0595ORDINANCE approving and authorizing the execution
and delivery of "CITY OF SOUTHLAKE, TEXAS, PUBLIC
PROPERTY FINANCE CONTRACTUAL OBLIGATIONS, SERIES
1993"; specifying the terms of such contracts;
making provisions for the payment thereof; and
resolving other matters incident and related to the
execution, performance and payment of such
contracts, including the approval and execution of
a Paying Agent/Registrar Agreement and a Purchase
Contract for the acquisition of property and the
approval of an Official Statement; and providing an
effective date.
WHEREAS, pursuant to V.T.C.A., Local Government Code,
Subchapter A of Chapter 271 (the Public Property Finance Act), the
city Council is authorized and empowered to execute, perform and
make payments under contracts with any person for the use,
acquisition or purchase of personal property; and
WHEREAS, in accordance with the provisions of the Public
Property Finance Act, the City Council hereby finds and determines
that the acquisition, use or purchase of certain items of personal
property identified in Exhibit A attached hereto, or such other
personal property, appliances, equipment, furnishings, or interests
therein, considered by the city Council to be necessary, useful
and/or appropriate for purposes of the City, should be financed
under and pursuant to one or more contractual obligations to be
executed and delivered on the terms and in the form hereinafter
prescribed; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE,
TEXAS:
SECTION 1: Contract Authorization - Contract Amount
ProDerty Identification. Contracts, aggregating in amount $745,000
(the "Aggregate Contract Amount") and entitled "City of Southlake,
Texas, Public Property Finance Contractual Obligations, Series
1993" (the "Contractual Obligations" or the "Contracts") shall be
and are hereby authorized to be executed and delivered with the
Initial Contracting Party (hereinafter identified in Section 15
hereof), and the assigns thereof, to finance the use or the
purchase or other acquisition of personal property identified in
Exhibit A attached hereto and incorporated herein by reference as
a part of this Ordinance for all purposes, or such other personal
Dr0Dert¥, apDliances, equipment, furnishings, or interests therein,
considered by the city Council to be necessary, useful and/or
appropriate for purposes of the City (the "Property"); all in
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accordance with and pursuant to authority conferred by the laws of
the State of Texas, particularly the Public Property Finance Act.
SECTION 2: Fully Reqistered Form Contract Date -
Authorized Amounts-Installment Payments-Interest Rates. The
Contracts shall be made, executed and delivered in fully registered
form, bear a date of October 1, 1993 (the "Contract Date"), and,
except for the Initial Contracts authorized in Section 7 hereof,
shall be in authorized amounts of $5,000 or any integral multiple
thereof (not to exceed an Installment Amount), and the Aggregate
Contract Amount shall be payable in annual installments (the
"Installment Amounts") on August 15 in the amounts and interest
shall accrue on such Installment Amounts at per annum rate(s) as
follows:
Interest
Payment Date Installment Amount Rate(s)
1994 $130,000
1995 55,000 __%
1996 125,000
1997 140,000 __%
1998 145,000
1999 150,000 __%
Interest on the unpaid Installment Amounts shall accrue from
the Contract Date (calculated on the basis of a 360-day year of
twelve 30-day months) and such interest shall be payable on
February 15 and August 15 in each year, commencing August 15, 1994.
SECTION 3: Terms of Payment-Pa¥inq Aqent/Reqistrar. The
Installment Amounts on each Contract and the interest thereon shall
be payable only to the registered contracting party or person
(hereinafter called the "Contracting Party") appearing on the
registration and transfer books maintained by the Paying
Agent/Registrar and such Installment Amounts and the interest
payable thereon shall be payable in coin or currency of the United
States of America, which a~ the time of payment is legal tender for
the payment of public and private debts, and without exchange or
collection charges to the Contracting Party.
The selection and appointment of Texas Commerce Trust Company,
National Association to serve as Paying Agent/Registrar for the
Contracts is hereby approved and confirmed. Books and records
relating to the registration, payment, exchange and transfer of the
Contracts (the "Contract Register") shall at all times be kept and
maintained on behalf of the City by the Paying Agent/Registrar, all
as provided herein, in accordance with the terms and provisions of
a "Paying Agent/Registrar Agreement", substantially in the form
attached hereto as Exhibit B, and such reasonable rules and
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regulations as the Paying Agent/Registrar and the City may
prescribe. The Mayor and City Secretary are hereby authorized to
execute and deliver such Agreement in connection with the delivery
of the Contracts. The City covenants to maintain and provide a
Paying Agent/Registrar at all times until the Contracts are paid
and discharged, and any successor Paying Agent/Registrar shall be
a bank, trust company, financial institution or other entity
qualified to perform the duties and services of Paying
Agent/Registrar. Upon any change in the Paying Agent/Registrar
for the Contracts, the City agrees to promptly cause a written
notice thereof to be sent to each Contracting Party by United
States Mail, first class postage prepaid, which notice shall also
give the address of the new Paying Agent/Registrar.
The Installment Amounts shall be payable when due only upon
the presentation and surrender of the Contracts to the Paying
Agent/Registrar at its principal offices in Dallas, Texas (the
"Designated Payment/Transfer Office"). Interest on the Installment
Amounts shall be paid to the Contracting Parties which appear in
the Contract Register at the close of business on the Record Date
(the last business 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 Contracting Party recorded in the Contract
Register or (ii) by such other method, acceptable to the Paying
Agent/Registrar, requested by, and at the risk and expense of, the
Contracting Party. If the date for the payment of an Installment
Amount or interest thereon shall be a Saturday, Sunday, a legal
holiday, or a day when banking institutions in the city where the
office of the Paying Agent/Registrar designated for the payment and
assignment of the Contracts 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 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. 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 Contracting Party appearing on the Contract
Register at the close of business on the last business day next
preceding the date of mailing of such notice.
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SECTION 4: Non-Optional. The Contracts
to prepayment prior to their Payment Dates
City.
shall not be subject
at the option of the
SECTION 5: Assiqnment - Reqistration-Transfer-Exchanqe
of Contracts. The Paying Agent/Registrar shall obtain, record,
and maintain in the Contract Register the name and address of each
and every Contracting Party to a Contract executed and delivered
under and pursuant to the provisions of this Ordinance, or if
appropriate, the nominee thereof. Any Contract may be assigned,
transferred or exchanged for Contracts of other authorized amounts
by the Contracting Party, in person or by his duly authorized
agent, upon surrender of such Contract to the Paying
Agent/Registrar for cancellation, accompanied by a written
instrument of assignment and transfer or request for exchange duly
executed by the Contracting Party or by his duly authorized agent,
in form satisfactory to the Paying Agent/Registrar.
Any Contract to be assigned and transferred shall be
surrendered to the Paying Agent/Registrar and, upon its receipt and
cancellation, the Paying Agent/Registrar shall register and
deliver, in the name of the designated assignee or transferee, one
or more new Contracts of authorized amounts and, except for the
assignment and transfer of the Initial Contract by the Initial
Contracting Party, having the same Payment Date and of a like
Installment Amount as the Contract or Contracts surrendered for
assignment and transfer.
Contracts may be exchanged for Contracts of other authorized
amounts and having the same Payment Date, bearing the same rate of
interest and of like aggregate Installment Amount as the Contracts
surrendered for exchange, upon surrender of the Contracts to be
exchanged to the Paying Agent/Registrar. Whenever any Contracts
are surrendered for exchange, the Paying Agent/Registrar shall
register and deliver new Contracts to the Contracting Party
requesting the exchange.
When a Contract has been duly assigned and transferred or
exchanged, the new Contract or Contracts registered in such
assignment and transfer or exchange shall be delivered to the
Contracting Party at the Designated Pay~-ent/Transfer Office of the
Paying Agent/Registrar or sent by United States Mail, first class,
postage prepaid to the Contracting Party, and, upon the
registration and delivery thereof, such Contracts shall be the
valid obligations of the City, evidencing the same obligation to
pay, and entitled to the same benefits under this Ordinance, as the
Contracts surrendered in such assignment and transfer or exchange.
Ail transfers or exchanges of Contracts pursuant to this
Section shall be made without expense or service charge to the
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Contracting Party, except as otherwise herein provided, and except
that the Paying Agent/Registrar shall require payment by the
Contracting Party requesting such transfer or exchange of any tax
or other governmental charges required to be paid with respect to
such transfer or exchange.
Contracts cancelled by reason of an exchange or transfer
pursuant to the provisions hereof are hereby defined to be
"Predecessor Contracts," evidencing all or a portion, as the case
may be, of the same obligation to pay evidenced by the new Contract
or Contracts registered and delivered in the exchange or transfer
therefor. Additionally, the term "Predecessor Contracts" shall
include any mutilated, lost, destroyed, or stolen Contract for
which a replacement Contract has been registered and delivered in
lieu thereof pursuant to the provisions of Section 11 hereof and
such new replacement Contract shall be deemed to evidence the same
obligation as the mutilated, lost, destroyed, or stolen Contract.
SECTION 6: Book-Entry Only Transfers and Transactions.
Notwithstanding the provisions contained in Sections 3 and 5 hereof
relating to the payment, and transfer/exchange of the Contracts,
the City hereby approves and authorizes the use of "Book-Entry
Only" securities clearance, settlement and transfer system provided
by The Depository Trust Company (DTC), a limited purpose trust
company organized under the laws of the State of New York, in
accordance with the requirements and procedures identified in the
Letter of Representation, by and between the City, the Paying
Agent/Registrar and DTC (the "Depository Agreement") relating to
the Contracts.
Pursuant to the Depository Agreement and the rules of DTC, the
Contracts shall be deposited with DTC who shall hold said Contracts
for its participants (the "DTC Participants"). While the Contracts
are held by DTC under the Depository Agreement, the Holder of the
Contracts on the Contract Register for all purposes, including
payment and notices, shall be Cede & Co., as nominee of DTC,
notwithstanding the ownership of each actual purchaser or owner of
each Contract (the "Beneficial Owners") being recorded in the
records of DTC and DTC Participants.
In the event DTC determines to discontinue serving as
securities depository for the Contracts or otherwise ceases to
provide book-entry clearance and settlement of securities
transactions in general or the City determines that DTC is
incapable of properly discharging its duties as securities
depository for the Contracts, the City covenants and agrees with
the Holders of the Contracts to cause Contracts to be printed in
definitive form and provide for the Contract certificates to be
issued and delivered to DTC Participants and Beneficial Owners, as
the case may be. Thereafter, the Contracts in definitive form
shall be assigned, transferred and exchanged on the Contract
Register maintained by the Paying Agent/Registrar and payment of
such Contracts shall be made in accordance with the provisions of
Sections 3 and 5 hereof.
SECTION 7: Execution - Reqistration. The Contracts shall
be executed on behalf of the City by the Mayor, with the seal of
the City reproduced or impressed thereon and countersigned by the
City Secretary. The signature of such officers on the Contracts
may be manual or facsimile. Contracts bearing the manual or
facsimile signatures of the persons holding such offices on the
Contract Date shall be deemed to be duly executed on behalf of the
City, notwithstanding a change in persons holding such offices at
the time of delivery of the Contracts to the Initial Contracting
Party and with respect to Contracts delivered in subsequent
assignments and transfers or exchanges.
No Contract shall be entitled to any right or benefit under
this Ordinance, or be valid or obligatory for any purpose, unless
the registration certificate appearing on the Contracts to be
signed by the Comptroller of Public Accounts of the State of Texas
(substantially in the form provided in Section 9C) and/or the
Paying Agent/Registrar (substantially in the form provided in
Section 9D), either or both such certificates, as the case may be,
are manually executed by an authorized officer, employee or
representative of the Comptroller of Public Accounts and/or the
Paying Agent/Registrar, and such registration certificate, either
or both, upon any Contract when duly executed by the Comptroller of
Public Accounts and/or the Paying Agent/Registrar, as the case may
be, shall be conclusive evidence, and the only evidence, that such
Contract has been duly certified, registered and delivered.
SECTION 8: Initial Contracts. The Contracts herein
authorized may be initially executed and delivered as a single
fully registered Contract in the Aggregate Contract Amount with
Installment Amounts to become due and payable as provided in
Section 2 hereof and numbered T-1 and registered in the name of the
Initial Contracting Party or the designee thereof. Such single
fully registered Contract shall be 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 Contracting Party.
Any time after the delivery of such single fully registered
Contract, the Paying Agent/Registrar, pursuant to written
instructions from the Initial Contracting Party, shall cancel such
obligation and exchange therefor Contracts of authorized amounts
and in Installment Amounts with Payment Dates and bearing
applicable interest rates for transfer and delivery to the
Contracting Parties named at ~he addresses identified therefor; all
pursuant to and in accordance with such written instructions from
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the initial Contracting Party and such other information and
documentation as the Paying Agent/Registrar may reasonably require.
SECTION 9: Forms. A. Forms Generally. The Contracts,
the Registration Certificate of the Comptroller of Public Accounts
of the State of Texas, the Registration Certificate of Paying
Agent/Registrar, and the form of Assignment to be printed on the
Contracts, 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 and such legends and endorsements (including
insurance legends in the event the Contracts, or any installment
amounts thereof, are purchased with insurance and any reproduction
of an opinion of counsel) thereon as may, consistently herewith, be
determined by the officers executing and delivering such Contracts
as evidenced by their execution.
The Contracts shall be printed, lithographed, or engraved or
produced in any other similar manner, all as determined by the
officers executing such Contracts as evidenced by their execution,
but the single fully registered obligation authorized in Section 8
hereof may be typewritten or photocopied or otherwise reproduced.
B. General Contract Form.
REGISTERED
NO.
REGISTERED
$
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF SOUTHLAKE, TEXAS,
PUBLIC PROPERTY FINANCE CONTRACTUAL OBLIGATION
SERIES 1993
Contract Date: Interest Rate: Payment Date: CUSIP NO:
October 1, 1993
Contracting Party:
Installment 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, hereby agrees and promises to pay to
0117954
the order of the Contracting Party named above, or the registered
assigns thereof, the Installment Amount hereinabove stated on the
Payment Date specified above (without right of prepayment) and to
pay interest on such unpaid Installment Amount from the Contract
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 15 and August 15 in each year,
commencing August 15, 1994. The Installment Amount is payable on
the Payment Date noted above to the Contracting Party upon
presentation and surrender of this Contract to the Designated
Payment/Transfer Office of the Paying Agent/Registrar executing
the registration certificate appearing hereon, or its successor.
Interest is payable to the Contracting Party of this obligation
(or one or more Predecessor Contracts, as defined in the Ordinance
hereinafter referenced) who appears on the "Contract Register"
maintained by the Paying Agent/Registrar at the close of business
on the "Record Date", which is the last business 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 such
Contracting Party recorded in the Contract Register or by such
other method, acceptable to the Paying Agent/Registrar, requested
by, and at the risk and expense of, the Contracting Party. The
Installment Amount of this Contract and interest thereon shall be
paid without exchange or collection charges to the Contracting
Party 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 Contract is one of a number of contracts aggregating in
amount $745,000 (herein referred to as the "Contracts"), executed
and delivered to finance the acquisition, use or purchase of
personal property, under and in strict conformity with the
Constitution and laws of the State of Texas, particularly the
Public Property Finance Act (V.T.C.A., Local Government Code,
Subchapter A of Chapter 271) and pursuant to an Ordinance adopted
by the City Council of the City (herein referred to as the
"Ordinance").
This Contract is an obligation of the City payable from the
pledged 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 Designated Payment/Transfer Office of the Paying
Agent/Registrar, and to all of the provisions of which the
Contracting Party by the acceptance hereof hereby agrees, for
definitions of terms; the description of and the nature and extent
of the taxes pledged for the payment of the Contracts; the terms
and conditions relating to the assignment and transfer of this
Contract; the conditions upon which the Ordinance may be amended
0117'954
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or supplemented with or without the consent of the Contracting
Parties; the rights, duties, and obligations of the City and the
Paying Agent/Registrar; the terms and provisions upon which this
Contract may be discharged at or prior to its Payment Date, and
the obligation evidenced by the Contracts cease to exist as an
obligation of the City; and for other terms and provisions
contained therein. Capitalized terms used herein have the
meanings assigned in the Ordinance.
This Contract, subject to certain limitations contained in
the Ordinance, may be assigned and transferred on the Contract
Register only upon its presentation and surrender at the
Designated Payment/Transfer 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 party hereof, or
his duly authorized agent. When a transfer on the Contract
Register occurs, one or more new fully registered Contracts with
the same Payment Date, in authorized amounts, bearing the same
rate of interest, and of the same Installment Amount will be
delivered by the Paying Agent/Registrar to the designated assignee
or assignees.
The City and the Paying Agent/Registrar, and any agent of
either, shall treat the registered party whose name appears on the
Contract Register (i) on the Record Date as the Contracting Party
entitled to payment of interest hereon, (ii) on the date of
surrender of this Contract as the Contracting Party entitled to
payment of the Installment Amounts on the Payment Date, and (iii)
on any other date as the Contracting Party to notify 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. 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 Contracting Party appearing on the Contract
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 execution
and delivery of the Contracts is duly authorized by law; that all
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acts, conditions and things required to exist and be done
precedent to and in the execution and delivery of the Contracts 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; and that due
provision has been made for the payment of the Contracts and
interest thereon as aforestated. In case any provision in this
Contract 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 Contract and the Ordinance shall be
construed in accordance with and shall be governed by the laws of
the State of Texas.
IN WITNESS WHEREOF, the City Council of the City has caused
this Contract to be duly executed under the official seal of the
City as of the Contract Date.
CITY OF SOUTHLAKE, TEXAS
ATTEST: Mayor
City Secretary
(SEAL)
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*Form of Registration Certificate of Comptroller
of Public Accounts to appear on Initial Contract
only.
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 Contract 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)
Comptroller of Public Accounts
of the State of Texas
*NOTE TO PRINTER: Omit on definitive Contracts
Form of Certificate of Paying Agent/Registrar to
appear on definitive Contracts.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Contract has been duly delivered and registered under
the provisions of the within-mentioned Ordinance; the contract or
contracts initially executed and delivered by the City 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.
The principal offices of the Paying Agent/Registrar located
in Dallas, Texas, is the "Designated Payment/Transfer Office" for
this Contract.
Registration Date:
TEXAS COMMERCE TRUST COMPANY,
NATION~ ASSOCIATION,
as Paying Agent/Registrar
By
Authorized Signature
0117954
-ll-
Eo
Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns,
and transfers unto (Print or typewrite name, address, and
zip code of transferee:) .....................
........................ ) the within Contract
thereunder, and hereby irrevocably constitutes and appoints
registration thereof, with full power of substitution in the
premises.
DATED: ..................
Signature guaranteed:
assignment must correspond with
the name of the registered party
as it appears on the face of the
within Contract in every
particular.
F. The Initial Contract shall be in the form set forth in
paragraph B of this Section, except that the form of thn
single fully registered Initial Contract shall be modified am
follows:
(i) immediately under the headings "Interest Rate "
and "Payment Date "shall both be omitted;
(ii) Paragraph one shall read as follows:
Contracting Party:
Contract 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, hereby agrees and promises to pay to
the order of the Contracting Party named above, or the registered
assigns thereof, the Contract Amount hereinabove stated on the
Payment Dates and in Installment A~ounts in accordance with the
following schedule:
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INTEREST
PAYMENT DATES INSTALLMENT AMOUNTS RATE
(Information to be inserted from
schedule in Section 2 hereof).
(without right of prepayment) and to pay interest on such unpaid
Annual Installment Amounts from the Contract Date at the per annum
rates of interest specified above computed on the basis of a
360-day year of twelve 30-day months; such interest being
payable on February 15 and August 15 in each year, commencing
August 15, 1994. The Installment Amounts are payable on the
Payment Dates noted above to the Contracting Party named above or
the assigns thereof by Texas Commerce Trust Company, National
Association (the "Paying Agent/Registrar"), upon the presentation
and surrender of this obligation, at its principal offices in
Dallas, Texas (the "Designated Payment/Transfer Office"). Interest
is payable to the Contracting Party whose name appears on the
"Contract Register" maintained by the Paying Agent/Registrar at
the close of business on the "Record Date", which is the last
business 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 Contracting Party recorded in the Contract Register
or by such other method, acceptable to the Paying Agent/Registrar,
requested by, and at the risk and expense of, the Contracting
Party. The Installment Amounts of this Contract and interest
thereon shall be paid without exchange or collection charges to
the Contracting Party 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.
SECTION 10: Levy of Taxes. To provide for the payment of
the Installment Amounts to become due and payable and the payment
of the interest thereon, 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 shall be at a
rate from year to year as will be ample and sufficient to provide
funds each year to pay (i) the Installment Amounts to become due
and payable or an amount equal to 2% of the Aggregate Contract
Amount (whichever is the greater) and (ii) the accrued interest on
the Installment Amounts to become due and payable; full allowance
being made for delinquencies and costs of collection. Full,
complete and accurate books and records relating to the receipt
and disbursement of taxes levied, assessed and collected for and
on account of the Contracts shall be kept and maintained by the
city at all times while the Contracts are Outstanding, and the
taxes collected annually for the payment of the Contracts shall be
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deposited to the credit of a "Special 1993 Contracts Fund" (the
"Sinking Fund") maintained on the records of the City and 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 Contracts.
Proper officers of the City are hereby authorized and
directed to cause to be transferred to the Paying Agent/
Registrar, from funds on deposit in the Sinking Fund, amounts
sufficient to fully pay and discharge promptly each Installment
Amount and interest on the Contracts as the same accrues or
becomes due and payable; such transfer 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 Payment Date and each
interest payment date for the Contracts.
Provided, however, in regard to the payments to become due on
the Contracts on August 15, 1994, sufficient current funds will be
available and are hereby appropriated to make such payments; and
proper officials of the City are hereby authorized and directed to
transfer and deposit to the credit of the Sinking Fund, such
current funds which, together with the accrued interest received
from the initial contracting party, will be sufficient to pay the
amount of the payments due on the Contracts on August 15, 1994.
SECTION 11: Mutilated - Destroyed - Lost and Stolen
Contracts. In case a Contract shall be mutilated, or destroyed,
lost or stolen, the Paying Agent/Registrar may execute and deliver
a replacement Contract of like form and tenor, and in the same
authorized amount and bearing a number not contemporaneously
outstanding, in exchange and substitution for such mutilated
Contract, or in lieu of and in substitution for such destroyed,
lost or stolen Contract, only upon the approval of the City and
after (i) the filing by the Contracting Party with the Paying
Agent/Registrar of evidence satisfactory to the Paying
Agent/Registrar of the destruction, loss or theft of such
Contract, 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 Contract shall be borne by the
Contracting Party of the Contract mutilated, or destroyed, lost or
stolen.
Every replacement Contract 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 Contracts; notwithstanding the enforceability of
payment by anyone of the destroyed, lost, or stolen Contracts.
0117954
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SECTION 12: Satisfaction of Obligation of City. If the
City shall pay or cause to be paid, or there shall otherwise be
paid to the Contracting Parties, the Installment Amounts, together
with the accrued interest thereon, 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 Contracting Parties shall thereupon
cease, terminate, and be discharged and satisfied.
The Contracts 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 the Installment Amounts as the
same shall become due and payable on the Payment Dates, 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 Installment Amounts and accrued interest
on and prior to each Payment Date. 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
Contracts to be treated as "arbitrage obligations" within the
meaning of Section 148 of the Internal Revenue Code of 1986, as
amended, or regulations adopted pursuan~ 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 which is in
excess of the amounts required for the payment of the Contracts in
accordance with the defeasance provisions shall be remitted to the
City or deposited as directed by the City. 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.
The term "Government Securities", as used herein, means
direct obligations of, or obligations the principal of and
interest on which are unconditionally guaranteed by, the United
States of America, which are non-callable prior to the respective
Payment Dates, as the case may be, for the Contracts and may be
United States Treasury Obligations such as the State and Local
Government Series and may be in book-ensry form.
011 ?954
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SECTION 13: Ordinance a Contract -Amendments - Outstanding
Contracts. This Ordinance shall constitute an agreement with the
Contracting Parties from time to time, be binding on the City, and
shall not be amended or repealed by the city so long as any of the
Contracts remain Outstanding except as permitted in this Section.
The city may, without the consent of or notice to any Contracting
Parties, from time to time and at any time, amend this Ordinance
in any manner not detrimental to the interests of the Contracting
Parties, including the curing of any ambiguity, inconsistency, or
formal defect or omission herein. In addition, the City may, with
the consent of Contracting Parties to Contracts which are
Outstanding and represent 51% or more of the aggregate Installment
Amounts affected thereby, amend, add to, or rescind any of the
provisions of this Ordinance; provided that, without the consent
of Contracting Parties of all Contracts which are Outstanding, no
such amendment, addition, or rescission shall (1) extend the time
or times of payment of the Installment Amounts and interest on the
Contracts, reduce the Installment Amounts, or the rate of interest
thereon, or in any other way modify the terms of payment of the
Contracts, (2) give any preference to any Contract over any other
Contract, or (3) reduce the aggregate Installment Amount of
Contracts required to be held for consent to any such amendment,
addition, or rescission.
The term "Outstanding" when used in this Ordinance with
respect to Contracts means, as of the date of determination, all
Contracts theretofore delivered and registered under this
Ordinance, except:
(1) those Contracts cancelled or delivered to
the Paying Agent/Registrar for cancellation;
(2) those Contracts for which the Installment
Amounts and all interest payable thereon has been
paid or is deemed to be fully paid in accordance
with the provisions of Section 11 hereof; and
(3) those mutilated, destroyed, lost, or
stolen Contracts for which replacement obligations
have been registered and delivered in lieu thereof
as provided in Section 10 hereof.
SECTION 14: Covenants to Maintain Tax-Exempt Status.
(a) Definitions. When used in this Section 14, the
following terms have the following meanings:
-16-
"Closing Date" means the date on which the
Contracts are first authenticated and delivered to the
initial purchasers against payment therefor.
"Code" means the Internal Revenue Code of 1986, as
amended by all legislation, if any, effective on or
before the Closing Date.
"Computation Date" has the meaning set forth in
Section 1.148-1(b) of the Regulations.
"Gross Proceeds,, means any proceeds as defined in
Section 1.148-1(b) of the Regulations, and any
replacement proceeds as defined in Section 1.148-1(c) of
the Regulations, of the Contracts.
"Investment" has the meaning set forth in Section
1.148-1(b) of the Regulations.
"Nonpurpose Investment" means any investment
property, as defined in section 148(b) of the Code, in
which Gross Proceeds of the Contracts are invested and
which is not acquired to carry out the governmental
purposes of the Contracts.
"Rebate Amount" has the meaning set forth in
Section 1.148-1(b) of the Regulations.
"Regulations" means any proposed, temporary, or
final Income Tax Regulations issued pursuant to Sections
103 and 141 through 150 of the Code, and 103 of the
Internal Revenue Code of 1954, which are applicable to
the Contracts. Any reference to any specific Regulation
shall also mean, as appropriate, any proposed, temporary
or final Income Tax Regulation designed to supplement,
amend or replace the specific Regulation referenced.
"Yield" of (1) any Investment has the meaning set
forth in Section 1.148-5 of the Regulations; and (2)
the Contracts has the meaning set forth in Section
1.148-4 of the Regulations.
(b) Not to Cause Interest to Become Taxable. The City shall
not use, permit the use of, or omit to use Gross Proceeds or any
other amounts (or any property the acquisition, construction or
improvement of which is to be financed directly or indirectly with
Gross Proceeds) in a manner which if made or omitted,
r~sDectively, would cause the interest on any Contract to become
includable in the gross income, as defined in section 61 of the
Code, of the owner thereof for federal income tax purposes.
0117954
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Without limiting the generality of the foregoing, unless and until
the City receives a written opinion of counsel nationally
recognized in the field of municipal bond law to the effect that
failure to comply with such covenant will not adversely affect the
exemption from federal income tax of the interest on any Contract,
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 Contracts:
(1) exclusively own, operate and possess all property
the acquisition, construction or improvement of which is to
be financed or refinanced directly or indirectly with Gross
Proceeds of the Contracts, and not use or permit the use of
such Gross Proceeds (including all contractual arrangements
with terms different than those applicable to the general
public) or any property acquired, constructed or improved
with such Gross Proceeds in any activity carried on by any
person or entity (including the United States or any agency,
department and instrumentality thereof) other than a state or
local government, unless such use is solely as a member of
the general public; and
(2) not directly or indirectly impose or accept any
charge or other payment by any person or entity who is
treated as using Gross Proceeds of the Contracts or any
property the acquisition, construction or improvement of
which is to be financed or refinanced directly or indirectly
with such Gross Proceeds, 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 Contracts
to make or finance loans to any person or entity other than a
state or local government. For purposes of the foregoing
covenant, such Gross Proceeds are considered to be "loaned" to a
person or entity if: (1) property acquired, constructed or
improved with such Gross Proceeds is sold or leased to such person
or entity in a transaction which creates a debt for federal income
tax purposes; (2) capacity in or service from such property is
committed to such person or entity under a take-or-pay, output or
~imilar 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
0117954
Proceeds are otherwise transferred in a transaction which is the
economic equivalent of a loan.
(e) Not to Invest at Hiqher 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 Contracts directly or indirectly
invest Gross Proceeds in any Investment (or use Gross Proceeds to
replace money so invested), if as a result of such investment the
Yield from the Closing Date of all Investments acquired with Gross
Proceeds (or with money replaced thereby), whether then held or
previously disposed of, exceeds the Yield of the Contracts.
(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 Contracts 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 the
information required by section 149(e) of the Code with the
Secretary of the Treasury on Form 8038-G or such other form and in
such place as the Secretary may prescribe.
(h) Rebate of Arbitraqe Profits. Except to the extent
otherwise provided in section 148(f) of the Code and the
Regulations and rulings thereunder:
(1) The City shall account for all Gross Proceeds
(including all receipts, expenditures and investments
thereof) on its books of account separately and apart
from all other funds (and receipts, expenditures and
investments thereof) and shall retain all records of
accounting for at least six years after the day on which
the last Outstanding Contract is discharged. However,
to the extent permitted by law, the City may commingle
Gross Proceeds of the Contracts with other money of the
City, provided that the City separately accounts for
each receipt and expenditure of Gross Proceeds and the
obligations acquired therewith.
(2) Not less frequently than each Computation
Date, the City shall calculate the Rebate Amount in
accordance with rules set forth in section 148(f) of the
Code and the Regulations and rulings thereunder. The
City shall maintain such calculations with its official
transcript of proceedings relating to the issuance of
the Contracts until six years after the final
Computation Date.
01 17954
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(3) As additional consideration for the purchase
of the Contracts by the Purchasers and the loan of the
money represented thereby and in order to induce such
purchase by measures designed to insure the
excludability of the interest thereon from the gross
income of the owners thereof for federal income tax
purposes, the City shall pay to the United States out of
the Sinking Fund or its general fund, as permitted by
applicable Texas statute, regulation or opinion of the
Attorney General of the State of Texas, the amount that
when added to the future value of previous rebate
payments made for the Contracts equals (i) in the case
of a Final Computation Date as defined in Section 1.148-
3(e) (2) of the Regulations, one hundred percent (100%)
of the Rebate Amount on such date; and (ii) in the case
of any other Computation Date, ninety percent (90%) of
the Rebate Amount on such date. In all cases, the
rebate payments shall be made at the times, in the
installments, to the place and in the manner as is or
may be required by section 148(f) of the Code and the
Regulations and rulings thereunder, and shall be
accompanied by Form 8038-T or such other forms and
information as is or may be required by Section 148(f)
of the Code and the Regulations and rulings thereunder.
(4) The City shall exercise reasonable diligence
to assure that no errors are made in the calculations
and payments required by paragraphs (2) and (3), and if
an error is made, to discover and promptly correct such
error within a reasonable amount of time thereafter (and
in all events within one hundred eighty (180) days after
discovery of the error), including payment to the United
States of any additional Rebate Amount owed to it,
interest thereon, and any penalty imposed under Section
1.148-3(h) of the Regulations.
(i) Not to Divert Arbitraqe Profits. Except to the extent
permitted by section 148 of the Code and the Regulations and
rulings thereunder, the City shall not, at any time prior to the
earlier of the Stated Maturity or final payment of the Contracts,
enter into any transaction that reduces the amount required to be
paid to the United States pursuant to Subsection H of this Section
because such transaction results in a smaller profit or a larger
loss than would have resulted if the transaction had been at arm's
length and had the Yield of the Contracts not been relevant to
either party.
-20-
(j) Elections. The City hereby directs and authorizes the
City Manager and Finance Director, either or any combination of
them, to make elections permitted or required pursuant to the
provisions of the Code or the Regulations, as they deem necessary
or appropriate in connection with the Contracts, in the
Certificate as to Tax Exemption or similar or other appropriate
certificate, form or document.
SECTION 15: Sale of Contracts - Official Statement
Approval. The Contracts authorized by this Ordinance are hereby
sold by the City to Stephens Inc. and Southwest Securities
Incorporated (herein referred to as the "Purchasers") in
accordance with the Purchase Contract, dated October 19, 1993,
attached hereto as Exhibit C 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,
and 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
contained therein are true and correct in all material respects
and shall be honored and performed by the City.
Furthermore, the use of the Preliminary Official Statement in
connection with the public offering and sale of the Contracts 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 Secretary, Finance Director and City
Manager, 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 October 19, 1993, in the reoffering, sale and delivery of
the Contracts 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 any
one or more of 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: Qualified /ax Exempt Obliqations. In accordance
with the provisions of paragraph (3) of subsection (b) of Section
265 of the Code, the City hereby designates the Contracts to be
"qualified tax exempt obligations" in that the Contracts are not
"privat~ 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
0117954
-21-
City) for the calendar year in which the Contracts are issued will
not exceed $10,000,000.
SECTION 17: Control and Custody of Records and Contract
Documents. The Mayor of the City shall be and is hereby
authorized to take and have charge and control of all necessary
orders, records, proceedings, including the Contracts, pending the
investigation and approval of such documents by the Attorney
General of the State of Texas, the registration of the Contracts
by the Comptroller of Public Accounts and their delivery to the
Initial Contracting Party.
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 execution and delivery
of the Contracts, including certifications as to facts, estimates,
circumstances and reasonable expectations pertaining to the use,
expenditure and investment of the proceeds thereof, as may be
necessary for the approval of the Attorney General, the
registration by the Comptroller of Public Accounts and the
delivery of the Contracts to the Initial Contracting Party, and,
together with the City's financial advisor, bond counsel and the
Paying Agent/Registrar, make the necessary arrangements for the
delivery of such obligations to the Initial Contracting Party.
SECTION 18: Notices to Contractinq Parties-Waiver. Wherever
this Ordinance provides for notice to Contracting Parties 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
Contracting Party appearing in the Contract Register at the close
of business on the business day next preceding the mailing of such
notice.
In any case where notice to Contracting Parties is given by
mail, neither the failure to mail such notice to any particular
Contracting Party, nor any defect in any notice so mailed, shall
affect the sufficiency of such notice with respect to all other
Contracts. Where this Ordinance provides for notice in any
manner, such notice may be waived in writing by the Contracting
Party entitled to receive such notice, either before or after the
event with respect to which such notice is given, and such waiver
shall be the equivalent of such notice. Waivers of notice by a
Contracting Party 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.
-22-
SECTION 19: Cancellation. Ail Contracts surrendered for
payment, prepayment, 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 Contracts previously
certified or registered and delivered which the City may have
acquired in any manner whatsoever, and all Contracts so delivered
shall be promptly cancelled by the Paying Agent/Registrar. All
cancelled Contracts held by the Paying Agent/Registrar shall be
returned to the City.
SECTION 20: Proceeds of Sale. The Aggregate Contract
Amount will be deposited in an acquisition fund maintained at the
City's depository bank. Pending expenditure for authorized
projects and purposes, such Aggregated Contract Amount may be
invested in authorized investments and any investment earnings
realized may be expended for such authorized projects and purposes
or deposited in the Sinking Fund as shall be determined by the
City Council. All surplus proceeds of sale of the Certificates,
including investment earnings, remaining after completion of all
authorized projects or purposes shall be deposited to the credit
of the Sinking Fund.
SECTION 21: Leqal Opinion. The Initial Contracting
Party's obligation to accept delivery of the Contracts is subject
to being furnished a final opinion of Fulbright & Jaworski L.L.P.,
Attorneys, Dallas, Texas, approving the Contracts as to their
validity, said opinion to be dated and delivered as of the date of
delivery and payment for the Contracts. A true and correct
reproduction of said opinion is hereby authorized to be printed on
the definitive Contracts or an executed counterpart thereof shall
accompany the global Contracts deposited with the Depository Trust
Company.
SECTION 22: CUSIP Numbers. CUSIP numbers may be printed
or typed on the definitive Contracts. It is expressly provided,
however, that the presence or absence of CUSIP numbers on the
definitive Contracts shall be of no significance or effect as
regards the legality thereof and neither the City nor attorneys
approving the Contracts as to legality are to be held responsible
for CUSIP numbers incorrectly printed or typed on the definitive
Contracts.
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 Paying
Agent/Registrar and the Contracting Parties, any right, remedy, or
0117954
--2:]--
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 Contracting Parties.
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 Ordinance and the
Contracts authorized to be executed and delivered hereunder shall
be construed and enforced in accordance with the laws of the State
of Texas and the United States of America.
SECTION 26: Effect of Headinqs. 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: 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 V.T.C.A., Local Government Code, Chapter 551.
0117954
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SECTION 30: 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, September 21, 1993.
PASSED ON SECOND READING AND ADOPTED, this October 19, 1993.
ATTEST:
~ity Secretary
.--k/ A '.. ~%
?'.-' /1~__ '-. ,"' ~
%ox.. ...'
APPROVED AS TO LEGALITY:
city Attorney
0117954
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EXHIBIT A
Description of
Property
Estimated
Cost
Estimated Acquisition
Date
City Hall Furnishings
Ambulance
Vehicle (replacement)
Emergency Response
Vehicles (4)
Communications Radio
Console
Mid-size Truck
5 Ton Dump Trucks (2)
Roller 4 to 6 Ton
Motor Grader
Backhoe
Gradall
Finishing Mower
Tractor with mower
attachment
$ 75,000
75,000
14,700
69,500
11,000
13,000
60,000
33,000
135,000
43,000
130,000
8,000
20,500
November, 1993
November, 1993
November, 1993
November, 1993
November,
November
November
November
November
November
November
November
1993
1993
1993
1993
1993
1993
1993
1993
November, 1993
0118203
PAYING AGENT/REGISTRAR AGREEMENT
EXHIBIT
THIS AGREEMENT entered into as of October 19, 1993 (this
"Agreement"), by and between the City of Southlake, Texas (the
"Issuer"), and Texas Commerce Trust Company, National Association,
a banking association duly organized and existing under the laws of
the United States of America, (the "Bank").
RECITALS
WHEREAS, the Issuer has duly authorized and provided for the
execution and delivery of its "City of Southlake, Texas, Public
Property Finance Contractual Obligations, Series 1993" (the
"Contracts") in the aggregate amount of $745,000, such Contracts to
be issued in fully registered form only as to the payment of the
Installment Amounts and interest thereon; and
WHEREAS, the Contracts are scheduled to be delivered to the
initial contracting party on or about November 23, 1993; and
WHEREAS, the Issuer has selected the Bank to serve as paying
agent, registrar and transfer agent with respect to such Contracts;
and
WHEREAS, the Bank has agreed to serve in such capacities for
and on behalf of the Issuer and is duly qualified and otherwise
capable of performing the duties and responsibilities contemplated
by this Agreement with respect to the Contracts;
NOW, THEREFORE, it is mutually agreed as follows:
ARTICLE ONE
APPOINTMENT OF BANK AS
PAYING AGENT AND REGISTRAR
Section 1.01. Appointment. The Issuer hereby appoints the
Bank to serve as Paying Agent with respect to the Contracts, and,
as Paying Agent for the Contracts, the Bank shall be responsible
for paying on behalf of the Issuer the Installment Amounts and
accrued interest thereon as the same shall become due and payable
to the Contracting Parties; all in accordance with this Agreement
and the "Contract Resolution" (hereinafter defined). The Issuer
hereby appoints the Bank as Registrar with respect to the Contracts
and, as Registrar for the Contracts, the Bank shall keep and
maintain for and on behalf of the Issuer books and records as to
the parties to said Contracts entitled to payment and with respect
to the transfer and exchange thereof as provided herein and in the
"Contract Resolution".
The Bank hereby accepts its appointment, and agrees to serve
as the Paying Agent and Registrar for the Contracts.
Section 1.02. Compensation. As compensation for the Bank's
services as Paying Agent/Registrar, the Issuer hereby agrees to pay
the Bank the fees and amounts set forth in Annex A attached hereto
for the first year of this Agreement and thereafter the fees and
amounts set forth in the Bank's current fee schedule then in effect
for services as Paying Agent/Registrar for municipalities, which
shall be supplied to the Issuer on or before 90 days prior to the
close of the Fiscal Year of the Issuer, and shall be effective upon
the first day of the following Fiscal Year.
In addition, the Issuer agrees to reimburse the Bank upon its
request for all reasonable expenses, disbursements and advances
incurred or made by the Bank in accordance with any of the
provisions hereof (including the reasonable compensation and the
expenses and disbursements of its agents and counsel).
ARTICLE TWO
DEFINITIONS
Section 2.01. Definitions. For
Agreement, except as otherwise expressly
context otherwise requires:
all purposes of this
provided or unless the
"Bank office" means the principal offices of the Bank as
indicated on page 11 hereof. The Bank will notify the Issuer
in writing of any change in location of the Bank Office.
"Contract Register" means a register maintained by the
Bank on behalf of the Issuer providing for the registration
and transfers of Contracts.
"Contract Resolution" means the resolution, order, or
ordinance of the governing body of the Issuer pursuant to
which the Contracts are authorized to be executed and
delivered, certified by the Secretary or any other officer of
the Issuer and delivered to the Bank.
"Contracting Party" means the Person in whose name a
Contract is registered in the Contract Register.
"Fiscal Year" means the fiscal year of the Issuer, ending
September 30th.
"Issuer Request" and "Issuer Order" means a written
request or order signed in the name of the Issuer by the
Mayor, City Secretary, City Manager or Finance Director, any
one or more of said officials, and delivered to the Bank.
0117992
--2--
"Legal Holiday" means a day on which the Bank is required
or authorized to be closed.
"Payment Date" means the date specified in the Contract
Resolution the Installment Amounts are scheduled to be due and
payable.
"Person" means any individual, corporation, partnership,
joint venture, association, joint stock company, trust,
unincorporated organization or government or any agency or
political subdivision of a government.
"Predecessor Contracts" of any particular Contract means
every previous Contract evidencing all or a portion of the
same obligation as that evidenced by such particular Contract
(and, for the purposes of this definition, any mutilated,
lost, destroyed, or stolen Contract for which a replacement
Contract has been registered and delivered in lieu thereof
pursuant to Section 4.06 hereof and the Contract Resolution).
"Responsible Officer" when used with respect to the Bank
means the Chairman or Vice-Chairman of the Board of Directors,
the Chairman or Vice-Chairman of the Executive Committee of
the Board of Directors, the President, any Vice President, the
Secretary, any Assistant Secretary, the Treasurer, any
Assistant Treasurer, the Cashier, any Assistant Cashier, any
Trust Officer or Assistant Trust Officer, or any other officer
of the Bank customarily performing functions similar to those
performed by any of the above designated officers and also
means, with respect to a particular corporate trust matter,
any other officer to whom such matter is referred because of
his knowledge of and familiarity with the particular subject.
Section 2.02. Other Definitions. The terms "Bank," "Issuer,"
and "Contracts (Contract)" have the meanings assigned to them in
the recital paragraphs of this Agreement. Unless otherwise defined
herein, capitalized terms used herein shall have the same meanings
ascribed thereto in the Contract Resolution.
The term "Paying Agent/Registrar" refers to the Bank in the
performance of the duties and functions of this Agreement.
ARTICLE THREE
PAYING AGENT
Section 3.01. Duties of Paying Aqent. As Paying Agent, the
Bank shall, Drovided adequate collected funds have been provided to
it for such purpose by or on behalf of the Issuer, pay on behalf of
the Issuer the Installment Amount of each Contract on its Payment
Date to the Contracting Party upon surrender of the Contract to the
Bank at the Bank Office.
As Paying Agent, the Bank shall, provided adequate collected
funds have been provided to it for such purpose by or on behalf of
the Issuer, pay on behalf of the Issuer the interest on each
Contract when due, by computing the amount of interest to be paid
each Contracting Party and making payment thereof to the Holders of
the Securities (or their Predecessor Securities) on the Record
Date. All payments of Installment Amounts and/or interest on the
Contracts to the Contracting Party shall be accomplished (1) by the
issuance of checks, payable to the Contracting Party, drawn on the
fiduciary account provided in Section 5.05 hereof, sent by United
States mail, first class, postage prepaid, to the address appearing
on the Contract Register or (2) by such other method, acceptable to
the Bank, requested in writing by the Contracting Party at the
Contracting Party's risk and expense.
Section 3.02. Payment Dates. The Issuer hereby instructs the
Bank to pay the Installment Amounts of the Contracts and the
interest thereon at the dates specified in the Contract Resolution.
ARTICLE FOUR
REGISTRAR
Section 4.01. Contract Reqister Transfers and Exchanqes.
The Bank agrees to keep and maintain for and on behalf of the
Issuer at the Bank Office books and records (herein sometimes
referred to as the "Contract Register") for recording the names and
addresses of the Contracting Parties to the Contracts, the
transfer, exchange and replacement of the Contracts and the payment
of the Installment Amounts and interest on the Contracts to the
Contracting Parties and containing such other information as may be
reasonably required by the Issuer and subject to such reasonable
regulations as the Issuer and Bank may prescribe. All transfers,
exchanges and replacement of Contracts shall be noted in the
Contract Register.
Every Contract surrendered for transfer or exchange shall be
duly endorsed or be accompanied by a written instrument of
transfer, the signature on which has been guaranteed by an officer
of a federal or state bank or a member of the National Association
of Securities Dealers, in form satisfactory to the Bank, duly
executed by the Contracting Party or his agent duly authorized in
writing.
The Bank may request any supporting documentation it feels
necessary to effect a re-registration, transfer or exchange of the
Contracts.
0117992
To the extent possible and under reasonable circumstances, the
Bank agrees that, in relation to an exchange or transfer of
Contracts, the exchange or transfer by the Contracting Parties will
be completed and new Contracts delivered to the Contracting Party
or the assignee of the Contracting Party in not more than three (3)
business days after the receipt of the Contracts to be cancelled in
an exchange or transfer and the written instrument of transfer or
request for exchange duly executed by the Contracting Party, or his
duly authorized agent, in form and manner satisfactory to the
Paying Agent/Registrar.
Section 4.02. Certificates. The Issuer shall provide an
adequate inventory of printed Contracts to facilitate transfers or
exchanges thereof. The Bank covenants that the inventory of
printed Contracts will be kept in safekeeping pending their use and
reasonable care will be exercised by the Bank in maintaining such
Contracts in safekeeping, which shall be not less than the care
maintained by the Bank for debt securities of other governments or
corporations for which it serves as registrar, or that is
maintained for its own securities.
Section 4.03. Form of Contract Reqister. The Bank, as
Registrar, will maintain the Contract Register relating to the
registration, payment, transfer and exchange of the Contracts in
accordance with the Bank's general practices and procedures in
effect from time to time. The Bank shall not be obligated to
maintain such Contract Register in any form other than those which
the Bank has currently available and currently utilizes at the
time.
The Contract Register may be maintained in written form or in
any other form capable of being converted into written form within
a reasonable time.
Section 4.04. List of Contracting Parties. The Bank will
provide the Issuer at any time requested by the Issuer, upon
payment of the required fee, a copy of the information contained in
the Contract Register. The Issuer may also inspect the information
contained in the Contract Register at any time the Bank is
customarily open for business, provided that reasonable time is
allowed the Bank to provide an up-to-date listing or to convert the
information into written form.
The Bank will not release or disclose the contents of the
Contract Register to any person other than to, or at the written
request of, an authorized officer or employee of the Issuer, except
UpOn receipt of a court order or as otherwise required by law.
Upon receipt of a court order and prior to the release or
disclosure of the contents of the Contract Register, the Bank will
notify the Issuer so that the Issuer may contest the court order or
0117992
such release or disclosure of the contents of the Contract
Register.
Section 4.05. Return of Cancelled Certificates. The Bank
will, at such reasonable intervals as it determines, surrender to
the Issuer, Contracts in lieu of which or in exchange for which
other Contracts have been issued, or which have been paid.
Section 4.06. Mutilated, Destroyed, Lost or Stolen Con-
tracts. The Issuer hereby instructs the Bank, subject to the
provisions of Section 11 of the Contract Resolution, to deliver and
issue Contracts in exchange for or in lieu of mutilated, destroyed,
lost, or stolen Contracts as long as the same does not result in an
overissuance.
In case any Contract shall be mutilated, or destroyed, lost or
stolen, the Bank, in its discretion, may execute and deliver a
replacement Contract of like form and tenor, and in the same
denomination and bearing a number not contemporaneously
outstanding, in exchange and substitution for such mutilated
Contract, or in lieu of and in substitution for such destroyed lost
or stolen Contract upon approval by the Issuer and after (i) the
filing by the Contracting Party with the Bank of evidence
satisfactory to the Bank of the destruction, loss or theft of such
Contract, and of the authenticity of the ownership thereof and (ii)
the furnishing to the Bank of indemnification in an amount
satisfactory to hold the Issuer and the Bank harmless. All
expenses and charges associated with such indemnity and with the
preparation, execution and delivery of a replacement Contract shall
be borne by the Contracting Party to the Contract mutilated, or
destroyed, lost or stolen.
Section 4.07. Transaction Information to Issuer. The Bank
will, within a reasonable time after receipt of written request
from the Issuer, furnish the Issuer information as to the Contracts
it has paid pursuant to Section 3.01, Contracts it has delivered
upon the transfer or exchange of any Contracts pursuant to
Section 4.01, and Contracts it has delivered in exchange for or in
lieu of mutilated, destroyed, lost, or stolen Contracts pursuant to
Section 4.06.
ARTICLE FIVE
THE BANK
Section 5.01. Duties of Bank. The Bank undertakes to perform
the duties set forth herein and agrees to use reasonable care in
the performance thereof.
Section 5.02. Reliance on Documents, Etc. (a) The Bank may
conclusively rely, as to the truth of the statements and
0117992
--6--
correctness of the opinions expressed therein, on certificates or
opinions furnished to the Bank.
(b) The Bank shall not be liable for any error of judgment
made in good faith by a Responsible Officer, unless it shall be
proved that the Bank was negligent in ascertaining the pertinent
facts.
(c) No provisions of this Agreement shall require the Bank to
expend or risk its own funds or otherwise incur any financial
liability for performance of any of its duties hereunder, or in the
exercise of any of its rights or powers, if it shall have
reasonable grounds for believing that repayment of such funds or
adequate indemnity satisfactory to it against such risks or
liability is not assured to it.
(d) The Bank may rely and shall be protected in acting or
refraining from acting upon any resolution, certificate, statement,
instrument, opinion, report, notice, request, direction, consent,
order, bond, note, security, or other paper or document believed by
it to be genuine and to have been signed or presented by the proper
party or parties. Without limiting the generality of the foregoing
statement, the Bank need not examine the ownership of any
Contracts, but is protected in acting upon receipt of Contracts
containing an endorsement or instruction of transfer or power of
transfer which appears on its face to be signed by the Contracting
Party or an agent of the Contracting Party. The Bank shall not be
bound to make any investigation into the facts or matters stated in
a resolution, certificate, statement, instrument, opinion, report,
notice, request, direction, consent, order, bond, note, security,
or other paper or document supplied by Issuer.
(e) The Bank may consult with counsel, and the written advice
of such counsel or any opinion of counsel shall be full and
complete authorization and protection with respect to any action
taken, suffered, or omitted by it hereunder in good faith and in
reliance thereon.
(f) The Bank may exercise any of the powers hereunder and
perform any duties hereunder either directly or by or through
agents or attorneys of the Bank.
Section 5.03. Recitals of Issuer. The recitals contained
herein with respect to the Issuer and in the Contracts shall be
taken as the statements of the Issuer, and the Bank assumes no
responsibility for their correctness.
The Bank shall in no event be liable to the Issuer, any
Contracting Party to any Contract, or any other Person for any
amount due on any Contract from its own funds.
0117992
Section 5.04. May Hold Contracts. The Bank, in its
individual or any other capacity, may become the owner or pledgee
of Contracts and may otherwise deal with the Issuer with the same
rights it would have if it were not the Paying Agent/Registrar, or
any other agent.
Section 5.05. Moneys Held by Bank - Fiduciary Account/
Collateralization. A fiduciary account shall at all times be kept
and maintained by the Bank for the receipt, safekeeping and
disbursement of moneys received from the Issuer hereunder for the
payment of the Contracts, and money deposited to the credit of such
account until paid to the Contracting Parties to the Contracts
shall be continuously collateralized by securities or obligations
which qualify and are eligible under the laws of the State of Texas
to secure and be pledged as collateral for fiduciary accounts to
the extent such money is not insured by the Federal Deposit
Insurance Corporation. Payments made from such fiduciary account
shall be made by check drawn on such fiduciary account unless the
Contracting Party shall, at its own expense and risk, request such
other medium of payment.
The Bank shall be under no liability for interest on any money
received by it hereunder.
Subject to the applicable unclaimed property laws of the State
of Texas, any money deposited with the Bank for the payment of any
Contract, including interest thereon, and remaining unclaimed for
four years after final maturity of the Contract has become due and
payable will be paid by the Bank to the Issuer, and the Contracting
Party to such Contract shall thereafter look only to the Issuer for
payment thereof, and all liability of the Bank with respect to such
moneys shall thereupon cease.
Section 5.06. Indemnification. To the extent permitted by
law, the Issuer agrees to indemnify the Bank for, and hold it
harmless against, any loss, liability, or expense incurred without
negligence or bad faith on its part, arising out of or in
connection with its acceptance or administration of its duties
hereunder, including the cost and expense against any claim or
liability in connection with the exercise or performance of any of
its powers or duties under this Agreement.
Section 5.07. Interpleader. The Issuer and the Bank agree
that the Bank may seek adjudication of any adverse claim, demand,
or controversy over its person as well as funds on deposit, in
either a Federal or State District Court located in the State and
County where either the Bank Office or the administrative offices
of the Issuer is located, and agree that service of process by
certified or registered mail, return receipt requested, to the
address referred to in Section 6.03 of this Agreement shall
0117992
constitute adequate service. The Issuer and the Bank further agree
that the Bank has the right to file a Bill of Interpleader in any
court of competent jurisdiction to determine the rights of any
Person claiming any interest herein.
Section 5.08. DT Services. It is hereby represented and
warranted that, in the event the Contracts are otherwise qualified
and accepted for "Depository Trust Company" services or equivalent
depository trust services by other organizations, the Bank has the
capability and, to the extent within its control, will comply with
the "Operational Arrangements", effective August 1, 1987, which
establishes requirements for securities to be eligible for such
type depository trust services, including, but not limited to,
requirements for the timeliness of payments and funds availability,
transfer turnaround time, and notification of redemptions and
calls.
ARTICLE SIX
MISCELLANEOUS PROVISIONS
Section 6.01. Amendment. This Agreement may be amended only
by an agreement in writing signed by both of the parties hereto.
Section 6.02. Assiqnment. This Agreement may not be assigned
by either party without the prior written consent of the other.
Section 6.03. Notices. Any request, demand, authorization,
direction, notice, consent, waiver, or other document provided or
permitted hereby to be given or furnished to the Issuer or the Bank
shall be mailed or delivered to the Issuer or the Bank,
respectively, at the addresses shown on page 12.
Section 6.04. Effect of Headinqs. The Article and Section
headings herein are for convenience only and shall not affect the
construction hereof.
Section 6.05. Successors and Assigns.
agreements herein by the Issuer shall bind
assigns, whether so expressed or not.
Ail covenants and
its successors and
Section 6.06. Severability. In case any provision herein
shall be invalid, illegal, or unenforceable, ~he validity,
legality, and enforceability of the remaining provisions shall not
in any way be affected or impaired thereby.
Section 6.07. Benefits of Aqreement. Nothing herein, express
or implied, shall give to any Person, other than the parties hereto
and their successors hereunder, any benefit or any legal or
equitable right, remedy, or claim hereunder.
Section 6.08. Entire Aqreement. This Agreement and the
Contract Resolution constitute the entire agreement between the
parties hereto relative to the Bank acting as Paying
Agent/Registrar and if any conflict exists between this Agreement
and the Contract Resolution, the Contract Resolution shall govern.
Section 6.09. Counterparts. This Agreement may be executed
in any number of counterparts, each of which shall be deemed an
original and all of which shall constitute one and the same
Agreement.
Section 6.10. Termination. This Agreement will terminate (i)
on the date of final payment of the Installment Amounts and
interest on the Contracts to the Contracting Parties thereof or
(ii) may be earlier terminated by either party upon sixty (60) days
written notice; provided, however, an early termination of this
Agreement by either party shall not be effective until (a) a
successor Paying Agent/Registrar has been appointed by the Issuer
and such appointment accepted and (b) notice given to the
Contracting Parties to the Contracts of the appointment of a
successor Paying Agent/Registrar. Furthermore, the Bank and Issuer
mutually agree that the effective date of an early termination of
this Agreement shall not occur at any time which would disrupt,
delay or otherwise adversely affect the payment of the Contracts.
Upon an early termination of this Agreement, the Bank agrees
to promptly transfer and deliver the Contract Register (or a copy
thereof), together with other pertinent books and records relating
to the Contracts, to the successor Paying Agent/Registrar
designated and appointed by the Issuer.
The provisions of Section 1.02 and of Article Five shall
survive and remain in full force and effect following the
termination of this Agreement.
Section 6.11. Governinq Law. This Agreement shall be
construed in accordance with and governed by the laws of the State
of Texas.
0117~92
-lO-
IN WITNESS WHEREOF, the parties hereto have executed
this Agreement as of the day and year first above written.
TEXAS COM}4ERCE TRUST
NATIONAL ASSOCIATION
COMPANY,
[SEAL]
Attest:
Title:
BY
Title:
Mailing Address:
Debt Administration Division
P. O. Box 2320
Dallas, Texas 75221-2320
Delivery Address:
Debt Administration Division
1201 Elm Street, 30th Floor
Dallas, Texas 75201
CITY OF SOUTHLAKE, TEXAS
(CITY SEAL)
Attest:
BY
Mayor
Address: 667 N. Carroll Avenue
Southlake, Texas 76092
City Secretary
0117992
-11-
Fort Worth Star-Telegram
400 W.SEVENTH STREET•FORT WORTH,TEXAS 76102
401STATE OF TEXAS
ty of Tarrant
Before me , a Notary Public in and for said County and State, this day
personally appeared PENNY GRAY 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 I AD INVOICE NO. DESCRIPTION AD SIZE TOTAL RATE AMOUNT
-----_--_ _- .. - INCH/LINE
OCT 22 2566541 CL . 358 1X351L 35 . 43 15 . 05
oct 22 I ORDINANCE NO.595
AN ORDINANCE approving
and authorizing
the execution
aO fAo CY
PUBLIC POPERTf
FINANCE CONTRACTUAL
OBLIGATIONS SERIES
1993";specifying the terms of
such contracts;makingprovl-
slons for the payment thereof;
and resolving other matters
incident and related totheexe-
cutlon,performance and pay-
ment of such contracts, In-
cluding the approval and
execution of a Paving Agent/
Registrar Agreement and a
Purchase Contract for the ac-
Quisitlon of f property and the ^T\J`
approval providing
Official effec-
tive * - -..
menu and providing an effec- .
tive date. 4
Passed and appproved on sec-
ond reading during the City - •
Councilmee{IngheltlonOcto- 22 d` D�, Y OF 1 QC`j', r 19
UBSCRIBED AND SWORN T ber19,,993. IS THE
Mayor
ii
Gary Fickes NOTARY PUBLIC l t��" Attest:
f v �, Sandra L.LeGrand
r �r�"l�o'1 City Secretary
'O`• '!'' proved as to form;
#%_'' 4 :5-1 city Attorney, I T A R R A N T C O U Y , TEXAS
#1_. -. d E.Allen Taylor Jr
r�'� ���:�,+�= SEPTEMoER 13, 1991
o:
j
%,---TEAR ALONG THIS PERFORATION AND RETURN THE LOWER PORTION WITH YOUR PAYMENT—�
REMIT TO : 400 W . SEVENTH , FW , TX 76102
Fort Worth Star.Telegram
ACCOUNT AMOUNT
2566541 NUMBER CIT57 DUE 15 . 05
77
PAGE 'bF 1
S
CITY OF SOUTHLAKE
667 N CARROLL AVE 15 . 05
SOUTHLAKE TX 76092-9595 PLEASE PAY
THIS AMOUNT ►
ATTN :
PLEASE WRITE IN AMOUNT ENCLOSED
Fort Worth Star-Telegram
400 W.SEVENTH STREET•FORT WORTH,TEXAS 76102
THE STATE OF TEXAS
my of Tarrant
efore me , a Notary Public in and for said County and State , this day
personally appeared PENNY GRAY 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 AD INVOICE NO. DESCRIPTION AD SIZE I TOTAL RATE AMOUNT
SEP 24 2549800 CL . 358 1X43 L 43 . 43 18 . 49
sept24
•......._i0,:,,#! NOTIHECE AROFI NG PUBLIC ._... _.... _... .. .._......
NOTICE IS HEREBY GIV-
EN TO ALL INTERESTED
PER SONS that the City Coon-
- cil of the City of Southlake,
Texas,will beholding a public
hearing during the Regular
City Council meeting to be
held at 7ctober 5 1993,begin-
Wing at 7:00p.m.the meeting
will be held in the City Council
Nor h Carroll Avenue,South- SIGN E
UB g B D AN lake, Texas. The purpose.of ME, -THIS THE- 24 th of SEPT. 1993
el SUBSCRIBED AND S the public hearingis to consld-
er the followin9 ordinance: ..... ___ _.
oRoIINANC "0provi NOTARY PUBLIC //�///�
an ORDINANCE approving ./ -
---- andauthorizing the execution ---- ------------- - -- -
SOUT�HLAKEf TIEXAS
PUBLIC PKOPERTlr TARRANT COUNTY , TEXAS
FINANCE CONTRACTUAL
OBLIGATIONS SERIES
1993";specifying the terms of
suchcontracts;makin9provi- II
sionsforthepaymentthereof; $F�4r
and resolving other matters .,nt n
incldentandrelatedtotheexe- •ri1£Ilftp 1
cution,oerformanceandpav- .JJ •
ment of such contracts, in-
cluding the approval and
execution of a Paying Agent/ __.
Registrar Agreement and a - -
Purchase Contract for the ac-
quisition of property and the
approval of an Official State-
ment;and providing an effec-
tive date.
TEAR, City of Southlake,Texas ON AND RETURN THE LOWER PORTION WITH YOUR PAYMENT—�
�� City Secretary
L.LeGrand
City Se
REMIT TO : 400 W . SEVENTH , FW, TX 76102
Port, thStar-Telegram ACCOUNT C I T 5 7 AMOUNT 18 . 49
NUMBER DUE
y , �W I 1
.a fy� 4 PAGE OF
CITY OF SOUTHLAKE
S
667 N CARROLL AVE 18 . 49
SOUTHLAKE TX 76092-9595 PLEASE PAY
THIS AMOUNT ►
ATTN : SANDY LEGRAND
PLEASE WRITE IN AMOUNT ENCLOSED