance of said First Lien Bonds and/or the ordinance authorizing this series of Certificates, to which ordinances reference is hereby made for more complete and full particulars. IT IS HEREBY CERTIFIED AND RECITED that the issuance of this certificate, and the series of which it is a part, is duly authorized by law; that all acts, conditions and things required to be done precedent to and in the issuance of this series of certificates of obligation, and of this certificate, have been properly done and performed, and have happened in regular and due time, form and manner as required by law; that sufficient and proper provision for the levy and collection of taxes has been made, which tax~s, when collected, shall be appropriated exclusively to the payment of this series of certificates and to the payment of the interest coupons thereto annexed as the same shall become due; that further provision for the payment of the principal of and interest on this certificate and the series of which it is a part has been made by irrevocably pledging the above mentioned Net Revenues; and that the total indebtedness of said City, including this certificate and the series of which it is a part, does not exceed any Constitutional or statutory limitations. IN WITNESS WHEREOF, the City of Schertz, by its City Council, has caused the corporate seal of said City to be impressed or a facsimile thereof to be printed hereon, and this certificate to be executed by imprinting hereon the facsimile signatures of the Mayor of the City of Schertz, Texas, and countersigned by imprinting hereon the facsimile signatures of the City Secretary of said City, and the interest coupons hereto attached to be executed by the imprinted facsimile signatures of said Mayor and City Secretary (all in accordance with the provisions of Article 717j-l, Revised Civil Statutes of Texas, as amended), as of the date of Lhis bond, the 1ST DAY OF COUNTERSIGNED: LP Q":.1 ;/ 7ayor m ty 1/ \.. xas FEBRUARY, 1981. City Secretary, City of Schertz, Texas (SEAL OF CITY) Section 8: That the form of said interest coupons shall be substantially as follows: NO. $ ON THE FIRST DAY OF , 19 *(Unless the certificate to which this coupon appertains has been redeemed in accordance with its terms), the City of Schertz, in the Counties of Guadalupe, Bexar and Comal, State of Texas, hereby promises to pay to bearer, out of funds specified in the certificate to which this coupon is attached, the amount shown hereon in lawful money of the United States of America, upon presentation and surrender of this coupon, at the Schertz State Bank, Schertz, Texas, without exchange or collection charges, such amount being interest due on such date on CITY OF SCHERTZ, TEXAS, COMBINATION TAX AND JUNIOR LIEN REVENUE CERTIFICATES OF OBLIGATION, SERIES 1981, dated February 1, 1981, Certificate No. City Secretary Mayor The expression in parentheses to be included *NOTE TO PRINTER: only in coupons maturing on August 1, 1995 and subsequent pertaining to optional certificates maturing in the years 1996 through 1998. Section 9: That substantially the following shall be printed on the back of each certificate: OFFICE OF THE COMPTROLLER 5 REGISTER NO. STATE OF TEXAS 5 I HEREBY CERTIFY that there is on file and of record in my office a certificate of the Attorney General of the State of Texas to the effect that this certificate has been examined by him as required by law, and that he finds that it has been issued ~n conformity with the Constitution and laws of the State of Texas, and that it is a valid and binding obligation of the City of Schertz, Texas, payable from ad valorem taxes and the revenues pledged to its payment by and in the ordinance authorizing same, and said certificate has this day been registered by me. WITNESS MY HAND AND SEAL OF OFFICE at Austin, Texas, this Comptroller of Public Accounts of the State of Texas Section 10: That, for the purpose of this ordinance, the following words and terms shall mean and include, and are hereby defined as follows: (a) City - shall mean and refer to the City of Schertz, Texas, and where appropriate, the City Council of said City. (b) System or Systems - shall mean and refer to the combined Waterworks and Sanitary Sewer System of the City of Schertz, Texas, and in the event of the later acquisition of an electric light and power and/or natural gas system, then the combined Waterworks, Sanitary Sewer, Electric Light and Power and/or Natural Gas Systems, including all present and future extensions, additions, replacements and improvements thereto, whether situated within or without the limits of the City. (c) Net Revenues - as such term is used in this Ordinance shall mean and include the gross revenues derived from the operation of the System less the reasonable expense of maintenance and operation of said System, including all salaries, labor, materials inter~st, repairs and extensions necessary to ~ender efficient service, and every proper item of expense, as required by Article 1113, Revised Civil Statutes of Texas, as amended, and after deducting such sums as are necessary to meet the requirements set forth in the ordinances authorizing the issuance of the Series 1968 Bonds, the Series 1973 Bonds, the Series 1975 Bonds and the Series 1981 Bonds. (d) Series 1968 Bonds - shall mean and refer to the $579,000 CITY OF SCHERTZ, TEXAS, UTILITY SYSTEM REVENUE BONDS, SERIES 1968, dated March 1, 1968, authorized by ordinance of said City. (e) Series 1973 Bonds - shall mean and refer to the $165,000 CITY OF SCHERTZ, TEXAS, UTILITY SYSTEM REVENUE BONDS, SERIES 1973, dated April 1, 1973, authorized by ordinance of said City passed and adopted on May 1, 1973. (f) Series 1975 Bonds - shall mean and refer to the $325,000 CITY OF SCHERTZ, TEXAS, UTILITY SYSTEM REVENUE BONDS, SERIES 1975, dated March 1, 1975, authorized by ordinance of said City passed and adopted on March 12, 1975. (g) Series 1981 Bonds - shall mean and refer to the $475,000 CITY OF SCHERTZ, TEXAS, UTILITY SYSTEM REVENUE BONDS, SERIES 1981, dated February 1, 1981, authorized by an ordinance of said City passed and adopted on March 16, 1981. (h) Additional Parity Obligations - shall mean and include any additional bonds or certificates of obligation which the City expressly reserves the right to issue in Section 13 of this ordinance. Section 11: That a special fund designated CITY OF SCHERTZ, TEXAS, COMBINATION TAX AND JUNIOR LIEN REVENUE CERTIFICATES OF OBLIGATION, SERIES 1981 INTEREST AND SINKING FUND (also referred to herein as CERTIFICATE FUND), is hereby created and all monies deposited therein shall be used to pay the interest on these certificates and additional parity obligations and the principal thereof at maturity and for no other purpose. That to provide for the payment of the debt service requirements for the certificates, being (a) the interest on said certificates; and (b) a sinking fund for their redemption at maturity or a sinking fund of two percent (2%) per annum (whichever amount is greater), there shall be and there lS hereby levied, for the current year and each succeeding year tehreafter while the certificates or any interest thereon shall remain outstanding and unpaid, a tax on each One Hundred Dollar ($100) valuation of all taxable property in said City, adequate to pay such debt service requirements. The taxes so levied and collected shall be paid into the Certificate Fund. The City Council hereby declares its purpose to provide and levy a tax legally and fully sufficient to pay the said debt service requirements as required by Article XI, Section 7 of the Constitution of the State of Texas, with full allowance being made for delinquencies and cost of collection, it having been determined that the existing and available taxing authority of the City is adequate to permit the levy and collection of a legally sufficient tax, taking into consideration all other outstanding obligations of the City. The City shall each year include in its annual tax levy a tax sufficient to meet the requirements of this ordinance. The City may, in determining the tax rate necessary to comply with this ordinance, take into consideration the amount then on deposit in the Certificate Fund after giving effect to principal and interest payments remaining in the then current fiscal year (which amount shall hereinafter be referred to as the "Adjusted Balance"). The annual tax rate so established must be sufficient to produce revenues in an amount which, when added to the Adjusted Balance, will be sufficient to pay all principal and interest requirements coming due on the next succeeding fiscal year. The City, ~n adopting its budget for each succeeding fiscal year, shall take into consideration the following factors in its determination of the amount of net revenues to be applied to the payment of debt service: 1. The amount of principal and interest scheduled to become due in the next succeeding fiscal year. 2. The amount on deposit in the Certificate Fund at the time of the adoption of the City's budget after giving effect to any principal and interest payments remaining in the current fiscal year. 3. The amount of net revenues projected as being available for the payment of debt service in the next succeeding fiscal year. Section 12: Net revenues from the operation of the System are hereby irrevocably pledged to the payment of these certificates and any additional parity obligations when issued in compliance with law and the terms and conditions of this ordinance. The City covenants and stipulates that it will deposit all revenues derived from the operation of the System into a special fund heretofore created by the City and herein confirmed and called the System Fund. The monies paid into said fund shall be used for the following purposes and in the following order of precedence: FIRST: From the monies in the System Fund, the City shall first pay expenses of operation and maintenance of the System, including all salaries, labor, repairs and other proper items of expense necessary to keep the System in operation and to render efficient serVlce. SECOND: The City next shall make all payments and deposits required to be made in the ordinances authorizing the Series 1968 Bonds, the Series 1973 Bonds, the Series 1975 Bonds and the Series 1981 Bonds. THIRD: The City shall pay into the Certificate Fund during each year that these certificates or any additional parity obligations are outstanding and unpaid, an amount equal to the total payments falling due during the next succeeding fiscal year of the City. Such amounts shall be paid into the Certificate Fund each year in substantially equal monthly installments from the monies in the System Fund to the extent required by this ordinance. If the net revenues in any month shall be insufficient to make the required payments into the Certificate Fund, then the amount of any such deficiency shall be added to the amount otherwise required to be paid into the Certificate Fund for the next month. The monies in the Certificate Fund shall be used solely for the purpose of paying interest on and principal of these certificates and any additional parity obligations until the same shall have been retired in full. FOURTH: After all requirements set forth in the first three provisions of this Section 12 have been satisfied, and all deficiencies in this Section 12 have been remedied, any funds remaining in the System Fund may be used for any lawful purpose. Section 13: That the City reserves the right to issue additional obligations on a parity with the Series 1968 Bonds, the Series 1973 Bonds, the Series 1975 Bonds and the Series 1981 Bonds when issued in compliance with law and the terms and conditions set forth in the ordinances authorizing said Bonds. The City further reserves the right to issue additional obligations on a parity with these certificates when issued in compliance with law and the terms and conditions hereinafter appearing; such additional parity obligations, when so issued, shall occupy a position of parity and equal dignity with these certificates and shall be equally secured by the same lien on and pledge of the net revenues of the System as is enjoyed by these certificates. The City hereby covenants and agrees that no additional prior lien bonds or parity obligations payable in whole or in part from the net revenues of the System shall be issued on a parity with these certificates unless and until the following conditions have been met, to-wit: (a) The City is not then in default as to any covenant, condition or obligation contained in this ordinance. (b) That the laws of the State of Texas in force at such time provide for the issuance of such additional parity obligations. Such additional parity obligations, when issued in accordance with the above, may be secured in whole or In part by a pledge of the net revenues of the System on a parity with the pledge securing these certificates, and the provisions of this ordinance relating to the use of revenues shall be applicable to such additional parity obligations as though the same were a part of this original authorization. The right to issue such additional parity obligations shall exist as often as the need therefor shall arise and so long as such additional parity obligations are issued in compliance with law and the terms and conditions contained in this ordinance. Section 14: That the City further covenants and agrees to maintain the System in good condition and operate the same in an efficient manner and at a reasonable cost. Section 15: That the City covenants and agrees that it will maintain a proper and complete system of records and accounts in which complete and correct entries shall be made pertaining to the net revenues, and that the owner or holder of these certificates or the duly authorized agent or agents of such owner or holder shall have the right at all reasonable times to inspect all such records and accounts, and to inspect the System and all properties comprising same. The City further agrees that it will cause an audit of such books and accounts to be made by an independent firm of Certified Public Accountants during each fiscal year. section 16: That the City hereby further covenants and warrants as follows: (a) That it has the lawful power to pledge the net revenues supporting the obligations authorized and permitted hereunder and it has lawfully exercised such power under the Constitution and laws of the State of Texas. (b) That other than for the payment of the Series 1968 Bonds, the Series 1973 Bonds, the Series 1975 Bonds, the Series 1981 Bonds and the obligations authorized herein, the rents, revenues, returns and income of the System and associated properties and facilities have not in any manner been pledged to the payment of any other debt or obligation of the City; and that the System is free and clear of all other encumbrances whatsoever, except as hereinabove stated. Section 17: That, in addition to any other rights and remedies provided by the laws of the State of Texas, the City further covenants and agrees that in the event of default in the payment of principal of or interest on any of the obligations authorized and permitted hereby when due, or failure to make the payments required into the Certificate Fund, or defaults in the observance or performance of any of the covenants, conditions or obligations set forth in this ordinance, the owner or owners of any of the obligations authorized or permitted hereby shall be entitled to apply for a writ of mandamus to a court of proper jurisdiction for the purpose of compelling and requiring the City and the officials thereof to observe and perform any covenants, obligations or conditions prescribed in this ordinance. No delay or omission to exercise any right or power accruing upon any default shall impair 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 as oten as may be deemed expedient. The specific remedies provided herein shall be cumulative of all other existing remedies, and the specification of such remedies shall not be deemed to be exclusive. section 18: That each of the certificates herein authorized shall be deemed and construed to be a "security" and as such, a negotiable instrument within the meaning of Article 8 of the Uniform Commercial Code. Section 19: Arbitr~~ Bon~Covenant - That the City hereby represents and certifies that based on facts, estimates and circumstances expected to exist on the date of the issue of the certificates it is not reasonable to anticipate that the proceeds thereof will be used in a manner which would cause them to be "arbitrage bonds" within the meaning of Section 103(c) of the Internal Revenue Code of 1954, as amended, or the regulations thereunder applicable thereto, and the officers of the City charged with the responsibilities in the issuance of the certificates are authorized and directed to make, execute and deliver certifications as to facts, estimates and circumstances in existence as of the date of the issue of the certificates and stating whether to the best of their knowledge and belief there are any facts, estimates or circumstances which would materially change the City's present expectations. The covenants herein made and the certifications herein authorized are for the benefit of the holders from time to time of the certificates and the coupons appertaining thereto and may be relied upon by said holders and by bond counsel. Section 20: That the City hereby retains the right to issue refundinq bonds to refund all or any part of its outstanding 8ombination tax and revenue certificates of obligation as permitted by and in accordance with any lawful method thereunto appertaining, it being provided, however, that no refunding bonds shall be issued which shall enjoy a lien on the net revenues superior to that possessed by these certificates or refunding bonds that shall be made to mature or bear interest in such manner or at such rates as will impair the security or interfere with the timely payment of principal or interest of the certificates not refunded. Section 21: None of the proceeds from the sale of the certificates herein authorized will be used to pay for work done by employees of the City of Schertz, Texas, and paid for as such work progresses. Section 22: That the Mayor is hereby authorized to take and have charge of all of the necessary records pending investigation by the Attorney General of the State of Texas, and registration by the Comptroller of Public Accounts of the State of Texas. When the certificates have been registered, said Comptroller is hereby authorized and instructed to deliver the certificates to the Mayor, or to his order or agent, and to take a receipt therefor. Section 23: Confirmation of Sale - That the bid of UNDERWOOD, NEUHAUS & CO., INC. for the certificates at the price of par and accrued interest to the date of delivery, having been heretofore accepted, the sale of the certificates is hereby coufi~med to said purchaser, aud the Mayor and City Manager of the City of Schertz are hereby authorized, directed and instructed to do all things necessary to deliver these certificates to said purchaser at THE CITY NATIONAL BANK OF AUSTIN, AUSTIN, TEXAS, at the aforesaid price, and it is hereby officially FOUND, DETERMINED AND DECLARED that said purchaser is the highest bidder for said certificates as a result of competitive bids having been st'bmitted to this City Council in response to public advertisement therefor made. Section 24: Invaliditv of Part of Ordinance - That, if ~ny secrion, paranranh, ~lallse nr provisinn of this ordinan~e shall be beld to be invalid for any reason, the invalidity thereof shall not affect any of the remaininq sectiops, paragraphs, clauses or provisions of this ordinance. Sectinn 25: Emerqency Clause - That the public importance of this measure and the prAssing need of the Citv to obtain funds for the purposes set forth in Section 1 of this ordinance, for the immediate preservation of the public peace. health and safetv of the citizens of said City. constitute and create an uroent public necessitv requirinq that this ordinance be passed and take effect as an emergenc" me~sure, and this ordinance is accordinqly passed as cn emergency measure, and shall take effect and be in force immediately from and after its passage. Section 26: Printing of Legal Opinion on Certificates - That the purchaser above named having purchased the certificates herein authorized subject to the final opinion of Messrs. Dumas, Huguenin, Boothman & Morrow, Attorneys at Law, San Antonio, Texas, approving the validity of such bonds, which approving opinion is to be dated as of the date of payment for and delivery of the certificates herein authorized, the printing of a true and correct copy of said approving opinion on the reverse side of each of said certificates with an appropriate certificate pertaining thereto executed by the facsimile signature of the City Secretary of the City of Schertz is hereby approved and authorized. Section 27: CUSIP Numbers - That CUSIP numbers may be printed on the certificates. It is expressly provided, however, that the presence or absence of CUSIP numbers on the certificates shall be of no significance or effect as regards the legality thereof and neither the City nor attorneys approving said certificates as to legality are to be held responsible for CUSIP numbers incorrectly printed on the certificates. PASSED, ADOPTED AND APPROVED this, the 7th day of April, 1981. _/0 - , ~ ,'I n II ~' , / - \ of Scher z, Texas ATTEST: City of Schertz, Texas (SEAL OF CITY)