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WHEREAS, the City Council hereby finds and determines that
such indebtedness represented by the Refunded Obligations
should be refunded to extend the term of, and restructure the
payment of, such indebtedness and provide tax rate relief to
the citizens of the City while also enabling the City to
undertake and implement planning goals and objectives for
providing and financing infrastructure needs and necessary
municipal facilities; and
WHEREAS, the City Council hereby finds and determines that
the Refunded Obligations are scheduled to mature, or are
subject to being redeemed, not more than twenty (20) years from
the date of the refunding bonds herein authorized; now,
therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
SOUTHLAKE, TEXAS:
SECTION 1: Authorization-Designation-Principal Amount-
Purpose - Date. General obligation refunding bonds of the City
shall be and are hereby authorized to be issued in the
aggregate principal amount of $3,076,137, to be designated and
bear the title "CITY OF SOUTHLAKE, TEXAS, GENERAL OBLIGATION
REFUNDING BONDS, SERIES 1990" (hereinafter referred to as the
"Bonds"), for the purpose of providing funds for the discharge
and final payment of certain outstanding obligations of the
City (identified in the preamble hereof and referred to as the
"Refunded Obligations") and to pay costs of issuance, in
accordance with authority conferred by and in conformity with
the Constitution and laws of the State of Texas, including
Article 717k, V.A.T.C.S., as amended. The Bonds shall be
dated March 1, 1990 (the "Issue Date") and issued as fully
registered obligations, without coupons.
SECTION 2: Fully Registered Interest Paying/Non-Interest
Paying Obligations Terms. The Bonds shall be issued in part
as "Current Interest Bonds" (obligations paying accrued
interest to the holders or owners on and at stated intervals
prior to maturity or redemption) and in part as "Capital
Appreciation Bonds" (obligations paying no accrued interest to
the holders or owners prior to maturity).
The Current Interest Bonds (other than the Initial Bond
referenced in Section 7 hereof) shall be in denominations of
$5,000 or any integral multiple (within a Stated Maturity)
thereof, shall be lettered "R- and the definitive printed
obligations shall be numbered consecutively from One (1)
upward. Furthermore, the Current Interest Bonds shall bear
interest (calculated on the basis of a 360-day year of twelve
30-day months) on the unpaid principal amounts from the Issue
-2-
Date at the per annum rate(s) shown in the schedule hereafter
appearing, and such interest shall be payable on February 1 and
August 1 in each year, commencing February 1, 1991.
The Capital Appreciation Bonds shall each be issued in
Maturity Amounts (the "Accreted Value" [as hereinafter defined]
at maturity) of $5,000, or any integral multiple thereof within
a Stated Maturity (except for the Initial Bond referenced in
Section 7 hereof), shall be lettered "CAB- and the
definitive printed obligations shall be numbered consecutively
from One (1) upward. Interest on the Capital Appreciation
Bonds shall accrue from the date of delivery of the Bonds to
the initial purchasers (April 10, 1990) and compound
semiannually on February 1 and August 1 in each year,
commencing August 1, 1990, until the Stated Maturity. The
accrued interest on Capital Appreciation Bonds shall be payable
at maturity as a portion of the Maturity Amount.
The term "Accreted Value", as herein used with respect to
Capital Appreciation Bonds, shall mean the original principal
amount of a Capital Appreciation Bond plus interest thereon
compounded semiannually to February 1 or August 1, as the case
may be, next preceding the date of such calculation (or the
date of calculation, if such calculation is made on February 1
or August 1), at the respective interest rate(s) stated in the
schedule hereinafter appearing therefor and, with respect to
each $5,000 Accreted Value at maturity, as set forth in the
Accreted Value table appearing in the Official Statement
referred to in Section 15 hereof. For any day other than a
February 1 or August 1, the Accreted Value of a Capital
Appreciation Bond shall be determined by a straight line
interpolation between the values for the applicable semiannual
compounding dates (based on 30-day months).
The Bonds shall be issued in the aggregate principal
amount of $3,076,137 and in part as "Current Interest Bonds"
totalling $2,785,000 in principal amount and in part as
"Capital Appreciation Bonds" totalling $291,137 in original
principal amount and aggregating in Maturity Amount $570,000.
(a) Current Interest Bonds: The Current Interest Bonds
shall become due and payable on February 1 in each of the years
and in principal amounts (the "Stated Maturities") and bear
interest at per annum rate(s) in accordance with the following
schedule:
-3-
Stated Maturity
Principal
Amount
Interest
Rate(s)
1992
1993
1994
1995
1996
1997
1998
$ 40 000
45 000
45 000
110 000
115 000
175 000
185 000
6.10%
6.20%
6.30%
6.40%
6.50%
6.60%
6.70%
2002 200,000 7.00%
2003 215,000 7.00%
2009 1,655,000 7.10%
(b) Capital Appreciation Bonds. The Capital Appreciation
Bonds shall be issued in the original principal amounts, which
shall accrete in value on a semiannual basis at the interest
rate(s) stated in the table below, and shall become due and
payable on February 1 in each of the years (the "Stated
Maturities") in the Maturity Amounts set forth in the following
table:
Stated
Year of Original Principal Interest Maturity
Maturity Amount Rate Amount
1999 $104,532.30 6.90% $190,000
2000 96,753.70 7.00% 190,000
2001 89,851.00 7.05% 190,000
SECTION 3: Terms of Payment - Paying Agent/Registrar.
The principal of, premium, if any, and the interest on the
Bonds, due and payable by reason of maturity, redemption or
otherwise, shall be payable only to the registered owners or
holders of the Bonds (hereinafter called the "Holders")
appearing on the registration and transfer books (the "Security
Register") for the Bonds maintained by the Paying
Agent/Registrar and the payment thereof shall be in any coin or
currency of the United States of America, which at the time of
payment is legal tender for the payment of public and private
debts, and shall be without exchange or collection charges to
the Holders.
The selection and appointment of FIRST CITY, TEXAS-AUSTIN,
N.A., Austin, Texas to serve as Paying Agent/Registrar for the
Bonds is hereby approved and confirmed. The City covenants to
maintain and provide a Paying Agent/Registrar at all times
until the Bonds are paid and discharged, and any successor
-4-
Paying Agent/Registrar shall be a bank, trust company,
financial institution or other entity qualified and authorized
to serve in such capacity and perform the duties and services
of Paying Agent/Registrar. Upon any change in the Paying
Agent/Registrar for the Bonds, the City agrees to promptly
cause a written notice thereof to be sent to each Holder by
United States Mail, first class postage prepaid, which notice
shall also give the address of the new Paying Agent/Registrar.
The Bonds shall be payable at their Stated Maturities or
upon their earlier redemption only upon the presentation and
surrender to the principal office of the Paying
Agent/Registrar. Interest on a Capital Appreciation Bond shall
be payable at its Stated Maturity as a portion of the Accreted
Value or Maturity Amount. Interest on a Current Interest Bond
shall be paid to the Holders whose names appear in the Security
Register at the close of business on the Record Date (the 15th
day of the month next preceding each interest payment date) and
shall be paid by the Paying Agent/Registrar (i) by check sent
United States Mail, first class postage prepaid, to the address
of the Holder recorded in the Security Register or (ii) by such
other method, acceptable to the Paying Agent/Registrar,
requested by, and at the risk and expense of, the Holder. If
the date for the payment of the Bonds shall be a Saturday,
Sunday, a legal holiday, or a day when banking institutions in
the City where the Paying Agent/Registrar is located are
authorized by law or executive order to close, then the date
for such payment shall be the next succeeding day which is not
such a Saturday, Sunday, legal holiday, or day when banking
institutions are authorized to close; and payment on such date
shall have the same force and effect as if made on the original
date payment was due.
In the event of a non-payment of interest on one or more
maturities on a scheduled payment date on the Current Interest
Bonds, and for thirty (30) days thereafter, a new record date
for such interest payment for such maturity or maturities (a
"Special Record Date") will be established by the Paying
Agent/Registrar, if and when funds for the payment of such
interest have been received from the City. Notice of the
Special Record Date and of the scheduled payment date of the
past due interest (which shall be 15 days after the Special
Record Date) shall be sent at least five (5) business days
prior to the Special Record Date by United States Mail, first
class postage prepaid, to the address of each Holder of the
Current Interest Bonds appearing on the Security Register at
the close of business on the last business day next preceding
the date of mailing of such notice.
-5-
SECTION 4: Redemption. (a) Optional Redemption. (1) The
Current Interest Bonds having Stated Maturities on and after
February 1, 2002, shall be subject to redemption prior to
maturity, at the option of the City, in whole or in part in
principal amounts of $5,000 or any integral multiple thereof
(and if within a Stated Maturity by lot by the Paying Agent/
Registrar), on February 1, 2000 or on any date thereafter at
the redemption price of par, together with accrued interest to
the redemption date.
(2) The Capital Appreciation Bonds shall not be subject
to redemption at the option of the City prior to their Stated
Maturities.
(b) Exercise of Redemption Option. At least
forty-five (45) days prior to a redemption date (unless a
shorter notification period shall be satisfactory to the Paying
Agent/Registrar), the City shall notify the Paying
Agent/Registrar of its decision to exercise the right to redeem
Current Interest Bonds, the principal amount of each Stated
Maturity to be redeemed, and the date set for the redemption
thereof. The decision of the City to exercise the right to
redeem Current Interest Bonds shall be entered in the minutes
of the governing body of the City.
(c) Mandatory Redemption. The Current Interest Bonds
maturing on February 1, 2009 (the "Term Bonds") shall also be
subject to mandatory redemption on the dates and in the
principal amounts set forth below at the redemption price of
par and accrued interest to the date of redemption, to wit:
Date Amount
February 1, 2004
February 1, 2005
February 1, 2006
February 1, 2007
February 1, 2008
$230,000
245,000
265,000
285,000
305,000
On or prior to each December 15 in each of the years
specified above that the Term Bonds are to be mandatorily
redeemed, the Paying Agent/Registrar shall select by lot the
numbers of the Term Bonds within the applicable maturity to be
redeemed on the next following February 1 from moneys set aside
for that purpose in the Interest and Sinking Fund. Any Term
Bonds not selected for prior redemption shall be paid on the
date of their Stated Maturity.
-6-
The principal amount of the Term Bonds for a given
maturity required to be redeemed pursuant to the operation of
such mandatory redemption provisions shall be reduced, at the
option of the City, by the principal amount of Term Bonds for
such maturity which, at least 50 days prior to the mandatory
redemption date, (1) shall have been acquired by the City at a
price not exceeding the principal amount of such Term Bonds
plus accrued interest to the date of purchase thereof, and
delivered to the Paying Agent/Registrar for cancellation, (2)
shall have been purchased and cancelled by said Paying
Agent/Registrar at the request of the City with moneys in the
Interest and Sinking Fund at a price not exceeding the
principal amount of such Term Bonds plus accrued interest to
the date of purchase thereof, or (3) shall have been redeemed
pursuant to the optional redemption provisions set forth above
in paragraph (a) hereof and not theretofore credited against a
mandatory redemption requirement.
(d) Selection of Bonds for Redemption. If less than all
Outstanding Current Interest Bonds of the same Stated Maturity
are to be redeemed on a redemption date, the Paying
Agent/Registrar shall treat such as representing the number of
Bonds Outstanding which is obtained by dividing the principal
amount by $5,000 and shall select the Current Interest Bonds to
be redeemed within such Stated Maturity, by lot.
(d) Notice of Redemption. Not less than thirty (30) days
prior to a redemption date for the Current Interest Bonds, a
notice of redemption shall be sent by United States Mail, first
class postage prepaid, in the name of the City and at the
City's expense, to each Holder of a Current Interest Bond to be
redeemed in whole or in part at the address of the Holder
appearing on the Security Register at the close of business on
the last business day next preceding the date of mailing such
notice, and any notice of redemption so mailed shall be
conclusively presumed to have been duly given irrespective of
whether received by the Holder.
Ail notices of redemption shall (i) specify the date of
redemption for the Bonds, (ii) identify by number the Bonds to
be redeemed and, in the case of a portion of the principal
amount to be redeemed, the principal amount thereof to be
redeemed, (iii) state the redemption price, (iv) state that the
Bonds, or the portion of the principal amount to be redeemed,
shall become due and payable on the redemption date specified,
and the accruing of interest shall cease from and after the
redemption date, and (v) specify that payment of the redemption
price for the Bonds, or the principal amount to be redeemed,
-7-
shall be made at the principal office of the Paying Agent/
Registrar only upon presentation and surrender of the Bonds to
be redeemed, in whole or in part, by the Holder. If a Current
Interest Bond is subject by its terms to prior redemption and
has been called for redemption and notice of redemption has
been duly given or waived as herein provided, such Current
Interest Bond (or the principal amount to be redeemed) shall
become due and payable and interest thereon shall cease to
accrue from and after the redemption date therefor, provided
moneys sufficient for the payment of such Current Interest Bond
(or of the principal amount thereof to be redeemed) at the then
applicable redemption price are held for the purpose of such
payment by the Paying Agent/Registrar.
SECTION 5: Registration Transfer - Exchange of Bonds
- Predecessor Bonds. A Security Register relating to the
registration, payment, and transfer or exchange of the Bonds
shall at all times be kept and maintained by the City at the
principal office of the Paying Agent/Registrar, as provided
herein and in accordance with the provisions of an agreement
with the Paying Agent/Registrar and such rules and regulations
as the Paying Agent/Registrar and the City may prescribe. The
Paying Agent/Registrar shall obtain, record, and maintain in
the Security Register the name and address of each registered
owner of the Bonds issued under and pursuant to the provisions
of this Ordinance. Any Bond may, in accordance with its terms
and the terms hereof, be transferred or exchanged for Bonds of
like kind (Current Interest Bonds or Capital Appreciation
Bonds), of other authorized denominations upon the Security
Register by the Holder, in person or by his duly authorized
agent, upon surrender of such Bond to the Paying
Agent/Registrar for cancellation, accompanied by a written
instrument of transfer or request for exchange duly executed by
the Holder or by his duly authorized agent, in form
satisfactory to the Paying Agent/Registrar.
Upon surrender for transfer of any Bond (other than the
Initial Bonds authorized in Section 7 hereof) at the principal
office of the Paying Agent/Registrar, the Paying
Agent/Registrar shall register and deliver, in the name of the
designated transferee or transferees, one or more new Bonds,
executed on behalf of, and furnished by, the City of authorized
denominations and of like Stated Maturity and of a like
aggregate principal amount (with respect to Current Interest
Bonds) or Maturity Amount (with respect to Capital Appreciation
Bonds) as the Bond or Bonds surrendered for transfer.
-8-
At the option of the Holder, Bonds (other than the Initial
Bonds authorized in Section 7 hereof) may be exchanged for
other Bonds of authorized denominations and having the same
Stated Maturity, bearing the same rate of interest and of like
aggregate principal amount (with respect to Current Interest
Bonds) or Maturity Amount (with respect to Capital Appreciation
Bonds) as the Bonds surrendered for exchange, upon surrender of
the Bonds to be exchanged at the principal office of the Paying
Agent/ Registrar. Whenever any Bonds are surrendered for
exchange, the Paying Agent/Registrar shall register and deliver
new Bonds, executed on behalf of, and furnished by, the City,
to the Holder requesting the exchange.
Ail Bonds issued upon any such transfer or exchange shall
be delivered at the principal office of the Paying
Agent/Registrar, or sent by United States Mail, first class
postage prepaid, to the Holder and, upon the delivery thereof,
the same shall be valid obligations of the City, evidencing the
same obligation to pay, and entitled to the same benefits under
this Ordinance, as the Bonds surrendered in such transfer or
exchange.
Ail transfers or exchanges of Bonds pursuant to this
Section shall be made without expense or service charge to the
Holder, except as otherwise herein provided, and except that
the Paying Agent/Registrar shall require payment by the Holder
requesting such transfer or exchange of any tax or other
governmental charges required to be paid with respect to such
transfer or exchange.
Bonds cancelled by reason of an exchange or transfer
pursuant to the provisions hereof are hereby defined to be
"Predecessor Bonds," evidencing all or a portion, as the case
may be, of the same obligation to pay evidenced by the Bond or
Bonds registered and delivered in the exchange or transfer
therefor. Additionally, the term "Predecessor Bonds" shall
include any mutilated, lost, destroyed, or stolen Bond for
which a replacement Bond has been issued, registered and
delivered in lieu thereof pursuant to Section 10 hereof and
such new replacement Bond shall be deemed to evidence the same
obligation as the mutilated, lost, destroyed, or stolen Bond.
Neither the City nor the Paying Agent/Registrar shall be
required to transfer or exchange any Current Interest Bond
called for redemption, in whole or in part, within 45 days of
the date fixed for redemption of such Current Interest Bond;
provided, however, such limitation on transferability shall not
be applicable to an exchange by the Holder of the unredeemed
balance of a Current Interest Bond called for redemption in
part.
-9-
SECTION 6: Execution - Reqistration. The Bonds shall
be executed on behalf of the City by the Mayor under its seal
reproduced or impressed thereon and countersigned by the City
Secretary. The signature of said officers on the Bonds may be
manual or facsimile. Bonds bearing the manual or facsimile
signatures of individuals who are or were the proper officers
of the City on the Issue Date shall be deemed to be duly
executed on behalf of the City, notwithstanding that such
individuals or either of them shall cease to hold such offices
at the time of delivery of the Bonds to the initial
purchaser(s) and with respect to Bonds delivered in subsequent
exchanges and transfers, all as authorized and provided in the
Bond Procedures Act of 1981, as amended.
No Bond shall be entitled to any right or benefit under
this Ordinance, or be valid or obligatory for any purpose,
unless there appears on such Bond either a certificate of
registration substantially in the form provided in Section 8C,
manually executed by the Comptroller of Public Accounts of the
State of Texas or his duly authorized agent, or a certificate
of registration substantially in the form provided in
Section 8D, manually executed by an authorized officer,
employee or representative of the Paying Agent/ Registrar, and
either such certificate upon any Bond duly signed shall be
conclusive evidence, and the only evidence, that such Bond has
been duly certified, registered and delivered.
SECTION 7: Initial Bonds. The Bonds herein authorized
shall be initially issued as two (2) fully registered bonds,
being (i) a single fully registered Current Interest Bond in
the aggregate principal amount shown in Section 2 hereof with
principal installments to become due and payable as provided in
Section 2(a) hereof and numbered TR-1 and (ii) a single fully
registered Capital Appreciation Bond in the aggregate Maturity
Amount appearing in Section 2 hereof with installments of such
Maturity Amount to become due and payable as provided in
Section 2(b) hereof and numbered TCAB-1. The two (2) initial
bonds (hereinafter collectively called the "Initial Bonds")
shall be registered in the name of the initial purchaser(s), or
the designee thereof. The Initial Bonds shall be the Bonds
submitted to the Office of the Attorney General of the State of
Texas for approval, certified and registered by the Office of
the Comptroller of Public Accounts of the State of Texas and
delivered to the initial purchaser(s). Any time after the
delivery of the Initial Bonds, the Paying Agent/Registrar,
pursuant to written instructions from the initial purchaser(s),
0[ the designee thereof, shall cancel the Initial Bonds
delivered hereunder and exchange therefor definitive Bonds of
authorized denominations, Stated Maturities, principal amounts
(with respect to Current Interest Bonds) or Maturity Amounts
-10-
(with respect to Capital Appreciation Bonds) and bearing
applicable interest rates for transfer and delivery to the
Holders named at the addresses identified therefor; all
pursuant to and in accordance with such written instructions
from the initial purchaser(s), or the designee thereof, and
such other information and documentation as the Paying
Agent/Registrar may reasonably require.
SECTION 8: Forms. A. Forms Generally. The Bonds,
the Registration Certificate of the Comptroller of Public
Accounts of the State of Texas, the Certificate of
Registration, and the form of Assignment to be printed on each
of the Bonds, shall be substantially in the forms set forth in
this Section with such appropriate insertions, omissions,
substitutions, and other variations as are permitted or
required by this Ordinance and may have such letters, numbers,
or other marks of identification (including identifying numbers
and letters of the Committee on Uniform Securities
Identification Procedures of the American Bankers Association)
and such legends and endorsements (including insurance legends
on insured Bonds and any reproduction of an opinion of counsel)
thereon as may, consistently herewith, be established by the
City or determined by the officers executing such Bonds as
evidenced by their execution thereof. Any portion of the text
of any Bonds may be set forth on the reverse thereof, with an
appropriate reference thereto on the face of the Bond.
The definitive Bonds shall be printed, lithographed, or
engraved or produced in any other similar manner, all as
determined by the officers executing such Bonds as evidenced by
the execution thereof, but the Initial Bonds submitted to the
Attorney General of Texas may be typewritten or photocopied or
otherwise reproduced.
B. Form of Definitive Bond.
[Current Interest Bond]
REGISTERED REGISTERED
NO. $
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF SOUTHLAKE, TEXAS,
GENERAL OBLIGATION REFUNDING BOND,
SERIES 1990
Issue Date:
March 1, 1990
Interest Rate:
Stated Maturity:
CUSIP NO:
Registered Owner:
Principal Amount:
DOLLARS
-11-
The City of Southlake (hereinafter referred to as the
"City"), a body corporate and municipal corporation in the
County of Tarrant, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to
the order of the Registered Owner named above, or the
registered assigns thereof, on the Stated Maturity date
specified above the Principal Amount hereinabove stated (or so
much thereof as shall not have been paid upon prior redemption)
and to pay interest on the unpaid principal amount hereof from
the Issue Date at the per annum rate of interest specified
above computed on the basis of a 360-day year of twelve 30-day
months; such interest being payable on February 1 and August 1
in each year, commencing February 1, 1991. Principal of this
Bond is payable at its Stated Maturity or redemption to the
registered owner hereof, upon presentation and surrender, at
the principal office of the Paying Agent/Registrar executing
the registration certificate appearing hereon, or its
successor° Interest is payable to the registered owner of this
Bond (or one or more Predecessor Bonds, as defined in the
Ordinance hereinafter referenced) whose name appears on the
"Security Register" maintained by the Paying Agent/Registrar at
the close of business on the "Record Date", which is the 15th
day of the month next preceding each interest payment date, and
interest shall be paid by the Paying Agent/Registrar by check
sent United States Mail, first class postage prepaid, to the
address of the registered owner recorded in the Security
Register or by such other method, acceptable to the Paying
Agent/Registrar, requested by, and at the risk and expense of,
the registered owner. All payments of principal of, premium,
if any, and interest on this Bond shall be without exchange or
collection charges to the owner hereof and in any coin or
currency of the United States of America which at the time of
payment is legal tender for the payment of public and private
debts.
This Bond is one of the series specified in its title
issued in the aggregate principal amount of $3,076,137 (herein
referred to as the "Bonds") for the purpose of providing funds
for the discharge and final payment of certain outstanding
obligations of the City and to pay costs of issuance, under and
in strict conformity with the Constitution and laws of the
State of Texas, including Article 717k, V.A.T.C.S., and
pursuant to an Ordinance adopted by the City Council of the
City (herein referred to as the "Ordinance"). The Bonds are
issued in part as "Current Interest Bonds", which total in
principal amount $2,785,000 and pay accrued interest at stated
intervals to registered owners and in part as "Capital
Appreciation Bonds", which total ~n original principal amount
$291,137 and pay no accrued interest prior to their Stated
Maturities.
-12-
The Current Interest Bonds maturing on February 1, 2009
(the "Term Bonds") are subject to mandatory redemption prior to
maturity with funds on deposit in the Interest and Sinking Fund
established and maintained for the payment thereof in the
Ordinance, and shall be redeemed in part prior to maturity at
the price of par and accrued interest to the date of
redemption, and without premium, on February 1, 2004, and
annually thereafter on each February 1 through February 1, 2008
and in the amounts set forth in the Ordinance. The particular
Bonds to be redeemed on each such date shall be chosen by lot
by the Paying Agent/Registrar; provided, however, that the
principal amount of Term Bonds for a given maturity required to
be redeemed pursuant to the operation of such mandatory
redemption provisions shall be reduced, at the option of the
City, by the principal amount of Term Bonds for such maturity
which, at least 50 days prior to a mandatory redemption date,
(1) shall have been acquired by the City at a price not
exceeding the principal amount of such Term Bonds plus accrued
interest to the date of purchase thereof, and delivered to the
Paying Agent/Registrar for cancellation, (2) shall have been
purchased and cancelled by said Paying Agent/Registrar at the
request of the City with moneys in the Interest and Sinking
Fund at a price not exceeding the principal amount of such Term
Bonds plus accrued interest to the date of purchase thereof, or
(3) shall have been redeemed pursuant to the optional
redemption provisions appearing below and not theretofore
credited against a mandatory redemption requirement.
The Current Interest Bonds maturing on and after
February 1, 2002, may be redeemed prior to their Stated
Maturities, at the option of the City, in whole or in part in
principal amounts of $5,000 or any integral multiple thereof
(and if within a Stated Maturity by lot by the Paying
Agent/Registrar), on February 1, 2000, or on any date
thereafter, at the redemption price of par, together with
accrued interest to the date of redemption and upon 30 days
prior written notice being sent by United States Mail, first
class postage prepaid, to the registered owners of the Bonds to
be redeemed, and subject to the terms and provisions relating
thereto contained in the Ordinance. If this Bond (or any
portion of the principal sum hereof) shall have been duly
called for redemption and notice of such redemption duly given,
then upon such redemption date this Bond (or the portion of the
principal sum hereof to be redeemed) shall become due and
payable, and interest thereon shall cease to accrue from and
after the redemption date therefor, provided moneys for the
payment of the redemption price and the interest on the
principal amount to be redeemed to the date of redemption are
held for the purpose of such payment by the Paying
Agent/Registrar.
-13-
In the event of a partial redemption of the principal
amount of this Bond, payment of the redemption price of such
principal amount shall be made to the registered owner only
upon presentation and surrender of this Bond to the Paying
Agent/Registrar at its principal office, and there shall be
issued to the registered owner hereof, without charge, a new
Bond or Bonds of like maturity and interest rate in any
authorized denominations provided by the Ordinance for the then
unredeemed balance of the principal sum hereof. If this Bond is
selected for redemption, in whole or in part, the City and the
Paying Agent/Registrar shall not be required to transfer this
Bond to an assignee of the registered owner within 45 days of
the redemption date therefor; provided, however, such
limitation on transferability shall not be applicable to an
exchange by the registered owner of the unredeemed balance
hereof in the event of its redemption in part.
The Bonds are payable from the proceeds of an ad valorem
tax levied, within the limitations prescribed by law, upon all
taxable property in the City. Reference is hereby made to the
Ordinance, a copy of which is on file in the principal office
of the Paying Agent/Registrar, and to all of the provisions of
which the owner or holder of this Bond by the acceptance hereof
hereby assents, for definitions of terms; the description of
and the nature and extent of the tax levied for the payment of
the Bonds; the terms and conditions relating to the transfer or
exchange of this Bond; the conditions upon which the Ordinance
may be amended or supplemented with or without the consent of
the Holders; the rights, duties, and obligations of the City
and the Paying Agent/Registrar; the terms and provisions upon
which this Bond may be discharged at or prior to its maturity
or redemption, and deemed to be no longer Outstanding
thereunder; and for other terms and provisions contained
therein. Capitalized terms used herein have the meanings
assigned in the Ordinance.
This Bond, subject to certain limitations contained in
the Ordinance, may be transferred on the Security Register only
upon its presentation and surrender at the principal office of
the Paying Agent/Registrar, with the Assignment hereon duly
endorsed by, or accompanied by a written instrument of transfer
in form satisfactory to the Paying Agent/Registrar duly
executed by, the registered owner hereof, or his duly
authorized agent. When a transfer on the Security Register
Occurs, one or more new fully registered Bonds of the same
Stated Maturity, of authorized denominations, bearing the same
rate of interest, and of the same aggregate principal amount
will be issued by the Paying Agent/Registrar to the designated
transferee or transferees.
-14-
The City and the Paying Agent/Registrar, and any agent
of either, shall treat the registered owner whose name appears
on the Security Register (i) on the Record Date as the owner
entitled to payment of interest hereon, (ii) on the date of
surrender of this Bond as the owner entitled to payment of
principal hereof at its Stated Maturity or its redemption, in
whole or in part, and (iii) on any other date as the owner for
all other purposes, and neither the City nor the Paying Agent/
Registrar, or any agent of either, shall be affected by notice
to the contrary. In the event of nonpayment of interest on a
scheduled payment date and for thirty (30) days thereafter, a
new record date for such interest payment (a "Special Record
Date") will be established by the Paying Agent/Registrar, if
and when funds for the payment of such interest have been
received from the City. Notice of the Special Record Date and
of the scheduled payment date of the past due interest (which
shall be 15 days after the Special Record Date) shall be sent
at least five (5) business days prior to the Special Record
Date by United States Mail, first class postage prepaid, to the
address of each Holder appearing on the Security Register at
the close of business on the last business day next preceding
the date of mailing of such notice.
It is hereby certified, recited, represented and
declared that the City is a body corporate and political
subdivision duly organized and legally existing under and by
virtue of the Constitution and laws of the State of Texas; that
the issuance of the Bonds is duly authorized by law; that all
acts, conditions and things required to exist and be done
precedent to and in the issuance of the Bonds to render the
same lawful and valid obligations of the City have been
properly done, have happened and have been performed in regular
and due time, form and manner as required by the Constitution
and laws of the State of Texas, and the Ordinance; that the
Bonds do not exceed any Constitutional or statutory limitation;
and that due provision has been made for the payment of the
principal of and interest on the Bonds by the levy of a tax as
aforestated. In case any provision in this Bond shall be
invalid, illegal, or unenforceable, the validity, legality, and
enforceability of the remaining provisions shall not in any way
be affected or impaired thereby. The terms and provisions of
this Bond and the Ordinance shall be construed in accordance
with and shall be governed by the laws of the State of Texas.
-15-
IN WITNESS WHEREOF, the City Council of the City has
caused this Bond to be duly executed under the official seal of
the City as of the Issue Date.
CITY OF SOUTHLAKE, TEXAS
COUNTERSIGNED:
Mayor
City Secretary
(SEAL)
[Capital Appreciation Bond]
REGISTERED
NO. CAB-
REGISTERED
MATURITY AMOUNT
$
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF SOUTHLAKE, TEXAS,
GENERAL OBLIGATION REFUNDING
SERIES 1990
BOND,
Issue Date: Stated Yield:
March 1, 1990 %
Stated Maturity:
CUSIP NO:
Registered Owner:
Maturity Amount:
DOLLARS
The City of Southlake (hereinafter referred to as the
"City"), a body corporate and municipal corporation in the
County of Tarrant, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to
the order of the Registered Owner named above, or the
registered assigns thereof, on the Stated Maturity date
specified above, without right of prior redemption or
prepayment, the Maturity Amount stated above. The Maturity
Amount of this Bond represents the accretion of the original
principal amount of this Bond from the date of delivery to the
initial purchasers (April 10, 1990) to the Stated Maturity and
such accretion in value occuring at the above Stated Yield and
compounding on August 1, 1990, and semiannually thereafter on
-16-
February 1 and August 1. A table of the "Accreted Values" per
$5,000 "Accreted Value" at maturity is printed on the reverse
side of this Bond. The term "Accreted Value", as used herein,
means the original principal amount of this Bond plus the
interest thereon compounded semiannually to February 1 and
August 1, as the case may be, next preceding the date of such
calculation (or the date of calculation, if such calculation is
made on February 1 or August 1) at the Stated Yield for the
Stated Maturity shown above and in the Table of Accreted Values
printed hereon. For any date other than February 1 or
August 1, the Accreted Value of this Bond shall be determined
by a straight line interpolation between the values for the
applicable semiannual compounding dates (based on 30-day
months).
This Bond is payable to the registered owner hereof,
upon presentation and surrender, at the principal office of the
Paying Agent/Registrar executing the registration certificate
appearing hereon, or its successor. Payments of this Bond
shall be without exchange or collection charges to the owner
hereof and in any coin or currency of the United States of
America which at the time of payment is legal tender for the
payment of public and private debts.
This Bond is one of the series specified in its title
issued in the aggregate principal amount of $3,076,317 (herein
referred to as the "Bonds") for the purpose of providing funds
for the discharge and final payment of certain outstanding
obligations of the City and to pay costs of issuance, under and
in strict conformity with the Constitution and laws of the
State of Texas, including Article 717k, V.A.T.C.S., and
pursuant to an Ordinance adopted by the City Council of the
City (herein referred to as the "Ordinance"). The Bonds are
issued in part as "Current Interest Bonds", which total in
principal amount $2,785,000 and pay accrued interest at stated
intervals to registered owners and in part as "Capital
Appreciation Bonds", which total in original principal amount
$291,137 and pay no accrued interest prior to their Stated
Maturities.
The Bonds are payable from the proceeds of an ad valorem
tax levied, within the limitations prescribed by law, upon all
taxable property in the City. Reference is hereby made to the
Ordinance, a copy of which is on file in the principal office
of the Paying Agent/Registrar, and to all of the provisions of
which the owner or holder of this Bond by the acceptance hereof
hereby assents, for definitions of terms; the description of
and the nature and extent of the tax levied for the payment of
the Bonds; the terms and conditions relating to the transfer or
exchange of this Bond; the conditions upon which the Ordinance
-17-
may be amended or supplemented with or without the consent of
the Holders; the rights, duties, and obligations of the City
and the Paying Agent/Registrar; the terms and provisions upon
which this Bond may be discharged at or prior to its maturity,
and deemed to be no longer Outstanding thereunder; and for
other terms and provisions contained therein. Capitalized
terms used herein have the meanings assigned in the Ordinance.
This Bond, subject to certain limitations contained in the
Ordinance, may be transferred on the Security Register only
upon its presentation and surrender at the principal office of
the Paying Agent/Registrar, with the Assignment hereon duly
endorsed by, or accompanied by a written instrument of transfer
in form satisfactory to the Paying Agent/Registrar duly
executed by, the registered owner hereof, or his duly
authorized agent. When a transfer on the Security Register
occurs, one or more new fully registered Bonds of the same
Stated Maturity, of authorized denominations, accruing interest
at the same rate, and of the same aggregate Maturity Amount
will be issued by the Paying Agent/Registrar to the designated
transferee or transferees.
The City and the Paying Agent/Registrar, and any agent of
either, shall treat the registered owner whose name appears on
the Security Register (i) on the date of surrender of this Bond
as the owner entitled to payment of the Maturity Amount at its
Stated Maturity, and (ii) on any other date as the owner for
all other purposes, and neither the City nor the Paying Agent/
Registrar, or any agent of either, shall be affected by notice
to the contrary.
It is hereby certified, recited, represented and declared
that the City is a body corporate and political subdivision
duly organized and legally existing under and by virtue of the
Constitution and laws of the State of Texas; that the issuance
of the Bonds is duly authorized by law; that all acts,
conditions and things required to exist and be done precedent
to and in the issuance of the Bonds to render the same lawful
and valid obligations of the City have been properly done, have
happened and have been performed in regular and due time, form
and manner as required by the Constitution and laws of the
State of Texas, and the Ordinance; that the Bonds do not exceed
any Constitutional or statutory limitation; and that due
provision has been made for the payment of the principal of and
interest on the Bonds by the levy of a tax as aforestated. In
case any provision in this Bond shall be invalid, illegal, or
unenforceable, the validity, legality, and enforceability of
the remaining provisions shall not in any way be affected or
impaired thereby. The terms and provisions of this Bond and
the Ordinance shall be construed in accordance with and shall
be governed by the laws of the State of Texas.
-18-
IN WITNESS WHEREOF, the City Council of the City has
caused this Bond to be duly executed under the official seal of
the City as of the Issue Date.
COUNTERSIGNED:
CITY OF SOUTHLAKE, TEXAS
Mayor
~ity Secretary
(SEAL)
C o
*Form of Registration Certificate
of Public Accounts to appear on
only.
of Comptroller
Initial Bonds
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER
OF PUBLIC ACCOUNTS
THE STATE OF TEXAS
REGISTER NO.
I HEREBY CERTIFY that this Bond has been examined,
certified as to validity and approved by the Attorney General
of the State of Texas, and duly registered by the Comptroller
of Public Accounts of the State of Texas.
WITNESS my signature and seal of office this
(SEAL)
*NOTE TO PRINTER:
Comptroller of Public Accounts
of the State of Texas
Do Not Print on Definitive Bonds
-19-
D. Form of Certificate of Paying Agent/Registrar to
appear on Definitive Bonds only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Bond has been duly issued and registered under the
provisions of the within-mentioned Ordinance; the bond or bonds
of the above entitled and designated series originally
delivered having been approved by the Attorney General of the
State of Texas and registered by the Comptroller of Public
Accounts, as shown by the records of the Paying Agent/Registrar.
FIRST CITY, TEXAS-AUSTIN,
Austin, Texas,
as Paying Agent/Registrar
Registration Date:
By
Authorized Signature
Eo
Form of Assiqnment.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells
assigns, and transfers unto (Print or typewrite name, address
and zip code of transferee:) .................................
.............. or ot~er i~ntif~i~g number
iSoci~l Security .........................................:
................. ) the within Bond and all ri t's the under
and hereby irrevocably constitutes and appoints ..............
~;r
attorney transfer Bond on books kept
registration thereof, with full power of substitution in the
premises.
DATED: .....................
Signature guaranteed:
NOTICE: The signature on this
assignment must correspond with
the name of the registered owner
as it appears on the face of the
within Bond in every particular.
F. The Initial Bonds for the Current Interest Payinq
Bonds and the Capital Appreciation Bonds shall be in the
respective forms set forth therefor in paragraph B of this
Section, except as follows:
-20-
(1) [Form of Current Interest Initial Bond]
Heading and paragraph one shall be amended to read as follows:
NO. TR-1 $
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF SOUTHLAKE, TEXAS,
GENERAL OBLIGATION REFUNDING BOND,
SERIES 1990
Issue Date:
March 1, 1990
CUSIP NO:
Registered Owner:
Principal Amount:
DOLLARS
The City of Southlake, Texas (hereinafter referred to as
the "City"), a body corporate and municipal corporation in the
County of Tarrant, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to
the order of the Registered Owner named above, or the
registered assigns thereof, the Principal Amount hereinabove
stated on February 1 in the years and in principal installments
in accordance with the following schedule:
YEAR OF PRINCIPAL INTEREST
MATURITY INSTALLMENTS RATE
(Information to be inserted from
schedule in Section 2 hereof)
(or so much thereof as shall not have been paid upon prior
redemption) and to pay interest on the unpaid principal amount
hereof from the Issue Date at the per annum rate of interest
specified above computed on the basis of a 360-day year of
twelve 30-day months; such interest being payable on February 1
and August 1 in each year, commencing February 1, 1991.
Principal installments of this Bond are payable at the year of
maturity or on a prepayment date to the registered owner
hereof, upon presentation and surrender, at the principal
office of FIRST CITY, TEXAS-AUSTIN, N.A., Austin, Texas (the
"Paying Agent/Registrar"). Interest is payable to the
registered owner of this Bond (or one or more Predecessor
Bonds, as defined in the Ordinance hereinafter referenced)
whose name appears on the "Security Register" maintained by the
-21-
Paying Agent/Registrar at the close of business on the "Record
Date", which is the 15th day of the month next preceding each
interest payment date, and interest shall be paid by the Paying
Agent/Registrar by check sent United States Mail, first class
postage prepaid, to the address of the registered owner
recorded in the Security Register or by such other method,
acceptable to the Paying Agent/Registrar, requested by, and at
the risk and expense of, the registered owner. All payments of
principal of, premium, if any, and interest on this Bond shall
be without exchange or collection charges to the owner hereof
and in any coin or currency of the United States of America
which at the time of payment is legal tender for the payment of
public and private debts.
(2)
[Form of Capital Appreciation Initial Bond]
Heading and first two paragraphs shall be amended to read as
follows:
REGISTERED MATURITY AMOUNT
NO. TCAB-1 $
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF SOUTHLAKE, TEXAS,
GENERAL OBLIGATION REFUNDING BOND,
SERIES 1990
Issue Date:
March 1, 1990
CUSIP NO:
Registered Owner:
Maturity Amount:
DOLLARS
The City of Southlake, Texas (hereinafter referred to as
the "City"), a body corporate and municipal corporation in the
County of Tarrant, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to
the order of the Registered Owner named above, or the
registered assigns thereof, the aggregate Maturity Amount
stated above on February 1 in each of the years and in
installments in accordance with the following schedule:
Year of Maturity Stated
Maturity Amount Yield~s)
(Information to be inserted from
schedule in Section 2 hereof).
-22-
(without right of prior redemption or prepayment). The
respective installments of the Maturity Amount hereof
represents the accretion of the original principal amounts of
each year of maturity from the date of delivery to the initial
purchasers (April 10, 1990) to the respective years of maturity
and such accretion in values occuring at the respective Stated
Yields and compounding on August 1, 1990, and semiannually
thereafter on each February 1 and August 1. A table of the
"Accreted Values" per $5,000 "Accreted Value" at maturity is
attached to this Bond. The term "Accreted Value", as used
herein, means the original principal amount of this Bond plus
the interest thereon compounded semiannually to February 1 and
August 1, as the case may be, next preceding the date of such
calculation (or the date of calculation, if such calculation is
made on February 1 or August 1) at the respective Stated Yields
shown above and in the Table of Accreted Values attached
hereto. For any date other than February 1 or August 1, the
Accreted Value of this Bond shall be determined by a straight
line interpolation between the values for the applicable
semiannual compounding dates (based on 30-day months).
The installments of Maturity Amounts of this Bond are
payable at maturity to the registered owner hereof, without
exchange or collection charges, upon its presentation and
surrender, at the principal office of FIRST CITY, TEXAS-AUSTIN,
N.A., Austin, Texas (the "Paying Agent/ Registrar"), and shall
be payable in any coin or currency of the United States of
America which at the time of payment is legal tender for the
payment of public and private debts.
SECTION 9: Levy of Taxes. To provide for the payment
of the "Debt Service Requirements" of the Bonds, being (i) the
interest on the Bonds and (ii) a sinking fund for their
redemption at maturity or a sinking fund of 2% (whichever
amount is the greater), there is hereby levied, and there shall
be annually assessed and collected in due time, form, and
manner, a tax on all taxable property in the City, within the
limitations prescribed by law, and such tax hereby levied on
each one hundred dollars' valuation of taxable property in the
City for the Debt Service Requirements of the Bonds shall be at
a rate from year to year as will be ample and sufficient to
provide funds each year to pay the principal of and interest on
said Bonds while Outstanding; full allowance being made for
delinquencies and costs of collection; separate books and
records relating to the receipt and disbursement of taxes
levied, assessed and collected for and on account of the Bonds
shall be kept and maintained by the City at all times while the
Bonds are Outstanding, and the taxes collected for the payment
of the Debt Service Requirements on the Bonds shall be
deposited to the credit of a "Special 1990 Refunding Bond
-23-
Account" (the "Interest and Sinking Fund") maintained on the
records of the City and deposited in a special fund maintained
at an official depository of the City's funds; and such tax
hereby levied, and to be assessed and collected annually, is
hereby pledged to the payment of the Bonds.
Proper officers of the City are hereby authorized and
directed to cause to be transferred to the Paying Agent/
Registrar for the Bonds, from funds on deposit in the Interest
and Sinking Fund, amounts sufficient to fully pay and discharge
promptly each installment of interest and principal of the
Bonds as the same accrues or matures or comes due by reason of
redemption prior to maturity; such transfers of funds to be
made in such manner as will cause collected funds to be
deposited with the Paying Agent/Registrar on or before each
principal and interest payment date for the Bonds.
SECTION 10: Mutilated Destroyed - Lost and Stolen
Bonds. In case any Bond shall be mutilated, or destroyed, lost
or stolen, the Paying Agent/Registrar may execute and deliver a
replacement Bond of like form and tenor, and in the same
denomination and bearing a number not contemporaneously
outstanding, in exchange and substitution for such mutilated
Bond, or in lieu of and in substitution for such destroyed,
lost or stolen Bond, only upon the approval of the City and
after (i) the filing by the Holder thereof with the Paying
Agent/ Registrar of evidence satisfactory to the Paying Agent/
Registrar of the destruction, loss or theft of such Bond, and
of the authenticity of the ownership thereof and (ii) the
furnishing to the Paying Agent/Registrar of indemnification in
an amount satisfactory to hold the City and the Paying Agent/
Registrar harmless. All expenses and charges associated with
such indemnity and with the preparation, execution and delivery
of a replacement Bond shall be borne by the Holder of the Bond
mutilated, or destroyed, lost or stolen.
Every replacement Bond issued pursuant to this Section
shall be a valid and binding obligation, and shall be entitled
to all the benefits of this Ordinance equally and ratably with
all other Outstanding Bonds; notwithstanding the enforceability
of payment by anyone of the destroyed, lost, or stolen Bonds.
The provisions of this Section are exclusive and shall
preclude (to the extent lawful) all other rights and remedies
with respect to the replacement and payment of mutilated,
destroyed, lost or stolen Bonds.
SECTION 11: Satisfaction of Obliqation of City. If the
City shall pay or cause to be paid, or there shall otherwise be
paid to the Holders, the principal of, premium, if any, and
-24-
interest on the Bonds, at the times and in the manner
stipulated in this Ordinance, then the pledge of taxes levied
under this Ordinance and all covenants, agreements, and other
obligations of the City to the Holders shall thereupon cease,
terminate, and be discharged and satisfied.
Bonds or any principal amount(s) (with respect to Current
Interest Bonds) and Maturity Amounts (with respect to Capital
Appreciation Bonds) shall be deemed to have been paid within
the meaning and with the effect expressed above in this Section
when (i) money sufficient to pay in full such Bonds at maturity
or to the redemption date therefor, together with all interest
due thereon, shall have been irrevocably deposited with and
held in trust by the Paying Agent/Registrar, or an authorized
escrow agent, or (ii) Government Securities shall have been
irrevocably deposited in trust with the Paying Agent/Registrar,
or an authorized escrow agent, which Government Securities have
been certified by an independent accounting firm to mature as
to principal and interest in such amounts and at such times as
will insure the availability, without reinvestment, of
sufficient money, together with any moneys deposited therewith,
if any, to pay when due the Bonds on the Stated Maturities
thereof or (if notice of redemption has been duly given or
waived or if irrevocable arrangements therefor acceptable to
the Paying Agent/ Registrar have been made) the redemption date
thereof. The City covenants that no deposit of moneys or
Government Securities will be made under this Section and no
use made of any such deposit which would cause the Bonds to be
treated as "arbitrage bonds" within the meaning of Section 148
of the Internal Revenue Code of 1986, as amended, or
regulations adopted pursuant thereto.
Any moneys so deposited with the Paying Agent/ Registrar,
or an authorized escrow agent, and all income from Government
Securities held in trust by the Paying Agent/Registrar, or an
authorized escrow agent, pursuant to this Section in excess of
the amount required for the payment of the Bonds shall be
remitted to the City or deposited as directed by the City.
Furthermore, any money held by the Paying Agent/Registrar for
the payment of the Bonds and remaining unclaimed for a period
of four (4) years after the Stated Maturity, or applicable
redemption date, of the Bonds such moneys were deposited and
are held in trust to pay shall upon the request of the City be
remitted to the City against a written receipt therefor.
Notwithstanding the above and foregoing, any remittance of
funds from the Paying Agent/Registrar to the City shall be
subject to any applicable unclaimed property laws of the State
of Texas.
-25-
The term "Government Securities", as used herein, means
direct obligations of the United States of America, which are
non-callable prior to the respective Stated Maturities of the
Bonds and may be United States Treasury Obligations such as the
State and Local Government Series and may be in book-entry form.
SECTION 12: Ordinance a Contract Amendments -
Outstanding Bonds. This Ordinance shall constitute a contract
with the Holders from time to time, be binding on the City, and
shall not be amended or repealed by the City so long as any
Bond remains Outstanding except as permitted in this Section.
The City may, without the consent of or notice to any Holders,
from time to time and at any time, amend this Ordinance in any
manner not detrimental to the interests of the Holders,
including the curing of any ambiguity, inconsistency, or formal
defect or omission herein. In addition, the City may, with the
consent of Holders who own in aggregate 51% of the principal
amount (with respect to Current Interest Bonds) and Maturity
Amount (with respect to Capital Appreciation Bonds) of the
Bonds then Outstanding, amend, add to, or rescind any of the
provisions of this Ordinance; provided that, without the
consent of all Holders of Outstanding Bonds, no such amendment,
addition, or rescission shall (1) extend the time or times of
payment of the principal of, premium, if any, and interest on
the Bonds, reduce the principal amount or Maturity Amount, as
the case may be, thereof, the redemption price therefor, or the
rate of interest thereon, or in any other way modify the terms
of payment of the principal of, premium, if any, or interest on
the Bonds, (2) give any preference to any Bond over any other
Bond, or (3) reduce the aggregate principal amount or Maturity
Amount, as the case may be, of Bonds required to be held by
Holders for consent to any such amendment, addition, or
rescission. Furthermore, while the payment of principal of and
interest on the Bonds is insured by Municipal Bond Investors
Assurance Corporation ("MBIA"), no amendment or change to this
Ordinance will be made without the consent of MBIA.
The term "Outstanding" when used in this Ordinance with
respect to Bonds means, as of the date of determination, all
Bonds theretofore issued and delivered under this Ordinance,
except:
(1) those Bonds cancelled by the Paying
Agent/Registrar or delivered to the Paying Agent/
Registrar for cancellation;
(2) those Bonds deemed to be duly paid by
the C~ty ~n accordance with the provisions of
Section 11 hereof by the irrevocable deposit with
the Paying Agent/Registrar, or an authorized escrow
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agent, of money or Government Securities, or both,
in the amount necessary to fully pay the principal
of, premium, if any, and interest thereon to
maturity or redemption, as the case may be,
provided that, if such Bonds are to be redeemed,
notice of redemption thereof shall have been duly
given pursuant to this Ordinance or irrevocably
provided to be given to the satisfaction of the
Paying Agent/ Registrar, or waived; and
(3) those mutilated, destroyed, lost, or
stolen Bonds which have been replaced with Bonds
registered and delivered in lieu thereof as
provided in Section 10 hereof.
SECTION 13: Covenants to Maintain Tax-Exempt Status.
(a) Definitions. When used in this Section,
following terms shall have the following meanings:
"Code" means the Internal Revenue Code of 1986,
as amended by all legislation, if any, enacted on or
before the Issue Date.
"Computation Date" has the meaning stated in
Treas. Reg. § 1.148-8T(b)(1).
"Gross Proceeds" has the meaning stated in
Treas. Reg. § 1.148-ST(d).
"Investment" has the meaning stated in Treas.
Reg. § 1.148-8T(e).
"Nonpurpose Investment" means any Investment in
which Gross Proceeds of the Bonds are invested and
which is not acquired to carry out the governmental
purpose of the Bonds. Obligations acquired with
proceeds of the Bonds that are to be used to
discharge the Refunded Obligations are Nonpurpose
Investments.
"Yield of"
(1) any Investment shall be computed in
accordance with Treas. Reg. ~1.148-2T, and
~2) the Bonds has the meaning stated in
Treas. Reg. § 1.148-3T.
the
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(b) Not to Cause Interest to Become Taxable. The City
shall not use, permit the use of, or omit to use Gross Proceeds
or any other amounts (or any property the acquisition,
construction, or improvement of which is to be financed
directly or indirectly with Gross Proceeds) in a manner which,
if made or omitted, respectively, would cause the interest on
any Bond to become includable in the gross income, as defined
in section 61 of the Code, of the owner thereof for federal
income tax purposes. Without limiting the generality of the
foregoing, unless and until the City shall have received a
written opinion of counsel nationally recognized in the field
of municipal bond law to the effect that failure to comply with
such covenant will not adversely affect the exemption from
federal income tax of the interest on any Bond, the City shall
comply with each of the specific covenants in this Section.
(c) No Private Use or Private Payments. Except as
permitted by section 141 of the Code and the regulations and
rulings thereunder, the City shall, at all times prior to the
last Stated Maturity of Bonds,
(1) exclusively own, operate, and possess all
property the acquisition, construction, or
improvement of which is to be financed directly or
indirectly with Gross Proceeds of the Bonds
(including property financed with Gross Proceeds of
the Refunded Obligations) and not use or permit the
use of such Gross Proceeds or any property acquired,
constructed, or improved with such Gross Proceeds
(including all contractual arrangements with terms
different than those applicable to the general
public) in any activity carried on by any person or
entity other than a state or local government, unless
such use is solely as a member of the general public,
or
(2) not directly or indirectly impose or accept
any charge or other payment for use of Gross Proceeds
of the Bonds or any property the acquisition,
construction, or improvement of which is to be
financed directly or indirectly with such Gross
Proceeds (including property financed with Gross
Proceeds of the Refunded Obligations), other than
taxes of general application within the City or
interest earned on investments acquired with such
Gross Proceeds pending application for their intended
purposes.
(d) No Private Loan. Except to the extent permitted by
section 141 of the Code and the regulations and rulings
thereunder, the City shall not use Gross Proceeds of the Bonds
to make or finance loans to any person or entity other than a
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state or local government. For purposes of the foregoing
covenant, such Gross Proceeds are considered to be "loaned" to a
person or entity if (1) property acquired, constructed, or
improved with such Gross Proceeds is sold or leased to such
person or entity in a transaction which creates a debt for
federal income tax purposes, (2) capacity in or service from
such property is committed to such person or entity under a
take-or-pay, output, or similar contract or arrangement, or (3)
indirect benefits, or burdens and benefits of ownership, of such
Gross Proceeds or any property acquired, constructed, or
improved with such Gross Proceeds are otherwise transferred in a
transaction which is the economic equivalent of a loan.
(e) Not to Invest at Higher Yield. Except to the extent
permitted by section 148 of the Code and the regulations and
rulings thereunder, the City shall not, at any time prior to the
final Stated Maturity of the Bonds, directly or indirectly
invest Gross Proceeds of the Bonds in any Investment (or use
such Gross Proceeds to replace money so invested), if as a
result of such investment the Yield of all Investments allocated
to such Gross Proceeds whether then held or previously disposed
of, exceeds the Yield of the Bonds.
(f) Not Federally Guaranteed. Except to the extent
permitted by section 149(b) of the Code and the regulations and
rulings thereunder, the City shall not take or omit to take any
action which would cause the Bonds to be federally guaranteed
within the meaning of Section 149(b) of the Code and the
regulations and rulings thereunder.
(g) Information Report. The City shall timely file with
the Secretary of the Treasury the information required by
section 149(e) of the Code with respect to the Bonds on such
form and in such place as such Secretary may prescribe.
(h) No Rebate Required. The City warrants and represents
that it satisfies the requirements of paragraphs (2) and (3) of
section 148(f) of the Code with respect to the Bonds without
making the payments to the United States described in such
section. Specifically, the City warrants and represents that
(1) the City is a governmental unit with general
taxing powers;
(2) at least 95% of the Gross Proceeds of the Bonds
will be used for the local governmental activities of the
City;
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(3) the aggregate face amount of all tax-exempt
obligations issued or expected to be issued by the City
(and all subordinate entities thereof) in the calendar year
in which the Bonds are issued is not reasonably expected to
exceed $5,000,000;
(4) the average maturity date of the Bonds is not
later than the average maturity date of the Refunded
Obligations, both as calculated in accordance with section
147(b)(2)(A) of the Code;
(5) no Bond has a maturity date which is later than
30 years from the date of issuance of the Refunded
Obligations;
(6) no Refunded Obligation was an industrial
development bond, as defined in section 103(b)(2) of the
Internal Revenue Code of 1954 (the "1954 Code") as amended
to October 22, 1986 (but without regard to subparagraph (B)
of section 103(b)(3)) or a private loan bond, as defined in
section 103(o)(2)(A) of the 1954 Code (but without regard
to any exception from such definition other than section
103(o)(2)(C); and
(7) the aggregate amount of all tax exempt
obligations issued by the City (and all subordinate
entities thereof) in the calendar year in which the
Refunded Obligations were issued did not exceed $5,000,000.
(i) Qualified Advance Refunding. The Bonds are being
issued exclusively to refund the Refunded Obligations, and the
Bonds will be issued more than 90 days before the redemption of
the Refunded Obligations. The City represents that:
(1) None of the Refunded Obligations are
"private activity bonds," within the meaning of
section 141 of the Code. Specifically, the covenants
set forth in subsection (c) and (d) of this Section
are true, correct, and complete with respect to the
Refunded Obligations, their proceeds, and the
facilities financed therewith.
(2) The Bonds are the first advance refunding
(within the meaning of section 149(d)(5) of the Code)
of the Refunded Obligations.
(3) The Refunded Obligations are being called
for redemption, and will be redeemed, not later than
the earliest date on which each such issue may be
redeemed at par or at a premium of 3 percent or less.
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(4) The initial temporary period under section
148(c) of the Code will end (i) with respect to the
proceeds of the Bonds not later than 30 days after
the date of issue of such Bonds and (ii) with respect
to proceeds of the Refunded Obligations on the date
of issuance of the Bonds if not ended prior thereto.
(5) Section 148(e) of the Code did not apply to
the Refunded Obligations. On and after the date of
issue of the Bonds no proceeds of the Refunded
Obligations will be invested in Nonpurpose
Investments having a Yield in excess of the Yield on
the Refunded Obligations to which any of such
proceeds relate.
(6) The City will not realize present value
debt service savings in connection with the issuance
of the Bonds. In the issuance of the Bonds the City
has employed no "device" to obtain a material
financial advantage (based on arbitrage), within the
meaning of section 149(d)(4) of the Code.
SECTION 14: Qualified Tax Exempt Obligations. That in
accordance with the provisions of paragraph (3) of subsection
(b) of Section 265 of the Code, the City hereby designates the
Bonds to be "qualified tax exempt obligations" in that the
Bonds are not "private activity bonds" as defined in the Code
and the reasonably anticipated amount of "qualified tax exempt
obligations" to be issued by the City (including all
subordinate entities of the City) for the calendar year in
which the Bonds are issued will not exceed $10,000,000.
SECTION 15: Sale of Bonds Official Statement Approval.
The Bonds authorized by this Ordinance have been and are hereby
sold by the City to Merrill Lynch, Pierce Fenner & Smith
Incorporated and others (herein referred to collectively as the
"Purchasers") in accordance with the Purchase Contract, dated
March 6, 1990, attached hereto as Exhibit A and incorporated
herein by reference as a part of this Ordinance for all
purposes. The Mayor is hereby authorized and directed to
execute said Purchase Contract for and on behalf of the City
and as the act and deed of this Council, and the City Secretary
is authorized to attest said Purchase Contract, in regard to
the approval and execution of the Purchase Contract, the
Council hereby finds, determines and declares that the
representations, warranties and agreements of the City
c0nt~ined therein are true and correct in all material respects
and shall be honored snd performed by the City.
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Furthermore, the use of the Preliminary Official
Statement, dated February 28, 1990, in connection with the
public offering and sale of the Bonds is hereby ratified,
confirmed and approved in all respects. The final Official
Statement reflecting the terms of sale, attached as Exhibit A
to the Purchase Contract (together with such changes approved
by the Mayor, City Manager, City Secretary or Finance Director,
any one or more of said officials), shall be and is hereby in
all respects approved and the Purchasers are hereby authorized
to use and distribute said final Official Statement, dated
March 6, 1990, in the reoffering, sale and delivery of the
Bonds to the public. The Mayor and City Secretary are further
authorized and directed to manually execute and deliver for and
on behalf of the City copies of said Official Statement in
final form as may be required by the Purchasers, and such
Official Statement in the final form and content manually
executed by said officials shall be deemed to be approved by
the City Council and constitute the Official Statement
authorized for distribution and use by the Purchasers.
SECTION 16: Special Escrow Agreement Approval and
Execution. The "Special Escrow Agreement" (the "Agreement") by
and between the City and First City, Texas-Austin, N.A.,
Austin, Texas, Texas (the "Escrow Agent"), attached hereto as
Exhibit B and incorporated herein by reference as a part of
this Ordinance for all purposes, is hereby approved as to form
and content, and such Agreement in substantially the form and
substance attached hereto, together with such changes or
revisions as may be necessary to accomplish the refunding or
benefit the City, is hereby authorized to be executed by the
Mayor and City Secretary for and on behalf of the City and as
the act and deed of the City Council; and such Agreement as
executed by said officials shall be deemed approved by the City
Council and constitute the Agreement herein approved.
Furthermore, the City Manager and Finance Director, either
or both of said officials, in cooperation with the Escrow Agent
are hereby authorized and directed to make the necessary
arrangements for the purchase of the Federal Securities
referenced in the Agreement and the delivery thereof to the
Escrow Agent on the day of delivery of the Bonds to the
Purchasers for deposit to the credit of the "SPECIAL CITY OF
SOUTHLAKE, TEXAS, REFUNDING BOND ESCROW FUND" (the "Escrow
Fund"), including the execution of the subscription forms for
the purchase and issuance of the "United States Treasury
Securities - State and Local Government Series"; all as
contemplated and provided in Article 717k, V.A.T.C.S., as
amended, this Ordinance and the Agreement.
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SECTION 17: Control and Custody of Bonds. The Mayor of
the City shall be and is hereby authorized to take and have
charge of all necessary orders and records pending
investigation by the Attorney General of the State of Texas,
including the printing and supply of definitive Bonds, and
shall take and have charge and control of the Initial Bond(s)
pending the approval thereof by the Attorney General, the
registration thereof by the Comptroller of Public Accounts and
the delivery thereof to the Purchasers.
Furthermore, the Mayor, City Secretary, City Manager, and
Finance Director, any one or more of said officials, are hereby
authorized and directed to furnish and execute such documents
and certifications relating to the City and the issuance of the
Bonds, including certifications as to facts, estimates,
circumstances and reasonable expectations pertaining to the
use, expenditure and investment of the proceeds of the Bonds,
as may be necessary for the approval of the Attorney General,
the registration by the Comptroller of Public Accounts and the
delivery of the Bonds to the Purchasers, and, together with the
City's financial advisor, bond counsel and the Paying
Agent/Registrar, make the necessary arrangements for the
delivery of the Initial Bonds to the Purchasers and the initial
exchange thereof for definitive Bonds.
SECTION 18: Proceeds of Sale. Inunediately following
the delivery of the Bonds, the proceeds of sale (less certain
costs of issuance and the accrued interest received from the
Purchaser of the Bonds) shall be deposited with the Escrow
Agent for application and disbursement in accordance with the
provisions of the Agreement and in accordance with written
instructions to the Escrow Agent from the City Manager.
SECTION 19: Notices to Holders - Waiver. Wherever this
Ordinance provides for notice to Holders of any event, such
notice shall be sufficiently given (unless otherwise herein
expressly provided) if in writing and sent by United States
Mail, first class postage prepaid, to the address of each
Holder appearing in the Security Register at the close of
business on the business day next preceding the mailing of such
notice.
In any case where notice to Holders is given by mail,
neither the failure to mail such notice to any particular
Holders, nor any defect in any notice so mailed, shall affect
the sufficiency of such notice with respect to all other
Bonds. Where this Ordinance provides for notice in any manner,
such notice may be waived in writing by the Holder entitled
to receive such notice, either before or after the event with
respect to which such notice is given, and such waiver shall be
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the equivalent of such notice. Waivers of notice by Holders
shall be filed with the Paying Agent/Registrar, but such filing
shall not be a condition precedent to the validity of any
action taken in reliance upon such waiver.
while the payment of the principal of and interest on the
Bonds is insured by MBIA, any notice to the Holders pursuant to
the provisions of this Ordinance shall also be sent to MBIA,
first class mail, postage prepaid, and, unless notified in
writing by MBIA of a change in address, addressed as follows:
Municipal Bond Investors Assurance Corporation
113 King Street
Armonk, New York 10504
SECTION 20: Cancellation. Ail Bonds surrendered for
payment, redemption, transfer, exchange, or replacement, if
surrendered to the Paying Agent/Registrar, shall be promptly
cancelled by it and, if surrendered to the City, shall be
delivered to the Paying Agent/Registrar and, if not already
cancelled, shall be promptly cancelled by the Paying Agent/
Registrar. The City may at any time deliver to the Paying
Agent/Registrar for cancellation any Bonds previously certified
or registered and delivered which the City may have acquired in
any manner whatsoever, and all Bonds so delivered shall be
promptly cancelled by the Paying Agent/Registrar. All
cancelled Bonds held by the Paying Agent/Registrar shall be
returned to the City.
SECTION 21: Printed Opinion. The Purchasers'
obligation to accept delivery of the Bonds is subject to being
furnished a final opinion of Fulbright & Jaworksi, Dallas,
Texas, approving the Bonds as to their validity, said opinion
to be dated and delivered as of the date of delivery and
payment for the Bonds. Printing of a true and correct
reproduction of said opinion on the reverse side of each of the
definitive Bonds is hereby approved and authorized.
SECTION 22: CUSIP Numbers. CUSIP numbers may be
printed or typed on the definitive Bonds. It is expressly
provided, however, that the presence or absence of CUSIP
numbers on the definitive Bonds shall be of no significance or
effect as regards the legality thereof and neither the City nor
attorneys approving the Bonds as to legality are to be held
responsible for CUSIP numbers incorrectly printed or typed on
the definitive Bonds.
SECTION 23: Benefits of Ordinance. Nothing in this
Ordinance, expressed or implied, is intended or shall be
construed to confer upon any person other than the City, the
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Paying Agent/Registrar and the Holders, any right, remedy, or
claim, legal or equitable, under or by reason of this Ordinance
or any provision hereof, this Ordinance and all its provisions
being intended to be and being for the sole and exclusive
benefit of the City, the Paying Agent/Registrar and the Holders.
SECTION 24: Inconsistent Provisions. Ail ordinances,
orders or resolutions, or parts thereof, which are in conflict
or inconsistent with any provision of this Ordinance are hereby
repealed to the extent of such conflict, and the provisions of
this Ordinance shall be and remain controlling as to the
matters contained herein.
SECTION 25: Governinq Law. This
construed and enforced in accordance with
of Texas and the United States of America.
Ordinance shall be
the laws of the State
SECTION 26: Effect of Headings. The Section headings
herein are for convenience only and shall not affect the
construction hereof.
SECTION 27: Construction of Terms. If appropriate in
the context of this Ordinance, words of the singular number
shall be considered to include the plural, words of the plural
number shall be considered to include the singular, and words
of the masculine, feminine or neuter gender shall be considered
to include the other genders.
SECTION 28: Severability. If any provision of this
Ordinance or the application thereof to any circumstance shall
be held to be invalid, the remainder of this Ordinance and the
application thereof to other circumstances shall nevertheless
be valid, and the City Council hereby declares that this
Ordinance would have been enacted without such invalid
provision.
SECTION 29: Incorporation of Findings and Determinations.
The findings and determinations of the City Council contained
in the preamble hereof are hereby incorporated by reference and
made a part of this Ordinance for all purposes as if the same
were restated in full in this Section.
SECTION 30: Public Meeting. It is officially found,
determined, and declared that the meeting at which this
Ordinance is adopted was open to the public and public notice
of the time, place, and subject matter of the public business
to be considered at such meeting, including this Ordinance, was
given, all as required by Article 6252-17, Vernon's Texas Civil
Statutes, as amended.
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SECTION 31: Effective Date. This Ordinance shall take
effect and be in full force immediately from and after its date
of adoption shown below.
PASSED ON FIRST READING, March 6, 1990.
PASSED ON SECOND READING AND ADOPTED,
1990.
ATTEST:
City Secretary
(City Seal)
this March 27,
CITY OF SOUTHLAKE, TEXAS
M~yor
APPROVED AS TO LEGALITY:
$924C
City AttOrney ~--- ~
-36-
$3,076,137
CITY OF SOUTHLAKE, TEXAS
General Obligation Refunding Bonds
Series 1990
PURCHASE CONTRACT
March 6, 1990
The Honorable Mayor and City Council Members
City of Southlake
667 North Carroll Avenue
Southlake, Texas 76092
Dear Mayor and City Council Members:
The undersigned, Merrill Lynch, Pierce Fenner & Smith Incorporated (herein called the
'Underwriters'), offer to enter into this Purchase Contract with the City of Southlake, Texas (the 'City').
This offer is made subject to the City's acceptance of this Purchase Contract on or before 10:00 P.M.,
Central Standard Time on March 6, 1990.
1. Purchase and Sale of thc Bonds. Upon the terms and conditions and upon the basis of the
representations set forth herein, the Underwriters hereby agree to purchase from the City, and the City
hereby agrees to sell and deliver to the Underwriters an $3,076,137 principal amount of City of Southlake,
Texas General Obligation Refunding Bonds, Series 1990 (the 'Bonds'). The Bonds shall be dated, shall
have the maturities and bear interest at the rate or rates per annum as shown on the cover page of the
Official Statement (hereinafter defined), such interest (except for the Bonds, maturing in the years 1999
through 2001 which pay interest only at maturity, the 'Capital Appreciation Bonds') being payable on
February 1, 1991, and semiannually thereafter on February 1 and August 1 in each year. The Capital
Appreciation Bonds shall compound interest from their date of initial delivery as of August 1, 1990 and
each February 1 and August I thereafter. The purchase price for the Bonds shall be $3,038,454.32
(representing the par amount of the Bonds other than the Capital Appreciation Bonds, of $2,785,000, less
an underwriter's discount of $34,116.25 plus the par amount of the Series 1990A Capital Appreciation
Bonds of $291,137.00, less an underwriter's discount on such Capital Appreciation Bonds of $3,566.43).
Accrued interest shall also be paid as a portion of the purchase price hereunder with respect to the Bonds
other than the Capital Appreciation Bonds from March 1, 1990 to the date of Closing (hereinafter
referenced). The Official Statement, a copy of which is attached hereto as Exhibit A, including the cover
page, inside cover page and the Appendices thereto, as further amended only in the manner hereinafter
provided, is hereinafter called the 'Official Statement.'
2. Ordinance. The Bonds shall be as described in and shall be issued and secured under the
provisions of an ordinance adopted by the City on March 6, 1990 (the "Ordinance"). The Bonds shall be
subject to redemption and shall be payable as provided in the Ordinance.
3. Public Offering. It shall be a condition of the obligation of the City to sell and deliver the
Bonds to the Underwriters, and of the obligation of the Underwriters to purchase and accept delivery of
the Bonds, that the entire principal amount of the Bonds authorized by the Ordinance shall be sold and
delivered by the City and accepted and paid for by the Underwriters at the Closing. The Underwriters agree
to make a bona fide public offering of all of the Bonds, at not in excess of the initial public offering prices,
as set forth on the cover page of the Official Statement, plus interest accrued on the Bonds other than the
Capital Appreciation Bonds from March 1, 1990, and confirm in writing to the City at or prior to the
Closing (hereinafter referenced), the principal amount (or percentage of principal amount) of each maturity
and the corresponding price for each maturity (or the yield from each maturity resulting from such price)
at which the Bonds were sold pursuant to such bona fide public offering.
4. Security Dep~it. Delivered to the City herewith is a corporate check of Merrill Lynch, Pierce
Fenner & Smith Incorporated payable to the order of the City in the amount of thirty thousand dollars
($30,000). The City agrees to hold such check uncashed until the Closing to ensure the performance by
the Underwriters of their obligations to purchase, accept delivery of and pay for the Bonds at the Closing.
Concurrently with the payment by the Underwriters of the purchase price of the Bonds, the City shall return
such check to Merrill Lynch, Pierce Fenner & Smith Incorporated as provided in Paragraph 7 hereof.
Should the City fail to deliver the Bonds at the Closing, or should the City be unable to satisfy the
conditions of the obligations of the Underwriters to purchase, accept delivery of and pay for the Bonds,
as set forth in this Purchase Contract (unless waived by the Underwriters), or should such obligations of
the Underwriters be terminated for any reason permitted by this Purchase Contract, such check shall
immediately be returned to Merrill Lynch, Pierce Fenner & Smith Incorporated. In the event the
Underwriters fail (other than for a reason permitted hereunder) to purchase, accept delivery of and pay
for the Bonds at the Closing as herein provided, such check shall be retained by the City as and for full
liquidated damages for such failure of the Underwriters and for any defaults hereunder on the part of the
Underwriters. The Underwriters hereby agree not to stop or cause payment on said check to be stopped
unless the City has breached any of the terms of this Purchase Contract.
5. Official Statement. The City hereby authorizes the use of the Escrow Agreement, hereinafter
defined, the Ordinance and the Official Statement and the information therein contained by the
Underwriters in connection with the public offering and sale of the Bonds. The City agrees to cooperate
with the Underwriters to provide a supply of final Official Statements within seven business days of the date
hereof in sufficient quantities to comply with the Underwriters' obligations under applicable MSRB Rules
and Rule 15c2-12 of the federal Securities Exchange Act of 1934. The Underwriters will use their best
efforts to assist the City in the preparation of the final Official Statement in order to insure compliance
with the aforementioned rules. The City hereby ratifies the use by the Underwriters in the offering of the
Bonds prior to the date hereof of the Preliminary Official Statement for the Bonds dated February 28, 1990
(the 'Preliminary Official Statement'). Such Preliminary Official Statement is 'deemed final' as of such date
by the Authority within the meaning of Rule 15c2-12(b)(1) of the Securities Exchange Act of 1934, as
amended.
6. Representations, Warranties and Agreements of City. On the date hereof, the City represents,
warrants and agrees as follows:
(a) The City is a duly organized and existing political subdivision of the State of Texas and a
body politic and corporate, duly created, existing and acting under the provisions of the Constitution
and laws of the State of Texas and its home rule charter and has full legal right, power and authority
to enter into this Purchase Contract and the Escrow Agreement between the City and the Escrow
Agent named in the Official Statement (the 'Escrow Agreement'), to adopt the Ordinance, to sell the
Bonds, and to issue and deliver the Bonds to the Underwriters as provided herein and to carry out and
consummate all other transactions contemplated by the Ordinance, the Escrow Agreement and this
Purchase Contract;
(b) By official action of the City prior to or concurrently with the acceptance hereof, the City
has duly adopted the Ordinance, has duly authorized and approved the execution and delivery of and
the performance by the City of the obligations contained in the Bonds, the Escrow Agreement and this
Purchase Contract and has duly authorized and approved the performance by the City of ils obligations
contained in the Ordinance, the Escrow Agreement and this Purchase Contract;
(c) The City is not in breach of or default under any applicable law or administrative regulation
of the State of Texas or the United States or any applicable judgment or decree or any loan agreement,
note, resolution, agreement or other instrument, except as may be disclosed in the Official Statement,
to which the City is a party or is otherwise subject, which would have a material and adverse effect
upon the business or financial condition of the City; and the execution and delivery of the Escrow
Agreement and this Purchase Contract by the City and the execution and delivery of the Bonds and
the adoption of the Ordinance by the City and compliance with the provisions of each thereof will not
violate or constitute a breach of or default under any existing law, administrative regulation, judgment,
decree or any agreement or other instrument to which the City is a party or is otherwise subiect;
(d) AIl approvals, consents and orders of any governmental authority or agency having jurisdiction
of any matter which would constitute a condition precedent to the performance by the City of its
obligations to sell and deliver the Bonds hereunder will have been ohtained prior to the Closing;
(e) At the time of the City's acceptance hereof and at the time of the Closing, lhe Official
Statement does not and will not contain any untrue statement of a material fact or omit to state a
material fact required to he stated therein or necessary to make the statements therein, in the light of
the circumstances under which they were made, not misleading; /
(f) Between the date of this Purchase Contract and the Closing, the City will not, without the
prior written consent of the Underwriters, issue any additional bonds or other obligations for borrowed
money payable in whole or in part from ad valorem taxes, and the City will not incur any material
liabilities, direct or contingent, payahte in whole or in part from ad valorem taxes, nor will there he
any adverse change of a material nature in the financial position of the City;
(g) Except as described in the Official Statement, no litigation is pending or, to the knowledge
of the City, threatened in any court affecting the corporate existence of the City, the title of its officers
to their respective offices, or seeking to restrain or enjoin the issuance or delivery of the Bonds, the
levy or the collection of the taxes pledged or to be pledged to pay the principal of and interest on the
Bonds, or in any way contesting or affecting the issuance, execution, delivery, payment, security or
validity of the Bonds, or in any way contesting or affecting the validity or enforceability of the
Ordinance, the Escrow Agreement or this Purchase Contract, or contesting the powers of the City,
or any authority for the Bonds, the Ordinance, the Escrow Agreement, or this Purchase Contract or
contesting in any way the completeness, accuracy or fairness of the Preliminary Official Statement or
the Official Statement or materially and adversely affecting the financial condition of the City;
(h) The City will cooperate with the Underwriters in arranging for the qualification of the Bonds
for sale and the determination of their eligibility for investment under the laws of such jurisdictions
as the Underwriters designate, and will use their best efforts to continue such qualifications in effect
so long as required for distribution of the Bonds; provided, however, that the City will not be required
to execute a general consent to service of process or to qualify to do business in connection with any
such qualification in any jurisdiction;
(i) The descriptions contained in the Official Statement of the Bonds, the Escrow Agreement
and the Ordinance accurately reflect the provisions of such instruments, and the Bonds, when validly
executed, authenticated and delivered in accordance with the Ordinance and sold to the Underwriters
as provided herein, will be validly issued and outstanding obligations of the City entitled to the benefits
of, and subject to the limitations contained in, the Ordinance; and
0) If prior to the Closing an event occurs affecting the City which is materially adverse for the
purpose for which the Official Statement is to be used and is not disclosed in the Official Statement,
the City shall notify the Underwriters, and if in the opinion of the Underwriters such event requires
a supplement or amendment to the Official Statement, the City will supplement or amend the Official
Statement in a form and in a manner approved by the Underwriters' Counsel.
7. Closing. At I0:00 A.M., Central Daylight Standard Time, on April 10, 1990, the City will deliver
the initial bond or bonds (as required by the Ordinance) to the Underwriters and will have available for
immediate exchange the Bonds in definitive form, duly executed and authenticated, together with the other
documents hereinafter mentioned, and the Underwriters will accept such delivery and pay the respective
purchase prices of the Bonds as set forth in Paragraph 1 hereof in immediately available funds.
Concurrently with such payment by the Underwriters, the City shall return to Merrill Lynch, Pierce
Fenner & Smith Incorporated, the check referred to in Paragraph 4 hereof. Delivery and payment as
aforesaid shall be made at the offices of Fulbright & Jaworski, Suite 2800, 2200 Ross Avenue, Dallas, Texas
75201, or such other place, as shall have been mutually agreed upon by the City and the Underwriters. The
Bonds shall be printed or lithographed; shall be prepared and delivered as fully registered bonds in the
denomination or maturity amount of S5,000 or any multiple thereof; shall be registered in the names as
shall be requested by the Underva'iters at least five days prior to the Closing; and, if the Underwriters shall
so request, shall be made available to the Underwriters at least one business day before the Closing for
purpose of inspection in New York, New York.
8. Conditions. The Underwriters have entered into this Purchase Contract in reliance upon the
representations and warranties of the City contained herein and to be contained in the documents and
instruments to be delivered at the Closing, and upon the performance by the City of its obligations
hereunder, both as of the date hereof and as of the date of the Closing. Accordingly, the Underwriters'
obligations under this Purchase Contract to purchase and pay for the Bonds shall be subject to the
performance by the City of its obligations to be performed hereunder and under such documents and
instruments at or prior to the Closing, and shall also be subject to the following conditions:
(a) The representations and warranties of the City contained herein shall be true, complete and
correct in all material respects on the date hereof and on and as of the date of the Closing, as if made
on the date of the Closing;
(b) At the time of the Closing, the Ordinance and the Escrow Agreement shall be in full force
and effect, and the Ordinance and the Escrow Agreement shall not have been amended, or
supplemented and the Official Statement shall not have been amended, modified or supplemented,
except as may have been agreed to by the Underwriters;
(c) At the time of the Closing, all official action of the City related to the Ordinance and the
Escrow Agreement shall be in full force and effect and shall not have been amended, modified or
supl~lemented;
(d) The City shall not have failed to pay principal or interest when due on any of its outstanding
obligations for borrowed money;
(e) The City will purchase the government securities necessary to provide the funds needed to
refund the City's outstanding obligations as contemplated by the Escrow Agreement (the 'Refunded
Bonds") and will have defeased the Refunded Bonds and will apply with both rating agencies for the
Triple A rating on the Refunded Bonds;
(f) At or prior to the Closing, the Underwriters shall have received two copies of each of the
following documents:
(1) The Official Statement of the City executed on behalf of the City by the Mayor and City
Clerk of the City;
(2) The Ordinance certified by the City Clerk of the City under its seal as having been duly
adopted by the City and as being in effect, with such changes or amendments as may have been
agreed to by the Underwriters;
(3) The unqualified opinions, dated the date of Closing, of Fulbright & Jaworski, Bond
Counsel to the City, in substantially the form and substance of Appendix C to the Official
Statement;
(4) An opinion or certificate, dated on or prior to the date of Closing, of the Attorney
General of Texas, approving the Bonds as required by law and a certificate of the Comptroller
of Public Accounts of the State of Texas regarding the registration of the Bonds as required by
law;
(5) The supplemental opinions, dated the date of Closing, of Fulbright & Jaworski, Bond
Counsel to the City, addressed to the City and the Underwriters, to the effect that (A) in its
capacity as Bond Counsel, such firm has reviewed the information in the Official Statement under
the captions, 'Plan of Financing,' 'The Bonds,' 'Ad Valorem Tax Law,' 'Tax Rate Limitation,'
"Tax Exemption,' ~Tax Accounting Treatment of Capital Appreciation Bonds' and 'Legal
Investments and Eligibility to Secure Public Funds in Texas' and such firms are of the opinion
that the information relating to the Bonds and the Ordinance contained under such captions in
all respects accurately and fairly reflects the provisions thereof and, insofar as such information
relates to matters of law, is true and accurate; (B) the Bonds are exempt from the registration
requirements under the Securities Act of 1933, as amended, and the Ordinance is exempt from
the qualification requirements as an indenture under the Trust Indenture Act of 1939, as amended;
(C) in the performance of their duties as Bond Counsel for the City, without having undertaken
to determine independently the accuracy and completeness of the statements contained in the
Official Statement, nothing has come to the attention of such counsel which would lead them to
believe that the Official Statement (excluding the financial statements and other financial and
statistical data included therein, all as to which no view need be expressed) contains any untrue
statement of a material fact or omits to state a material fact necessary to make the statements
therein, in light of the circumstances under which they were made, not misleading;
(6) The opinion of McCall, Parkhurst & Horton, as Underwriters' Counsel, dated the date
of the Closing addressed to the Underwriters to the effect that the Bonds are exempt from the
registration requirements under the Securities Act of 1933, as amended, and the Ordinance is
exempt from the qualification requirements as an indenture under the Trust Indenture Act of 1939,
as amended. The opinion of such Counsel shall also state that, based upon their participation
in the preparation of the Official Statement, such Counsel has no reason to believe that the
Official Statement (except for the financial statements and other financial and statistical data
contained therein, as to which no view need be expressed), as of the date of the Official
Statement, contained any untrue statement of a material fact or omitted to state any material fact
necessary to make the statements therein, in the light of the circumstances under which they were
made, not misleading;
(7) A certificate, dated the date of the Closing, signed by the Mayor and the City Manager
of the City, to the effect that (i) the representations and warranties of the City contained herein
are true and correct in all material respects on and as of the date of the Closing as if made on
the date of the Closing; (ii) except to the extent disclosed in the Official Statement, no litigation
is pending or, to the knowledge of such persons, threatened in any court to restrain or enjoin the
issuance or delivery of the Bonds, or the levy or the collection of the ad valorem taxes pledged
or to be pledged to pay the principal of and interest on the Bonds, or the pledge thereof, or in
any way contesting or affecting the validity of the Bonds, the Ordinance, the Escrow Agreement
or this Purchase Contract, or contesting the powers of the City or contesting the authorization
of the Bonds or the Ordinance, or contesting in any way the accuracy, completeness or fairness
of the Preliminary Official Statement or the Official Statement (but in lieu of or in conjunction
with such certificate, the Underwriters may, in their discretion, accept certificates or opinions of
the Acting City Attorney that, in her opinion, the issues raised in any such pending or threatened
litigation are without substance or that the contentions of all plaintiffs therein are without merit);
and (iii) to the best of their knowledge, no event affecting the City has occurred since the date
of the Official Statement which should be disclosed in the Official Statement for the purpose for
which it is to be used or which it is necessary to disclose therein in order to make the statements
and information therein not misleading in any respect;
(8) A certificate, dated the date of Closing, of the Finance Directors of the City to the effect
that, except as disclosed in the Official Statement, there has not been any material adverse change
in the affairs or financial condition of the City since September 30, 1989, the latest date as to
which audited financial information is available;
(9) A certificate, dated the date of the Closing, of an appropriate official of the City to the
effect that, on the basis of the facts, estimates and circumstances in effect on the date of delivery
of the Bonds, it is not expected that the proceeds of the Bonds will be used in a manner that
would cause the Bonds to be arbitrage bonds within the meaning of Section 148(a) of the Internal
Revenue Code of 1986, as amended;
(10) A copy of a special report prepared by KPMG Peat Marwick, the independent Certified
Public Accountants named in the Official Statement~, addressed to the City, Co-Bond Counsel, the
Underwriters and Underwriters' Counsel verifying the arithmetical computations of the adequacy
of the maturing principal of and interest on the escrowed securities and uninvested cash on hand
under the Escrow Agreement to pay, when due, the principal of and interest on the bonds being
refunded by the Bonds and the computation of the yield with respect to such securities and the
Bonds;
(11) A copy of the MBIA policy of municipal insurance insuring the payment of the principal
of and interest on the Bonds, and ex4dence of the rating of Moody's Investor's Service and of
Standard & Poor's Corporation with regard to insurance on the Bonds delivered in a form
acceptable to the Underwriters; and
(12) Such additional legal opinions, certificates, instruments and other documents as Bond
Counsel ot the Underwriters may reasonably request to evidence the truth, accuracy and
completeness, as of the date hereof and as of the date of the Closing, of the City's representations
and warranties contained herein and of the statements and information contained in the Official
Statement and the due performance and satisfaction by the City at or prior to the date of the
Closing of all agreements then to be performed and all conditions then to be satisfied by the City.
All of the opinions, letters, certificates, instruments and other documents mentioned above or elsewhere
in this Purchase Contract shall be deemed to be in compliance with the provisions hereof if, but only if,
they are satisfactory to the Underwriters.
If the City shall be unable to satisfy the conditions to the obligations of the Underwriters to purchase,
to accept delivery of and to pay for the Bonds as set forth in this Purchase Contract, or if the obligations
of the Underwriters to purchase, to accept delivery of and to pay for the Bonds shall be terminated for any
reason permitted by this Purchase Contract, this Purchase Contract shall terminate and neither the
Underwriters nor the City shall be under further obligation hereunder, except that: (i) the check referred
to in Paragraph 4 hereof shall be immediately returned to Merrill Lynch, Pierce Fenner & Smith
Incorporated by the City, and (ii) the respective obligations of the City and the Underwriters set forth in
Paragraphs 10 and 12 hereof shall continue in full force and effect.
9. Termination. The Underwriters may terminate their obligation to purchase at any time before
the Closing if any of the following should occur:
(a) (i) Legislation (including any amendment thereto) shall have been introduced in or adopted
by either House of the Congress of the United States, or recommended to the Congress for
passage by the President of the United States or favorably reported for passage to either House
of the Congress by any Committee of such House, or (ii) a decision shall have been rendered by
a court established under Article III of the Constitution of the United States or by the United
States Tax Court, or (iii) an order, ruling or regulation shall have been issued or proposed by or
on behalf of the Treasury Department of the United States or the Internal Revenue Service or
any other agency of the United States, or (iv) a release or official statement shall have been issued
by the President of the United States or by the Treasury Department of the United States or by
the Internal Revenue Service, the effect of which, in any such case described in clause (i), (ii), (iii),
or (iv), would be to impose, directly or indirectly, federal income taxation upon interest received
on obligations of the general character of the Bonds or upon income of the general character to
be derived by the City, other than as imposed on the Bonds and income therefrom under the
federal tax laws in effect on the date hereof, in such a manner as in the judgment of the
Underwriters would materially impair the marketability or materially reduce the market price of
obligations of the general character of the Bonds.
(b) Any action shall have been taken by the Securities and Exchange Commission or by a court
which would require registration of any security under the Securities Act of 1933, as amended, or
qualification of any indenture under the Trust Indenture Act of 1939, as amended, in connection with
the public offering of the Bonds, or any action shall have been taken by any court or by any
governmental authority suspending the use of the Official Statement or any amendment or supplement
thereto, or any proceeding for that purpose shall have been initiated or threatened in any such court
or by any such authority.
(c) (i) The Constitution of the State of Texas shall be amended or an amendment shall be
proposed, or (ii) legislation shall be enacted, or (iii) a decision shall have been rendered as to matters
of Texas law, or (iv) any order, ruling or regulation shall have been issued or proposed by or on behalf
of the State of Texas by an official, agency or department thereof, affecting the tax status of the City,
its property or income, its bonds (including the Bonds) or the interest thereon, which in the judgment
0[ the Uncle~x~riters would materially affect the market price of the Bonds.
(d) (i) A general suspension of trading in securities shall have occurred on the New York Stock
Exchange, or (ii) the United States shall have become engaged in hostilities which have resulted in the
declaration, on or after the date of this Purchase Contract, of a national emergency or war, the effect
of which, in either case described in clause (i) and (ii), is, in the judgment of the Underwriters, so
material and adverse as to make it impracticable or inadvisable to proceed with the public offering
or the delivery of the Bonds on the terms and in the manner contemplated in this Purchase Contract
and the Official Statement.
(e) An event described in Paragraph 60) hereof occurs which, in the opinion of the Underwriters,
requires a supplement or amendment to the Official Statement.
(f) A general banking moratorium shall have been declared by authorities of the United States,
the State of New York or the State of Texas.
(g) A lowering of the ratings initially assigned to the Bonds, with and without regard to
insurance, by Moody's Investors Service, Inc. and Standard & Poor's Corporation, respectively, shall
occur prior to the Closing.
(h) Any event occurs which prevents the United States Treasury Department from delivering on
the day of Closing the State and Local Government Securities subscribed for by the City in connection
with the issuance of the Bonds.
10. Expen.se~ (a) The Underwriters shall be under no obligation to pay, and the City shall pay, any
expenses incident to the performance of the City's obligations hereunder, including but not limited to: (i)
the cost of the preparation, printing and distribution of the Preliminary Official Statement and the Official
Statement; (ii) the cost of the preparation and printing of the Bonds; (iii) the fees and expenses of Co-Bond
Counsel to the City; (iv) the fees and disbursements of the City's accountants, advisors, and of any other
experts or consultants retained by the City; and (v) fees and premiums for the policy of municipal bond
insurance and for bond ratings and any travel or other expenses incurred incident thereto.
(b) The Underwriter shall pay: (i) all advertising expenses of the Underwriters in connection with
the offering of the Bonds; (ii) the cost of the preparation and printing of all the underwriting documents,
including this Purchase Contract and (iii) all other expenses incurred by them in connection with their
offering and distribution of the Bonds, including the fees of Counsel to the Underwriters.
11. Notices. Any notice or other communication to be given to the City under this Purchase Contract
may be given by delivering the same in writing at the address for the City set forth above, and any notice
or other communication to be given to the Underwriters under this Purchase Contract may be given by
delivering the same in writing to Merrill Lynch, Pierce Fenner & Smith Incorporated, 2121 San Jacinto
Street, Suite 1100, Dallas, Texas 75201, Attention: Jack Addams.
12. Parties in Interest. This Purchase Contract is made solely for the benefit of the City and the
Underwriters (including the successors or assigns of any of the Underwriters) and no other person shall
acquire or have any right hereunder or by virtue hereof. The City's representations, warranties and
agreements contained in this Purchase Contract shall remain operative and in full force and effect, regardless
of (i) any investigations made by or on behalf of the Underwriters and (ii) delivery of any payment for the
Bonds hereunder; and the City's representations and warranties contained in Paragraph 6 of this Purchase
Contract shall remain operative and in full force and effect, regardless of any termination of this Purchase
Contract.
8
13. Effective Date. This Purchase Contract shall become effective upon the execution of the
acceptance hereof by the Mayor and City Secretary of the City and shall be valid and enforceable as of the
time of such acceptance.
Very truly yours,
Merrill Lynch, Pierce Fenner & Smith Incorporated
Accepted:
This 6th day of March, 1990
Director and Regional Manager
By:
Mayor
/C~ty Secretary
9
Exhibit A
Official Statement
Port Worth Star-Telegram
!00 W SEVENTH STREET•FORT WORTH,TEXAS 76102
STATE OF TEXAS
County of Tarrant
Before me, a Notary Public in and for said County and State , this day
personally appeared Billing Specialist for the Fort Worth
Star-Telegram , published by the Star-Telegram Inc . at Fort Worth , in Tarrant
County, Texas ; and who, after being duly sworn, did depose and say that the
following clipping of an advertisement was published in the above named
paper on the following dates :
DATE DESCRIPTION AD SIZE TOTAL
INCHA.INE RATE AMOUNT
MAR 14 6479504 CL . 358 1X45 L 45 . 38 17 . 10
mart
*******AS PER ATTACHED
AFFIDAVITS*********_.-.,.
SIGNED
�uBSCRIBED AND SWORN TO BEFORE ME , THIS THE DAY OF
NOTARY PUBLIC
TARRANT COJNTY, TEXAS
01 AFFIDAVITS
atAb
Ar---TEAR ALONG THIS PERFORATION AND RETURN THE LOWER PORTION WITH YOUR PAYMENT ----►
brt
REMIT TO : 400 WR. SgEEVEE�Np7THH, pFgW=,��TgX 76y1p0�2
Worth Star-Telegram
ACCOUNT AMOUNT
6479504 NUMBER CIT57 DUE 17 . 10
PAGE IF 1
CITY OF SOUTHLAKE ORIGIN PLEASEPAY
66
667 N CARROLL 17 . 10
THIS AMOUNT
SOUTHLAKE TX 76092 0
ATTN : SANDRA LEGRAND
PLEASE WRITE IN AMOUNT ENCLOSED
i 1
AFFIDAVIT OF PUBLICATION
THE STATE OF TEXAS
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority on this day
personally appeared Dona Latta of
the FORT WORTH STAR-TELEGRAM a newspaper published in the County of
Tarrant , Texas , who , being by me duly sworn, upon oath deposes
and says :
That said newspaper is the official newspaper of the
City of Southlake, Texas , and that the caption of the ordinance
authorizing the issuance of "City of Southlake, Texas , General
Obligation Refunding Bonds, Series 1990" was published in said
newspaper in its issue of march 14 , 1990, in the manner
shown in the attachment hereto .
Title: B S & LEGALS
SWORN TO AND SUBSCRIBED BEFORE ME, this the 20th. day
of MARCH , 1990 .
// '(r
Notary Public, State of Texas
My Commission Expires : /!2/
•
(Notary
qa�•' '� -, PUBLIC Wt*RING
li NA SUE A. RUSSELL NOTICE IS HEREBY GIV-
COri9MSSiON EXPIRES E N.to all Interested persons
6 0 5 6 c '� OCTOEE� 21, 1993 that tbe City Council of the City
,
ti; +~ of Southlake, Texas, will be
ti`shpwF holding a public hearing during
thwRegular City Council meet-
ing re be held onMarch 27,MO,'
at 7:30 p.m.In the City Council
Chambers of City Hall, 667
Ngrttt Carroll Avenue,South-
late-,Texas.
Purpose of the hearing Is to
consider the following ordl•
nariae In second reading:
'ORDINANCE NO.502
AN ORDINANCE author-
icing the issuanceof"CITY
OF SOUTHLAKE TEX-
$,GENERAL O�LIGA-
TfON REFUNDING '.
BONDS, SERIES 1990"; --
sbeclfyirtg the terms and --
features of said bonds;lever `-
alnaa continuing directall- 5
nual ad valorem tax forth.
payment of said bonds;and
resolving other matters in-
cident and related to the Is-
cbattee,sate,payment and
CeltVe of said bonds,In-
cludingry the approval and
Cntactn aonfd aS pPirald E
crow Agreement and the
aooroval and distribution
of,an Official Statement
pertaining thereto;and de-
claring an emergency.
City of Southlake
Sandra L.LeGrand
City Secretary
Fort Worth Star-Telegram
400 W.SEVENTH STREET•FORT WORTH,TEXAS 76102 '
E STATE OF TEXAS
unty of Tarrant
Before me , a Notary ublic in and for said County and State , this day
personally appeared 'fRE / Myk ok Billing Specialist for the Fort Worth
Star-Telegram , published by the Star-Telegram Inc . at Fort Worth , in Tarrant
County , Texas ; and who , after being duly sworn , did depose and say that the
following clipping of an advertisement was published in the above named
paper on the following dates :
DATE DESCRIPTION AD SIZE TOTAL IN TOTAL
RATE AMOUNT
MAR 28 ' 6489541 CL . 358 1X33 L 33 . 38 12 . 54
marrh PA
ORDINANCE NO.502
AN ORDINANCE authorizing
.,.. _........... ..._- the Issuance of "CITY OF
SOUTHLAKE,TEXAS,GEN-
ERAL OBLIGATION RE-
FUNDING BONDS, SERIES
1990";specifying the terms and
features of said bonds;levying
a continuing direct annual ad
valorem tax for the payment of
said bonds;and resolving other
------------------------------- matters Incident and related to
the issuance,sale,payment and
delivery of said bonds,includ-
ing the approval and execution
of a PurchaseContract and Stse-
clalEscrowAgreementan e
approval and distribution of an
Official anatemeat pertaining SIGNS Gu1BM-�
thereto;and declaring an
emergency.
JBSCRIBED PASSED AND APPROVED BEFORE ME , T IS THE 'd.°l )4. DAY OF lci °-
THIS THE 27th DAY OF /�
MARCH,1990. NOTARY PUBLIC -. (_-T•(-
Gary Flckes �_ t!LQZ�
Mayor of Southlake
ATTEST:
Sandra L.LeGrand TARRANT COUNTY, TEXAS
City Secretary
APPROVED AS TO FORM:
��� ,
E.Allen Taylor sr A e SUE A. RUSSELL
City Attorney �. COh",MISSION EXPIRE, 01 AFFIDAVITS
�'4'�1�P �±' OCT03r"R 27, 1993
A.----- —
TEAR ALONG THIS PERFORATION AND RETURN THE LOWER PORTION WITH YOUR PAYMENT .
REMIT TO : 400 W . SEVENTH, FW , TX 76102
PortWorth St ;3 p.irr ';'C X X X X KO AKA>46X14X XUTX*1 14Xr X4t,X761 s7
9 ACCOUNT AMOUNT
6489541 ; ' NUMBER CITS? DUE 12 . 54
-- PAGE 11F 1
CITY OF SOUTHLAKE ORIGINA
667 N CARROLL PLEASE PAY ` 12 . 54
SOUTHLAKE TX ?6092 0 THIS AMOUNT
ATTN : SANDRA LEGRAND
PLEASE WRITE IN AMOUNT ENCLOSED