1999-099 ORDINANCE NO 99-~ q
ORDINANCE
AUTHORIZING THE ISSUANCE, SALE, AND DELIVERY OF CITY OF DENTON
GENERAL OBLIGATION BONDS, SERIES 1999, 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, an elect~on was held on February 24, 1996 at wluch the C~ty Councd was
authorized to issue certain of the bonds herema~er authorized, and
WHEREAS, at smd election the following bonds were authorized to be issued
Amount
Prop Amount Amount Being Prewously Voted
No Authorized I~sued Issued Bm Umssued
1 $11,112,000 $4,685,000 $6,425,000 $ 2,000
2 7,238,000 -0~ 4,930,000 2,308,000
3 7,650,000 3,530,000 4,120,000 -0-
WHEREAS, the bonds hereinafter authorized and designated were voted and are to be issued,
sold, and dehvered pursuam to Vernon's Ann Tex Clv St Amcles 823 and 1175, Article IX of the
City's Home Rule Charter, and other applicable laws, and
WHEREAS, ~t ~s considered to be in the best interest of the C~ty that smd interest bearing
bonds be issued, 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 C~ty
of Demon, Texas (the "Issuer") are hereby authorized to be issued and dehvered in the aggregate
principal amoum of $8,215,000, FOR TI~ PURPOSE OF THE ACQUISITION OF PROPERTY
AND MAKING IMPROVEMENTS FOR PUBLIC PURPOSES IN SAID CITY, TO-WIT
STREET AND TRAFFIC CONTROL IMPROVEMENTS AND PARK IMPROVEMENTS
Section2 DESIGNATIONOFTHEBONDS Each bond lssued pursuant to thts Ordmance
shall be designated "CITY OF DENTON GENERAL OBLIGATION BOND, SERIES 1999, and
lmtmlly there shall be issued, sold, and delivered hereunder a single fully registered bond, wlthom
interest coupons, payable m installments of pnnclpal (the "Inmal Bond"), but the Inmal Bond may
be assigned and transferred and/or converted ~nto and exchanged for a hke aggregate pnnc~pal
amount of fully registered bonds, w~thout ;nterest coupons, hawng serial maturities, and m the
denon~nat:on or danommat~ons of $5,000 or any integral multtple of $5,000, all m the manner hereto-
after provided The term "Bonds" as used m this Ordinance shall mean and ~nclude collectively the
Imtial Bond and all subst:tute 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 Imt~al Bond ~s hereby authorized to be issued, sold, and dehvered hereunder as a
s~ngle fully regxstered Bond, w~thout interest coupons, dated March 15, 1999, ~n the denormnatlon
and aggregate pnnc~pal amount of $8,215,000, numbered R-I, payable m annual ~nstallments of
principal to the nntml registered owner thereof, to-w~t
C A ENGLAND CO
or to the registered assignee or assignees of said Bond or any port~on or portions thereof 0n each
case, the "registered owner"), w~th the annual installments of pnnc~pal of the Imtlal Bond to be
payable on the dates, respectively, and m the pnncipal amounts, respectively, stated in the FORM OF
INITIAL BOND set forth in this Ordinance
(b) The Imt~al Bond 0) may be prepmd or redeemed prior to the respective scheduled due
dates of installments ofpnnc~pal thereof, (u) may be assigned and transferred, (iii) may be converted
and exchanged for other Bonds, (iv) shall have the characteristics, and (v) shall be signed and sealed,
and the principal of and interest on the Imtml Bond shall be payable, all as prowded, and m the
manner required or mdtcated, in the FORM OF INITIAL BOND set forth ~n this Ordinance
Section 4 INTEREST The unpmd pnnc~pal balance of the Imtlal Bond shall bear interest
from the date of the Imtml Bond to the respective scheduled due dates, or to the respective dates of
prepayment or redemption, of the installments of principal of the Imtml Bond, and smd interest shall
be payable, all in the manner provaded and at the rates and on the dates stated ~n the FORM OF
INITIAL BOND set forth m th~s Ordinance
Section 5 FORM OF INITIAL BOND The form of the Imtml Bond, including the form of
Registration Certificate of the Comptroller of Pubhc Accounts of the State of Texas to be endorsed
on the Imt~al Bond, shall be substantially as follows
FORM OF INITIAL BOND
NO R-1 $8,215,000
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTY OF DENTON
CITY OF DENTON GENERAL OBLIGATION BOND
SERIES 1999
THE CITY OF DENTON, in Denton County, Texas (the "Issuer"), being a pohttcal
sub&vmon of the State of Texas, hereby prormses to pay to
C A ENGLAND CO
or to the registered assignee or assignees oftlus Bond or any portion or pomons hereof(m each case,
the "registered owner") the aggregate principal amount of
$8,215,000
(EIGHT MILLION TWO HUNDRED FIFTEEN THOUSAND DOLLARS)
m annual installments of principal due and payable on February 15 in each of the years, and in the
respecUve pnnc~pal amounts, as set forth in the followang schedule
PRINCIPAL PRINCIPAL
YEAR AMOUNT YEAR AMOUNT
2000 415,000 2010 410,000
2001 415,000 2011 410,000
2002 415,000 2012 410 000
2003 410,000 2013 410 000
2004 410,000 2014 410 000
2005 410,000 2015 410 000
2006 410,000 2016 410 000
2007 410,000 2017 410 000
2008 410,000 2018 410 000
2009 410,000 2019 410 000
and to pay interest, calculated on the basis of a 360-day year composed of twelve 30-day months,
from the date of fins Bond hereinafter stated, on the balance of each such installment of principal,
respectively, from time to t:me remmmng unpmd, at the rates as follows
5 00% per annum on the above mstallmem due in 2000
5 00% per annum on the above ~nstallment due in 2001
5 00% per annum on the above mstallmem due in 2002
5 00% per annum on the above installment due in 2003
5 00% per annum on the above installment due in 2004
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5 00% per annum on the above installment due in 2005
4 10% per annum on the above installment due in 2006
4 20% per annum on the above anstallment due an 2007
4 25% per annum on the above anstallment due an 2008
4 35% per annum on the above anstallment due m 2009
4 45% per annum on the above anstallment due in 2010
4 50% per annum on the above anstallment due in 2011
4 60% per annum on the above installment due an 2012
4 70% per annum on the above anstallment due an 2013
4 80% per annum on the above anstallment due an 2014
4 90% per annum on the above anstallment due in 2015
5 00% per annum on the above installment due an 2016
$ 00% per annum on the above anstallment due an 2017
$ 00% per annum on the above installment due an 2018
5 00% per annum on the above anstallment due an 2019
with said anterest beang first due and payable on February 15, 2000, and sermannually on each August
15 and February 15 thereafter while this Bond or any portaon hereof as outstandang and unpaid
THE INSTALLMENTS OF PRINCIPAL OF AND THE INTEREST ON this Bond are
payable an lawful money of the Umted States of America, without exchange or collectaon charges
The anstallments ofpnnapal and the anterest on this Bond are payable to the registered owner hereof
through the servaces of CHASE BANK OF TEXAS, NATIONAL ASSOCIATION, DALLAS,
TEXAS, which as the "Paying Agent/Registrar" for this Bond Paymant of all pnncipal of and interest
on tbas Bond shall be made by the Paying Agent/Registrar to the regastered owner hereof on each
principal and/or interest payment date by check, dated as of such date, drawn by the Paying
Agent/Regastrar on, and payable solely from, funds of the Issuer requared by the ordinance authorizing
the issuance of this Bond (the "Bond Ordinance") to be on deposat with the Paying Agent/Registrar
for such purpose as hereinafter provided, and such check shall be sent by the Paying Agent/Registrar
by Umted States mall, first-class postage prepaad, on each such prmapal and/or anterest payment date,
to the regastered owner hereof, at the address of the regastered owner, as at 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/Regastrar, as heremai:~er described The Issuer cove-
nants with the regastered owner of this Bond that on or before each principal and/or interest payment
date for this Bond at vall make avaalable to the Paying Agent/Registrar, from the "Interest and Smhng
Fund" created by the Bond Ordinance, the amounts requared to provade for the payment, an
ammediately avadable funds, of all princapal of and interest on this Bond, when due
IF THE DATE for the payment of the princapal of or anterest on this Bond shall be a Saturday,
Sunday, a legal holaday, or a day on wbach banlang institutions in the City where the Paying
Agent/Regastrar is located are authorized by law or executave order to close, then the date for such
payment shall be the next succeedang day which is not such a Saturday, Sunday, legal holiday, or day
on which banking anstltutaons are authorized to close, and payment on such date shall have the same
force and effect as af made on the original date payment was due
THIS BOND has been authorized in accordance voth 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 STREET AND
TRAFFIC CONTROL IMPROVEMENTS AND PARK IMPROVEMENTS
ON FEBRUARY 15, 2009, or on any date whatsoever thereat~er, the unpaid installments of
principal of tins Bond may be prepaid or redeemed prior to their scheduled due dates, at the option
of the Issuer, wath funds derived from any avmlable source, as a whole, or m part, and, if in part, the
particular portion of tins Bond to be prepaid or redeemed shall be selected and designated by the
Issuer (provided that a portion of tins Bond may be redeemed only m an integral multiple of $5,000),
at the prepayment or redemption price of the par or pnnclpal amount thereof, plus accrued interest
to the date fixed for prepayment or redemption
AT LEAST 30 days pnor to the date fixed for any such prepayment or redemption a wntten
nottce of such prepayment or redemption shall be mmled by the Paying Agent/Registrar to the
registered owner hereof By the date fixed for any such prepayment or redemption due provis~on
shall be made by the Issuer vnth the Paytng Agent/Registrar for the payment of the reqmred prepay-
ment or redemption price for tins Bond or the portion hereof winch is to be so prepaid or redeemed,
plus accrued ~nterest thereon to the date fixed for prepayment or redemption Ifsuch written not,ce
of prepayment or redemption is g~ven, and ~fdue prowsion for such payment Is made, all as proxaded
above, tbas Bond, or the portion thereof winch is to be so prepaid or redeemed, thereby automatically
shall be treated as prepmd or redeemed prior to ~ts scheduled due date, and shall not bear interest
after the date fixed for ~ts prepayment or redemption, and shall not be regarded as being outstandmg
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 from the Paying Agent/Regtstrar out
ofthe funds prowded for such payment The Paying AgentfReg~strar shall record m the Registration
Books all such prepayments or redemptions of pnncipal of tins Bond or any portion hereof
THIS BOND, to the extent of the unpaid or unredeemed pnnctpal balance hereof, or any
unpaid and unredeemed port,on hereof m any integral multiple of $5,000, may be assigned by the
~mtlal registered owner hereof and shall be transferred only ~n the Registration Books of the Issuer
kept by the Paying Agent/Registrar acting m the capacity of registrar for the Bonds, upon the terms
and conditions set forth m the Bond Ordinance Among other requirements for such transfer, tins
Bond must be presented and surrendered to the Payang Agent/Registrar for cancellation, together
w~th proper instruments of assignment, m form and wath guarantee of signatures satisfactory to the
Paying Agent/Registrar, evidencing assignment by the lmual registered owner of tins Bond, or any
portion or portions hereof m any integral multiple of $5,000, to the assignee or assignees m whose
name or names this Bond or any such portion or portions hereof ~s or are to be transferred and
registered Any instrument or mstruments of assignment satisfactory to the Paying Agent/Registrar
may be used to evidence the assignment of tins Bond or any such port,on or port~ons hereof by the
lmt~al registered owner hereof A new bond or bonds payable to such assignee or assignees (winch
then wdl be the new registered owner or owners of such new Bond or Bonds) or to the lmtlal
registered owner as to any port,on of tins Bond winch is not being assigned and transferred by the
tmtial registered owner, shall be delivered by the Paying Agent/Registrar m conversion of and
exchange for tins Bond or any portion or portions hereof, but solely m the form and manner as
prowded in the next paragraph hereof for the conversion and exchange of tins Bond or any portion
hereof The registered owner of this Bond shall be deemed and treated by the Issuer and the Paling
Agent/Registrar as the absolute owner hereof for all purposes, Including payment and discharge of
hablhty upon this Bond to the ex~ant of such payment, and the Issuer and the Pa3qng Agent/Registrar
shall not be affected by any notice to the contrary
AS PROVIDED above and in the Bond Ordinance, this Bond, to the extent of the unpaid or
unredeemed pnnclpal balance hereof, may be converted Into and exchanged for a like aggregate
pnnclpal amount of fully registered bonds, w~thout interest coupons, payable to the assignee or
assignees duly designated in wntlng by the lmtlal registered owner hereof, or to the imtlal registered
owner as to any portion of this Bond which is not being assigned and transferred by the lmtlal
registered owner, in any denonunatlon or denormnatlons in any integral multiple of $5,000 (subject
to the requirement herelnai~er stated that each substitute bond issued in exchange for any portion of
this Bond shall have a single stated principal maturity date), upon surrender of this Bond to the
Paying Agent/Registrar for cancellation, all in accordance with the form and procedures set forth m
the Bond Ordinance Ifthis Bond or any portion hereofls assigned and transferred or converted each
bond issued m exchange for any portion hereof shall have a single stated pnnclpal maturity date
corresponding to the due date of the Installment ofpnnclpal of this Bond or portion hereof for which
the substitute bond is being exchanged, and shall bear interest at the rate apphcable to and borne by
such installment of principal or portion thereof Such bonds, respectively, shall be subject to
redemption prior to maturity on the same dates and for the same prices as the corresponding
~nstallment of pnnclpal ofthis Bond or portion hereof for wtuch they are being exchanged No such
bond shall be payable in installments, but shall have only one stated pnnclpal 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 issued and delivered in exchange for this Bond or any portion hereof may
be assigned and transferred, and converted, subsequently, as provided in the Bond Ordinance The
Issuer shall pay the Paying Agent/Reg~strar's standard or customary fees and charges for transferring,
converting, and exchanging this Bond or any portion thereof, but the one requesting such transfer,
conversion, and exchange shall pay any taxes or governmental charges required to be prod with
respect thereto The Paying Agent/Re~strar shall not be required to make any such assignment,
conversion, or exchange (1) during the period commencing with the close of business on any Record
Date and ending with the opemng of business on the next following pnnclpal or interest payment date,
or, (il) with respect to any Bond or portion thereof called for prepayment or redemption prior to
maturity, within 45 days prior to its prepayment or redemption date
IN THE EVENT any Paying Agent/Registrar for this Bond is changed by the Issuer, resigns,
or otherwise ceases to act as such, the Issuer has covenanted in the Bond Ordinance that it promptly
will appoint a competent and legally qualified substitute therefor, and promptly will cause written
notice thereof to be mailed to the registered owner of this Bond
IT IS HEREBY certified, recited, and covenanted that this Bond has been duly and validly
voted, authorized, issued, sold, and delivered, that all acts, conditions, and things required or proper
to be performed, eyast, and be done precedent to or m the authorization, issuance, and delivery of this
Bond have been performed, erasted, and been done in accordance with law, that this Bond is a general
obligation of the Issuer, issued on the full faith and credit thereof, and that annual ad valorem taxes
sufficient to provide for the payment of the interest on and pnnclpal of this Bond, as such interest
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comes due and such pnnclpal matures, have been levied and ordered to be lewed agmnst all taxable
property in the Issuer, and have been pledged irrevocably for such payment, w~tiun the llrmt pre-
scribed by law
BY BECOMING the registered owner of flus Bond, the regmstered owner thereby
acknowledges all of the terms and prowslons of the Bond Ordinance, agrees to be bound by such
terms and provasmns, acknowledges that the Bond Ordinance ~s duly recorded and available for
~nspectmon m the official rmnutes and records of the govermng body of the Issuer, and agrees that the
terms and provisions of th~s Bond and the Bond Ordinance consmute a contract between the
registered owner hereof and the Issuer
IN WITNESS WHEREOF, the Issuer has caused tbs Bond to be sxgned w~th the manual
sxgnature of the Mayor of the Issuer and countersigned and attested w~th the manual s~gnature of the
C~ty Secretary of the Issuer, has caused the official seal of the Issuer to be duly ~mpressed on tbas
Bond, and has caused th~s Bond to be dated March 15, 1999
ATTEST CITY OF DENTON, TEXAS
By By
Jenmfer Walters Jack Miller
C~ty Secretary, C~ty of Denton, Texas Mayor, City of Denton, Texas
(CITY SEAL)
(INSERT BOND INSURANCE LEGEND, IF ANY)
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FORM OF REGISTRATION CERTIFICATE OF THE
COMPTROLLER OF PUBLIC ACCOUNTS
(To be attached to Imtml Bond only)
COMPTROLLER'S REGISTRATION CERTIFICATE REGISTER NO
I hereby certify that tlus Bond has been exarmned, certtfied as to validity, and approved by
the Attorney General of the State of Texas, and that tins Bond has been regtstered by the Comptroller
of Pubhc Accounts of the State of Texas
Witness my stgnature and seal tins
Comptroller of Pubhc Accounts of the State of Texas
(COMPTROLLER'S SEAL)
Sectton 6 ADDITIONAL CHARACTERISTICS OF THE BONDS Remstratton and
Transfer (a) The Issuer shall keep or cause to be kept at the pnnctpal corporate trust office of
CHASE BANK OF TEXAS, NATIONAL ASSOCIATION, DALLAS, TEXAS (the "Paying
Agent/Regtstrar") books or records of the regmraUon and transfer of the Bonds (the "Regmratton
Books"), and the Issuer hereby appoints the Paying Agent/Registrar as ~ts regmrar and transfer agent
to keep such books or records and make such transfers and registrations under such reasonable
regulauons as the Issuer and Paying Agent/Regmrar may prescribe, and the Paying Agent/Registrar
shall make such transfers and regmraUons as hereto provaded The Paymg Agent/Registrar shall
obtatn and record m the Registration Books the address of the registered owner of each Bond to
winch payments w~th respect to the Bonds shall be ma~led, as herem provtded, but tt shall be the duty
of each regmered owner to noufy the Paying Agent/Regtstrar m writing of the address to which
payments shall be marled, and such interest payments shall not be marled unless such not~ee has been
gtven The Issuer shall have the right to respect the ReglstraUon Books dunng regular bustness hours
of the Paying Agent/Regtstrar, but otherwise the Paying Agent/Registrar shall keep the Regmrat~on
Books eonfldentml and, unless otherwtse requtred by law, shall not permtt their mspecuon by any
other enUty Reg~straUon of each Bond may be transferred tn the Regtstratton Books only upon
presentation and surrender of such Bond to the Paying Agent/Registrar for transfer of reg~stratton
and cancellaUon, together w~th proper written mstruments of assignment, ~n form and wtth guarantee
of stgnatures sausfacto~y to the Paytng Agent/Registrar, 0) ewdenclng the assignment of the Bond,
or any portmn thereofm any tntegral multtple of $5,000, to the asstguee or asstgnees thereof, and (n)
the right of such asstgnee or asstgnees to have the Bond or any such port~on thereofregmered tn the
name of such asstgnee or asstgnees Upon the asstgnment and transfer of any Bond or any port~on
thereof, a new substitute Bond or Bonds shall be tssued m converston and exchange therefor tn the
manner hereto prowded The Imt~al Bond, to the extent of the unpaid or unredeemed pnnc~pal
balance thereof, may be asstgned and transferred by the m~Ual regtstered owner thereof once only, and
to one or more assignees destgnated tn writing by the ~mtlal registered owner thereof All Bonds
tssued and dehvered tn converston of and exchange for the Imttal Bond shall be tn any denormnat~on
or denomanaUons of any mtegral mulUple of $5,000 (subject to the requirement heretnafter stated that
8
each substitute Bond shall have a single stated pnnclpal maturity date), shall be ~n the form prescribed
m the FORM OF SUB STITUTE BOND set forth m ttus Ordinance, and shall have the charactenstmcs,
and may be asstgned, transferred, and converted as heremat~er provided If the Imml Bond or any
port~on thereof~s assigned and transferred or converted the Imt~al Bond must be surrendered to the
Paying AgentYReg~strar for cancellation, and each Bond ~ssued m exchange for any portion of the
Imtlal Bond shall have a single stated pnnc~pal maturity date, and shall not be payable m mnstallments,
and each such Bond shall have a principal maturity date corresponding to the due date of the
~nstallment ofpnnc~pal or pomon thereof for wbach the substitute Bond ~s bemg exchanged, and each
such Bond shall bear interest at the single rate apphcable to and borne by such installment ofpnnc~pal
or port,on thereof for wluch ~t ~s being exchanged If only a pomon ofthe Imt~al Bond ~s assmgned
and transferred, there shall be dehvered to and registered m the name of the nnt~al regmstered owner
substmtute Bonds m exchange for the unassigned balance of the Imt~al Bond ~n the same manner as
mfthe m~tml registered owner were the assignee thereof If any Bond or port,on thereof other than
the Imt~al Bond ms assigned and transferred or converted each Bond ~ssued mn exchange therefor shall
have the same pnnclpal maturity date and bear interest at the same rate as the Bond for wluch mt ~s
exchanged A form of assignment shall be pnnted or endorsed on each Bond, excepting the Inmal
Bond, which shall be executed by the registered owner or ~ts duly authorized attorney or
representative to ewdence an assignment thereof Upon surrender of any Bonds or any pomon or
portions thereof for transfer of registration, an authorized representative of the Paying
Agent/Registrar shall make such transfer ~n the Registration Books, and shall dehver a new fully
regmstered submtute Bond or Bonds, having the characteristics heretn described, payable to such
assmgnee or assignees (wtuch then wdl be the registered owner or owners of such new Bond or
Bonds), or to the prewous registered owner m case only a port~on ora Bond ~s being assigned and
transferred, all ~n convemon of and exchange for samd assigned Bond or Bonds or any port~on or
pomons thereof, m the same form and manner, and w~th the same effect, as prowded ~n Sectton 6(d),
below, for the convemon and exchange of Bonds by any registered owner of a Bond The Issuer
shall pay the Paying Agent/Reg~strar's standard or customary fees and charges for making such trans-
fer and dehvery of a substitute Bond or Bonds, but the one requestmng such transfer shall pay any
taxes or other governmental charges reqmred to be pared w~th respect thereto The Paying
Agent/Regmstrar shall not be reqmred to make transfers of reg~stratmon of any Bond or any port~on
thereof (0 dunng the period commencing wroth the close ofbus~ness on any Record Date and ending
w~th the opemng of business on the next following pnncmpal or interest payment date, or, (u) w~th
respect to any Bond or any port,on thereof called for redemptmon prior to maturity, wmthtn 45 days
prior to ~ts redemption date
(b) Ownersbap of Bonds The entmty ~n whose name any Bond shall be regtstered ~n the
Registration Books at any tmme shall be deemed and treated as the absolute owner thereof for all
purposes ofthts Ordinance, whether or not such Bond shall be overdue, and the Issuer and the Paying
Agent/Registrar shall not be affected by any not~ce to the contrary, and payment of, or on account
of, the prlnc~pal of, prermum, if any, and ~nterest on any such Bond shall be made only to such
regmstered owner All such payments shall be valmd and effectual to satmsfy and dmscharge the habdmty
upon such Bond to the extent of the sum or sums so pard
(c) Payment of Bonds and Interest The Issuer hereby further appomnts the Paying
Agent/Re$~strar to act as the paying agent for paying the pnnctpal of and interest on the Bonds, and
to act as ~ts agent to convert and exchange or replace Bonds, all as provided ~n thms Ordinance The
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Paying Agent/Registrar shall keep proper records of all payments made by the Issuer and the Paying
Agent/Registrar with respect to the Bonds, and of all conversions and exchanges of Bonds, and all
replacemonts of Bonds, as provided in this Ordinance However, in the event of a 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") w~ll be estabbshed by the Paying Agent/Registrar, if and
when funds for the payment of such interest have been received fi.om the Issuer Notice of the
Special Record Date and of the scheduled payment date of the past due interest ("Special Payment
Date", which shall be fifteen (15) days after the Special Record Date) shall be sent at least five (5)
business days prior to the Special Record Date by Umted States mml, first class postage prepmd, to
the address of each Holder of a Bond appeanng on the registration books of the Paying
Agent/Registrar at the close of business on the 15th business day next preceding the date ofmaihng
of such notice
(d) Conversion and Exchange or Replacement. Authentication Each Bond issued and
delivered pursuant to this Ordinance, to the extent of the unpmd or unredeemed pnnclpal balance or
principal amount thereof, may, upon surrender of such Bond at the pnncipal 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 satisfactory to the Paying AgenffReglstrar, may, at the
option of the registered owner or such assignee or assignees, as appropriate, be converted into and
exchanged for fully registered bonds, vathout interest coupons, in the form prescribed in the FORM
OF SUBSTITUTE BOND set forth in this Ordinance, in the denomination of $5,000, or any integral
multiple of $5,000 (subject to the requirement hereinafter stated that each substitute Bond shall have
a single stated maturity date), as requested in writing by such registered owner or such assignee or
assignees, in an aggregate pnnclpal amount equal to the unpmd or unredeemed pnnclpal balance or
pnncipal amount of any Bond or Bonds so surrendered, and payable to the appropriate registered
owner, asslguee, or assignees, as the case may be If the Imtlal Bond is assigned and transferred or
converted each substitute Bond issued in exchange for any portion of the Imual Bond shall have a
single stated pnncipal maturity date, and shall not be payable in installments, and each such Bond shall
have a pnncipal maturity date corresponding to the due date of the installment of principal or portion
thereof for which the substitute Bond is being exchanged, and each such Bond shall bear interest at
the single rate applicable to and borne by such installment of pnnclpal or portion thereof for which
it is being exchanged Ifa portion of any Bond (other than the Initial Bond) shall be redeemed prior
to its scheduled maturity as provided herein, a substitute Bond or Bonds having the same maturity
date, beanng interest at the same rate, in the denormnation or denonunations of any integral multiple
of $5,000 at the request of the registered owner, and in aggregate pnncipal amount equal to the
unredeemed portion thereof, will be issued to the registered owner upon surrender thereof for
cancellation Ifany Bond or portion thereof (other than the Initial Bond) Is asslgued and transferred
or converted, each Bond issued in exchange therefor shall have the same pnnclpal maturity date and
bear interest at the same rate as the Bond for which it is being exchanged Each substitute Bond shall
bear a letter and/or number to distinguish it fi.om each other Bond The Paying Agent/Registrar 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 portion thereof as permitted or
required by any provision of this Ordinance shall constitute one of the Bonds for all purposes of this
Ordinance, and may again be converted and exchanged or replaced It is specifically provided that
any Bond ,authenticated in conversion of and exchange for or replacement of another Bond on or
10
prior to the first scheduled Record Date for the Imtlal Bond shall bear interest from the date of the
Imtial Bond, but each substitute Bond so authenticated after such first scheduled Record Date shall
bear interest from the interest payment date next preceding the date on which such substitute Bond
was so an~hentlcated, unless such Bond is authenticated aider any Record Date but on or before the
next following interest payment date, in which case it shall bear interest from such next following
interest payment date, provided, however, that if at the t~me of delivery of any substitute Bond the
interest on the Bond for which it ~s being exchanged is due but has not been prod, then such Bond
shall bear Interest from the date to which such interest has been prod in full TH~ INITIAL BOND
issued and, dehvered pursuant to tins Ordinance is not required 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 issued under this Ordinance there shall be pnnted a bond, in
the form substantially as follows
"PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
It is hereby certified that this Bond has been issued under the provaslons of the Bond
Ordinance described in this Bond, and that this Bond has been issued in conversion of and exchange
for or replacement of a bond, bonds, or a port,on ora bond or bonds of an issue which originally was
approved by the Attorney General of the State of Texas and registered by the Comptroller nfPubhc
Accounts of the State of Texas
CHASE BANK OF TEXAS, NATIONAL
ASSOCIATION, DALLAS, TEXAS
Paying Agent/Registrar
Dated
By
Authorized Representative"
An authorized representative of the Payang Agent/Registrar shall, before the dehvery of any such
Bond, date and manually sign the above Bond, and no such Bond shall be deemed to be ~ssued 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 resohitlons need be passed or adopted by the govermng body of the Issuer or any other body or
person so as to accomplish the foregoing conversion and exchange or replacement of any Bond or
port~on thereof, and the Payang Agent/Registrar shall provade for the pnntmg, execution, and delivery
of the substitute Bonds in the manner prescribed herein, and smd Bonds shall be of type composit~on
pnnted on paper voth hthographed or steel engraved borders of customary weight and strength
Pursuant to Vernon's Ann Tex Clv St Art 717k-6, and particularly Section 6 thereof, the duty of
conversion and exchange or replacement of Bonds as aforesmd is hereby imposed upon the Paying
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 in the same manner and wath the same effect as the Imtial Bond which originally was
issued pursuant to this Ordinance, approved by the Attorney General, and registered by the
Comptroller of Public Accounts The Issuer shall pay the Paying Agent/Reglstrar's standard or
customary fees and charges for transfernng, converting, and exchanging any Bond or any portion
thereof, but the one requestmg any such transfer, conversion, and exchange shall pay any taxes or
governmental charges rectmred to be pa~d with respect thereto as a condmon precedent to the
exercise of such pnwlege of conversion and exchange The Paying Agent/Registrar shall not be
required tO make any such conversion and exchange or replacement of Bonds or any port,on thereof
0) dunng the period commencing w~th the close ofbus~ness on any Record Date and ending w~th the
opemng of business on the next following pnnclpal or interest payment date, or, (~0 w~th respect to
any Bond, or port~on thereof called for redemption prior to maturity, w~tl~n 45 days prior to ~ts
redemption date
(e) In General All Bonds Issued m conversion and exchange or replacement of'any other
Bond or port~on thereof, 0) shall be ~ssued m fully registered form, w~thout interest coupons, w~th
the principal of and mterest on such Bonds to be payable only to the registered owners thereof, 00
may be redeemed prior to their scheduled matunt~es, (n0 may be transferred and assigned, (~v) may
be converted and exchanged for other Bonds, (v) shall have the characteristics, (v0 shall be signed
and sealed, and (vn) the principal of and interest on the Bonds shall be payable, all as prowded, and
m the manner reqmred or indicated, ~n the FORIVf OF SUBSTITUTE BOND set forth m this
Ordinance
(f) Payment of Fees and Char~es The Issuer hereby covenants with the registered owners
of the Bonds that ~t will 0) pay the standard or customary fees and charges of the Paying
Agent/Registrar for its serwces w~th respect to the payment of the pnnc~pal of and interest on the
Bonds, when due, and 0~) pay the fees and charges of the Paying Agent/Registrar for serwces w~th
respect to the transfer ofreg~strat~on of Bonds, and w~th respect to the conversion and exchange of
Bonds solely to the extent above provided In th~s Ordinance
(g) Substitute Pawn~ A~ent/Re~lstrar The Issuer covenants w~th the registered owners of
the Bonds that at all t~mes whde the Bonds are outstanding the Issuer will provide a competent and
legally qualified bank, trust company, financial institution, or other agency to act as and perform the
services of Paying Agent/Registrar for the Bonds under th~s Ordinance, and that the Paying
Agent/Re~[~strar w~ll 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 written notice to the Paying Agent/Registrar,
to be effective not later than 60 days pnor to the next pnnc~pal or ~nterest payment date after such
notice In the event that the entity at any t~me acting as Paying 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 ~t w~ll promptly appoint a competent and legally quahfied bank, trust company,
financial ~nst~tut~on, or other agency to act as Paying Agent/Registrar under th~s Ordinance Upon
any change m the Paying Agent/Registrar, the prewous Paying Agent/Registrar shall promptly
transfer and del~ver the Registration Books (or a copy thereof), along w~th all other pertinent books
and records relating to the Bonds, to the new Paying Agent/Registrar designated and appointed by
the Issuer Upon any change m the Paying Agent/Registrar, the Issuer promptly w~ll cause a written
not~ce thereof to be sent by the new Paying Agent/Registrar to each registered owner of the Bonds,
by Umted States ma~l, first-class postage prepaid, which not~ce also shall give the address of the new
PaymgAgentYReglstrar Bya¢ceptmgthapos~tlonandperforroangassuch, eachPaymgAgent/Reg~s-
trar shall be deemed to have agreed to the prows~ons of th~s Ordinance, and a certified copy ofth~s
Ordinance,shall be dehvered to each Paying Agent/Registrar
12
Section 7 FORM OF SUBSTITUTE BONDS The form of all Bonds ~ssued m convemon
and exchange or replacement of any other Bond or portion thereof, ~ncludmg the form of Paying
Agent/Re$~strar's Bond to be pnnted on each of such Bonds, and the Form of Assignment to be
pnnted on each of the Bonds, shall be, respectively, substantially as follows, vath such appropriate
vananons, onnss~ons, or insertions as are pernutted or reqmred by tins Ordinance
FORM OF SUBSTITUTE BOND
(Book-Entry Only Legend, ~f appropriate)
NO UNITED STATES OF AMERICA PRINCIPAL AMOUNT
STATE OF TEXAS $
COUNTY OF DENTON
CITY OF DENTON GENERAL OBLIGATION BOND
SERIES 1999
ORIGINAL DATE
INTEREST RATE MATURITY DATE OF ISSUE CUSIP NO
%
ON THE MATURITY DATE specified above the CITY OF DENTON, m Denton County,
Texas (the "Issuer"), being a poht~cal subd~ws~on of the State of Texas, hereby pronuses to pay to
, or to the registered
assignee hereof (e~ther being heremnlter called the "registered owner") the pnnc~pal amount of
and to pay ~nterest thereon, calculated on the bas~s of a 360-day year composed of twelve 30-day
months, from March 15, 1999, to the maturity date specified above, or the date of redemption pnor
to maturity, at the interest rate per annum specified above, wnh ~nterest being first due and payable
on February 15, 2000, and senuannually on each August 15 and February 15 thereaiter, except that
~fthe date of authentication ofth~s Bond ~s later than the first Record Date (hereinafter defined), such
principal amount shall bear interest from the interest payment date next preceding the date of
authentication, unless such date of authent~catmn ~s al[er any Record Date (heremaiter defined) but
on or before the next following interest payment date, m winch case such pnncipal amount shall bear
interest from such next following ~nterest payment date
THE PRINCIPAL OF AND INTEREST ON tins Bond are payable in lawful money of the
Umted States of America, w~thout exchange or collection charges The pnnc~pal of tins Bond shall
be paid to the registered owner hereof upon presentanon and surrender of tins Bond at maturity or
upon the date fixed for ~ts redemption prior to maturity, at the pnnc~pal corporate trust office of
CHASE BANK OF TEXAS, NATIONAL ASSOCIATION, DALLAS, TEXAS, which ~s the
"Paying Agent/Registrar" for tins Bond The payment of~nterest on tins Bond shall be made by the
Paying Agent/Registrar to the registered owner hereof on each ~nterest payment date by check, dated
as of such interest payment date, drawn by the Paying AgentJKeg~strar on, and payable solely from,
funds of the Issuer required by the ordxnance authorizing the ~ssuance of the Bonds (the "Bond
13
Ordmance") to be on deposit wath the Paying AgenffRegtstrar for such purpose as heremal'~er
provtded, and such check shall be sent by the Paying Agent/Regtstrar by Umted States mail, first-class
postage prepaid, on each such interest payment date, to the regtstered owner hereof, at the address
of the registered owner, as tt appeared at the close of bus~ness on the last day of the month next
preceding each such date (the "Record Date") on the Reg~stratton Books kept by the Paymg
Agent/Registrar, as hereinafter described However, the payment of such tnterest may be made by
any other method acceptable to the Paying AgentfRegtstrar and requested by, and at the risk and
expense of, the regtstered owner hereof Any accrued ~nterest due upon the redemptton of tins Bond
prior to maturity as prowded hereto shall be paid to the registered owner at the pnnctpal corporate
trust office of the Paymg Agent/Registrar upon presentation and surrender of this Bond for redemp-
tion and payment at the pnnctpal corporate trust office of the Payang AgentYReg~strar The Issuer
covenants wath the regtstered owner of tlus Bond that on or before each pnnctpal payment date,
tnterest payment date, and accrued tnterest payment date for tbas Bond tt wall make available to the
Paymg Agent/Registrar, from the "Interest and Smlang Fund" created by the Bond Ordinance, the
amounts reqmred to prowde for the payment, tn tmmedtately available funds, of all pnnctpal of and
~nterest on the Bonds, when due
IF THE DATE for the payment of the pnnctpal of or tnterest on tlus Bond shall be a Saturday,
Sunday, a legal hohday, or a day on wluch bankdng mstttuttons ~n the Ctty where the Paying
Agent/Registrar ts located are authorized by law or executive order to close, then the date for such
payment shall be the next succeedmg day wluch ts not such a Saturday, Sunday, legal hohday, or day
on whmh banl~ng mstttuttons are authorized to close, and payment on such date shall have the same
force and effect as tfmade on the original date payment was due
THIS BOND ~s one of an tssue of Bonds ~mt~ally dated March 15, 1999, anthonzed tn
accordance wath the Const~tutton and laws of the State of Texas ~n the pnnctpal amount of
$8,215,000, FOR THE PURPOSE OF THE ACQUISITION OF PROPERTY AND MAKING
IMPROVEMENTS FOR PUBLIC PURPOSES 1N SAID CITY, TO-WIT STREET AND
TRAFFIC CONTROL IMPROVEMENTS AND PARK IMPROVEMENTS
ON FEBRUARY 15, 2009, or on any date whatsoever thereafter, the Bonds oftlus Series
may be redeemed prior to their scheduled matunttes, at the optton of the Issuer, wath funds derived
from any available and lawful source, as a whole, or in part, and, ffm part, the partmular Bonds, or
portions thereof, to be redeemed shall be selected and destgnated by the Issuer (provided that a
port~on of a Bond may be redeemed only tn an ~ntegral multtple of $5,000), at the redemption price
of the par or pnnc~pal amount thereof, plus accrued interest to the date fixed for redemptton
AT LEAST 30 days prior to the date fixed for any redemption of Bonds or porttons thereof
prior to maturity a written notme of such redemptton shall be pubhshed once m a financtal pubhcat~on,
journal, or reporter of general ctrculatton among secunttes dealers m The C~ty of New York, New
York 0ncludmg, but not hrmted to, The Bond Buyer and The Wall Street Journal), or ~n the State of
Texas (including, but not hm~ted to, The Texas Bond Reporter) Such notme also shall be sent by
the Paying Agent/Regtstrar by Umted States ma~l, 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 ~t appeared on the 45th day prior to such redemption date, provtded, however, that
the failure to send, mail, or receive such not~ce, or any defect therem or m the sending or maihng
14
thereo~, shall not affect the validity or effectiveness of the proceedings for the redemption of any
Bond, and It Is hereby specifically proxaded that the publication of such notice as required above shall
be the only notice actually required m connection w~th or as a prerequisite to the redemption of any
Bonds or pomons thereof By the date fixed for any such redemption due prowslon shall be made
with the Paying Agent/Registrar for the payment of the required redemption price for the Bonds or
portions thereof winch are to be so redeemed, plus accrued interest thereon to the date fixed for
redemption If such written notice ofredemptlon Is pubhshed and lfdue prowslon for such payment
is made, all as proxaded above, the Bonds or pomons thereof wtuch are to be so redeemed thereby
automatically shall be treated as redeemed prior to their scheduled maturities, and they shall not bear
interest at~er the date fixed for redemption, and they shall not be regarded as being outstanding except
for the right of the registered owner to receive the redemption price plus accrued interest from the
Paying Agent/Regustrar out of the funds proxaded for such payment Ifa portion of any Bond shall
be redeemed a substitute Bond or Bonds having the same maturity date, beanng interest at the same
rate, in any denomanatlon or denonunations in any integral multiple of $5,000, at the wnttan request
of the registered owner, and m aggregate pnnclpal amount equal to the unredeemed portion thereof,
will be issued to the registered owner upon the surrender thereof for cancellation, at the expense of
the Issuer, all as provmded m the Bond Ordinance
THIS BOND OR ANY PORTION OR PORTIONS HEREOF IN ANY INTEGRAL
MLrLTIPLE OF $5,000 may be assigned and shall be transferred only in the Registration Books of
the Issuer kept by the Paymg 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
assignment and transfer, fins Bond must be presented and surrendered to the Paying Agent/Registrar,
together w~th proper instruments of assignment, m form and wath guarantee of signatures satisfactory
to the Paying Agent/Regmstrar, ewdenemg assignment oftlus Bond or any portion or portions hereof
in any Integral multiple of $5,000 to the assignee or assignees in whose name or names this Bond or
any such portion or portions hereof is or are to be transferred and registered The form of
Assignment printed or endorsed on flus Bond shall be executed by the registered owner or its duly
authorized attorney or representative, to evidence the assignment hereof A new Bond or Bonds
payable to such assignee or assignees (wlueh then will be the new registered owner or owners of such
new Bond or Bonds), or to the prevtous registered owner in the case of the assignment and transfer
of only a portion oftlus Bond, may be delivered by the Paying Agent/Registrar in conversion of and
exchange for tbas Bond, all m the form and manner as prowded in the next paragraph hereof for the
conversion and exchange ofother Bonds The Issuer shall pay the Paying Agent/Reglstrar's standard
or customary fees and charges for makang such transfer, but the one requesting such transfer shall pay
any taxes or other governmental charges required to be paid with respect thereto The Paying
Agent/Registrar shall not be required to make transfers of registration oftbas Bond or any portion
hereof (0 dunng the period commencing with the close of business on any Record Date and ending
w~th the opening of business on the next following pnnclpal or interest payment date, or, (ii) with
respect to any Bond or any portion thereof called for redemption prior to maturity, wltlun 45 days
prior to its redemption date The registered owner of this Bond shall be deemed and treated by the
Issuer and the Paying Agent/Registrar as the absolute owner hereof for all purposes, including
payment and discharge of liability upon fins Bond to the extent of such payment, and the Issuer and
the Paytng Agent/Registrar shall not be affected by any notice to the contrary
15
ALL BONDS OF THIS SERIES are issuable solely as fully registered bonds, without interest
coupons, m the denomination of any integral multiple of $5,000 As provided in the Bond Ordinance,
this Bond, or any unredeemed portion hereof, may, at the request of the registered owner or the
assignee or assignees hereof, be converted into and exchanged for a hke aggregate pnnclpal amount
of fully registered bonds, w~thout interest coupons, payable to the appropriate registered owner,
assignee, or assignees, as the case may be, ha, ang the same maturity date, and beanng interest at the
same rate, in any danonunatlon or denormnatlons in any integral multiple of $5,000 as requested in
wntmg by the appropriate registered owner, assignee, or assignees, as the case may be, upon sur-
render of this Bond to the Paying Agent/Registrar for cancellation, all in accordance with the form
and procedures set forth in the Bond Ordinance The Issuer shall pay the Paying Agent/Reglstrar's
standard or customary fees and charges for transfernng, converting, and exchanging any Bond or any
portion thereof, but the one requesting such transfer, conversion, and exchange shall pay any taxes
or governmental charges required to be paid with respect thereto as a condition precedent to the
exercise of such privilege of conversion and exchange The Paying Agent/Registrar shall not be
required to make any such conversion and exchange (1) dunng the period commencing with the close
of business on any Record Date and ending with the opemng of business on the next following
principal or interest payment date, or, (ii) with respect to any Bond or portion thereof called for
redemption prior to maturity, vathin 45 days prior to its redemption date
IN THE EVENT any Paying Agent/Registrar for the Bonds is changed by the Issuer, resigns,
or otherwise ceases to act as such, the Issuer has covenanted in the Bond Ordinance that it promptly
will appoint a competent and legally qualified substitute therefor, and will promptly cause wntten
notice thereof to be mailed to the registered owners of the Bonds
IT IS HEREBY certified, recited, and covenanted that this Bond has been duly and validly
voted, authorized, issued, sold, and delivered, that all acts, conditions, and things required or proper
to be performed, exist, and be done precedent to or in the authorization, issuance, and delivery oftbas
Bond have been performed, existed, and been done in accordance with law, that this Bond is a general
obligation of the Issuer, issued on the full faith and credit thereof, and that annual ad valorem taxes
sufficient to provide for the payment of the interest on and pnnclpal of this Bond, as such interest
comes due and such pnnclpal matures, have been levied and ordered to be levied against all taxable
property in the Issuer, and have been pledged irrevocably for such payment, within the limit pre-
scnbed by law
BY BECOMING the registered owner of this Bond, the registered owner thereby
acknowledges all of the terms and provisions of the Bond Ordinance, agrees to be bound by such
terms and provisions, acknowledges that the Bond Ordinance is duly recorded and available for
inspection in the official minutes and records of the governing body of the Issuer, and agrees that the
terms and provisions of this Bond and the Bond Ordinance constitute a contract between each
registered owner hereof and the Issuer
16
IN WITNESS WHEREOF, the Issuer has caused tins Bond to be signed w~th the manual or
facsirmle signature of the Mayor of the Issuer and countersigned and attested wath the manual or
facsmule signature of the City Secretary of the Issuer, and has caused the official seal of the Issuer
to be duly,impressed, or placed m facsimale, on tins Bond
ATTEST CITY OF DENTON, TEXAS
By By
Jenmfer Walters Jack/vhller
City Secretary, City of Denton, Texas Mayor, City of Denton, Texas
(CITY SEAL)
FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
(To be executed if tins Bond Is not accompamed by an executed Registration
Certificate of the Comptroller of Public Accounts of the State of Texas)
It is hereby certified that tins Bond has been issued under the provisions of the Bond
Ordinance described in this Bond, and that tins Bond has been issued in conversion of and exchange
for or replacement ora bond, bonds, or a portion ora bond or bonds of an issue which 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
CHASE BANK OF TEXAS, 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 regastered owner oft}us Bond, or duly authorized
representative or attorney thereof, hereby assigns t}us Bond to
/ /
(Ass~gnee's Social (pnnt or typewnte Asstgnee's name and
Secunty or Taxpayer address, mcludmg z~p code)
Identification Number)
and hereby ~rrevocably constitutes and appoints
attorney to transfer the registration oft}us Bond on the Paying Agent/Reg~strar's Registration Books
with full power of substitution m the prermses
Dated
Signature Guaranteed
NOTICE S~gnature(s) must be Registered Owner
guaranteed by an ehglble guarantor NOTICE This signature must correspond
lnstitut~on partmipatlng ~n a with the name of the Registered Owner
securities transfer association appeartng on the face of t}us Certificate in
recogmzed s~gnature guarantee every particular w~thout alteration or
program enlargement or any change whatsoever
Section 8 TAX LEVY A special Interest and S~nklng Fund (the "Interest and Staling
Fund") ~s hereby created solely for the benefit of the Bonds, and the Interest and Smkang Fund shall
be established and mmntamed by the Issuer at an official depomory bank of the Issuer The Interest
and Stoking Fund shall be kept separate and apart from all other funds and accounts of the Issuer, and
shall be used only for paying the interest on and pnnc~pal of the Bonds All ad valorem taxes lexaed
and collected for and on account of the Bonds shall be deposited, as collected, to the credit of the
Interest a~d Staling Fund Dunng each year w}ule any of the Bonds or interest thereon are
outstanding and unpmd, the govermng body of the Issuer shall compute and ascertain a rate and
amount of ad valorem tax w}uch will be sufficient to rinse and produce the money reqmred to pay the
interest on the Bonds as such interest becomes due, and to prowde and mmntain a s~nl~ng fund
adequate to pay the principal of~ts Bonds as such pnnclpal matures (but never less than 2% of the
original pflncipal amount of the Bonds as a smlong fund each year) Smd tax shall be based on the
latest approved tax rolls of the Issuer, wtth full allowance being made for tax dehnquenc~es and the
18
cost oftax collection Sa~d rate and amount ofad valorem tax is hereby lewed, and is hereby ordered
to be lewefl, against all taxable property m the Issuer for each year wtule any of the Bonds or interest
thereon are outstanding and unpaid, and said tax shall be assessed and collected each such year and
deposited to the credit of the aforesaid Interest and Smlang Fund Smd ad valorem taxes sufficient
to pro,nde for the payment of the interest on and principal of the Bonds, as such interest comes due
and such pnnclpal matures, are hereby pledged for such payment, w~flun the hnut 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 outstand~n8 (a "Defeased Bond") w~th~n the meamng ofttus
Ordinance, except to the extent provided in subsection (d) of ttus Sectmn 10, when payment of the
principal of such Bond, plus interest thereon to the due date (whether such due date be by reason of
maturity, upon redemption, or othervnse) either (l) shall have been made or caused to be made in
accordance with the terms thereof (including the g~vmg of any required notice of redemption), or (n)
shall have been provided for on or before such due date by irrevocably depositing w~th or malong
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 Obligations wluch mature as to pnnc~pal
and interest in such amounts and at such tunes as wdl insure the availability, without re~nvestment,
of sufficient money to prowde for such payment, and when proper arrangements have been made by
the Issuer w~th the Paying Agent/Registrar for the payment of its services until all Defeased Bonds
shall have become due and payable At such time as a Bond shall be deemed to be a Defeased Bond
hereunder, as aforesaid, such Bond and the interest thereon shall no longer be secured by, payable
from, or entitled to the benefits of, the ad valorem taxes herein lewed and pledged as provided m tbas
Ordinance, and such pnncipal and interest shall be payable solely from such money or Government
Obhgatlons
(b) Any moneys so deposited w~th the Paying Agent/Registrar may at the written direction
of the Issuer also be invested m Government Obhgat~ons, matunng ~n the amounts and trines as
hereinbefore set forth, and all ~ncome from such Government Obhgat~ons received by the Paying
Agent/Registrar which ~s not reqmred for the payment of the Bonds and ~nterest thereon, wath respect
to wbach 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 Obhgat~ons" as used in tbas Section shall mean direct
obhgatlons of the United States of America, including obligations the pnnc~pal of and interest on
wtuch are unconditionally guaranteed by the Umted States of America, wtuch may be Umted States
Treasury obligations such as its State and Local Government Series, which may be in book-entry
form
(d) Until all Defeased Bonds shall have become due and payable, the Paying
Agent/Registrar shall perform the servmes of Paying Agent/Registrar for such Defeased Bonds the
same as if they had not been defeased, and the Issuer shall make proper arrangements to promde and
pay for such services as required by tbas Ordinance
Section 11 DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED BONDS
(a) Renlacement B0r~ds In the event any outstanding Bond is damaged, mutilated, lost, stolen, or
destroyed, the Paying Agent/Regnstrar shall cause to be pnnted, executed, and delivered, a new bond
19
of the same pnnclpal amount, matunty, and interest rate, as the damaged, mutilated, lost, stolen, or
destroyed Bond, in replacement for such Bond in the manner hereinafter prowded
(b) Aoollcatlon for Renlacement Bonds Apphcat~on 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 of a Bond, the registered owner
applying for a replacement bond shall furmsh to the Issuer and to the Paying Agent/Registrar such
security or mdemmty as may be required by them to save each of them harmless from any loss or
damage w~th respect thereto Also, m every case of loss, theft, or destruction of a Bond, the
registered owner shall furmsh to the Issuer and the Paying Agent/Registrar e~dence to their
satisfaction of the loss, their, or destruction of such Bond, as the case may be In every case of
damage or mutdat~on ora Bond, the registered owner shall surrender to the Paying Agent/Registrar
for cancellation the Bond so damaged or mutilated
(c) No Default Occurred Notwithstanding the foregoing prows~ons of tins Section, m
the event of any such Bond shall have matured, and no default has occurred winch is then continuing
In the payment of the pnnclpal of, redemption prermum, if any, or interest on the Bond, the Issuer
may authorize the payment of the same (w~thout surrender thereof except in the case of a damaged
or mutilated Bond) instead of~ssu~ng a replacement Bond, prowded security or mdenm~ty ~s furmshed
as above provided m tins Section
(d) Charge for Issum~ Reolacement Bonds Prior to the issuance of any replacement
bond, the Paying Agent/F,e~strar shall charge the registered owner of such Bond w~th all legal,
printing, and other expenses m connection therewith Every replacement bond issued pursuant to the
provisions of th~s Section by wrtue of the fact that any Bond is lost, stolen, or destroyed shall
constitute a contractual obligation of the Issuer whether or not the lost, stolen, or destroyed Bond
shall be found at any time, or be enforceable by anyone, and shall be entitled to all the benefits of tins
Ordinance equally and proportionately w~th any and all other Bonds duly ~ssued under tins Ordinance
(e) Authority for Issuing, Re~olacement Bonds In accordance with Section 6 of Vernnn's
Ann Tex C~v St Art 717k-5, tins Section of tins Ordinance shall constitute authority for the
~ssuance of any such replacement bond without necessity of further action by the govermng body of
the Issuer or any other body or person, and the duty of the replacement of such bonds ~s hereby
authorized ,and imposed upon the Paying Agent/Registrar, and the Paying Agent/Registrar shall
authenticate and dehver such Bonds ~n the form and manner and w~th the effect, as provided in
Section 5(d) of tins Ordinance for Bonds ~ssued m conversion and exchange for other Bonds
Section 12 COVENANTS REGARDING TAX-EXEMPTION The Issuer covenants to
refrain from talang any action winch would adversely affect, or to take such action to assure, the
treatment of the Bonds as obligations described m section 103 of the Internal Revenue Code of 1985,
as amended (the "Code"), the interest on winch ~s not includable m the "gross income" of the holder
for purposes of federal income taxation In furtherance thereof, the Issuer covenants as follows
(a) to take any action to assure that no more than 10 percent of the proceeds of
the Bonds or the projects financed therewith (less amounts deposited to a reserve fund, if any)
are used for any "private business use", as defined in section 141 (b)(5) of the Code, or ~fmore
2O
than 10 percent of the proceeds or the projects financed therewith are so used, such mounts,
whether or not received by the Issuer, with respect to such private business use, do not, under
the terms of flus Ordinance or any underlying arrangement, directly or indirectly, secure or
provade for the payment of more than l0 percent of the debt service on the Bonds, in
contravention of section 141(b)(2) of the Code,
(b) to take any action to assure that in the event that the "private buamess use"
described m subsection (a) hereof exceeds five percent of the proceeds of the Bonds or the
projects financed therewith (less amounts deposited into a reserve fund, if any) then the
amount lB excess of five percent is used for a "pnvate business use" wluch is "related" and not
"disproportionate", w~tban the meamng of section 141 (b)(3) of the Code, to the governmental
used
(c) to take any action to assure that no amount which is greater than the lesser of
$5,000,000, or five percent of the proceeds of the Bonds (less amounts deposited into a
reserve fund, if any) is, directly 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 refrain from taking any action wtuch would otherwise result m the Bonds
being treated as "private activity bonds" wittun the meamng of section 141(b) of the Code,
(e) to refrain from takang any action that would result m the Bonds being
"federally guaranteed" w~thm 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 wtuch were used, directly or indirectly, to acquire
investment property (as defined m section 148(b)(2) of the Code) wtuch produces a materially
tugher yield over the term of the Bonds, other than investment property acquired with --
(1) proceeds of the Bonds invested for a reasonable temporary period of
3 years or less, or m the case ora refunding bonds, for a period of 30 days or less until
such proceeds are needed for the purpose for which the Bonds are issued,
(2) amounts invested in a bona fide debt service fund, within the meamng
of section 1 148-1(b) of the Treasury Regulations, and
(3) amounts deposited in 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 ora discount, the issue price) of the Bonds,
(g) to otherwise restrict 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 otherwuse
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
21
(h) to pay to the Umted States of America at least once dunng each five-year
period (begmmng on the date of dehvery of the Bonds) an amount that ~s at least equal to 90
percent of the "Excess Earmngs", Wlttun the meamng of section 148(f) of the Code and to pay
to the Umted States of America, not later that 60 days after the Bonds have been prod m full,
100 percent of the amount then reqmred to be prod as a result of Excess Earnings under
sectxon 148(0 of the Code
The Issuer understands that the term "proceeds" ~ncludes "d~sposltlon proceeds" as defined
in the Treasury Regulations and, ~n the case of refunding bonds, transferred proceeds 0f any) and
proceeds of the refunded bonds expended prior to the date of issuance of the Bonds It xs the
understanding of the Issuer that the covenants contained herein are intended to assure compliance
w~th the Code and any regulations or ruhngs promulgated by the U S Department of the Treasury
pursuant thereto In the event that regulations or ruhngs are hereafter promulgated which modify,
or expand provisions of the Code, as apphcable to the Bonds, the Issuer vail not be reqmred to
comply with any covenant contained hereto to the extent that such mod~fication or expansion, m the
opinion of nat~onally-recogmzed bond counsel, will not adversely affect the exemption from federal
income taxation ofmterest on the Bonds under section 103 ofthe Code In the event that regulations
or ruhngs are hereafter promulgated wluch xmpose addit~onal reqmrements which are apphcable to
the Bonds, the Issuer agrees to comply with the add~tional reqmrements to the extent necessary and
reasonably possible, m the opxmon ofnat~onally-recogmzed bond counsel, to preserve the exemption
from federal income taxatxon 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 elect~ons, on behalf of the
Issuer, whmh may be perrmtted by the Code as are consistent with the purpose for the ~ssuance of the
Bonds
In order to facdttate comphance with the above covenant (h), a "Rebate Fund" is hereby
estabhshed by the Issuer for the sole benefit of the United States of America, and such fund shall not
be subject to the claim of any other person, including w~thout hmltatmn, the bondholders The
Rebate Fund ~s estabhshed for the additional purpose ofcompbance with section 148 of the Code
Section 13 ALLOCATION OF, AND LIMITATION ON, EXPENDITURES FOR THE
PROJECT The Issuer covenants to account for the expenditure of sale proceeds and investment
earnings to be used for the purposes described m Sectmn 1 of this Ordinance (each such purpose
referred to hereto and Section 14 hereof as a "Project") on its books and records by allocating
proceeds to expenditures w~ttun 18 months of the later of the date that (1) the expenditure ~s made,
or (2) the Project ~s completed The foregoing notwithstanding, the Issuer shall not expend sale
proceeds or investment earmngs thereon more than 60 days after the later of (1) the fifth anmversary
of the delivery of the Bonds, or (2) the date the Bonds are retxred, unless the Issuer obt~uns an oplmon
of nationally-recogmzed bond counsel that such expenditure will not adversely affect the tax-exempt
status of the Bonds For purposes hereof, the Issuer shall not be obligated to comply with this
covenant lflt obtains an oplmon that such failure to comply will not adversely affect the excludabd~ty
for federal income tax purposes from gross income of the xnterest
22
Section 14 DISPOSITION OF PROJECT The Issuer covenants that the property
constituting the Project will not be sold or otherwise disposed tn a transaction resulting in the receipt
by the Issuer of cash or other compensation, unless the Issuer obtains an opnnon of nationally-
recogmzed bond counsel that such sale or other disposition will not adversely affect the tax-exempt
status of the Bonds For purposes hereof, the Issuer shall not be obligated to comply wath tbas
covenant if it obtains a legal opinion that such failure to comply will not adversely affect the
excludability for federal income tax purposes from gross income of the interest
Section 15 CUSTODY, APPROVAL, AND REGISTRATION OF BONDS, BOND
COUNSEL'S OPINION, CUSIP NLrMBERS, PREAMBLE AND INSURANCE The Mayor ofthe
Issuer is hereby authorized to have control of the Imtlal Bond issued hereunder and all necessary
records and proceedings perttumng to the Imtlal Bond pending its delivery and its investigation,
exarmnatlon, and approval by the Attorney General of the State of Texas, and its registration by the
Comptroller of Public Accounts of the State of Texas Upon registration of the Imtial Bond smd
Comptroller of Pubhc Accounts (or a deputy designated in wrltlng to act for said Comptroller) shall
manually sign the Comptroller's Registration Certificate on the Initial Bond, and the seal of stud
Comptroller shall be impressed, or placed in facsimile, on the Initial Bond The approving legal
opimon of the Issuer's Bond Counsel and the assigned CUSIP numbers may, at the option of the
Issuer, be pnnted on the Imtial Bond or on any Bonds issued and delivered in conversion of and
exchange or replacement of any Bond, but neither shall have any legal effect, and shall be solely for
the convemence and information of the registered owners of the Bonds The preamble to this
Ordinance is hereby adopted and made a part hereof for all purposes Ifinsurance is obtmned on any
of the Bonds, the Imtlal Bond and all other Bonds shall bear an appropriate legend concerning
insurance as provided by the insurer
Section 16 SALE OF INITIAL BOND The Imtlal Bond is hereby sold and shall be
delivered to Chase Bank of Texas, N A, for cash for the par value thereof and accrued interest
thereon to date of delivery, plus a cash prermum of $-0- It is hereby officially found, deterrmned,
and declared that the Imtial Bond has been sold at public sale to the bidder offering the lowest interest
cost, after receiving sealed bids pursuant to an Official Notice of Sale and Bidding Instructions and
Official Statement dated March 6, 1999, prepared and distributed in connection w~th the sale of the
Imtial Bond Said Official 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 in the offer and sale of the Bonds is hereby approved It is further officially found,
determined, and declared that the statements and representations contmned m smd Official Notice of
Sale and Official Statement are true and correct m all material respects, to the best knowledge and
belief of the City Council
Section 17 INTEREST EARNINGS ON BOND PROCEEDS Interest earmngs derived
from the investment of proceeds from the sale of the Initial Bond shall be used along with other bond
proceeds for the acquisition and construction of the improvements for which the Bonds are issued,
provided that after completion of such improvements, if any of such interest earnings remmn on hand,
such interest earmngs shall be deposited in the Interest and Slnkang Fund It is further prowded,
however, that any interest earnings on bond proceeds which are required to be rebated to the Umted
States of America pursuant to Section 12 hereof in order to prevent the Bonds from being arbitrage
bonds shall be so rebated and not considered as interest earnings for the purposes oftlus Section
23
Section 18 DTCREGISTRATION TheBondslmtiallyshallbelssuedanddehveredlnsuch
manner that no physical distribution of the Bonds vail be made to the public, and the Depository Trust
Company ("DTC"), New York, New York, lmtlally will act as depository for the Bonds DTC has
represented that it is a limited purpose trust company incorporated under the laws of the State of New
York, a member of the Federal Reserve System, a "cleanng corporation" w~tlun the meamng of the
New York Umform Commercial Code, and a "cleanng agency" registered under Section 17A of the
federal Securities Exchange Act of 1934, as amended, and the Issuer accepts, but in no way verifies,
such representations The Initial Bond authorized by flus Ordinance shall be delivered to and
registered in the name of the Purchaser However, it is a condition of delivery and sale that the
Purchaser, immediately after such delivery, shall cause the Paying Agent/Registrar, as prowded for
in this Ordinance, to cancel said Imtial Bond and deliver in exchange therefor a substitute Bond for
each maturity of such Imtlal Bond, w~th each such substitute 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 is expected that DTC wdl hold the Bonds on behalf ofthe Purchaser and/or The DTC
Participants, as defined and described in the Official Statement referred to and approved in Section
16 hereof(the "DTC Participants") So long as each Bond is registered in the name of CEDE & CO,
the Paying Agent/Registrar shall treat and deal xanth DTC in all respects the same as if it were the
actual and beneficial owner thereof It is expected that DTC w~ll maintain a book entry system wluch
will identify beneficial ownersbap of the Bonds by DTC Participants in integral amounts of $5,000,
with transfers of ownership being effected on the records of DTC and the DTC Participants pursuant
to rules and regulations established by them, and that the substitute Bonds initially deposited with
DTC shall be immobilized and not be further exchanged for substitute Bonds except as hereinafter
provided The Issuer is not responsible or liable for any functions of DTC, will not be responsible
for paying any fees or charges w~th respect to its services, will not be responsible or liable for
maintaining, supevasmg, or reviewing the records of DTC or the DTC Participants, or protecting any
interests or rights ofthe beneficial owners ofthe Bonds It shall be the duty ofthe Purchaser and the
DTC Participants to make all arrangements with DTC to establish this book-entry system, the
beneficial ownership of the Bonds, and the method of paying the fees and charges of DTC The
Issuer does not represent, nor does it in any way covenant that the initial book-entry system
estabhshed with DTC wdl be mmntamed in the future The Issuer reserves the right and option at any
time in the future, in its sole discretion, to terrmnate the DTC (CEDE & CO ) book-entry only regis-
trat~on 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 terminate such reqmrement, it shall give written
notice of such termanatlon to the Paying Agent/Registrar and to DTC, and thereafter the Paying
Agent/Registrar shall, upon presentation and proper request, register any Bond in any name as
provided for m this Ordinance Notwithstanding the lmtial estabhshment ofthe foregomg book-entry
system with DTC, if for any reason any of the originally delivered substitute Bonds is duly filed w~th
the Paying Agent/Registrar with proper request for transfer and substitution, as prowded for in tlus
Ordinance, substitute Bonds will be duly delivered as prowded in this Ordinance, and there will be
no assurance or representation that any book-entry system will be maintained for such Bonds
Section 19 CONTINUING DISCLOSURE (a) Annual Reports 0) The Issuer shall
provide annually to each NRMSIR and any SID, w~tban six months after the end of each fiscal year
ending in or after 1999, financial information and operating data with respect to the Issuer of the
general type included in the final Official Statement authorized by Section 16 oftbas Ordinance, being
the information described in Exhibit A hereto, which Exbabit is attached to and incorporated in fius
24
Ordinance as lfwntten word for word hereto Any financial statements so to be prowded shall be (1)
prepared m accordance vath the accounting pnnciples described in Exhibit A hereto, or such other
accounting pnnciples as the Issuer may be required to employ from time to time pursuant to state law
or regulation, and (2) audited, if the Issuer comnussions an audit of such statements and the audit is
completed within the period during which they must be proxnded If the audit of such financial
statements is not complete w~thin such period, then the Issuer shall provtde unaudited financial
statements by the reqmred time and will provide audited financial statements for the applicable fiscal
year to each NRMSIR and any SID, when and ff the audit report on such statements become
avmlable
(ii) If the Issuer changes its fiscal year, it vall notify each NRMSIR and any SID of the
change (and of the date of the new fiscal year end) pnor to the next date by which the Issuer
otherwise would be required to provide financial information and operating data pursuant to this
Section The financial mformat~on and operating data to be prowded pursuant to this Section may
be set forth in full m one or more documents or may be included by specific reference to any
document (including an official statement or other offenng document, if it is available from the
MSRB) that theretofore has been provided to each NRMSIR and any SID or filed vath the SEC
(b) Matenal Event Notices The Issuer shall notify any SID and either each NRMSIR or the
MSRB, in a timely manner, of any of the followang events with respect to the Bonds, if such event
is material wnhin the mearang of the federal securities laws
1 Principal and interest payment delinquencies,
2 Non-payment related defaults,
3 Unscheduled draws on debt service reserves reflecting financial difficulties,
4 Unscheduled draws on credit enhancements reflecting financial difficulties,
5 Substitution of credn or liquidity providers, or their failure to perform,
6 Adverse tax opinions or events affecting the tax-exempt status of the Bonds,
7 Modifications to rights of holders of the Bonds,
8 Bond calls,
9 Defeasances,
10 Kelease, substitution, or sale of property securing repayment of the Bonds, and
11 Katmg changes
25
The Issuer shall notify any SID and exther each NRMSIR or the MSRB, tn a t~mely manner, of any
failure by the Issuer to provtde financial reformation or operattng data ~n accordance w~th subsection
(a) of tins Section by the time required by such subsection
(c) L~rmtat~ons. Disclaimers. and Amendments 0) The Issuer shall be obligated to observe
and perform the covenants specified m tins Section for so long as, but only for so long as, the Issuer
remams an "obhgated person" w~th respect to the Bonds witinn the meamng of the Rule, except that
the Issuer In any event will g~ve the not,ce reqmred by Subsection (b) hereof of any Bond calls and
defeasance that cause the Issuer to no longer be such an "obhgated person"
00 The provisions of tins Section are for the sole benefit of the registered owners and
beneficml owners of the Bonds, and nothing m tins Sectton, express or lmphed, shall g~ve any benefit
or any legal or eqmtable right, remedy, or clmm hereunder to any other person The Issuer
undertakes to provide only the financial mformat~on, operating data, financml statements, and notices
which tt has expressly agreed to provide pursuant to tins Section and does not hereby undertake to
provide any other reformation that may be relevant or material to a complete presentatton of the
Issuer's financml results, condmon, or prospects or hereby undertake to update any mformatton
provided in accordance with tins Sectxon or otherwise, except as expressly provided herein The
Issuer does not make any representatxon or warranty concermng such mformatton or ~ts usefulness
to a dectston to revest m or sell Bonds at any future date
(m) UNDER NO CIRCUMSTANCES SHALL THE ISSUER, ITS OFFICERS, AGENTS
AND EMPLOYEES, 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 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 obsarwng or pefformmg its obhgatlons under this Section
shall compr, sea breach of or default under the Ordinance for purposes of any other provtslon of tins
Ordinance Nothing m this Section ts intended or shall act to dtsclmm, wmve, or otherwtse hrmt the
duttes of the Issuer under federal and state securities laws
(v) The provisions of tins Section may be amended by the Issuer from time to time to adapt
to changed c~rcumstances that arise from a change tn legal reqmrements, a change m law, or a change
m the ~dent~ty, nature, status, or type of operatmns of the Issuer, but only if (1) the provisions of tins
Section, as so amended, would have permitted an underwriter to purchase or sell Bonds tn the
primary offenng of the Bonds m comphance wtth the Rule, takang tnto account any amendments or
interpretations of the Rule s~nce such offenng as well as such changed c~rcumstances and (2) e~ther
(a) the registered owners of a majority m aggregate principal amount (or any greater amount reqmred
by any other prows~on of th,s Ordinance that authorizes such an amendment) of the outstanding
Bonds consent to such amendment or (b) a person that ~s unaffihated wtth the Issuer (such as
nattonally recogmzed bond counsel) detemuned that such amendment will not materially ~mpalr the
mterest of the registered owners and beneficial owners of the Bonds If the Issuer so amends the
26
prows~ons oft}us Section, ~t shall ~nclude w~th any amended financml mformat~on or operating data
next provided m accordance wtth subsection (a) oft}us Section an explanation, m narrauve form, of
the reason for the amendment and of the ~mpact of any change ~n the type of financial mformat~on or
operating data so promded The Issuer may also amend or repeal the prows~ons oft}us continuing
d~sclosure agreement ~fthe SEC amends or repeals the apphcable provision of the Rule or a court of
final jurisdiction enters judgment that such prows~ons of the Rule are ~nvahd, but only ~f and to the
extent that the prows~ons oft}us sentence would not prevent an underwriter from lawfully purchasing
or selhng Bonds ~n the primary offenng of the Bonds
(d) Definm0ns As used ~n tlus Section, the following terms have the meamngs ascribed to
such terms below
"MSRB" means the Mumc~pal Securities Rulemakmg Board
"NRMSIR" means each person whom the SEC or as staffhas determined to be a nationally
recogmzed mumc~pal securities ~nformat~on repository wtt}un the meamng of the Rule from t~me to
t~me
"Rule" means SEC Rule 15c2-12, as amended from t~me to ttme
"SEC" means the Umted States Secunttes and Exchange Comn~ssmn
"SID" means any person designated by the State of Texas or an authorized department,
officer, or agency thereof as, and determined by the SEC or zts staff to be, a state znformat~on
depository w~t}un the meamng of the Rule from t~me to t~me
Sectton 20 FURTHER PROCEDURES The Mayor of the Issuer, the C~ty Secretary of the
Issuer, and all other officers, employees, and agents of the Issuer, and each of them, shall be and they
are hereby expressly authorized, empowered, and d~rected from t~me to t~me and at any t~me to do
and perform all such acts and t}ungs and to execute, acknowledge, and dehver m the name and under
the corporate seal and on behalf of the Issuer all such tnstruments, whether or not hereto mentioned,
as may be necessary or desirable m order to carry out the terms and provisions of t}us Bond
Ordinance, the Bonds, the sale of the Bonds, and the Not,ce of Sale and Official Statement, and the
Assistant C~ty Manager/F~nance of the C~ty shall cause the expenses of~ssuance of the Bonds to be
prod from the proceeds of sale of the Imt~al Bond or from any other lawfully avmlable funds of the
Issuer In case any officer whose s~gnature shall appear on any Bond shall cease to be such officer
before the dehvery of such Bond, such s~gnature shall nevertheless be vahd and sufficient for all
purposes the same as ~f such officer had remmned ~n office until such dehvery
Section 21 OPEN MEETINGS The C~ty Council has found and determined that the
meettng at w}uch t}us Ordinance zs considered zs open to the pubhc and that not,ce thereof was g~ven
m accordance w~th the prows~ons of the Texas Open Meettngs, Law, Tex Gov't Code, Chapter 551,
as amended
Section 22 EFFECTIVE DATE This Ordinance shall become eff'ect~ve ~mmed~ately upon
its passage and approval
27
PASSED AND APPROVED flus the 23rd day of March, 1999
ATTEST
Jenmfer Walters, C~ty Secretary
APPROVED AS TO LEGAL FORM
28
DESCRIPTION OF ANNUAL FINANCIAL INFORMATION
The following information is referred to in Section 19 of tbas Ordinance
Annual Financial Statements and Operating Data
The financiallnformatlon and operating data with respect to the Issuer to be provided annually
in accordance with such Section are as specified (and Included in the Appendix or under the tables
nfthe Official Statement referred to) below
Tables numbered 1 through 14, inclusive, under the captions "Tax Information", "Debt
Service Requirements" and "Financial Information" in the Official Statement
Appendix B In the Official Statement
Accounting Principles
The accounting principles referred to ~n such Section are the accounting pnnc~ples described
in the notes to the financial statements referred to in the paragraph above