1996-108 ORDINANCE NO 96-108
ORDINANCE
AUTHORIZING THE ISSUANCE, SALE, AND DELIVERY OF CITY OF DENTON
GENERAL OBLIGATION BONDS, SERIES 1996, LEVYING THE TAX TO PAY
SAME, AND APPROVING AND AUTHORIZING INSTRUMENTS AND PROCEDURES
RELATING THERETO, AND PROVIDING AN EFFECTIVE DATE
THE STATE OF TEXAS
COUNTY OF DENTON
CITY OF DENTON
WHEREAS, the bonds herema~er authorized were lawfully and favorably voted at an electron
duly held in smd City on February 24, 1996, and
WHEREAS, out of the bonds aggregating the amount of $26,000,000 voted at said elecuon,
none ha~ been ~ssued or dehvered, and
WHEREAS, the Council of smd City deems ~t necessary and adwsable to authorize, issue, and
deliver an installment or series of said bonds, and
WHEREAS, the bonds herem~er authonzed and designated were voted and are to be ~ssued,
sold, and delivered pursuant to Vernon's Ann Tex Civ St Articles 823 and 1175, Article IX of the
City's Home Rule Charter, and other appheable laws, NOW, THEREFORE
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
Section 1 AMOUNT AND PURPOSE OF THE BONDS The bond or bonds of the City
of Denton, Texas (the "Issuer") are hereby authorized to be ~ssued and delivered m the aggregate
pnncipal amount of $2,515,000, FOR THE PURPOSE OF THE ACQUISITION OF PROPERTY
AND MAKING IMPROVEMENTS FOR PUBLIC PURPOSES IN SAID CITY, TO-WIT
$1,500,000 FOR STREET AND TRAFFIC CONTROL IMPROVEMENTS, $715,000 FOR
DRAINAGE IMPROVEMENTS AND $300,000 FOR PARK IMPROVEMENTS
Seetaon 2 DESIGNATION OF THE BONDS Each bond issued pursuant to th~s Ordinance
shall be designated "CITY OF DENTON GENERAL OBLIGATION BOND, SERIES 1996", and
m~t~ally there shall be issued, sold, and delivered hereunder a single fully registered bond, w~thout
interest coupons, payable m installments of pnnclpal (the "Initial Bond"), but the Imt~al Bond may
be assigned and transferred and/or converted into and exchanged for a like aggregate prmc~pal
amount of fully registered bonds, without interest coupons, having senal maturities, and m the
denonanation or denoroanations of $5,000 or any integral multiple of $5,000, all m the manner hereto-
after provided The term "Bonds" as used m this Ordinance shall mean and include collectively the
Imt~al Bond and all substitute bonds exchanged therefor, as well as all other substitute bonds and
replacement bonds issued pursuant hereto, and the term "Bonds" shall mean any of the Bonds
Section 3 INITIAL DATE, DENOMINATION, NUMBER, MATURITIES, INITIAL
REGISTERED OWNER, AND CHARACTERISTICS OF THE INITIAL BOND
(a) The Imtlal Bond is hereby authorized to be issued, sold, and delivered hereunder as a
single fully registered Bond, vathout interest coupons, dated May l, 1996, In the denomination and
aggregate pnnclpal mount of $2,515,000, numbered R-l, payable in annual installments ofpnnclpal
to the nnual registered owner thereof, to-w~t
FIRST SOUTHWEST COMPANY
or to the registered assignee or assignees of smd Bond or any portion or portions thereof (in each
case, the "registered owner"), vath the annual installments of pnneipal of the Initial Bond to be
payable on the dates, respectively, and in the pnnclpal amounts, respectively, stated in the FORM OF
1NITIAL BOND set forth in th~s Ordinance
(b) The Imtlal Bond 0) may be prepaid or redeemed prior to the respective scheduled due
dates of installments ofpnnelpal thereof, (il) may be assigned and transferred, (Ill) may be converted
and exchanged for other Bonds, (iv) shall have the characteristics, and (v) shall be signed and sealed,
and the pnncipal of and interest on the Imtlal Bond shall be payable, all as provided, and in the
manner required or indicated, in the FORM OF INITIAL BOND set forth in this Ordinance
Section 4 INTEREST The unpaid pnnclpal balance of the Imtlal Bond shall bear interest
fi.om the date of the Imual Bond to the respective scheduled due dates, or to the respective dates of
prepayment or redemption, of the installments of pnnclpal of the Initial Bond, and said interest shall
be payable, all in the manner provided and at the rates and on the dates stated in the FORM OF
INITIAL BOND set forth in this Ordinance
Section 5 FORM OF INITIAL BOND The form of the Initial Bond, including the form of
Reg~stratmn Certrficate of the Comptroller of Public Accounts of the State of Texas to be endorsed
on the Imtlal Bond, shall be substantially as follows
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FORM OF INITIAL BOND
NO R-1 $2,515,000
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTY OF DENTON
CITY OF DENTON GENERAL OBLIGATION BOND
SERIES 1996
THE CITY OF DENTON, m Denton County, Texas (the "Issuer"), being a polmcal
subd~vision of the State of Texas, hereby promises to pay to
FIRST SOUTHWEST COMPANY
or to the registered assignee or assignees oftbas Bond or any portion or portions hereof (m each case,
the "registered owner") the aggregate pnnclpal amount of
$2,515,000
(TWO MILLION FIVE HUNDRED FIFTEEN THOUSAND DOLLARS)
in annual installments of pnnclpal due and payable on February 15 m each of the years, and in the
respective pnnclpal amounts, as set forth m the following schedule
PRINCIPAL PRINCIPAL
YEAR AMOUNT YEAR AMOUNT
1997 $ 30,000 2007 $125,000
1998 75,000 2008 130,000
1999 80,000 2009 140,000
2000 85,000 2010 150,000
2001 90,000 2011 155,000
2002 95,000 2012 165,000
2003 100,000 2013 175,000
2004 105,000 2014 185,000
2005 110,000 2015 195,000
2006 115,000 2016 210,000
and to pay interest, calculated on the bas~s of a 360-day year composed of twelve 30-day months,
from the date of tbas Bond hereinafter stated, on the balance of each such installment of pnnclpal,
respecuvely, from time to t~me remammg unpaid, at the rates as follows
7 40% per annum on the above installment due in 1997
7 40% per annum on the above installment due in 1998
7 40% per annum on the above ~nstallment due in 1999
7 40% per annum on the above installment due ~n 2000
7 40% per annum on the above installment due m 2001
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7 40% per annum on the above installment due In 2002
7 40% per annum on the above installment due m 2003
7 40% per annum on the above installment due m 2004
6 50% per annum on the above installment due m 2005
5 40% per annum on the above installment due m 2006
5 40% per annum on the above installment due m 2007
5 50% per annum on the above installment due m 2008
5 60% per annum on the above installment due m 2009
5 70% per annum on the above installment due m 2010
5 75% per annum on the above installment due m 2011
5 75% per annum on the above installment due in 2012
5 75% per annum on the above installment due in 2013
5 75% per annum on the above installment due in 2014
5 75% per annum on the above installment due m 2015
5 75% per annum on the above installment due m 2016
with said interest being payable on February 15, 1997, and senuannually on each August 15 and
February 15 thereafter winle tins Bond or any portion hereof is outstanding and unpaid
THE INSTALLMENTS OF PRINCIPAL OF AND THE INTEREST ON tins Bond are
payable in lawful money of the Umted States of America, wathout exchange or collection charges
The installments ofpnne~pal and the interest on tins Bond are payable to the registered owner hereof
through the servaees of TEXAS COMMERCE BANK NATIONAL ASSOCIATION, DALLAS,
TEXAS, winch is the "Paying AgenffRegastrar" for tins Bond Payment of all pnnclpal of and interest
on this Bond shall be made by the Paying Agent/Registrar to the registered owner hereof on each
principal and/or interest payment date by check, dated as of such date, drawn by the Paying
Agent/Registrar on, and payable solely fi.om, funds of the Issuer reqmred by the ordinance authonzmg
the issuance of tins Bond (the "Bond Ordinance") to be on deposit wath the Paying Agent/Registrar
for such purpose as hereinafter prowded, and such cheek shall be sent by the Paying Agent/Registrar
by Umted States mini, first-class postage prepa,d, on each such pnnclpal and/or interest payment date,
to the registered owner hereof, at the address of the registered owner, as it appeared at the close of
business on the last day of the month next preceding each such date (the "Record Date") on the
Registration Books kept by the Paying Agent/Registrar, as hereinafter described The Issuer cove-
nants vath the registered owner of tins Bond that on or before each pnncipal and/or interest payment
date for tl0as Bond it will make available to the Paying Agent/Registrar, from the "Interest and Stoking
Fund" created by the Bond Ordinance, the amounts required to provide for the payment, m
immediately available funds, of all pnnclpal of and interest on tins Bond, when due
IF THE DATE for the payment of the pnnclpal of or interest on this Bond shall be a Saturday,
Sunday, a legal holiday, or a day on winch banking institutions in the City where the Palang
Agent/Registrar is located are authorized by law or executive order to close, then the date for such
payment shall be the next succeeding day winch is not such a Saturday, Sunday, legal holiday, or day
on winch banking restitutions are authorized to close, and payment on such date shall have the same
force and effect as if made on the original date payment was due
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THIS BOND has been anthonzed m accordance with the Constitution and laws of the State
of Texas FOR THE PURPOSE OF THE ACQUISITION OF PROPERTY AND MAKING
IMPROVEMENTS FOR PUBLIC PURPOSES IN SAID CITY, TO-WIT $1,500,000 FOR
STREET AND TRAFFIC CONTROL IMPROVEMENTS, $715,000 FOR DRAINAGE
IMPROVEMENTS AND $300,000 FOR PARK IMPROVEMENTS
ON FEBRUARY 15, 2006, or on any date whatsoever thereafter, the unpmd Installments of
pnnclpal of tins Bond may be prep/ud or redeemed prior to their scheduled due dates, at the option
of the Issuer, wth funds derived fi.om any avmlable source, as a whole, or in part, and, lfm part, the
particular portion of tins Bond to be prep~ud or redeemed shall be selected and designated by the
Issuer (provided that a portion of Ihs Bond may be redeemed only in an integral multiple of $5,000),
at the prepayment or redemption price of the par or prmc~pal amount thereof, plus accrued interest
to the date fixed for prepayment or redemption
AT LEAST 30 days prior to the date fixed for any such prepayment or redemption a written
notme of such prepayment or redemption shall be m~uled by the Paying Agent/Registrar to the
registered owner hereof By the date fixed for any such prepayment or redemption due provision
shall be made by the Issuer w~th the Paying Agent/Registrar for the payment of the reqmred prepay-
ment or redemption price for Ihs Bond or the port,on hereof winch ~s to be so prepmd or redeemed,
plus accrued interest thereon to the date fixed for prepayment or redemption If such written notice
of prepayment or redemption is g~ven, and ffdue provision for such payment is made, all as proxaded
above, Ihs Bond, or the port~on thereofwhch is to be so prepaid or redeemed, thereby automatically
shall be treated as prep/ud or redeemed prior to its scheduled due date, and shall not bear interest
after the date fixed for as prepayment or redemption, and shall not be regarded as being outstanding
except for the right of the registered owner to receive the prepayment or redemption price plus
accrued interest to the date fixed for prepayment or redemption fi.om the Paying Agent/Registrar out
of the funds prowded for such payment The Paying Agent/Registrar shall record in the Registration
Books all such prepayments or redemptions of pnncipal of this Bond or any port,on hereof
THIS BOND, to the extent of the unpaid or unredeemed pnncipal balance hereof, or any
unpaid and unredeemed portion hereof m any integral multiple of $5,000, may be assigned by the
initial registered owner hereof and shall be transferred only in the Registration Books of the Issuer
kept by the Paying Agent/Registrar acting in the capacity of registrar for the Bonds, upon the terms
and conditions set forth in the Bond Ordinance Among other requirements for such transfer, this
Bond must be presented and surrendered to the Paying Agent/Registrar for cancellation, together
vath proper instruments of assignment, in form and w~th guarantee of s~gnatures satisfactory to the
Paying Agent/Registrar, evidencing assignment by the lmtlal registered owner of this Bond, or any
portion or portions hereof in any integral multiple of $5,000, to the assignee or assignees ~n whose
name or names tins Bond or any such portion or portions hereof is or are to be transferred and
registered Any instrument or instruments of assignment satisfactory to the Paying AgentYReglstrar
may be used to exadence the assignment of tins Bond or any such portion or portions hereof by the
matial registered owner hereof A new bond or bonds payable to such assignee or assignees (winch
then will be the new registered owner or owners of such new Bond or Bonds) or to the lmtlal
registered owner as to any portion of Ihs Bond winch is not being assigned and transferred by the
initial registered owner, shall be delivered by the Paying Agent/Registrar m conversion of and
exchange for tins Bond or any pomon or portions hereof, but solely in the form and manner as
proxaded an the next paragraph hereof for the conversaon and exchange of flus Bond or any portaon
hereof The registered owner of tins Bond shall be deemed and treated by the Issuer and the Paying
Agent/Regastrar as the absolute owner hereof for all purposes, including payment and dascharge of
hab~hty upon tYas Bond to the extent of such payment, and the Issuer and the Paying Agent/Regnstrar
shall not be affected by any notace to the contra~
AS PROVIDED above and m the Bond Ordinance, ttus Bond, to the extent of the unpaid or
unredeemed pnncapal balance hereof, may be converted aato and exchanged for a hke aggregate
principal amount of fully registered bonds, w~thout anterest coupons, payable to the assagnee or
assignees duly dasagnated m wntaag by the amtaal registered owner hereof, or to the amtaal registered
owner as to any pomon of th~s Bond wluch ~s not beaag assigned and transferred by the aa~taal
registered owner, aa any denonunataon or deoonunat~ons aa any antegral multiple of $5,000 (subject
to the reqmrement haremaf~er stated that each substatute bond assued aa exchange for any portaon of
thas Bond shall have a single stated prmcapal maturity date), upon surrender of tlus Bond to the
Paying Agent/Registrar for cancellatmn, all m accordance w~th the form and procedures set forth m
the Bond Ordinance Ifth~s Bond or any portaon hereof as assagned and transferred or converted each
bond assued m exchange for any portmn hereof shall have a saagle stated pnnc~pal maturity date
corresponding to the due date of the installment of prmcapal of tins Bond or portion hereof for wluch
the substttute bond as beaag exchanged, and shall bear ~nterest at the rate apphcable to and borne by
such aastallment of pnnc~pal or pomon thereof Such bonds, respectively, shall be subject to
redemption prior to matunty on the same dates and for the same prices as the corresponding
installment ofpnncapal ofttus Bond or portion hereof for winch they are being exchanged No such
bond shall be payable m installments, but shall have only one stated pnncipal maturity date AS
PROVIDED IN THE BOND ORDINANCE, THIS BOND IN ITS PRESENT FORM MAY BE
ASSIGNED AND TRANSFERRED OR CONVERTED ONCE ONLY, and to one or more
assignees, but the bonds assued and dehvered m exchange for tbas Bond or any portaon hereof may
be assigned and transferred, and converted, subsequently, as proxaded an the Bond Ordaaance The
Issuer shall pay the Paying Agent/Registrars standard or customary fees and charges for transfernng,
converting, and exchanging fins Bond or any portaan thereof, but the one requestaag such transfer,
conversaon, and exchange shall pay any taxes or governmental charges reqmred to be pa~d wath
respect thereto The Payaag Agent/Regastrar shall not be required to make any such assagnment,
conversion, or exchange 0) dunng the period commencing wath the close of bus~ness on any Record
Date and ending ruth the opening of business on the next following pnnc~pal or anterest payment date,
or, (al) wath respect to any Bond or portion thereof called for prepayment or redemption pnor to
maturity, w~tban 45 days prior to ars prepayment or redemptmn date
IN THE EVENT any Paying Agant/Reglstrar for tbas Bond as changed by the Issuer, resigns,
or otherwise ceases to act as such, the Issuer has covenanted aa the Bond Ordinance that at promptly
wall appoint a competent and legally quahfied substitute therefor, and promptly wall cause written
notace thereof to be marled to the regastered owner ofth~s Bond
IT IS HEREBY certafied, recated, and covenanted that flus Bond has been duly and vabdly
voted, authorized, assued, sold, and dehvered, that all acts, condmons, and ttungs requared or proper
to be performed, erast, and be done precedent to or m the authonzataon, ~ssuance, and dehvery of thas
Bond have been performed, ex~sted, and been done aa accordance w~th law, that this Bond as a general
obhgataon of the Issuer, assued on the full faith and credat thereof, and that annual ad valorem taxes
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sufficient to provide for the payment of the interest on and prmcipal of this Bond, as such interest
comes due and such pnncipal matures, have been lewed and ordered to be lev~ed against all taxable
property m the Issuer, and have been pledged irrevocably for such payment, w~thin the hnut pre-
scribed by law
BY BECOMING the registered owner of this Bond, the registered owner thereby
acknowledges all of the terms and provmons of the Bond Ordinance, agrees to be bound by such
terms and prowsions, acknowledges that the Bond Ordinance is duly recorded and available for
mspecuon m the offiaal minutes and records of the govermng body of the Issuer, and agrees that the
terms and prowslons of this Bond and the Bond Ordinance constitute a contract between the
registered owner hereof and the Issuer
IN WITNESS WHEREOF, the Issuer has caused this Bond to be signed w~th the manual
signature of the Mayor of the Issuer and countersigned w~th the manual signature of the City
Secretary of the Issuer, has caused the official seal of the Issuer to be duly impressed on this Bond,
and has caused this Bond to be dated May 1, 1996
City Secretary, City of Denton, Texas Mayor, City of Denton, Texas
(CITY SEAL)
(INSERT BOND INSURANCE LEGEND, IF ANY)
FORM OF REGISTRATION CERTIFICATE OF THE
COMPTROLLER OF PUBLIC ACCOUNTS
COMPTROLLER'S REGISTRATION CERTIFICATE REGISTER NO
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 that this Bond has been registered by the Comptroller
of Public Accounts of the State of Texas
Witness my signature and seal ttus
Comptroller of Public Accounts
of the State of Texas
(COMPTROLLER'S SEAL)
Section 6 ADDITIONAL CHARACTERISTICS OF THE BONDS Registration and
Transfer (a) The Issuer shall keep or cause to be kept at the pnncipal corporate trust office of
TEXAS COMMERCE BANK NATIONAL ASSOCIATION, DALLAS, TEXAS (the "Paying
Agent/Registrar") books or records of the registration and transfer of the Bonds (the "Registration
Books"), and the Issuer hereby appoints the Paying A4~entJR. eglstrar as its registrar and transfer agent
to keep such books or records and make such transfers and registrations under such reasonable
regulations as the Issuer and Paying Agent/Registrar may prescribe, and the Paying Agent/Registrar
shall make such transfers and registrations as hereto provided The Paying Agent/Registrar shall
obtain and record in the Registration Books the address of the registered owner of each Bond to
which payments w~th respect to the Bonds shall be mailed, as herein provided, but it shall be the duty
of each registered owner to notify the Paying Agent/Registrar in writing of the address to which
payments shall be marled, and such interest payments shall not be mailed unless such notice has been
given The Issuer shall have the right to respect the Registration Books dunng regular business hours
of the Paying Agent/Registrar, but othervase the Paying Agent/Registrar shall keep the Registration
Books confidential and, unless othervase required by law, shall not perrmt their inspection by any
other entity Registration of each Bond may be transferred in the Registration Books only upon
presentation and surrender of such Bond to the Paying Agent/Registrar for transfer of registration
and cancellation, together w~th proper written instruments of assignment, in form and w~th guarantee
of signatures satisfactory to the Paying Agnnt/Registrar, (Q evidencing the assignment of the Bond,
or any portion thereofm any integral multiple of $5,000, to the assignee or assignees thereof, and (i0
the right of such assignee or assignees to have the Bond or any such portion thereof registered in the
name of such asslguee or assignees Upon the assignment and transfer of any Bond or any portion
thereof, a new substitute Bond or Bonds shall be issued in conversion and exchange therefor in the
manner herein provided The Imtial Bond, to the extent of the unpaid or unredeemed pnnclpal
balance thereof, may be assigned and transferred by the lmtlal registered owner thereof once only, and
to one or more assignees designated in writing by the imtlal registered owner thereof All Bonds
issued and dehvered m conversion of and exchange for the Imtial Bond shall be in any denonunatlon
or denominations of any integral multiple of $5,000 (subject to the requirement hereinafter stated that
each substitute Bond shall have a angle stated pnneipal matunty date), shall be in the form prescribed
in the FORM OF SUBSTITUTE BOND set forth m tins Ordinance, and shall have the characteristics,
and may be assigned, transferred, and converted as hereinafter provided If the Imtial Bond or any
portion thereof is assigned and transferred or converted the Initial Bond must be surrendered to the
Paying Agent/Registrar for cancellation, and each Bond issued in exchange for any portion of the
Imtlal Bond shall have a single stated pnnclpal maturity date, and shall not be payable in installments,
and each such Bond shall have a pnnclpal maturity date corresponding to the due date of the
installment ofpnncipal or portion thereof for which the substitute Bond is being exchanged, and each
such Bond shall bear interest at the smgle rate appheable to and borne by such ~nstallment ofpnne~pal
or port~on thereof for which it ~s being exchanged If only a portion oftha Imtial Bond is assigned
and transferred, there shall be delivered to and registered ~n the name of the ~rat~al registered owner
substitute Bonds in exchange for the unassigned balance of the Imtial Bond ~n the same manner as
~fthe lmtial registered owner were the assignee thereof If any Bond or portion thereof other than
the Initial Bond is assigned and transferred or converted each Bond ~ssued in exchange therefor shall
have the same pnnclpal maturity date and bear interest at the same rate as the Bond for which it is
exchanged A form of assignment shall be pnnted or endorsed on each Bond, excepting the Imtial
Bond, which shall be executed by the registered owner or its duly authorized attorney or
representative to evidence an assignment thereof Upon surrender of any Bonds or any portion or
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portions thereof for transfer of registration, an authonzed representative of the Paying
Agent/Registrar shall make such transfer m the Registration Books, and shall deliver a new fully
registered substitute Bond or Bonds, having the charactenstms herein described, payable to such
assignee or assignees (wtuch then vall be the registered owner or owners of such new Bond or
Bonds), or to the previous registered owner in case only a portion cfa Bond is being assigned and
transferred, all in conversion of and exchange for smd assigned Bond or Bonds or any portion or
portaons thereof, m the same form and manner, and vath the same effect, as prowded in Section 6(d),
below, for the conversion and exchange of Bonds by any registered owner cfa Bond The Issuer
shall pay the Paying Agent/Registrars standard or customary fees and charges for making such trans-
fer and delivery cfa substitute Bond or Bonds, but the one requesting such transfer shall pay any
taxes or other governmental charges required to be prod vath respect thereto The Paying
Agent/Registrar shall not be required to make transfers of registration of any Bond or any portion
thereof0) during the period commencing vath the close ofbusmess on any Record Date and ending
with the opemng of business on the next follovong pnnclpal or interest payment date, or, (ii) vath
respect to any Bond or any portion thereof called for redemption prior to maturity, wathln 45 days
prior to its redemption date
(b) Ownership of Bonds The entity in whose name any Bond shall be registered in the
Registration Books at any time shall be deemed and treated as the absolute owner thereof fur all
purposes ofttus Ordinance, whether or not such Bond shall be overdue, and the Issuer and the Paying
Agent/Registrar shall not be affected by any notice to the contrary, and payment of, or on account
of, the principal of, prevmum, if any, and interest on any such Bond shall be made only to such
registered owner All such payments shall be valid and effectual to satisfy and discharge the liability
upon such Bond to the extent of the sum or sums so prod
(c) Payment of Bonds and Interest The Issuer hereby further appoints the Paying
Agent~eglstrar to act as the paying agent for paying the pnnclpal of and interest on the Bonds, and
to act as its agent to convert and exchange or replace Bonds, all as provided ~n this Ordinance The
Paying Agent/Registrar shall keep proper records of all payments made by the Issuer and the Paying
Agent/Registrar vath respect to the Bonds, and of all conversions and exchanges of Bonds, and all
replacements of Bonds, as prowded in tlus Ordinance However, in the event cfa nonpayment 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 estabhshed by the Paying Agent/Registrar, if and
when funds for the payment of such interest have been received from the Issuer Notice of the
Special Record Date and of the scheduled payment date of the past due interest (" Special Payment
Date", whmh shall be fifteen (15) days a_~er the Special Record Date) shall be sent at least five (5)
business days prior to the Special Record Date by United States mall, first class postage prepaid, to
the address of each Holder of a Bond appeanng on the registration books of the Paying
AgenffRel0strar at the close of business on the 15th business day next preceding the date of mmhng
of such notice
(d) Conversion and Exchange or Replacement. Authentication Each Bond issued and
dehvered pursuant to this Ordinance, to the extent of the unpmd or unredeemed pnncipal balance or
pnncipal amount thereof, may, upon surrender of such Bond at the pnnclpal corporate trust office
of the Paying Agent/Registrar, together w~th a written request therefor duly executed by the
registered owner or the assignee or assignees thereof, or its or their duly authorized attorneys or
representatives, w~th guarantee of signatures satlsfacto~' to the Paying Agent/Registrar, may, at the
opUon of the registered owner or such assignee or assignees, as appropriate, be converted into and
exchanged for fully registered bonds, w~thout interest coupons, ~n the form prescribed in the FORM
OF SUBSTITUTE BOND set forth m tbs Ordinance, in the denonunat~on of $5,000, or any ~ntegral
muluple of $5,000 (subject to the reqtarement hereinafter stated that each substitute Bond shall have
a single stated maturity date), as requested m writing by such registered owner or such assignee or
assignees, m an aggregate pnncipal amount equal to the unpaid or unredeemed pnnc~pal balance or
principal amount of any Bond or Bonds so surrendered, and payable to the appropriate registered
owner, assignee, or assignees, as the case may be If the ImUal Bond is assigned and transferred or
converted each substitute Bond ~ssued ~n exchange for any port~on of the Imual Bond shall have a
single stated pnnc~pal maturity date, and shall not be payable m installments, and each such Bond shall
have a pnnc~pal maturity date corresponding to the due date of the installment of prmcipal or portion
thereof for winch the substitute Bond xs being exchanged, and each such Bond shall bear interest at
the s~ngle rate apphcable to and borne by such installment of pnnc~pal or port~on thereof for winch
It is being exchanged Ifa port,on of any Bond (other than the Imual Bond) shall be redeemed prior
to ~ts scheduled maturity as proxaded here~n, a substitute Bond or Bonds haxang the same maturity
date, beanng interest at the same rate, m the denonunauon or denonunat~ons of any integral multiple
of $5,000 at the request of the registered owner, and tn aggregate pnnctpal amount equal to the
unredeemed portion thereof, w~ll be ~ssued to the registered owner upon surrender thereof for
cancellataon If any Bond or poraon thereof(other than the Imt~al Bond) ~s assigned and transferred
or converted, each Bond ~ssued ~n exchange therefor shall have the same principal matumy date and
bear ~nterest at the same rate as the Bond for wbach ~t ~s being exchanged Each substitute Bond shall
bear a letter and/or number to distinguish It fi.om each other Bond The Paytng AgenffReg~strar shall
convert and exchange or replace Bonds as prowded herein, and each fully registered bond delivered
in conversion of and exchange for or replacement of any Bond or port~on thereof as perrmtted or
required by any prowslon of tins Ordinance shall constitute one of the Bonds for all purposes of tins
Ordinance, and may again be converted and exchanged or replaced It Is specifically prowded that
any Bond authenticated ~n conversion of and exchange for or replacement of another Bond on or
prior to the first scheduled Record Date for the Imtlal Bond shall bear ~nterest from the date of the
Imtial Bond, but each substitute Bond so authenticated after such first scheduled Record Date shall
bear interest fi.om the tnterest payment date next preceding the date on winch such substitute Bond
was so authenticated, unless such Bond ~s authenticated after any Record Date but on or before the
next following ~nterest payment date, m winch case it shall bear interest fi.om such next following
interest payment date, provided, however, that if at the t~me of dehvery of any substitute Bond the
interest on the Bond for winch ~t is being exchanged is due but has not been paid, then such Bond
shall bear interest fi.om the date to winch such ~nterest has been p/ud ~n full THE INITIAL BOND
issued and dehvered pursuant to tins Ordinance ~s not reqmred to be, and shall not be, authenticated
by the Paying Agent/Registrar, but on each substitute Bond issued in conversion of and exchange for
or replacement of any Bond or Bonds ~ssued under tins Ordinance there shall be pnnted a bond, in
the form substantially as follows
"PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
It ~s hereby certified that tins Bond has been issued under the prowslons of the Bond
Ordinance described m th~s Bond, and that tins Bond has been ~ssued in conversion of and exchange
for or replacement of a bond, bonds, or a portion of a bond or bonds of an ~ssue winch originally was
10
approved by the Attorney General of the State of Texas and registered by the Comptroller of Public
Accounts of the State of Texas
TEXAS COMMERCE BANK NATIONAL
ASSOCIATION, DALLAS, TEXAS
Paying Agent/Registrar
Dated
By
Authorized Representative"
An authorized representative of the Paying Agent/Registrar shall, before the delivery of any such
Bond, date and manually s~gn the above Bond, and no such Bond shall be deemed to be issued or out-
standing unless such Bond is so executed The Paying Agent/Registrar promptly shall cancel all
Bonds surrendered for conversion and exchange or replacement No additional ordinances, orders,
or resolutions need be passed or adopted by the governing body of the Issuer or any other body or
person so as to accomphsh the foregoing conversion and exchange or replacement of any Bond or
portion thereof, and the Paying AgenffReglstrar shall provade for the pnntmg, execution, and delivery
of the substitute Bonds m the manner prescribed herein, and said Bonds shall be of type composition
printed on paper wath hthographed or steel engraved borders of customary weight and strength
Pursuant to Vemoffs Ann Tex C~v St Art 717k-6, and particularly Section 6 thereof, the duty of
conversion and exchange or replacement of Bonds as aforesaid is hereby imposed upon the Pa3nng
Agent/Registrar, and, upon the execution of the above Paying Agent/Reglstrar's Authentication
Certificate, the converted and exchanged or replaced Bond shall be valid, incontestable, and
enforceable ~n the same manner and w~th the same effect as the Imtml Bond which originally was
issued pursuant to tins Ordinance, approved by the Attorney General, and registered by the
Comptroller of Public Accounts The Issuer shall pay the Paying Agent/Registrar's standard or
customary fees and charges for transfemng, converting, and exchanging any Bond or any portion
thereof, but the one requesting any such transfer, conversion, and exchange shall pay any taxes or
governmental charges reqmred to be paid with respect thereto as a condition precedent to the
exercise of such privilege of convemon and exchange The Paying Agent/Registrar shall not be
reqmred to make any such conversion and exchange or replacement of Bonds or any portion thereof
(0 during the period commencing wroth the close of business on any Record Date and ending wroth the
opemng of business on the next following pnnclpal or interest payment date, or, (ii) with respect to
any Bond or portion thereof called for redemption prior to maturity, wltinn 45 days prior to its
redemption date
(e) In General All Bonds ~ssued in conversion and exchange or replacement of any other
Bond or portion thereof, (0 shall be issued ~n fully registered form, without interest coupons, with
the pnnc~pal of and ~nterest on such Bonds to be payable only to the registered owners thereof, (ii)
may be redeemed prior to their scheduled maturities, (m) may be transferred and assigned, (iv) may
be converted and exchanged for other Bonds, (v) shall have the charactenstms, (vi) shall be s~gned
and sealed, and (vii) the pnncipal of and interest on the Bonds shall be payable, all as provmded, and
in the manner reqmred or indicated, m the FORM OF SUBSTITUTE BOND set forth in tins
Ordinance
11
(f) Pa_vment of Fees and Charges The Issuer hereby covenants w~th the registered owners
of the Bonds that ~t roll (~) pay the standard or customary fees and charges of the Paying
AgentfReg~strar for its services vath respect to the payment of the pnnctpal of and interest on the
Bonds, when due, and (n) pay the fees and charges of the Paying Agent/Registrar for services wroth
respect to the transfer of registration of Bonds, and w~th respect to the conversion and exchange of
Bonds solely to the extent above prowded tn tins Ordinance
(g) Substttute Paxang A_~ent/l~e_mstrar The Issuer covenants w~th the regtstered owners of
the Bonds'that at all t~mes winle the Bonds are outstanding the Issuer w~ll pro,ode a competent and
legally quahfled bank, trust company, financial restitution, or other agency to act as and perform the
services of Paying Agent/Regtstrar for the Bonds under tlus Ordinance, and that the Paying
Agent/Registrar roll be one entity The Issuer reserves the right to, and may, at ~ts option, change
the Paying Agent/Registrar upon not less than 120 days wntten not~ce to the Paying Agent/Registrar,
to be effective not later than 60 days prior to the next pnnc~pal or interest payment date after such
not~ce In the event that the enttty at any t~me acting as Paymg Agent/Registrar (or ~ts successor by
merger, acqms~t~on, or other method) should resign or otherwise cease to act as such, the Issuer
covenants that promptly ~t wall appoint a competent and legally quahfied bank, trust company,
financial mst~tutton, or other agency to act as Paying Agent/Registrar under tins Ordinance Upon
any change m the Paying AgentJRegtstrar, the previous Paying AgenffReg~strar promptly shall
transfer and dehver the Registration Books (or a copy thereof), along w~th all other pertinent books
and records relatmg to the Bonds, to the new Paying AgenffReg~strar designated and appointed by
the Issuer Upon any change m the Paying Agent/Registrar, the Issuer promptly wtll cause a written
notice thereof to be sent by the new Paymg AgentfReglstrar to each regtstered owner of the Bonds,
by Umted,States mad, first-class postage prepmd, winch not~ce also shall g~ve the address of the new
Paying A~ent/Reg~strar By accepting the position and performing as such, each Paying Agent/Regis-
trar shall be deemed to have agreed to the prows~ons of tins Ordinance, and a certified copy of tlus
Ordinance shall be dehvered to each Paying Agent/Registrar
Section 7 FORM OF SUBSTITUTE BONDS The form of all Bonds ~ssued m conversion
and exchange or replacement of any other Bond or port,on thereof, ~ncludmg the form of Paying
Agent/Reg~strar's Bond to be pnnted on each of such Bonds, and the Form of Assignment to be
printed on each of the Bonds, shall be, respectively, substantially as follows, with such appropnate
variations, ormss~ons, or ~nsertlons as are pernutted or reqmred by tins Ordinance
12
FORM OF SUBSTITUTE BOND
(Book-Entry Only Legend, if appropriate)
NO UNITED STATES OF AMERICA PRINCIPAL AMOUNT
STATE OF TEXAS $
COUNTY OF DENTON
CITY OF DENTON GENERAL OBLIGATION BOND
SERIES 1996
ORIGINAL DATE
INTEREST RATE MATURITY DATE OF ISSUE CUSIP NO
% MAY 1, 1996
ON THE MATURITY DATE speczfied above the CITY OF DENTON, m Denton County,
Texas (the "Issuer"), being a polmeal subd~ws~on of the State of Texas, hereby prormses to pay to
· or to the registered
assignee hereof (e~ther bamg here~na~er called the "registered owner") the pnne~pal amount of
and to pay interest thereon, calculated on the bas~s of a 360-day year composed of twelve 30-day
months, fi.om May 1, 1996, to the maturity date specified above, or the date of redemption prior to
maturity, at the interest rate per annum specified above, w~th ~nterest being payable on February 15,
1997, and senuannually on each August 15 and February 15 thereafter, except that ffthe date of
authent~catxon of tins Bond is later than the first Record Date (hereinafter defined), such pnnmpal
amount shall bear interest from the interest payment date next preceding the date of authentmat~on,
unless such date ofauthentacat~on ns after any Record Date (hereinafter defined) but on or before the
next follovang interest payment date, m winch case such pnnc~pal amount shall bear ~nterest from
such next following interest payment date
THE PRINCIPAL OF AND INTEREST ON tins Bond are payable ~n lawful money of the
Umted States of America, vathout exchange or collectxon charges The pnnc~pal of tlus Bond shall
be prod to the registered owner hereof upon presentation and surrender of fins Bond at maturity or
upon the date fixed for ~ts redemption prior to maturity, at the pnnc~pal corporate trust office of
TEXAS COMIVIERCE BANK NATIONAL ASSOCIATION, DALLAS, TEXAS, wtuch ~s the
"Pasnng Agent/Registrar" for th~s Bond The payment of interest on ttus Bond shall be made by the
Paying AgenffReg~strar to the registered owner hereof on each interest payment date by check, dated
as of such interest payment date, drawn by the Paying Agent/Registrar on, and payable solely fi.om,
funds of the Issuer reqmred by the ordinance authorizing the xssuance of the Bonds (the "Bond
Ordinance") to be on deposxt wxth the Paying Agent/Registrar for such purpose as hereinafter
provided, and such check shall be sent by the Paying Agent/Registrar by Umted States mad, first-dass
postage prepmd, on each such interest payment date, to the regxstered owner hereof, at the address
of the registered owner, as ~t appeared at the dose of business on the last day of the month next
preceding each such date (the "Record Date") on the Regxstrat~on Books kept by the Paying
Agent/Registrar, as hereinafter described However, the payment of such ~nterest may be made by
13
any other method acceptable to the Paying Agent/Registrar and requested by, and at the risk and
expense of, the registered owner hereof Any accrued interest due upon the redemption of tins Bond
prior to maturity as proxaded herein shall be paid to the registered owner at the pnnc~pal corporate
trust office of the Paying Agent/Registrar upon presentation and surrender oftlus Bond for redemp-
tlon and payment at the pnncipal corporate trust office of the Paying AgenffReg~strar The Issuer
covenants w~th the registered owner of thts Bond that on or before each pnnclpal payment date,
interest payment date, and accrued interest payment date for ttus Bond ~t vail make avadable to the
Paying Agent/Registrar, from the "Interest and Smlong Fund" created by the Bond Ordinance, the
amounts required to provide for the payment, in immediately avmlable funds, of all pnnclpal of and
interest on the Bonds, when due
IF THE DATE for the payment of the pnncipal of or interest on tins Bond shall be a Saturday,
Sunday, a legal holiday, or a day on whmh banlong restitutions In the City where the Paytng
Agent/l~g~strar is located are authorized by law or executive order to close, then the date for such
payment shall be the next succeeding day winch Is not such a Saturday, Sunday, legal hohday, or day
on wluch banking mstttuUons are authorized to close, and payment on such date shall have the same
force and effect as if made on the original date payment was due
THIS BOND Is one of an issue of Bonds lmt~ally dated May 1, 1996, authorized in
accordance vath the Conmtution and laws of the State of Texas m the pnnc~pal amount of
$2,515,000, FOR THE PURPOSE OF THE ACQUISITION OF PROPERTY AND MAKING
IMPROVEMENTS FOR PUBLIC PURPOSES IN SAID CITY, TO-WIT $1,500,000 FOR
STREET AND TRAFFIC CONTROL IMPROVEMENTS, $715,000 FOR DRAINAGE
IMPROVEMENTS AND $300,000 FOR PARK IMPROVEMENTS
ON FEBRUARY 15, 2006, or on any date whatsoever thereafter, the Bonds of tins Series
may be redeemed prior to their scheduled maturities, at the option of the Issuer, with funds derived
fi'om any available and lawful source, as a whole, or ~n part, and, lf~n part, the partmular Bonds, or
portions thereof, to be redeemed shall be selected and designated by the Issuer (prowded that a
portton ofaBond may be redeemed only ~n an integral multiple of $5,000), at the redemption price
of the par or pnncipal amount thereof, plus accrued interest to the date fixed for redemption
AT LEAST 30 days prior to the date fixed for any redemption of Bonds or portions thereof
prior to maturity a written not,ce of such redemption shall be pubhshed once m a financial publication,
journal, or reporter of general clrculatxon among securities dealers m The City of New York, New
York (including, but not hrmted to, The Bond Buyer and The Wall Street Journal), or ~n the State of
Texas (including, but not hrmted to, The Texas Bond Reporter) Such notice also shall be sent by
the Paying Agent/Registrar by Umted States marl, first-class postage prepaid, not less than 30 days
prior to the date fixed for any such redemption, to the registered owner of each Bond to be redeemed
at tts address as it appeared on the 45th day prior to such redemption date, prowded, however, that
the fadure to send, mall, or receive such notme, or any defect there~n or m the sending or mmhng
thereof, shall not affect the validity or effectiveness of the proceedings for the redemption of any
Bond, and ~t ~s hereby specfllcally provaded that the publication of such notice as reqmred above shall
be the only not,ce actually reqmred m connection w~th or as a prereqms~te to the redemption of any
Bonds or portions thereof By the date fixed for any such redemptaon due provts~on shall be made
w~th the Paying Agent/Registrar for the payment of the required redemption pnce for the Bonds or
14
porttons thereofwluch are to be so redeemed, plus accrued interest thereon to the date fixed for
redemption If such written notate of redemptton ts pubhshed and ff due provision for such paymem
ts made, all as prowded above, the Bonds or porttons thereofwluch are to be so redeemed thereby
automatically shall be ~'eated as redeemed prior to thetr scheduled matunttes, and they shall not bear
mterest after the date fixed for redemptaon, and they shall not be regarded as bemg outstanding except
for the right of the registered owner to receive the redemption price plus accrued ~nterest from the
Paying Agent/Relgstrar out of the funds prowded for such payment Ifa portton of any Bond shall
be redeemed a substttute Bond or Bonds hawng the same maturity date, beanng mterest at the same
rate, m any denornmat~on or denotmnattons tn any integral multiple of $5,000, at the written request
of the registered owner, and m aggregate pnnctpal amount equal to the unredeemed portton thereof,
wdl be tssued to the regnstered owner upon the surrender thereof for cancellatton, at the expense of
the Issuer, all as prowded tn the Bond Ordinance
THIS BOND OR ANY PORTION OR PORTIONS HEREOF 1N ANY INTEGRAL
MULTIPLE OF $5,000 may be asstgned and shall be transferred only m the Reg~stratton Books of
the Issuer kept by the Paying Agent/Regtstrar acting ~n the capactty of regtstrar for the Bonds, upon
the terms and condtttons set forth tn the Bond Ordmance Among other reqmrements for such
assignment and transfer, thts Bond must be presented and surrendered to the Paying AgentYRegtstrar,
together w~th proper instruments of ass~gument, m form and w~th guarantee of s~gnatures sattsfactory
to the Paying AgenffR. el0strar, ewdencmg asstgument oftlus Bond or any portton or portions hereof
m any integral multiple of $5,000 to the assxgnee or asstgnees tn whose name or names ttus Bond or
any such pomon or porttons hereof ts or are to be transferred and registered The form of
Assignment pnnted or endorsed on th~s Bond shall be executed by the regtstered owner or tts duly
authorized attorney or representative, to exadence the assignment hereof A new Bond or Bonds
payable to such assignee or assignees (wbach then wall be the new regtstered owner or owners of such
new Bond or Bonds), or to the previous registered owner m the case of the assxgnment and transfer
of only a pomon oftlus Bond, may be dehvered by the Paying Agent/Regtstrar m convemon of and
exchange for tbas Bond, all m the form and manner as prowded tn the next paragraph hereof for the
convemon and exchange of other Bonds The Issuer shall pay the Paying Agent/Regtstrar's standard
or customary fees and charges for making such transfer, but the one requestxng such transfer shall pay
any taxes or other governmental charges reqmred to be prod w~th respect thereto The Paymg
Agent/Regtstrar shall not be reqmred to make transfers of reg~stratton of ttus Bond or any port~on
hereof(0 dunng the period commencing w~th the close ofbusmess on any Record Date and endmg
w~th the opemng ofbusmess on the next following principal or tnterest payment date, or, (n) w~th
respect to any Bond or any port,on thereof called for redemptton prior to maturity, wtttun 45 days
prior to tts redemptton date The registered owner ofth~s Bond shall be deemed and treated by the
Issuer and the Paymg Agent/Registrar as the absolute owner hereof for all purposes, ~ncludmg
payment and d~scharge of habthty upon tins Bond to the extent of such payment, and the Issuer and
the Paying Agent/Regtstrar shall not be affected by any notme to the contrary
ALL BONDS OF THIS SERIES are tssuable solely as fully registered bonds, w~thout ~nterest
coupons, m the denonunatton of any ~ntegral multtple of $5,000 As provided tn the Bond
Ordinance, flus Bond, or any unredeemed port,on hereof, may, at the request of the regtstered owner
or the assignee or assignees hereof, be converted into and exchanged for a hke aggregate pnnc~pal
amount of fully regtstered bonds, w~thout mterest coupons, payable to the appropriate regtstered
owner, assignee, or assignees, as the case may be, having the same maturity date, and beanng ~nterest
15
at the same rate, m any denommataon or denominations m any integral multiple of $5,000 as requested
m wmmg by the appropriate registered owner, assignee, or assmgnees, as the case may be, upon sur-
render of tins Bond to the Paying Agent/Regmstrar for cancellatmon, all m accordance w~th the form
and procedures set forth mn the Bond Ordinance The Issuer shall pay the Paying Agent/Regmstrar's
standard or customary fees and charges for transferring, converting, and exchanging any Bond or any
portion thereof, but the one requesting such transfer, conversmon, and exchange shall pay any taxes
or governmental charges requmred to be p~ud w~th respect thereto as a cond~tmn precedent to the
exercise of such pnwlege of conversion and exchange The Paying Agent/Regmstrar shall not be
required to make any such convemon and exchange (0 during the period commencing wroth the close
of business on any Record Date and ending wroth the opemng of business on the next following
prmcmpal or interest payment date, or, (mx) w~th respect to any Bond or port,on thereof called for
redemptmon prior to maturity, w~tinn 45 days prior to mrs redemption date
IN THE EVENT any Paying Agent/Registrar for the Bonds ms changed by the Issuer, resmgns,
or othemase ceases to act as such, the Issuer has covenanted mn the Bond Or&nance that mt promptly
will appoint a competent and legally qualmfied substitute therefor, and promptly wll cause written
noUce thereof to be mailed to the regmstered owners of the Bonds
IT IS HEREBY certified, recmted, and covenanted that tins Bond has been duly and validly
voted, authorized, issued, sold, and dehvered, that all acts, conditmns, and tinngs required or proper
to be performed, erast, and be done precedent to or mn the authorization, ~ssuance, and dehvery of tins
Bond have been performed, existed, and been done m accordance w~th law, that this Bond ms a general
obhgat~on of the Issuer, mssued on the full froth and credit thereof, and that annual ad valorem taxes
sufficient to proxade for the payment of the interest on and pnncipal oftlus Bond, as such mnterest
comes due and such prmcmpal matures, have been lewed and ordered to be lewed against all taxable
property m the Issuer, and have been pledged irrevocably for such payment, wltlun the hrmt pre-
scribed by law
BY BECOM1NG the regmstered owner of tins Bond, the registered owner thereby
acknowledges all of the terms and prowsmons of the Bond Ordmnance, agrees to be bound by such
terms and proxasmons, acknowledges that the Bond Ordinance is duly recorded and available for
inspection m the officmal mutes and records of the govermng body of the Issuer, and agrees that the
terms and provtsmons of tins Bond and the Bond Ordinance constitute a contract between each
registered owner hereof and the Issuer
IN WITNESS WHEREOF, the Issuer has caused thts Bond to be signed w~th the manual or
facsimile signature of the Mayor of the Issuer and countersigned w~th the manual or facsmule
smgnature of the Cay Secretary of the Issuer, and has caused the officml seal of the Issuer to be duly
impressed, or placed mn facsmmfle, on tins Bond
City Secretary, Cmty of Demon, Texas Mayor, Cmty of Denton, Texas
(CITY SEAL)
16
FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
(To be executed lftbas Bond is not aceompamed by an executed Reglstratton
Certificate of the Comptroller of Pubhc Accounts of the State of Texas)
It is hereby certified that th~s Bond has been ~ssued under the prows~ons of the Bond
Ordinance desenbed m th~s Bond, and that tbas Bond has been issued ~n conversion of and exchange
for or replacement cfa bond, bonds, or a pomon cfa bond or bonds of an issue wtuch originally was
approved by the Attorney General of the State of Texas and registered by the Comptroller of Pubhc
Accounts of the State of Texas
TEXAS COMMERCE BANK NATIONAL
ASSOCIATION, DALLAS, TEXAS
Paying Agent/Registrar
Dated By
Authorized Representative
(INSERT BOND INSURANCE LEGEND, IF ANY)
17
FORM OF ASSIGNMENT
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned registered owner ofth~s Bond, or duly authorized
representative or attorney thereof, hereby ass,gns flus Bond to
/ /
(Asslgnee's Social (pnnt or typewrite Assignee's name and
Security or Taxpayer address, including zip code)
Identification Number)
and hereby irrevocably constitutes and appoints
attomey to transfer the reg~strauon of tins Bond on the Paytng Agent/Regastrar's Registration Books
with full power of substitution m the prenuses
Dated
Signature Guaranteed
NOTICE Signature(s) must be Registered Owner
guaranteed by an ehg~ble guarantor NOTICE Tbas signature must correspond
mstnutlon participating m a vath the name of the Registered Owner
securities transfer association appeanng on the face ofttus Cemfleate m
recogmzed signature guarantee every particular w~thout alteration or
program enlargement or any change whatsoever
Section 8 TAX LEVY A special Interest and Smkang Fund (the "Interest and Slnlang
Fund") is hereby created solely for the benefit of the Bonds, and the Interest and Stoking Fund shall
be estabhshed and maintained by the Issuer at an official depository bank of the Issuer The Interest
and Stoking Fund shall be kept separate and apan-t from all other funds and accounts of the Issuer, and
shall be used only for paying the interest on and pnncipal of the Bonds All ad valorem taxes levied
and collected for and on account of the Bonds shall be deposited, as collected, to the credit of the
Interest and Smlang Fund Dunng each year while any of the Bonds or interest thereon are
outstanding and unp~ud, the govermng body of the Issuer shall compute and ascertain a rate and
amount of ad valorem tax wluch will be sufficient to raase and produce the money required to pay the
interest on the Bonds as such interest becomes due, and to prowde and maintain a slnlang fund
adequate to pay the pnneipal of ns Bonds as such pnnclpal matures (but never less than 2% of the
ongmal prmcupal amount of the Bonds as a stoking fund each year), and sand tax shall be based on the
latest approved tax rolls of the Issuer, vath full allowance being made for tax delinquencies and the
cost of tax collection Sand rate and amount of ad valorem tax ~s hereby levied, and is hereby ordered
to be lewed, against all taxable property m the Issuer for each year whale any of the Bonds or interest
18
thereon are outstarldmg and unpmd, and smd tax shall be assessed and collected each such year and
deposited to the credit of the aforesaid Interest and Smlang Fund Said ad valorem taxes sufficient
to provade for the payment of the interest on and pnnc~pal of the Bonds, as such interest comes due
and such pnncipal matures, are hereby pledged for such payment, watinn the hmlt prescribed by law
Section 10 DEFEASANCE OF BONDS (a) Any Bond and the interest thereon shall be
deemed to be pa~d, retired, and no longer outstanding (a "De/eased Bond") wathm the meamng of this
Ordinance, except to the extent prowded in subsection (d) of flus Section 10, when payment of the
pnnclpal of such Bond, plus interest thereon to the due date (whether such due date be by reason of
maturity, upon redemption, or other~nse) e~ther 0) shall have been made or caused to be made in
accordance w~th the terms thereof (including the gixang of any required notice of redemption), or (ii)
shall have been prowded for on or before such due date by irrevocably deposmng wath or makang
avmlable to the Paying Agent/Registrar for such payment (1) lawful money of the Umted States of
America sufficient to make such payment or (2) Government Obhgat~ons wluch mature as to pnncipal
and interest in such amounts and at such times as wall insure the av~ulabdity, wathout relnvestment,
of sufficient money to prowde for such payment, and when proper arrangements have been made by
the Issuer with the Paying AgentfRe~strar for the payment or,ts servaces until all De/eased Bonds
shall have become due and payable At such time as a Bond shall be deemed to be a De/eased Bond
hereunder, as aforesaid, such Bond and the interest thereon shall no longer be secured by, payable
fi.om, or entailed to the benefits of, the ad valorem taxes herein lewed and pledged as provided in this
Ordinance, and such pnncipal and interest shall be payable solely fi.om such money or Government
Obhgations
(b) Any moneys so deposited wath the Paying AgentffReglstrar may at the written direct~on
of the Issuer also be invested m Government Obligations, matunng m the amounts and times as
here~nbe/ore set forth, and all income from such Government Obligations received by the Paying
Agent/Registrar winch is not reqmred for the payment of the Bonds and interest thereon, with respect
to which such money has been so deposited, shall be turned over to the Issuer, or deposited as
directed in writing by the Issuer
(c) The term "Government Obligations" as used tn tins Section shall mean d~rect
obhgatlons of the Umted States of America, including obligations the pnncipal of and interest on
winch are unconditionally guaranteed by the Umted States of America, winch may be United States
Treasury obhgat~ons such as its State and Local Government Series, wtuch may be in book-entry
form
(d) Until all De/eased Bonds shall have become due and payable, the Paying
Agent/Registrar shall perform the sennces of Paying Agent/Registrar for such De/eased Bonds the
same as ffthey had not been de/eased, end the Issuer shall make proper arrangements to provide and
pay for such servaees as required by tins Ordinance
Section 11 DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED BONDS
(a) Replacement Bonds In the event any outstanding Bond is damaged, mutilated, lost, stolen, or
destroyed, the Paying AgenffReg~strar shall cause to be pnnted, executed, and dehvered, a new bond
of the same principal amount, maturity, and interest rate, as the damaged, mutilated, lost, stolen, or
destroyed Bond, in replacement for such Bond in the manner hereinafter provided
19
Co) Ap_ phcatlon for Replacement Bonds Apphcation for replacement of damaged, mutdated,
lost, stolen, or destroyed Bonds shall be made by the registered owner thereof to the Paying
Agent/Registrar In every case of loss, theft, or destruction ora Bond, the registered owner applying
for a repl~.~ement bond shall futmsh to the Issuer and to the Paying Agent/Registrar such security or
mdemmty as may be requtred by them to save each of them harmless from any loss or damage w~th
respect thereto Also, m every case of loss, thoR, or destruction of a Bond, the registered owner shall
furmsh to the Issuer and the Paying Agent/Registrar exqdence to their sattsfactton of the loss, theft,
or destruction of such Bond, as the case may be In every case of damage or mutilation of a Bond,
the registered owner shall surrender to the Paying Agent/Registrar for cancellation the Bond so
damaged or mutilated
(c) No Default Occurred Notwathstandlng the foregotng prowstons of flus Section, m
the event of any such Bond shall have matured, and no default has occurred wtuch is then continumg
tn the payment of the pnnctpal of, redemptmn premaum, if any, or tnterest on the Bond, the Issuer
may authorize the payment of the same (vnthout surrender thereof except tn the case of a damaged
or mutilated Bond) instead of~ssumg a replacement Bond, proxqded security or tndemmty is furmshed
as above provided tn flus Sectton
(d) Char~,e for Issuing Replacement Bonds Prior to the issuance of any replacement bond,
the Paying Agent/Registrar shall charge the regtstered owner of such Bond wtth all legal, pnnting,
and other expenses tn connection therewtth Every replacement bond issued pursuant to the
provtstons of this Section by wrtue of the fact that any Bond ts lost, stolen, or destroyed shall
constitute a contractual obhgatlon of the Issuer whether or not the lost, stolen, or destroyed Bond
shall be found at any tune, or be enforceable by anyone, and shall be entttled to all the benefits of this
Ordinance equally and proportionately vnth any and all other Bonds duly tssued under flus Ordmance
(e) Authority for Issuing Replacement Bonds In accordance wtth Section 6 of Vernon's
Ann Tex Civ St Art 717k-6, thts Seetton of this Ordmance shall constttute authority for the
issuance of any such replacement bond wtthout necessity of further actton by the govermng body of
the Issuer or any other body or person, and the duty of the replacement of such bonds ts hereby
authorized and tmposed upon the Paying Agent/Registrar, and the Paying Agent/Registrar shall
authenticate and dehver such Bonds tn the form and manner and wath the effect, as provtded tn
Seetton 6(d) oftlus Ordmance for Bonds tssued tn conversion and exchange for other Bonds
Sectton 12 COVENANTS REGARDING TAX-EXEMPTION The Issuer covenants to
refratn from talang any aetton whtch would adversely affect, and to take any actton required to
ensure, the treatment of the Bonds as obhgattons described in section 103 of the Internal Revenue
Code of 1986, as amended (the "Code"), the mterest on wtach is not includable in the "gross income"
of the holder for purposes of federal income taxatton In furtherance thereof, the Issuer covenants
as follows
(a) to take any actton to assure that no more than l0 percent of the proceeds of
the Bonds (less amounts depomed to a reserve fund, ffany) are used for any "private business
use", as defined m section 141(b)(6) of the Code or, if more than 10 percent of the proceeds
are so used, that amounts, whether or not received by the Issuer, w~th respect to such private
business use, do not, under the terms of fins Ordinance or any underlying arrangement,
20
&rectly or mdtrectly, secure or proxade for the payment of more than 10 percent of the debt
senate on the Bonds, m contravention of section 141(b)(2) of the Code,
(b) to take any action to assure that in the event that the "private business use"
described m subsection (a) hereof exceeds 5 percent of the proceeds of the Bonds (less
mounts deposited rote a reserve fund, if any) then the amount m excess of 5 percent is used
for a "private business use" winch is "related" and not "disproportionate", w~tinn the meaning
of section 141Co)(3) of the Code, to the governmental use,
(c) to take any acUon to assure that no amount winch is greater than the lesser of
$5,000,000, or 5 percent of the proceeds of the Bonds (less amounts deposited into a reserve
fund, ti'any) is d~rectly or indirectly used to finance loans to persons, other than state or local
governmental umts, m contravention of section 141 (c) of the Code,
(d) to reft'mn from takdng any action winch would otherwise result m the Bonds
being treated as "private actiwty bonds" vntinn the meamng of section 141(b) of the Code,
(e) to refrain from talang any action that would result in the Bonds being
"federally guaranteed" votinn the meamng of section 149(b) of the Code,
(f) to refrain from using any portion of the proceeds of the Bonds, directly or
indirectly, to acquire or to replace funds winch were used, directly or indirectly, to acquire
mvestment property (as defined m section 148(b)(2) of the Code) winch produces a materially
higher yteld over the term of the Bonds, other than investment property acquired w~th --
(1) proceeds of the Bonds invested for a reasonable temporary period of
3 years or less until such proceeds are needed for the purpose for winch the Bonds are
Issued,
(2) amounts invested m a bona fide debt serwce fund, Wltinn the meamng
of section 1 148-1(b) of the Treasury Regulations, and
(3) amounts deposited m any reasonably required reserve or replacement
fund to the extent such amounts do not exceed 10 percent of the stated pnncipal
amount (or, in the case of a discount, the issue price) of the Certificates,
(g) to othervase resmct the use of the proceeds of the Bonds or amounts treated
as proceeds of the Bonds, as may be necessary, so that the Bonds do not otherwse
contravene the requirements of section 148 of the Code (relating to arbitrage), Section 149(g)
of the Code (relating to hedge bonds), and, to the extent applicable, section 149(d) of the
Code (relating to advance refundings), and
(h) to pay to the Umted States of America at least once during each five-year
period Coegmnmg on the date of delivery of the Bonds) an amount that is at least equal to 90
percent of the "Excess Earnings", w~thm the meaning of section 148(0 of the Code and to pay
to the Umted States of America, not later that 60 days at~er the Bonds have been paid in full,
21
100 percent of the amount then required to be pa~d as a result of Excess Earnings under
section 148(0 of the Code
For purposes of the foregoing (a) and (b), the Issuer understands that the term "proceeds"
includes "disposition proceeds" as defined m the Treasury Regulations and, m the case of refunding
bonds, transferred proceeds (ff any) and proceeds of the refunded bonds expended prior to the date
of~ssuance of the Bonds It is the understanding of the Issuer that the covenants contained heretn
are intended to assure compliance with the Code and any regulations or rulings promulgated by the
U S Department of the Treasury pursuant thereto In the event that regulations or rulings are
hereat~er promulgated winch modify, or expand prows~ons of the Code, as apphcable to the Bonds,
the Issuer wtll not be reqmred to comply w~th any covenant contanned hereto to the extent that such
mod~fication or expansion, In the oplmon ofnationally-recogmzed bond counsel, will not adversely
affect the exemplaon fi.om federal income taxation of interest on the Bonds under section 103 of the
Code In the event that regulations or rulings are hereafter promulgated winch impose additional
requirements winch are applicable to the Bonds, the Issuer agrees to comply w~th the additional
requirements to the extent necessary, m the oplmon of natlonally-recogmzed bond counsel, to
preserve the exemption fi.om federal income taxation of interest on the Bonds under section 103 of
the Code In furtherance of such intention, the Issuer hereby authorizes and directs the Mayor of
the Issuer to execute any documents, certificates or reports required by the Code and to make such
elections, on behalf of the Issuer, wluch may be permitted by the Code as are consistent w~th the
purpose for the issuance of the Bonds
In order to facilitate compliance w~th the above covenant (h), a "Rebate Fund" ~s hereby
estabhshed by the Issuer for the sole benefit of the Umted States of America, and such fund shall not
be subject to the claim of any other person, including w~thout hnutation, the owners of the
Cemficates The Rebate Fund ts estabhshed for the additional purpose of comphance w~th Section
148 of the Code
Section 13 CUSTODY, APPROVAL, AND REGISTRATION OF BONDS, BOND
COUNSEL'S OPINION, CUSIP NUMBERS, PREAMBLE AND INSLrRANCE The Mayor of the
Issuer ~s hereby authorized to have control of the Imt~al Bond issued hereunder and all necessary
records and proceedings pertanmng to the Imtlal Bond pending ~ts delivery and its mvesugat~on,
examination, and approval by the Attorney General of the State of Texas, and ~ts registration by the
Comptroller of Pubhc Accounts of the State of Texas Upon registration of the Imt~al Bond sand
Comptroller of Pubhc Accounts (or a deputy designated m writing to act for sand Comptrolle0 shall
manually sign the Comptroller's Registrat~on Cemflcate on the Imual Bond, and the seal of said
Comptroller shall be ~mpressed, or placed m facsimile, on the Imtlal Bond The approwng legal
opinion of the Issuer's Bond Counsel and the assigned CUSIP numbers may, at the option of the
Issuer, be pnnted on the Imtlal Bond or on any Bonds issued and dehvered m conversion of and
exchange or replacement of any Bond, but neither shall have any legal effect, and shall be solely for
the convemence and reformation of the registered owners of the Bonds The preamble to tins
Ordmance is hereby adopted and made a part hereof for all purposes If insurance ~s obtanned on any
of the Bonds, the Imtial Bond and all other Bonds shall bear an appropriate legend concermng
insurance as provided by the insurer
22
Section 14 SALE OF INITIAL BOND The Imtial Bond ~s hereby sold and shall be
delivered to Fa'st Southwest Company, for cash for the par value thereof and accrued ~nterest thereon
to date of dehvery, plus a prewaum orS. -0- It ~s hereby officially found, deterrmned, and
declared that the Imtml Bond has been sold at public sale to the bidder offenng the lowest interest
cost, aRer reee~wng sealed bids pursuant to an Officml Notme of Sale and B~ddmg Instructions and
Official Statement dated April 23, 1996, prepared and distributed m connection w~th the sale of the
Imual Bond Smd Officml Notice of Sale and Bidding Instructions and Official Statement, and any
addenda, supplement, or amendment thereto have been and are hereby approved by the Issuer, and
their use m the offer and sale of the Bonds ~s hereby approved It ~s further officially found,
deterlmned, and declared that the statements and representations contained m said Official Notice of
Sale and Official Statement are true and correct in all material respects, to the best knowledge and
belief of the C~ty Council
Section 15 INTEREST EARNINGS ON BOND PROCEEDS Interest earmngs derived
fi.om the investment ofprocoeds fi.om the sale of the Initial Bond shall be used along wah other bond
proceeds for the aeqmsmon and eonstrucuon of the improvements for which the Bonds are ~ssued,
prowded that aRer eompleUon of such improvements, ffany of such ~nterest earnings remmn on hand,
such ~nterest earmngs shall be depomed m the Interest and Sinking Fund It is further provided,
however, that any interest earmngs on bond proceeds which are reqmred to be rebated to the Umted
States of America pursuant to Section 12 hereof m order to prevent the Bonds fi'om being arbarage
bonds shall be so rebated and not considered as ~nterest earmngs for the purposes of this Section
SecOon 16 DTC REGISTRATION The Bonds lmtlally shall be issued and dehvered m such
manner that no physical distribution of the Bonds will be made to the public, and the Depository Trust
Company ("DTC"), New York, New York, ~mt~ally will act as depository for the Bonds DTC has
represented that it ~s a lmuted purpose trust company incorporated under the laws of the State of New
York, a member of the Federal Reserve System, a "cleanng corporation" within the meaning of the
New York Umform Commercial Code, and a "clearing agency" registered under Section 17A of the
federal Secunt~es Exchange Act of 1934, as amended, and the Issuer accepts, but m no way verifies,
such representations The Inmal Bond authorized by this Ordinance shall be delivered to and
registered m the name of the Purchaser However, xt is a conditmn of delivery and sale that the
Purchaser, ~mmedmtely after such delivery, shall cause the Paying Agent/Registrar, as prowded for
m tbas Ordinance, to cancel said Initial Bond and deliver in exchange therefor a substitute Bond for
each maturity of such Inmal Bond, w~th each such submtute Bond to be registered in the name of
CEDE & CO, the nominee of DTC, and it shall be the duty of the Paying Agent/Registrar to take
such action It ~s expected that DTC wll hold the Bonds on behalf of the Purchaser and/or The DTC
Pamcipants, as defined and described m the Official Statement referred to and approved in Section
14 hereof(the "DTC Partic~pants") So long as each Bond ~s registered m the name of CEDE & CO,
the Paying Agent/Registrar shall treat and deal wah DTC in all respects the same as ifxt were the
actual and beneficml owner thereof It ~s expected that DTC will maintain a book entry system which
will ~dentify beneficial ownership of the Bonds by DTC Partic~pants in integral amounts of $5,000,
w~th transfers of ownerslup being effected on the records of DTC and the DTC Participants pursuant
to rules and regulations established by them, and that the substitute Bonds m~tmlly deposited w~th
DTC shall be ~mmobfl~zed and not be further exchanged for substitute Bonds except as hereinafter
provided The Issuer Is not responsxble or liable for any functions of DTC, will not be responsible
for paying any fees or charges with respect to ~ts services, will not be responsible or hable for
23
maintaining, supervising, or reviewing the records of DTC or the DTC Participants, or protecting any
interests or rights of the beneficial owners of the Bonds It shall be the duty of the Purchaser and the
DTC Participants to make all arrangements wth DTC to establish tbas book-entry system, the
beneficial ownerslup of the Bonds, and the method of paying the fees and charges of DTC The
Issuer does not represent, nor does it m any way covenant that the ~mt~al book-entry system
established with DTC wdl be maintained m the future The Issuer reserves the right and option at any
ttme m the future, m its sole discretion, to ternunate the DTC (CEDE & CO ) book-entry only regis-
tration requirement described above, and to perrmt the Bonds to be registered in the name of any
owner If the Issuer exercises its right and option to terrmnate such requirement, it shall g~ve written
not~ce of such termination to the Paying Agent/Registrar and to DTC, and thereafter the Paying
Agent/Registrar shall, upon presentation and proper request, register any Bond m any name as
prowded for mttus Ordinance Notwithstanding the m~tlal estabhshment of the foregoing book-entry
system v~th DTC, fi`for any reason any of the originally delivered substitute Bonds is duly filed wth
the Paying Agent/P. eglstrar with proper request for transfer and substitution, as provided for in th~s
Ordinance, substitute Bonds will be duly delivered as provided in tbas Ordinance, and there wll be
no assurance or representation that any book-entry system w~ll be m~untained for such Bonds
Section 17 COMPLIANCE WITH RULE 15c2-12 (a) Annual Reports (I) The Issuer
shall provide annually to each NRMSIR and any SID, within SlX months after the end of each fiscal
year ending m or at, er 1996, financial mformauon and operating data with respect to the Issuer of the
general type included m the final Offiaal Statement authorized by Section 14 of tbs Ordinance, being
the information described in Exhibit A hereto, wbach Exhibit is attached to and incorporated in this
Ordinance as ~fwntten word for word hereto Any financial statements so to be prowded shall be (1)
prepared in accordance w~th the accounting principles described m Exhibit A hereto, or such other
accounting pnnclples as the Issuer may be reqmred to employ from time to t~me pursuant to state law
or regulation, and (2) audited, if the Issuer conumsslons an audit of such statements and the audit ~s
completed wittun the period during wtuch they must be provided If the audit of such financial
statements is not complete witban such period, then the Issuer shall provide unaudited financial
statements by the required tnne and will provide audited financial statements for the applicable fiscal
year to each NRMSIR and any SID, when and fi` the audit report on such statements become
available
(ii) If the Issuer changes its fiscal year, ~t will notify each NRMSIR and any SID of the
change (and of the date of the new fiscal year end) prior to the next date by which the Issuer
otherwise would be required to prowde financial information and operating data pursuant to th~s
Section The financial information and operating data to be provided pursuant to th~s Section may
be set forth m full in one or more documents or may be included by specific reference to any
document (lncludmg an official statement or other offermg document, if it ~s available from the
MSRB) that theretofore has been prowded to each NRMSIR and any SID or filed w~th the SEC
(b) Material Event Notices The Issuer shall not~fy any SID and either each NRMSIR or the
MSRB, in a timely manner, of any of the following events with respect to the Bonds, if such event
is material within the meamng of the federal securities laws
1 Principal and interest payment delinquencies,
2 Non-payment related defaults,
3 Unscheduled draws on debt servme reserves reflecting financial d~fficulttes,
4 Unscheduled draws on credit enhancements reflecting financial difficulties,
5 Substitution of credmt or bqmdmty provmders, or their f~ulure to perform,
6 Adverse tax opn~ons or events affecting the tax-exempt status of the Bonds,
7 Modmficat~ons to rights of holders of the Bonds,
8 Bond calls,
9 Defeasances,
10 Release, substmtuUon, or sale of property secunng repayment of the Bonds, and
11 Rating changes
The Issuer shall notmfy any SID and emther each NRMSIR or the MSRB, mn a twnely manner, of any
fadure by the Issuer to prowde financial mformat~on or operating data m accordance with subsection
(a) of this Sectmon by the t~me reqmred by such subsection
(c) L~nutanons. Disclawners. and Amendments (0 The Issuer shall be obligated to observe
and perform the covenants specrfied m tlus Section for so long as, but only for so long as, the Issuer
remains an "obligated person" w~th respect to the Bonds wmttun the meamng of the Rule, except that
the Issuer mn any event will g~ve the notmce reqmred by Subsection (b) hereof of any Bond calls and
defeasance that cause the Issuer to no longer be such an "obligated person"
(mm) The proxasmons of thts Sec'tmon are for the sole benefit of the regmstered owners and
beneficmal owners of the Bonds, and nothing mn ttus Sectmon, express or mmphed, shall grove any benefit
or any legal or eqmtable right, remedy, or clmm hereunder to any other person The Issuer
undertakes to provide only the financial mformatmon, operating data, financmal statements, and notmes
whtch it has expressly agreed to prowde pursuant to tlus Sectmon and does not hereby undertake to
provmde any other reformation that may be relevant or material to a complete presentaUon of the
Issuer's financial results, condmon, or prospects or hereby undertake to update any ~nformat~on
prowded mn accordance w~th tlus Sectmon or otherwise, except as expressly proxaded hereto The
Issuer does not make any representation or warranty concermng such mformaUon or ~ts usefulness
to a declsmon to revest mn or sell Bonds at any future date
(m) UNDER NO CIRCUMSTANCES SHALL THE ISSUER BE LIABLE TO THE
REGISTERED OWNER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER
PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART
FROM ANY BREACH BY THE ISSUER, WHETHER NEGLIGENT OR WITHOUT FAULT ON
ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND
25
REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF
ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
PERFORMANCE
0v) No default by the Issuer m observing or perfonmng ~ts obhgatxons under th~s SecUon
shall comprise a breach of or default under the Ordinance for purposes of any other provision ofth~s
Ordinance Nothing m th~s Sectxon ~s intended or shall act to dxscla~m, wawe, or otherwise hrmt the
duties of the Issuer under federal and state securities laws
(v) The provisions ofth~s Section may be amended by the Issuer from time to Ume to adapt
to changed c~rcumstanccs that anse from a change m legal requirements, a change m law, or a change
m the ~dent~ty, nature, status, or type of operaUons of the Issuer, but only ~f(1) the prows~ons ofth~s
Sectxon, as so amended, would have penmtted an underwriter to purchase or sell Bonds ~n the
pnma~ offermg of the Bonds ~n comphance vath the Rule, taking ~nto account any amendments or
interpretations of the Rule smce such offenng as well as such changed c~rcumstances and (2) e~ther
(a) the registered owners ora ma}onty m aggregate prmc~pal amount (or any greater amount requxred
by any other provision of tbas Ordinance that authorizes such an amendment) of the outstanding
Bonds consent to such amendment or (b) a person that ~s unaffihated wxth the Issuer (such as
nationally r~ogmzed bond counsel) deterroaned that such amendment w~ll not mater~ally impair the
~nterest of the registered owners and banefic~al owners of the Bonds If the Issuer so amends the
prows~ons ofth~s Section, xt shall ~n¢lude vath any amended finanoal information or operating data
next provided m accordance vath subsection (a) oftbas Section an explanation, m narrative form, of
the reason for the amendment and of the impact of any change ~n the type of financial mformat~on or
operating data so provided The Issuer may also amend or repeal the prows~ons ofth~s continuing
d~sclosure agreement ffthe SEC amends or repeals the apphcable prows~on of the Rule or a cour~ of
final jurisdiction enters judgment that such provisions of the Rule are mvahd, but only ~f and to the
extent that the provisions oft[us s~ntcnce would not prevent an underwriter from lawfully purchasxng
or selhng Bonds m the primary offenng of the Bonds
(d) DefimUons As used m tl~s Section, the following terms have the meamngs ascribed to
such terms below
"MSRB'' means the Mumc~pal Secunt~as Rulemal~ng Board
"NRMSlR'~ means each person whom the SEC or xts staff has determined to be a
naUonally recognized mumc~pal securities ufformat~on repository w~thm the meamng of the Rule from
time to time
"Rule** means SEC Rule 15c2-12, as amended from Ume to t~me
"SEC~' means the Umted States Securities and Exchange Comnuss~on
*~SID" means any person designated by the State of Texas or an authorized
department, officer, or agency thereof as, and deterrmned by the SEC or ~ts staff to be, a state
mformat~on depository w~th~n the meaning of the Rule from t~me to t~me
26
5e~on 18 FURTHER PROCEDURES ~ Mayor ofthe Issuer, the Ctty Secretary ofthe
Issuer, and all other ofl~cer~ employees, and agents of the Issuer, and each of them, sh~ll be and
are hereby expre~y authorized, empowered, and directed from time to t~me and at any tune to do
and perform all suc~ acta and t~ and to execute, acknowledge, and deliver m the name and under
the corporate ~1 and on behelfofthe Issuer ali such instruments, whether or not herein mentioned,
as may be necessary or desirable m order to carry out the terms and provisions of this Bond Ordi-
nance, the Bonds, the sale of the Bonds, and the Not~ce of Sale and Official Statement, and the
D~rector oflrmance of the C~ty shall cause the expenses of'issuance of the Bonds to be pa~d from the
proceeds ofs~le of the Imt~al Bond or from any other lawfully av~ulable funds of the Issuer In case
any officer whiz ssgnature shall appear on any Bond shall cease to be such officer before the dehvery
of such Bond, such s~gnature shall n~verthalass be valid and suffictent for all purposes the same as
if such officer had remained tn office until such delivery
Section 19 OPEN MEETINGS The C~y Council has found and determined that the
meeting at which ~as Ordinance ~s con~dered is open to the public and that notice thereof was g~ven
tn accordance w~th the prov~s~oas of the Texas Open Meetings, Law, T ex Gov~ Code, Chapter $$1,
5ec~on 20 EFFECTIVE DATE Tius Ordinance shall become effective munedmtely upon
its passage and approval
ATTEST
Jeamfer Walters, Ctty Secretary
APPROVED A8 TO LEGAL FORM
Herbert L Prouty, City Attom~J
27
EXHIBIT A
DESCRIPTION OF ANNUAL FINANCIAL INFORMATION
The following information is referred to m Section 17 ofttus Ordinance
Annual Financml Statements and Operating Data
The financial mfonnat~on and operating data w~th respect to the Issuer to be provtded annually
m accordance w~th such Section are as specified (and included m the Appendix or under the tables
of the Official Statement referred to) below
Tables numbered 1 through 14, mclus~ve, under the captions "Tax Informauon", "Debt
Sermce Reqmrements" and "Financial Information" m the Official Statement
Appendix B m the Official Statement
Accounting Principles
The accounting pnnc~ples referred to m such Section are the accounting pnnc~ples described
m the notes to the financial statements referred to m the paragraph above
CERTIFICATE FOR
ORDINANCE AUTHORIZING THE ISSUANCE, SA!.F-, AND DELIVERY OF CITY OF
DENTON GENERAL OBLIGATION BONDS, SERIES 1996, LEVYING THE TAX TO
PAY SAME, AND APPROVING AND AUTHORIZING INSTRUMENTS AND
PROCEDURES RELATING THERETO, AND PROVIDING AN EFFECTIVE DATE
THE STATE OF TEXAS
COUNTY OF DENTON
CITY OF DENTON
We, the undersigned officers of smd C~ty, hereby certify as follows
1 The C~ty Council of smd C~ty convened ~n REGULAR MEETING ON THE 7TH DAY
OF MAY, 1996, at the Mumc~pal Building (City Hall), and the roll was called of the duly constituted
officers and members of sa~d C~ty Courted, to-w~t
Jenmfer K Walters, Bob Castleberry, Mayor
C~ty Secretary Euhne Brock
Dawd Biles, Mayor Pro Tern JeffKrueger
Jerry Cott Carl G Young, Sr
Jack Miller
and all of sa~d persons were present, except the following absentees None, thus constituting a
quorum Whereupon, among other business, the followang was transacted at satd Meeting a written
ORDINANCE AUTHORIZING THE ISSUANCE, SALE, AND DELIVERY OF CITY OF
DENTON GENERAL OBLIGATION BONDS, SERIES 1996, LEVYING THE TAX TO
PAY SAME, AND APPROVING AND AUTHORIZING INSTRUMENTS AND
PROCEDURES RELATING THERETO, AND PROVIDING AN EFFECTIVE DATE
was duly introduced for the consideration of smd C~ty Councd and duly read It was then duly moved
and seconded that sa~d Ordinance be passed, and, after due discussion, smd motion, carrying w~th ~t
the passage of smd Ordinance, prevaded and carried by the following vote
AYES 7
NOES 0
ABSTENTIONS 0
2 That a true, full, and correct copy of the aforesmd Ordinance passed at the Meeting
described in the above and foregoing paragraph is attached to and follows this Certificate, that smd
Ordinance has been duly recorded m said City Councd's nunutes of smd Meeting, that the above and
foregoing paragraph is a true, full, and correct excerpt fi.om smd City Council's m~nutes of said
Meeting pertaining to the passage of said Ordinance, that the persons named m the above and fore-
going paragraph are the duly chosen, qualified, and acting officers and members of smd City Council
as re&cared therein, and that each of the officers and members of said City Council was duly and
sufficiently not~fied officially and personally, m advance, of the tune, place, and purpose of the
aforesmd Meeting, and that smd Ordinance would be introduced and considered for passage at smd
Meeting, and that smd Meeting was open to the public, and public notice of the time, place, and
purpose of smd meeting was g~ven, ali as reqmred by Chapter 551, Texas Government Code
3 That the Mayor of said City has approved, and hereby approves, the aforesaid Ordinance,
that the Mayor and the City Secretary of said City have duly signed said Ordinance, and that the
Mayor and the City Secretary of smd City hereby declare that their slgmng of tlus Certificate shall
constitute the slgnmg of the attached and follovang copy of said Ordinance for all purposes
SIGNED AND SEALED the 7th day of May, 1996
(s AL)
We, the undersigned, being respectJvely the Ctty Attorney and the Bond Attorneys of the C~ty
of Denton, Texas, hereby certify that we prepared and approved as to legality the attached and
following i Ordinance prior to its passage as aforesasd
City Attomey~'
Bond Attorneys
LAW OFFICES
Mc_CALL, PARKHURST ~,. HORTON L L P
3~00 ONE AMERICAN CENTER 717 NORTH HARWOOD 1225 ONE RIVERWALK PLACE
AUSTIN TEXAS 787013248 NINTH FLOOR SAN ANTONIO TEXAS 78205 3503
May 7, 1996
Honorable Mayor and Council of
the City of Denton
Denton, Texas
Re City of Denton General Obligation Bond, Series 1996, $2,515,000
Gentlemen
In compliance with Section 9 02 and Section 9 04 of the City Charter of the City of Denton, you are
advised that thc bids for the captioned issue received by the City pursuant to its Official Statement and Notice
of Sale and Bidding Instructions dated April 23, 1996, have been tabulated, and that we find, based on
calculations performed by First Southwest Company, as financial advisor, that the bid of a syndicate managed
or headed by the following
with the Bond beanng interest on each installment of pnncipal, respectively, at thc rates therein specified, with
such bidder to pay par and accrued interest to date of dehvety for said Bond, plus a prcimum of
$ O , is the lowest and best bid received, and we recommend that it be accepted
We further certify that we have examined the ordinance presently placed before the Mayor and Council
for the purpose of authorizing the issuance of said Bond, and, m our opinion, the said proposed bond ordinance
is legal, and the Bond to be issued thereunder will be a general obligation of the City payable from ad valorem
taxes lewed against all taxable property m the City, and pledged irrevocably for such payment, within the limit
prescnbed by law
Respectfully,
McCall, Parkhurst & Horton L L P
L E (Ted) Bnzzolara, III