2007B36-Bond Series 2007
ORDINANCE NO. 07-8-36
AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF
SCHERTZ, TEXAS AUTHORIZING THE ISSUANCE OF "CITY OF
SCHERTZ, TEXAS GENERAL OBLIGATION BONDS, SERIES 2007",
LEVYING AN ANNUAL AD VALOREM TAX, WITHIN THE
LIMITATIONS PRESCRIBED BY LAW, 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; AUTHORIZING
THE EXECUTION OF A PAYING AGENTIREGISTRAR AGREEMENT
AND A PURCHASE AND INVESTMENT LETTER; COMPLYING WITH
THE REQUIREMENTS IMPOSED BY THE LETTER OF
REPRESENTATIONS PREVIOUSL Y EXECUTED WITH THE
DEPOSITORY TRUST COMPANY; AND PROVIDING FOR AN
EFFECTIVE DATE
WHEREAS, the City Council (the City Council) of the City hereby finds and determines
that general obligation bonds of the City in the total principal amount of $6,000,000 should be
issued and sold at this time, being the second installment of general obligation bonds approved
and authorized to be issued at an election held on May 13, 2006, 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:
Date Amount Previously Bonds Amount
Voted PurDose Authorized Issued Bonds Issued Unissued
Herein
5-13-06 Library Facility $6,000,000 $6,000,000 $0 $0
Improvements
5-13-06 Construct and Equip $7,500,000 $0 $2,000,000 $5,500,000
Recreation Center
5-13-06 Construct Street, Curb, $20,000,000 $7,000,000 $2,000,000 $11,000,000
and Sidewalk
Improvements
5-13-06 Construct drainage $4,000,000 $2,000,000 $2,000,000 $0
Improvements
WHEREAS, the City Council intends to issue an aggregate principal of $6,000,000 in
general obligation bonds the proceeds of which will be utilized to provide for the (i) purpose of
making permanent public improvements and for public purposes described above, and
(ii) payment of the costs of issuance of the general obligation bonds;
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,
45954915.1
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS
THAT:
SECTION 1: Authorization - Designation - Princioal Amount - Puroose.. General
obligation bonds of the City shall be and are hereby authorized to be issued in the aggregate
principal amount of SIX MILLION and NoI100 Dollars ($6,000,000), to be designated and bear
the title of "CITY OF SCHERTZ, TEXAS GENERAL OBLIGATION BONDS, SERIES 2007"
(the Bonds), for the purpose of providing funds: (i) to construct and equip a recreation center, (ii)
to construct street, curb and sidewalk improvements, (iii) to construct drainage improvements,
and (ii) to pay the costs related to the issuance of the Bonds, all in conformity with the laws of
the State of Texas, particularly Chapters 1251 and 1331, as amended, Texas Government Code,
an election held in the City on May 13,2006, and the City's Home Rule Charter.
SECTION 2: Fullv Rellistered Obligations - Authorized Denominations - Stated
Maturities - Interest Rates - Dated Date. The Bonds shall be issued as fully registered
obligations, without coupons, shall be dated September 1, 2007 (the Dated Date) and shall
generally be in denominations of $100,000 or any integral multiple of $5,000 in excess thereof,
and principal shall become due and payable on February 1 in each of the years and in amounts
(the Stated Maturities) and bear interest at the rates per annum in accordance with the following
schedule:
Years of
Stated Maturitv
2027
Principal
Amounts ($)
6,000,000
Interest
Rates (%)
4.07
The Bonds shall bear interest on the unpaid principal amounts from the Closing Date, or
from the most recent Interest Payment Date to which interest has been paid or duly provided for,
to the Stated Maturity, at the rates per annum shown in the above schedule (calculated on the
basis of a 360-day year of twelve 30-day months). Interest on the Bonds shall be payable on
February 1 and August 1 in each year, commencing February 1, 2008 (the Interest Payment
Date), while the Bonds are Outstanding.
SECTION 3: Pavment of Bonds - Paving AgentlRegistrar.
The principal of, premium, if any, and the interest on the Bonds, due and payable by
reason of Stated Maturity, redemption, or otherwise, shall be payable 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, and such payment of principal of, premium, if any, and interest on the
Bonds shall be without exchange or collection charges to the Holder (as hereinafter defined) of
the Bonds.
The selection and appointment of lPMorgan Chase Bank, N.A., San Antonio, Texas, to
serve as the initial Paying AgentlRegistrar 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 AgentlRegistrar Agreement, attached, in substantially final form, as
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Exhibit A hereto, 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 a 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 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 ordinance
terminating such agency. Additionally, the City agrees to promptly cause a written notice of this
substitution to be sent to each Holder of the Bonds by United States mail, first-class postage
prepaid, which notice shall also give the address of the new 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 appearing on the Security Register (the Holder or Holders) maintained on behalf of the
City by the Paying AgentlRegistrar as hereinafter provided (i) on the Record Date (hereinafter
defined) for purposes of payment of interest on the Bonds, (ii) on the date of surrender of the
Bonds for purposes of receiving payment of principal thereof at the Bonds' Stated Maturity or
upon redemption of the Bonds, and (iii) on any date for any other purpose. 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 trust office (provided,
however, with respect to principal payments prior to the final Stated Maturity, the Bonds need
not be surrendered to the Paying AgentlRegistrar, who will merely document this payment on an
intemalledger maintained by the Paying AgentlRegistrar). 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 an Interest Payment Date for the Bonds (the Record Date) and
shall be paid (i) by check sent 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, a Sunday, a legal holiday, or a day on which banking institutions in the city
where the corporate trust office of 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
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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 of a Bond 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: Redemption.
A. Mandatorv Redemption. The Bonds stated to mature on February 1, 2027 are
referred to herein as the "Term Bonds". The Term Bonds are subject to mandatory sinking fund
redemption prior to their stated maturities from money required to be deposited in the Bond Fund
for such purpose and shall be redeemed in part, by lot or other customary method, at the
principal amount thereof plus accrued interest to the date of redemption in the following
principal amounts on February 1 in each of the years as set forth below:
Term Bonds
Stated to Mature
on Februarv 1. 2027
Principal
Year Amount ($)
2008 190,000
2009 285,000
2010 250,000
2011 275,000
2012 225,000
2013 235,000
2014 245,000
2015 255,000
2016 265,000
2017 280,000
2018 290,000
2019 300,000
2020 315,000
2021 325,000
2022 340,000
2023 355,000
2024 370,000
2025 385,000
2026 400,000
2027 415,000*
*Payable at Stated Maturity.
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The principal amount of a Term Bond required to be redeemed pursuant to the operation
of such mandatory redemption provisions shall be reduced, at the option of the City, by the
principal amount of any Term Bonds of such Stated Maturity which, at least 50 days prior to the
mandatory redemption date (1) shall have been defeased or acquired by the City and delivered to
the Paying AgentlRegistrar for cancellation or (2) shall have been purchased and canceled by the
Paying AgentlRegistrar at the request of the City with money in the Bond Fund.
B. Ootional Redemption. The Bonds shall be subject to redemption prior to Stated
Maturity, at the option of the City, on any date, as a whole or in part, in principal amounts of
$5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and
by lot by the Paying AgentlRegistrar), at the redemption price of par plus accrued interest to the
date of redemption plus a Prepayment Fee (hereinafter defined).
In consideration of the Purchasers offering the City a fixed rate of interest on the Bonds,
the City agrees that if the City prepays all or any portion of the principal balance of the Bonds
prior to the scheduled payment due date and/or the Stated Maturity date set forth in Section 2
hereof, such prepayment shall be accompanied by:
(1) all accrued and unpaid interest on the principal amount prepaid; and
(2) a premium equal to the sum of the present values of the Average Lost Monthly
Interest Income for each month falling in the period from the prepayment date to the Maturity
Date (with any fraction of a month counted as a month), discounted from the end of each such
month to the prepayment date at the Discount Rate (the "Prepayment Fee").
As used herein:
"Average Lost Monthly Interest Income" means the amount determined by dividing (i)
the product of the principal amount prepaid and the Prepayment Factor, by (ii) twelve (12);
"Discount Rate" means the Treasury Rate determined as of the prepayment date;
"Maturity Date" means the date the principal balance of this Bond is payable in full;
"Prepayment Factor" means a rate equal to A minus B, where A equals the sum of (i) the
Treasury Rate determined as of the Closing Date plus (ii) 0.50% and B equals the Treasury Rate
determined as of the prepayment date; and
"Treasury Rate" means the yield on the United States Treasury bill, note or bond, selected
by the Purchasers in a commercially reasonable manner, having a maturity closest in length to
the period from the date such yield is determined to the Maturity Date.
The foregoing computation shall be made by the Purchasers and shall be conclusive
absent manifest error. If, in the case of any prepayment, the Purchasers determine B in the
Prepayment Factor to be equal to or greater than A, then no prepayment premium shall be due
hereunder. Failure by the Purchasers to collect or demand such a premium at the time of
prepayment shall not be deemed a waiver of the Purchasers' right to such premium or to any
future premium.
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C. Exercise of Redemotion Ootion. 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.
D. Selection of Bonds for Redemption. 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 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.
E. Notice of Redemption. 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, by the Paying AgentlRegistrar 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. 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 said 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. 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.
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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 as hereinabove 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 Bond (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.
F. TransferlExchanlle of Bonds. Neither the City nor the Paying AgentlRegistrar
shall be required 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 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.
SECTION 5: Execution - Registration. The Bonds shall be executed on behalf of the
City by its Mayor under the seal of the City reproduced or impressed thereon and attested by its
City Secretary. The signature of any of said officers on the Bonds may be manual or facsimile.
Bonds bearing the manual or facsimile signatures of individuals who were, at the time of the
Dated Date, the proper officers of the City shall bind the City, notwithstanding that such
individuals or either of them shall cease to hold such offices prior to the delivery of the Bonds to
the Purchasers, all as authorized and provided in Chapter 1201, as amended, Texas Government
Code.
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 6: Registration - Transfer - Exchange of Bonds - Predecessor Bonds. The
Paying AgentlRegistrar shall obtain, record, and maintain in the Security Register the name and
address of every owner of the Bonds, or, if appropriate, the nominee thereof. 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 City shall execute and the Paying AgentlRegistrar shall register and deliver,
in the name of the designated transferee or transferees, one or more new Bonds of authorized
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denomination 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 AgentlRegistrar. Whenever any
Bonds are so surrendered for exchange, the City shall execute, add the Paying AgentlRegistrar
shall register and deliver, the Bonds 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 be sent by registered mail to the Holder at
his request, risk, and expense, and upon the delivery thereof, the same shall be the valid and
binding obligations of the City, evidencing the same obligation to pay, and entitled to the same
benefits under this Ordinance, as the Bonds surrendered upon 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 fee, 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 17 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.
SECTION 7: Initial Bonds. The Bonds herein authorized shall be initially issued as a
single fully registered Bond in the aggregate principal amount of $6,000,000 with principal
installments to become due and payable as provided in Section 2 hereof and numbered T -1 (the
Initial Bonds), and the Initial Bonds shall be registered in the name of the Purchasers or the
designee thereof. The Initial Bonds shall be the Bonds submitted to the Office of the Attorney
General of the State of Texas for approval, certified and registered by the Office of the
Comptroller of Public Accounts of the State of Texas and delivered to the Purchasers. Any time
after the delivery of the Initial Bonds, the Paying AgentlRegistrar, pursuant to written
instructions from the Purchasers, or the designee thereof, shall cancel the Initial Bonds delivered
hereunder and exchange therefor definitive Bonds of like kind and of authorized denominations,
Stated Maturities, principal amounts and bearing applicable interest rates for transfer and
delivery to the Holders named at the addresses identified therefor; all pursuant to and in
accordance with such written instructions from the Purchasers, or the designee thereof, and such
other information and documentation as the Paying AgentlRegistrar may reasonably require.
SECTION 8: FORMS.
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A. Forms Generallv. The Bonds, the Registration Certificate of the Comptroller of
Public Accounts of the State of Texas, the Registration Certificate of the Paying AgentlRegistrar,
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 insurance legends in the event the Bonds, or any Stated
Maturities thereof, are insured and identifying numbers and letters of the Committee on Uniform
Securities Identification Procedures of the American Bankers Association) and such legends and
endorsements (including 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, produced by any
combination of these methods, 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.)
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Form of Definitive Bond.
REGISTERED
NO.
REGISTERED
PRINCIP AL AMOUNT
$
United States of America
State of Texas
Counties of Guadalupe, Bexar and Comal
CITY OF SCHERTZ, TEXAS
GENERAL OBLIGA nON BOND,
SERIES 2007
Dated Date:
September 1,2007
Interest Rate:
Stated Maturity:
CUSIP NO:
REGISTERED OWNER:
PRINCIP AL AMOUNT:
The City of Schertz, Texas (the City), a body corporate and a municipal corporation in
the Counties of Guadalupe, Bexar and Comal, State of Texas, for value received, acknowledges
itself indebted to and hereby promises to pay to the order of the Registered Owner specified
above, or the registered assigns thereof, on the Stated Maturity date specified above, the
Principal Amount specified above (or so much thereof as shall not have been paid upon prior
redemption) and to pay interest on the unpaid Principal Amount hereof from the Closing Date or
from the most recent interest payment date to which interest has been paid or duly provided for
until such Principal Amount has become due and payment thereof has been made or duly
provided for, to the earlier of redemption or Stated Maturity, at the per annum rate of interest
specified above computed on the basis of a 360-day year of twelve 30-day months; such interest
being payable on February 1 and August 1 of each year commencing February 1,2008.
Principal and premium, if any, on this Bond shall be payable to the Registered Owner
hereof (the Holder), upon presentation and surrender, at the corporate trust office of the Paying
AgentlRegistrar (provided, however, with respect to principal payments prior to the final Stated
Maturity, the Bonds need not be surrendered to the Paying AgentlRegistrar, who will merely
document this payment on an internal ledger maintained by the Paying AgentlRegistrar)
executing the registration certificate appearing hereon or a successor thereof. 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 each interest payment date. All payments of principal of, 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 the appropriate date of payment by United
States mail, first-class postage prepaid, to the Holder hereof at the address appearing in the
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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 $6,000,000 (the Bonds) pursuant to an ordinance adopted by the governing body of
the City (the Ordinance), for the purpose of providing funds: (i) to construct and equip a
recreation center, (ii) to construct street, curb and sidewalk improvements, (iii) to construct
drainage improvements, and (ii) to pay the costs related to the issuance of the Bonds, all in
conformity with the laws of the State of Texas, particularly Chapters 1251 and 1331, as
amended, Texas Government Code, an election held in the City on May 13,2006, and the City's
Home Rule Charter.
As specified in the Ordinance, the Bonds stated to mature on February 1, 2027 are
referred to herein as the "Term Bonds". The Term Bonds are subject to mandatory sinking fund
redemption prior to their stated maturities from money required to be deposited in the Bond Fund
for such purpose and shall be redeemed in part, by lot or other customary method, at the
principal amount thereof plus accrued interest to the date of redemption in the following
principal amounts on February 1 in each of the years as set forth below:
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Term Bonds
Stated to Mature
on Februarv L 2027
Principal
Year Amount ($)
2008 190,000
2009 285,000
2010 250,000
2011 275,000
2012 225,000
2013 235,000
2014 245,000
2015 255,000
2016 265,000
2017 280,000
2018 290,000
2019 300,000
2020 315,000
2021 325,000
2022 340,000
2023 355,000
2024 370,000
2025 385,000
2026 400,000
2027 415,000*
*Payable at Stated Maturity.
The principal amount of a Term Bond required to be redeemed pursuant to the operation
of such mandatory redemption provisions shall be reduced, at the option of the City, by the
principal amount of any Term Bonds of such Stated Maturity which, at least 50 days prior to the
mandatory redemption date (1) shall have been defeased or acquired by the City and delivered to
the Paying AgentlRegistrar for cancellation or (2) shall have been purchased and canceled by the
Paying AgentlRegistrar at the request of the City with money in the Bond Fund.
The Bonds may be redeemed prior to their Stated Maturities, at the option of the City, on
any date in whole or in part, in principal amounts of $5,000 or any integral multiple thereof (and
if within a Stated Maturity selected at random and by lot by the Paying AgentlRegistrar) at the
redemption price of par together with accrued interest to the date of redemption plus the
Prepayment Fee, 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.
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If this Bond (or any portion of the principal sum hereof) shall have been duly called for
redemption and notice of such redemption 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, Prepayment Fee, 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 hereof to 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 of this series are payable from the proceeds of an annual ad valorem tax
levied upon all taxable property within the City within the limitations prescribed by law.
Reference is hereby made to the Ordinance, a copy of which is 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 the Bonds; the 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 the Stated Maturity thereof, and deemed to be no longer Outstanding
thereunder; and for the other terms and provisions specified in the Ordinance. Capitalized terms
used herein have the same meanings assigned in the Ordinance.
This Bond, subject to certain limitations contained in the Ordinance, may be transferred
on the Security Register upon presentation and surrender 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 other 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,
45954915.1
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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 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 issuance
of the Bonds does not exceed any constitutional or statutory limitation; and that due provision
has been made for the payment of the principal of, premium if any, and interest on the Bonds by
the levy of a tax as aforestated. In case any provision in this Bond or any application thereof
shall be deemed 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.
(The remainder of this page intentionally left blank.)
45954915.1
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IN WITNESS WHEREOF, the City has caused this Bond to be duly executed under its
official seal.
CITY OF SCHERTZ, TEXAS
Mayor
ATTEST:
City Secretary
(CITY SEAL)
(The remainder of this page intentionally left blank.)
45954915.1
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B. *Form of Rellistration Certificate of Comptroller of Public Accounts to Appear on
Initial Bonds Onlv.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
THE STATE OF TEXAS
s
s
S REGISTER NO.
S
OFFICE OF THE COMPTROLLER OF
PUBLIC ACCOUNTS
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; Not to appear on printed Bonds
C. Form of Certificate of Pavinll AgentlRegistrar to Aooear on Definitive Bonds
Onlv.
REGISTRA TION CERTIFICATE OF PAYING AGENTIREGISTRAR
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.
Registered this date:
lPMORGAN CHASE BANK, N.A., as Paying
AgentlRegistrar
By:
Authorized Signature
45954915.1
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D. Form of Assignment.
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:
E. The Initial Bonds shall be in the respective forms set forth in paraQraph B of this
Section. exceot that the form of a sim!le fullv registered Initial Bond shall be modified as
follows:
(i) immediately under the name of the Bond(s) the headings "Interest Rate"
and "Stated Maturity" shall both be completed "as shown below";
(ii) the first two paragraphs shall read as follows:
Registered Owner:
Principal Amount:
The City of Schertz, Texas (the City), a body corporate and municipal corporation in the
Counties of Guadalupe, Bexar and Comal, State of Texas, for value received, acknowledges
itself indebted to and hereby promises to pay to the order of the Registered Owner named above,
or the registered assigns thereof, the Principal Amount specified above 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:
45954915.1
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Years of
Stated Maturitv
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 Amount hereof from the Closing Date, or from the most recent interest payment
date to which interest has been paid or duly provided for until the Principal Amount has become
due and payment thereof has been made or duly provided for, at the per annum rates of interest
specified above computed on the basis of a 360-day year of twelve 30-day months; such interest
being payable on February 1 and August I of each year, commencing February 1, 2008.
Principal of this Bond shall be payable to the Registered Owner hereof (the Holder),
upon its presentation and surrender, at the corporate trust office of JPMorgan Chase Bank, N.A.,
San Antonio, 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
each interest payment date. All payments of principal of 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, and at the risk and
expense of, the Holder hereof.
F. Insurance Legend. If bond insurance is obtained by the City or the Purchasers for
the Bonds, the Definitive Bonds and the Initial Bonds 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, and certain terms used in
Sections 19 and 36 of this Ordinance have the meanings assigned to them in such Sections, 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.
A. The term Authorized Officials shall mean the Mayor, City Secretary, and/or the
City Manager.
B. The term Bond Fund shall mean the special Fund created and established by the
provisions of Section 10 of this Ordinance.
C. The term Bonds shall mean the $6,000,000 "CITY OF SCHERTZ, TEXAS
GENERAL OBLIGATION BONDS, SERIES 2001" authorized by this Ordinance.
45954915.1
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D. The term Closing Date shall mean the date of physical delivery of the Initial
Bonds in exchange for the payment in full by the Purchasers.
E. The term City shall mean City of Schertz, located in the Counties of Guadalupe,
Bexar and Comal, Texas and, where appropriate, the City Council of the City.
F. The term Debt Service Requirements shall mean, as of any particular date of
computation, with respect to any obligations and with respect to any period, the aggregate of the
amounts to be paid or set aside by the City as of such date or in such period for the payment of
the principal of, premium, if any, and interest (to the extent not capitalized) on such obligations;
assuming, in the case of obligations without a fixed numerical rate, that such obligations bear
interest at the maximum rate permitted by the terms thereof and further assuming in the case of
obligations required to be redeemed or prepaid as to principal prior to Stated Maturity, the
principal amounts thereof will be redeemed prior to Stated Maturity in accordance with the
mandatory redemption provisions applicable thereto.
G. The term Depository shall mean an official depository bank of the City.
H. The term Government Securities, as used herein, shall mean (i) direct noncallable
obligations of the United States, including obligations that are unconditionally guaranteed by, the
United States of America; (ii) noncallable obligations of an agency or instrumentality of the
United States, including obligations that are unconditionally guaranteed or insured by the agency
or instrumentality and that, on the date the governing body of the issuer adopts or approves the
proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a
nationally recognized investment rating firm not less than AAA or its equivalent; or
(iii) noncallable obligations of a state or an agency or a county, municipality, or other political
subdivision of a state that have been refunded and that, on the date the governing body of the
issuer adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated
as to investment quality by a nationally recognized investment rating firm not less than AAA or
its equivalent.
I. The term Holder or Holders shall mean the registered owner, whose name
appears in the Security Register, for any Bond.
1. The term Interest Payment Date shall mean the date semiannual interest is
payable on the Bonds, being February 1 and August 1 of each year, commencing February 1,
2008, while any of the Bonds remain Outstanding.
K. The term Ordinance shall mean this ordinance adopted by the City Council of the
City on September 4,2007.
L. The term Outstanding when used in this Ordinance with respect to Bonds 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;
45954915.1
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(2) those Bonds for which payment has been duly provided by the City in accordance
with the provisions of Section 21 of this Ordinance; 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 17 of this
Ordinance.
M. The term Purchasers shall mean the initial purchasers of the Bonds named in
Section 18 of this Ordinance.
N. The term Stated Maturity shall mean the annual principal payments of the Bonds
payable on February I of each year, 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 2007 INTEREST AND SINKING FUND" (the Bond Fund), which Fund shall be kept
and maintained at the Depository, and money deposited in such Fund shall be used for no other
purpose and shall be maintained as provided in Section 19. Authorized Officials of the City are
hereby authorized and directed to make withdrawals from the Bond Fund sufficient to pay the
principal of, premium, if any, and interest on the Bonds as the same become due and payable and
shall cause to be transferred to the Paying Agent/Registrar from money on deposit in the Bond
Fund an amount sufficient to pay the amount of principal and/or interest falling due on the
Bonds, such transfer of funds to the Paying AgentlRegistrar to be made in such manner as will
cause immediately available funds to be deposited with the Paying AgentlRegistrar on or before
the business day next preceding each interest and principal payment date for the Bonds.
Pending the transfer of funds to the Paying AgentlRegistrar, money in any Fund
established by this Ordinance, at the option of the City, may be placed in time deposits or
certificates of deposit, guaranteed investment contracts, or similar contractual agreements, as
permitted by the provisions of the Public Funds Investment Act, as amended, Chapter 2256,
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 such Fund will be available at the proper time or times. All
interest and income derived from deposits and investments in such 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.
45954915.1
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SECTION 11: Tax Levv. 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 of 2% (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, within the limitations
prescribed by law, 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 and are thereafter
pledged to the payment of the Bonds. The City Council hereby declares its purpose and intent to
provide and levy a tax legally and fully sufficient to pay such 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 and other obligations of the City.
SECTION 12: Deposits to Bond Fund: Surolus Bond Proceeds. The City hereby
covenants and agrees to cause to be deposited in the Bond Fund prior to a principal and interest
payment date for the Bonds, from the annual levy of an ad valorem tax or from other lawfully
available funds, amounts sufficient to fully pay and discharge promptly each installment of
interest and principal of the Bonds as the same accrues or matures or comes due by reason of
Stated Maturity.
Accrued interest, if any, received from the Purchasers 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 sums otherwise required to be deposited in said Fund from
ad valorem taxes.
SECTION 13: Securitv of 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 14: 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 seek a writ of mandamus
issued by a court of proper jurisdiction compelling and requiring the governing body 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
45954915.1
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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 15: 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 as it appears in the Security Register.
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 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 16: ~ancellation. All Bonds surrendered for payment, redemption, transfer,
exchange, or replacement, if surrendered to the Paying AgentlRegistrar, 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 17: Mutilated. Destroved. Lost. and Stolen Bonds. If (1) 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 (2) 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 its 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.
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 (including attorney's
fees and the fees and expenses of the Paying AgentlRegistrar) connected therewith.
45954915.1
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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 18: Sale of Bonds - Approval of Purchase and Investment Letter - Use of
Proceeds. The Bonds authorized by this Ordinance are herein sold by the City to lPMorgan
Chase Bank, N.A.' San Antonio, Texas (the Purchasers, and having all the rights, benefits, and
obligations of a Holder), in accordance with the provisions of the Purchase and Investment
Letter, dated September 4, 2007 (the Purchase Contract ), attached hereto as Exhibit Band
incorporated hereby by reference as a part of this Ordinance for all purposes. The Initial Bonds
shall be registered in the name of lPMorgan Chase Bank, N.A. The Mayor of the City is hereby
authorized and directed to execute the Purchase Contract for and on behalf of the City and as the
act and deed of this City Council , and in regard to the approval and execution of the Purchase
Contract, the City Council hereby finds, determines and declares that the representations,
warranties, and agreements of the City contained in the Purchase Contract are true and correct in
all material respects and shall be honored and performed by 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 the Purchase Contract.
Proceeds from the sale of the Bonds shall be applied as follows:
A. Accrued interest, if any, received from the Purchasers shall be deposited into the
Bond Fund.
B. The balance of the proceeds derived from the sale of the Bonds (excluding certain
costs of issuance) shall be deposited into the special construction account or accounts created for
the projects to be constructed with the proceeds of the Bonds. This special construction account
shall be established and maintained at the 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 construction of the projects financed with such proceeds shall be
accounted for, maintained, deposited, and expended as permitted by the provisions of Chapter
1201, as amended, Texas Government Code, or as required by any other applicable law.
Thereafter, such amounts shall be expended in accordance with Section 14 of this Ordinance.
SECTION 19: Covenants to Maintain Tax-Exempt Status.
A. Definitions. When used in this Section, the following terms have the following
meamngs:
"Code" means the Internal Revenue Code of 1986, as amended by all legislation,
if any, effective on or before the Closing Date.
45954915.1
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"Computation Date" has the meamng set forth III Section 1.148-1(b) of the
Regulations.
"Gross Proceeds" means any proceeds as defined in Section 1.148-1 (b) of the
Regulations, and any replacement proceeds as defined in Section 1.148-1 (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 1.148-1 (b) of the
Regulations.
"Regulations" means any proposed, temporary, or final Income Tax Regulations
issued pursuant to Sections 1 03 and 141 through 150 of the Code, and 1 03 of the Internal
Revenue Code of 1954, which are applicable to the Bonds. Any reference to any specific
Regulation shall also mean, as appropriate, 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 or refinanced 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 Pavrnents. Except to the extent that it will 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 (including property financed with Gross Proceeds of the Refunded Obligations),
45954915.1
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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 (including property financed with Gross Proceeds of the
Refunded Obligations), 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 to the extent that it will 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 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 Higher Yield. Except to the extent that it will not cause the
Bonds to become "arbitrage 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 Reoort. 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 Arbitrage Profits. Except to the extent otherwise provided m
section 148(f) of the Code and the Regulations and rulings thereunder:
45954915.1
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(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.
(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(f) 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(f)
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 Arbitra!!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.
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J. Bonds Not HedlZe Bonds.
(1) At the time the original bonds refunded by the Bonds were issued, the City
reasonably expected to spend at least 85% of the spendable proceeds of such bonds within three
years after such bonds were issued.
(2) Not more than 50% of the proceeds of the original bonds refunded by the Bonds
were 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, City Secretary, or
City Attorney, either or any combination of the foregoing, to make such elections in the
Certificate as to Tax Exemption or similar or other appropriate certificate, form, or document
permitted or required pursuant to the provisions of the Code or the Regulations, as they deem
necessary or appropriate in connection with the Bonds. Such elections shall be deemed to be
made on the Closing Date.
SECTION 20: Control and Custodv of Bonds. The Mayor 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 and shall take and have charge and control of the
Bonds pending their approval by the Attorney General, the registration thereof by the
Comptroller of Public Accounts and the delivery of the Bonds to the Purchasers.
Furthermore, the Mayor, Mayor Pro Tern, City Manager, City Secretary, or City
Attorney, 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 of Public Accounts
and, together with the City's financial advisors, Bond Counsel, and the Paying AgentlRegistrar,
make the necessary arrangements for the delivery of the Initial Bonds to the Purchasers and the
initial exchange thereof for definitive Bonds.
SECTION 21: 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 under this Ordinance 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, 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,
45954915.1
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at 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 19 hereof).
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 AgentlRegistrar 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.
Notwithstanding any other provision of this Ordinance to the contrary, it is hereby
provided that any determination not to redeem defeased Bonds that is made in conjunction with
the payment arrangements specified in subsection (i) or (ii) above shall not be irrevocable,
provided that: (1) in the proceedings providing for such defeasance, the City expressly reserves
the right to call the defeased Bonds for redemption; (2) gives notice of the reservation of that
right to the owners of the defeased Bonds immediately following the defeasance; (3) directs that
notice of the reservation be included in any redemption notices that it authorizes; and (4) at the
time of the redemption, satisfies the conditions of (i) or (ii) above with respect to such defeased
debt as though it was being defeased at the time of the exercise of the option to redeem the
defeased Bonds, after taking the redemption into account in determining the sufficiency of the
provisions made for the payment of the defeased Bonds.
SECTION 22: Printed Opinion. The Purchasers' obligation to accept delivery of the
Bonds is subject to its being furnished a final opinion of Fulbright & laworski L.L.P., as Bond
Counsel, 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 such 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 23: CUSIP Numbers. CUSIP numbers, if any, may be printed or typed on the
definitive Bonds. It is expressly provided, however, that the presence or absence of CUSIP
numbers on the definitive 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 definitive Bonds.
SECTION 24: Effect of Headings. The Section headings herein are for convenience only
and shall not affect the construction hereof.
45954915.1
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SECTION 25: Ordinance a Contract: Amendments - Outstandinll 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 its successors and assigns, 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 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; however, that, without the
consent of all Holders of Outstanding Bonds, no such amendment, addition, or rescission shall
(1) extend the time or times of payment of the principal of and interest on the Bonds, reduce the
principal amount thereof, or the rate of interest thereon, or in any other way modify the terms of
payment of the principal of, the redemption price therefor, or interest on the Bonds, (2) give any
preference to any Bond over any other Bond, or (3) reduce the aggregate principal amount of
Bonds required for consent to any such amendment, addition, or rescission.
SECTION 26: 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, Bond Counsel,
Paying AgentlRegistrar, 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 exclusive benefit of the City, Bond Counsel, the Paying
AgentlRegistrar, and the Holders.
SECTION 27: Inconsistent Provisions. All ordinances and 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 ordained herein.
SECTION 28: 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 29: Governing Law. This Ordinance shall be construed and enforced III
accordance with the laws of the State of Texas and the United States of America.
SECTION 30: Severabilitv. If any provision of this Ordinance or the application thereof
to any person 'or circumstance shall be held to be invalid, the remainder of this Ordinance and the
application of such provision to other persons and circumstances shall nevertheless be valid, and
the City Council hereby declares that this Ordinance would have been enacted without such
invalid provision.
SECTION 31: Incorooration of Preamble Recitals. The recitals contained in the
preamble hereof are hereby found to be true, and such recitals are hereby made a part of this
45954915.1
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Ordinance for all purposes and are adopted as a part of the judgment and findings of the City
Council.
SECTION 32: Authorization of Pavinll AllentlRellistrar Allreement. 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 Bonds. 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 33; Public MeetinQ;. 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 34: Unavailabilitv 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 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 Allainst Citv Officials. 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: Continuing Disclosure of Information.
Definitions. As used in this Section, the following terms have the meanings ascribed to
such terms below:
Rule means SEC Rule 15c2-12, as amended from time to time.
SEC means the United States Securities and Exchange Commission.
The Bonds are being sold pursuant to a private placement with the Purchasers, generally
in denominations of $100,000 or any integral multiple of $5,000 in excess thereof, to less than
thirty-five sophisticated investors, and therefore SEC Rule 15c2-12 is not applicable to the
offering of the Bonds. Accordingly, no contract to provide continuing disclosure information
after the issuance of the Bonds has been made by the City with investors.
SECTION 37: Accounting Reports. Notwithstanding the provisions of Section 44 of this
Ordinance, the City shall provide annually to lPMorgan Chase Bank, N.A., San Antonio, Texas
for so long as it is the holder of the Certificates, within nine months after the end of each fiscal
year ending in or after 2007, financial information and operating data with respect to the City;
provided that such financial statements so to be provided shall be (1) prepared in accordance
45954915.1
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with the generally accepted accounting principles, or such other accounting principles as the City
may be required to employ from time to time pursuant to Texas law or regulations, 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 (1) unaudited financial statements
for the applicable fiscal year within nine months after the end of such fiscal year, and (2) audited
financial statements for the applicable fiscal year to lPMorgan Chase Bank, N.A. when and if the
audit report on such statements become available.
SECTION 38: Book-Entry Only System.
The Bonds may 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 Representations 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, (ii) the
delivery to any Depository Participant or any other person, other than a registered owner of the
Bonds, as shown on the Security Register, 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.
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
45954915.1
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notify the Paying AgentlRegistrar, 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 39: Further Procedures. The officers and employees of the City are hereby
authorized, empowered and directed from time to time and at any time to do and perform all such
acts and things and to execute, acknowledge and deliver in the name and under the corporate seal
and on behalf of the City all such instruments, whether or not herein mentioned, as may be
necessary or desirable in order to carry out the terms and provisions of this Ordinance, the initial
sale and delivery of the Bonds, the Paying AgentlRegistrar Agreement, and the Purchase
Contract. In addition, prior to the initial delivery of the Bonds, the Mayor, City Manager, or the
City Secretary and Bond Counsel are hereby authorized and directed to approve any technical
changes or corrections to this Ordinance or to any of the instruments authorized and approved by
this Ordinance necessary in order to (i) correct any ambiguity or mistake or properly or more
completely document the transactions contemplated and approved by this Ordinance, (ii) obtain a
rating from any of the national bond rating agencies, or (iii) obtain the approval of the Bonds by
the Texas Attorney General's office. In case any officer of the City whose signature shall appear
on any certificate shall cease to be such officer before the delivery of such certificate, such
signature shall nevertheless be valid and sufficient for all purposes the same as if such officer
had remained in office until such delivery.
SECTION 40: Effective Date. Pursuant to the prOVlSlons of Section 1201.028, as
amended, Texas Government Code, this Ordinance shall be effective immediately upon
adoption, notwithstanding any provision in the City's Home Rule Charter to the contrary
concerning a multiple reading requirement for the adoption of ordinances.
(The remainder of this page intentionally left blank.)
45954915.1
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PASSED, APPROVED AND ADOPTED on the 4th day of September, 2007.
CITY OF Z TEXAS
Gd.
Mayor
ATTEST:
~~
(CITY SEAL)
Exhibit A - Paying AgentlRegistrar Agreement
Exhibit B - Purchase Contract
Exhibit C - DTC Letter of Representations
45954915.1
S-l
EXHIBIT A
Paying AgentlRegistrar Agreement
See Tab No.
45954915.1
A-I
EXHIBIT B
Purchase Contract
See Tab No.
45954915.1
B-1
EXHIBIT C
DTC Letter of Representations
See Tab No.
45954915.1
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