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23-2242ORDINANCE NO. 23-2242 AN ORDINANCE OF THE CITY OF DENTON, TEXAS AMENDING THE MASTER ORDINANCE THAT ESTABLISHED THE CITY OF DENTON EXTENDABLE COMMERCIAL PAPER FINANCING PROGRAM AND AUTHORIZED EXTENDABLE COMMERCIAL PAPER NOTES, SERIES A TO ADD GENERAT, OBLIGATION BONDS AUTHORIZED BY THE VOTERS WITHIN THE CITY AT AN ELECTION HELD ON NOVEMBER 7, 2023; PROViDING FOR APPROVAL BY THE ATTORNEY GENERAT,; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton, Texas (the “City” or the “Issuer”) is a home-rule municipality, acting as such under the Constitution and laws of the State of Texas, has a population in excess of 50,000, and has outstanding long-term indebtedness that is rated by a nationally recognized rating agency for municipal securities in one of the four highest rating categories for long-term obligations; and WHEREAS, the City Council of the City (the “City Council”) authorized the issuance and payment of up to $100,000,000 aggregate principal amount of “City of Denton Extendable Commercial Paper Notes, Series A“ (the “ECP Notes”) pursuant to the “Master Ordinance Establishing the City of Denton Extendable Commercial Paper Financing Program and Authorizing Revenue Extendable Commercial Paper Notes, Series A“ adopted on May 19, 2020 (the “ECP Ordinance”), providing for the issuance of the ECP Notes; and WHEREAS, the City Council now desires to amend the ECP Ordinance to add general obligation bonds authorized by the voters within the City at an election held on November 7, 2023, to the definition of “General Obligation Bonds” in the ECP Ordinance and related amendments; and WHEREAS, the meeting was open to the public and public notice of the time, place and purpose of said meeting was given pursuant to Chapter 551, Texas Government Code; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS : Section 1. Recitals; Definitions. The statements, findings, representations, and determinations set forth in the recitals to this Ordinance are hereby incorporated into and made a part of this Ordinance for all purposes. Capitalized terms not defined herein have the same meaning as assigned in the ECP Ordinance. Section 2. Amendment to ECP Ordinance. In accordance with the provisions of Article VI of the ECP Ordinance, the ECP Ordinance will be amended as follows in this Section. The amendments shall take effect upon the approval of the Attorney General of the State of this Ordinance, and other agreements and proceedings as may be required in connection therewith, as described in Section 4 hereof. Any and all of the terms and provisions of the ECP Ordinance shall, except as amended hereby, remain in full force and effect. Page 1 (a) The defined term “General Obligation Bonds” is hereby amended and restated in its entirety as follows: “General Obligation Bonds” means the general obligation bonds (A) in an aggregate principal amount not to exceed $220,900,000, authorized by the voters within the Issuer at an election held on November 5, 2019, for the acquisition of property and making improvements for public purposes in said Issuer for (i) street improvements in the aggregate principal amount of $154,000,000, (ii) public safety facilities for the police department in the aggregate principal amount of $61,900,000, and (iii) acquisition of land for parks in the aggregate principal amount of $5,000,000, and (B) in an aggregate principal amount not to exceed $291,355,000, authorized by the voters within the Issuer at an election held on November 7, 2023, for the acquisition of property and making improvements for public purposes in said Issuer for (i) street improvements in the aggregate principal amount of $45,125,000, (ii) drainage and flood control improvements in the aggregate principal amount of $58,860,000, (iii) park system improvements in the aggregate principal amount of $33,450,000, (iv) fire and animal control public safety facilities in the aggregate principal amount of $42,015,000, (v) affordable housing projects in the aggregate principal amount of $15,000,000, (vi) an active adult center facility in the aggregate principal amount of $47,360,000, and (vii) a new South Branch Library in the aggregate principal amount of $49,545,000. (b)The defined term “Project” is hereby amended and restated in its entirety as follows: “Project” means the acquisition of property and making improvements for public purposes in said Issuer for any project for which there exists authorized but unissued general obligation bonds approved by a majority of voters of the Issuer at the elections held November 5, 2019, and November 7, 2023, for the purpose of authorizing the issuance of such bonds, all in accordance with and subject to the election propositions authorizing the issuance of general obligations bonds for such purposes which are listed or otherwise described in a Tax Certificate of the Issuer or other certificate of a City Authorized Representative, as being financed in whole or in part with the Proceeds of the ECP Notes. The amounts of bonds for each such election described above heretofore issued and amounts remaining to be issued as of the date of this Ordinance are as described in Schedule 1 attached hereto. Section 3.Dealer Agreement; Issuing and Paying Agent Agreement. (a) A City Authorized Representative, acting for and on behalf of the Issuer, is authorized to approve, enter into and carry out amendments and supplements to any existing Dealer Agreement that are necessary or acceptable in connection with the amendment of the ECP Ordinance. The City Authorized Representative is hereby authorized to appoint one or more Page 2 additional firms to act as Dealer, and agrees that the Issuer will enter into a Dealer Agreement in substantially the form of the existing Dealer Agreement with each Dealer, all pursuant to Section 2.12 of the ECP Ordinance. (b) A City Authorized Representative, acting for and on behalf of the Issuer, is authorized to approve, enter into and carry out amendments and supplements to the Issuing and Paying Agent Agreement that are necessary or acceptable in connection with the amendment of the ECP Ordinance. Section 4. Approval of Attorney General. The amendments to the ECP Ordinance herein authorized shall not become effective until the Attorney General of the State shall have approved this Ordinance, and other agreements and proceedings as may be required in connection therewith, all as is required by the Acts. Section 5. Further Procedures. The Mayor and Mayor Pro Tem, the City Authorized Representatives and the City Secretary, and all other officers, employees and agents of the Issuer are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to effectuate the purposes of this Ordinance, the ECP Ordinance, the Dealer Agreement, and the Issuing and Paying Agent Agreement. In addition, the Mayor and Mayor Pro Tem, the City Secretary, the City Authorized Representatives, and Bond Counsel are hereby authorized to approve, subsequent to the date of adoption of this Ordinance, any amendments to the above named documents, and any technical amendments to this Ordinance as may be required by a Rating Agency as a condition to the granting or maintaining of a rating on the ECP Notes acceptable to a City Authorized Representative, or as may be required by the Office of the Attorney General of the State in connection with the approval of this Ordinance or to correct any ambiguity or mistake or properly or more completely document the transactions contemplated and approved by this Ordinance. Further, a City Authorized Representative is hereby authorized to approve updates of the Offering Memorandum, to be used by the Dealer in the offering of the ECP Notes, and the use thereof by the Dealer in connection therewith and to cooperate with the Dealer in periodically updating and approving the Offering Memorandum as described in Section 7.08 of the ECP Ordinance. B . t: cTcotion .hT::P,TdI:, Its„ULT,=::;=T,;':l::,Pby K,h£wi„g =: ric?!iF by Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck. District 2: Paul Meltzer, District 3 : Joe Holland. District 4: Brandon Chase McGee, At Large Place 5: Chris Watts, At Large Place 6: Aye Jr,/ / ,/ \/ ,/ Nay Abstain Absent Page 3 PASSED, APPROVED AND EFFECTIVE this December 12, 2023. rs MAYORI ATTEST: JESUS SALAZAR. CITY SECRETARY A\\\ it IIII/// APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Digitally signed by Susan Keller Susan Keller ::=3:'iT,EFi:Eia=F-" BY : =taj!::::f;r£J:;@DcJ3:£2un'com SCHEDULE I (As of December 12, 2023) November 5, 2019 Election Voted Bonds Purpose Amount Authorized Amount Previously Issued+ Unissued Balance Street Improvements Police Public Safety Facilities Land for Parks $ 154,000,000 $61 ,900,000 $5,000,000 $99,500,000 $6 1 ,900,000 $5,000,000 $54,500,000 SO $0 8 Includes principal and premium November 7, 2023 Election Voted Bonds Purpose Amount Authorized Amount Previously Issued Unissued Balance Street Improvements Drainage And Flood Control Improvements Park System Improvements Fire and Animal Control Public Safety Facilities Affordable Housing Projects Active Adult Center Facility New South Branch Library $45, 125,000 $0 $45, 125,000 $58,860,000 $33,450,000 SO $0 SO $0 SO $0 $58,860,000 $33,450,000 $42,0 1 5,000 $ 15,000,000 $47,360,000 $49,545,000 $42,0 1 5,000 $ 15,000,000 $47,360,000 $49,545,000