0516ORDINANCE NO. 516
AN
ORDINANCE authorizing the issuance of 'CITY OF
SOUTHLAKE, TEXAS, TAX AND WATERWORKS AND SEWER
SYSTEM (LIMITED PLEDGE) REVENUE CERTIFICATES OF
OBLIGATION, SERIES 1990'; specifying the terms
and features of said certificates; providing for
the payment of said certificates of obligation
by the levy of an ad valorem tax upon all
taxable property within the City and a limited
pledge of the net revenues from the operation of
the City's Waterworks and Sanitary Sewer System;
and resolving other matters incident and
relating to the issuance, payment, security,
sale and delivery of said Certificates,
including the approval and distribution of an
Official Statement pertaining thereto; and
providing an effective date.
WHEREAS, notice of the City Council's intention to issue
certificates of obligation in the maximum principal amount of
$1,100,000 for the purpose of paying contractual obligations to
be incurred for (i) utility relocations and the acquisition of
land and right-of-way therefor, and (ii) professional services,
has been duly published in The Fort Worth Star Telegram on
August 31, 1990 and September 7, 1990, the date of the first
publication of such notice being not less than fifteen (15)
days prior to September 18, 1990, the date stated therein for
the second reading and final passage of this Ordinance; and
WHEREAS, no petition, bearing the valid petition
signatures of 5% or more of the qualified electors of the City,
protesting the issuance of the certificates of obligation
described in the aforesaid notice, has been presented to or
filed with the City Secretary on or prior to the date of the
passage of this Ordinance; and
WHEREAS, the Council hereby finds and determines that all
of the certificates of obligation described in such notice
should be issued and sold at this time; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
SOUTHLAKE, TEXAS:
SECTION 1: Authorization, Designation, Principal
~ou~t, Purpose. Certificates of obligation of the City shall
be and are hereby authorized to be issued in the aggregate
principal amount of $1,100,000, to be designated and bear the
title 'CITY OF SOUTHLAKE, TEXAS, TAX AND WATERWORKS AND SEWER
SYSTEM (LIMITED PLEDGE) REVENUE CERTIFICATES OF OBLIGATION,
SERIES 1990' (hereinafter referred to as the 'Certificates'),
for the purpose of paying contractual obligations to be
incurred for (i) utility relocations and the acquisition of
land and right-of-way therefor, and (ii) professional services,
pursuant to authority conferred by and in conformity with the
Constitution and laws of the State of Texas, including
V.T.C.A., Local Government Code, Subchapter C of Chapter 271,
as amended.
SECTION 2: Fully Registered Obliqations - Authorized
Denominations-Stated Maturities-Date. The Certificates are
issuable in fully registered form only; shall be dated
August 1, 1990 (the 'Certificate Date') and shall be in
denominations of $5,000 or any integral multiple thereof
(within a Stated Maturity) and the Certificates shall become
due and payable on February 1 in each of the years and in
principal amounts (the "Stated Maturities') and bear interest
at the per annum rate(s) in accordance with the following
schedule:
Year of Principal Interest
Stated Maturity Amount Rate
1992 $ 25,000 9.75%
1993 25,000 9.75%
1994 30,000 9.75%
1995 30,000 9.75%
1996 35,000 9.75%
1997 35,000 9.625%
1998 40,000 9.625%
1999 40,000 9.625%
2000 45,000 9.625%
2001 50,000 6.90%
2002 50,000 7.00%
2003 55,000 7.05%
2004 60,000 7.10%
2005 65,000 7.10%
2006 70,000 7.20%
2007 75,000 7.20%
2008 85,000 7.25%
2009 90,000 7.25%
2010 95,000 7.25%
2011 100,000 7.25%
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The Certificates shall bear interest on the unpaid
principal amounts from the Certificate Date at the rate(s) per
annum shown above in this Section (calculated on the basis of a
360-day year of twelve 30-day months). Interest on the
Certificates shall be payable on February 1 and August 1 of
each year, commencing February 1, 1991.
SECTION 3: Terms of Payment-Paying Aqent/Reqistrar.
The principal of, premium, if any, and the interest on the
Certificates, due and payable by reason of maturity or
redemption shall be payable only to the registered owners or
holders of the Certificates (hereinafter called the "Holders")
appearing on the registration and transfer books (the "Security
Register") 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 AMERITRUST TEXAS NATIONAL
ASSOCIATION to serve as Paying Agent/Registrar for the
Certificates is hereby approved and confirmed. The City
covenants to maintain and provide a Paying Agent/Registrar at
all times until the Certificates are paid and discharged, and
any successor 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 Certificates, 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 Certificates
Principal of and premium, if any, on
shall be payable at the Stated Maturities or the redemption
thereof only upon presentation and surrender of the
Certificates to the Paying Agent/Registrar at its principal
offices in Dallas, Texas (the "Designated Payment/Transfer
Office"). Interest on the Certificates shall be paid to the
Holders whose name appears 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 principal of or interest on the Certificates
shall be a Saturday, Sunday, a legal holiday, or a day when
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banking institutions in the City where the Designated
Payment/Transfer Office of 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 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 next preceding the date of
mailing of such notice.
SECTION 4: Redemption. (a) Optional Redemption. The
Certificates 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,
2001 or on any date thereafter at the redemption price of par
plus accrued interest to the date of redemption.
(b) Exercise of Redemption Option. At least
forty-five (45) days prior to a date set for the redemption of
Certificates (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 Certificates, 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 Certificates shall be entered in the minutes of
the governing body of the City.
(c) Selection of Certificates for Redemption. If less
than all Outstanding Certificates of the same Stated Maturity
~re to be redeemed on a redemption date, the Paying
Agent/Registrar shall select by lot, the Certificates to be
redeemed; provided that if less than the entire principal
amount of a Certificate is to be redeemed, the Paying
Agent/Registrar shall treat such Certificate then subject to
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redemption as representing the number of Certificates
Outstanding which is obtained by dividing the principal amount
of such Certificate by $5,000.
(d) Notice of Redemption. Not less than thirty (30) days
prior to a redemption date for the Certificates, 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 Certificate 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 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.
All notices of redemption shall (i) specify the date of
redemption for the Certificates, (ii) identify the Certificates
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
Certificates, or the portion of the principal amount thereof to
be redeemed, shall become due and payable on the redemption
date specified, and the interest thereon, or on the portion of
the principal amount thereof to be redeemed, shall cease to
accrue from and after the redemption date, and (v) specify that
payment of the redemption price for the Certificates, or the
principal amount thereof to be redeemed, shall be made at the
Designated Payment/Transfer office of the Paying Agent/
Registrar only upon presentation and surrender of the
Certificates by the Holder. If a Certificate is subject by its
terms to prior redemption and has been called for redemption
and notice of redemption thereof has been duly given or waived
as herein provided, such Certificate (or the principal amount
thereof 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 Certificates (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 Certi-
ficates - Predecessor Certificates. A Security Register
relating to the registration, payment, and transfer or exchange
of the Certificates shall at all times be kept and maintained
by the City at the Designated Payment/Transfer 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
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Agent/Registrar shall obtain, record, and maintain in the
Security Register the name and address of each registered owner
of the Certificates issued under and pursuant to the provisions
of this Ordinance. Any Certificate may, in accordance with its
terms and the terms hereof, be transferred or exchanged for
Certificates of other authorized denominations by the Holder,
in person or by his duly authorized agent, upon surrender of
such Certificate to the Paying Agent/Registrar at the
Designated Payment/Transfer Office 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 Certificate at the
Designated Payment/Transfer Office of the Paying
Agent/Registrar, one or more new Certificates shall be
registered and issued to the assignee or transferree of the
previous Holder; such Certificates to be in authorized
denominations, of like Stated Maturity and of a like aggregate
principal amount as the Certificate or Certificates surrendered
for transfer.
At the option of the Holder, Certificates may be exchanged
for other Certificates of authorized denominations and having
the same Stated Maturity, bearing the same rate of interest and
for like aggregate principal amount, upon surrender of the
Certificates to be exchanged at the Designated Payment/Transfer
Office of the Paying Agent/ Registrar. Whenever any
Certificates are surrendered for exchange, the Paying
Agent/Registrar shall register and deliver Certificates,
executed on behalf of and furnished by the City, to the Holder
requesting the exchange.
Ail Certificates issued upon any transfer or exchange of
Certificates shall be delivered at the Designated
Payment/Transfer 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
Certificates surrendered in such transfer or exchange.
All transfers or exchanges of Certificates 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 A§ent/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.
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Certificates cancelled by reason of an exchange or transfer
pursuant to the provisions hereof are hereby defined to be
"Predecessor Certificates, evidencing all or a portion, as the
case may be, of the same obligation to pay evidenced by the
Certificate or Certificates registered and delivered in the
exchange or transfer therefor. Additionally, the term
"Predecessor Certificates" shall include any Certificate
registered and delivered pursuant to Section 21 hereof in lieu
of a mutilated, lost, destroyed, or stolen Certificate which
shall be deemed to evidence the same obligation as the
mutilated, lost, destroyed, or stolen Certificate.
Neither the City nor the Paying Agent/Registrar shall be
required to transfer or exchange any Certificate called for
redemption, in whole or in part, within 45 days of the date
fixed for redemption of such Certificate; provided, however,
such limitation on transferability shall not be applicable to
an exchange by the Holder of an unredeemed balance of a
Certificate called for redemption in part.
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
Certificates, 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 Certificates.
Pursuant to the Depository Agreement and the rules of DTC,
the Certificates shall be deposited with DTC who shall hold
said Certificates for its participants (the "DTC
Participants"). WhiNe the Certificates are held by DTC under
the Depository Agreement, the Holder of the Certificates on the
Security 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 Certificate (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 Certificates or otherwise ceases
tO D[0vide book-entry clearance and settlement o~ securities
transactions in general or the City determines that DTC is
incapable of properly discharging its duties as securities
depository for the Certificates, the City covenants and agrees
with the Holders of the Certificates to cause Certificates to
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be printed in definitive form and provide for the Certificate
certificates to be issued and delivered to DTC Participants and
Beneficial Owners, as the case may be. Thereafter, the
Certificates in definitive form shall be assigned, transferred
and exchanged on the Security Register maintained by the Paying
Agent/Registrar and payment of such Certificates shall be made
in accordance with the provisions of Sections 3 and 5 hereof.
SECTION 7: Execution - Reqistration. The Certificates
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
Certificates may be manual or facsimile. Certificates bearing
the manual or facsimile signatures of individuals who are or
were the proper officers of the City on the Certificate Date
shall be deemed to be duly executed on behalf of the City,
notwithstanding that one or more of the individuals execuring
the same shall cease to be such officer at the time of delivery
of the Certificates to the initial purchaser(s) and with
respect to Certificates delivered in subsequent exchanges and
transfers, all as authorized and provided in the Bond
Procedures Act of 1981, as amended.
No Certificate shall be entitled to any right or benefit
under this Ordinance, or be valid or obligatory for any
purpose, unless there appears on such Certificate 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 duly signed upon
any Certificate shall be conclusive evidence, and the only
evidence, that such Certificate has been duly certified,
registered and delivered.
SECTION 8: Initial Certificate(s). The Certificates
herein authorized shall be initially issued either (i) as a
single fully registered certificate in the total principal
amount of $1,100,000 with principal installments to become due
and payable as provided in Section 2 hereof and numbered T-l,
or (ii) as twenty (20) fully registered certificates, being one
certificate for each year of maturity in the applicable
principal amount and denomination and to be numbered
consecutively from T-1 and upward (hereinafter called the
'Initial Certificate(s)") and, in either case, the Initial
Certificate(s) shall be registered in the name of the initial
purchaser(s) or the designee thereof. The Initial
Certificate(s) shall be the Certificates submitted to the
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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 Certificate(s), the Paying
Agent/Registrar, pursuant to written instructions from the
initial purchaser(s), or the designee thereof, shall cancel the
Initial Certificate(s) delivered hereunder and exchange
therefor definitive Certificates of authorized denominations,
Stated Maturities, principal amounts 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 9: Forms. A. Forms Generally. The
Certificates, 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 each of the Certificates, 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 in the event the
Certificates, or any maturities thereof, are purchased with
insurance 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 Certificates
as evidenced by their execution. Any portion of the text of
any Certificates may be set forth on the reverse thereof, with
an appropriate reference thereto on the face of the certificate.
The definitive Certificates and the Initial Certificate(s)
shall be printed, lithographed, or engraved, typewritten,
photocopied or otherwise reproduced in any other similar
manner, all as determined by the officers executing such
Certificates as evidenced by their execution thereof.
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B. Form of Certificates.
REGISTERED
NO.
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF SOUTHLAKE, TEXAS,
TAX AND WATERWORKS AND SEWER SYSTEM
(LIMITED PLEDGE) REVENUE
CERTIFICATE OF OBLIGATION,
SERIES 1990
REGISTERED
$
Certificate Date:
August 1, 1990
Interest Rate: Stated Maturity:
CUSIP NO:
Registered Owner:
Principal 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 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 Certificate 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 Certificate is payable at its Stated Maturity
or redemption to the registered owner hereof, upon presentation
and surrender, at the Designated Payment/Transfer Office of the
Paying Agent/Registrar executing the registration certificate
appearing hereon, or its successor. Interest is payable to the
registered 0wne[ of this Certificate (or one or more
Predecessor Certificates, 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
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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 Certificate 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 Certificate is one of the series specified in its
title issued in the aggregate principal amount of $1,100,000
(herein referred to as the "Certificates") for the purpose of
paying contractual obligations to be incurred for (i) utility
relocations and the acquisition of land and right-of-way
therefor, and (ii) professional services, under and in strict
conformity with the Constitution and laws of the State of
Texas, particularly V.T.C.A., Local Government Code, Subchapter
C of Chapter 271, as amended, and pursuant to an Ordinance
adopted by the City Council of the City (herein referred to as
the "Ordinance").
The Certificates 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,
2001, 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 Certificates to be redeemed, and subject to the
terms and provisions relating thereto contained in the
Ordinance. If this Certificate (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 Certificate (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 Payinq
Agent/Registrar.
In the event of a partial redemption of the principal
amount of this Certificate, payment of the redemption price of
such principal amount shall be made to the registered owner
only upon presentation and surrender of this Certificate to the
Designated Payment/Transfer Office of the Paying
Agent/Registrar and there shall be issued, without charge
therefor to the registered owner hereof, a new Certificate or
Certificates of like maturity and interest rate in any
authorized denominations provided in the Ordinance for the then
unredeemed balance of the principal sum hereof. If this
Certificate is selected for redemption, in whole or in part,
the City and the Paying Agent/Registrar shall not be required
to transfer this Certificate to an assignee of the Holder of
this Certificate within 45 days of the redemption date
therefor; provided, however, such limitation on transferability
shall not be applicable to an exchange by the Holder of this
Certificate of the unredeemed balance hereof in the event of
its redemption in part.
The Certificates are payable from the proceeds of an ad
valorem tax levied, within the limitations prescribed by law,
upon all taxable property in the City and are payable from a
limited pledge of the Net Revenues (as defined in the
Ordinance) of the City's combined Waterworks and Sanitary Sewer
System (the "System"), such pledge of the Net Revenues for the
payment of the Certificates being limited to an amount not in
excess of $2,500 and being junior and subordinate to the lien
on and pledge of such Net Revenues securing the payment of
"Prior Lien Obligations" (as defined in the Ordinance) now
outstanding and hereafter issued by the City. In the
Ordinance, the City reserves and retains the right to issue
Prior Lien Obligations without limitation as to principal
amount but subject to any applicable terms, conditions or
restrictions under law or otherwise.
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 the provisions of which the
owner or holder of this Certificate 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 Certificates; the properties constituting the System; the
Net Revenues pledged to the payment of the principal of and
interest on the Certificates; the nature and extent and manner
of enforcement of the pledge; the terms and conditions relating
to the t[ansfer or exchange of this Certificate; the conditions
upon wh{ch 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 the tax levy and the pledges,
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charges and covenants made therein may be discharged at or
prior to the maturity of this Certificate, and this Certificate
deemed to be no longer Outstanding thereunder; and for the
other terms and provisions contained therein. Capitalized
terms used herein have the meanings assigned in the Ordinance.
This Certificate, subject to certain limitations contained
in the Ordinance, may be transferred on the Security 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 owner hereof,
or his duly authorized agent. When a transfer on the Security
Register occurs, one or more new fully registered Certificates
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.
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 Certificate 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
Const{tut{on and laws of the State of Texas; that the issuance
of the Certificates 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 Certificates to render the same
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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 Certificates
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 Certificates as aforestated.
In case any provision in this Certificate 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 Certificate 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 Certificate to be duly executed under the official
seal of the City as of the Certificate Date.
CITY OF SOUTHLAKE, TE
C'lty -Secretary
(SEAL)
*Form of Reqistration Certificate of Comptroller
of Public Accounts to appear on Initial Certificate
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 Certificate 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
-14-
D. Form of Certificate of Paying Agent/Registrar to
appear on Definitive Certificates only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Certificate has been duly issued and registered under
the provisions of the within-mentioned Ordinance; the
certificate or certificates 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.
The principal offices of the Paying
located in Dallas, Texas, is the 'Designated
Office" for this Certificate.
Agent/Registrar
Payment/Transfer
Registration Date:
AMERITRUST TEXAS NATIONAL
ASSOCIATION,
as Paying Agent/Registrar
By
*NOTE TO PRINTER:
and
code
Do Not Print
E. Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned
transfers unto (Print or typewrite
of transferee:)
Authorized Signature
on Definitive Certificates
hereby sells, assigns,
name, address, and zip
other identifying number:
within Certificate and all rights
irrevocably constitutes and appoints
(Social Security or
) the
thereunder, and hereby
attorney to transfer the
for registration thereof,
the premises.
DATED:
Signature guaranteed:
within Certificate on the books kept
with full power of substitution in
NOTICE: The signature on this
assignment must correspond with
the name of the registered owner
as it appears on the face of the
within Certificate in every
particular.
-15-
The Initial Certificate(s) shall be in the form set
forth in paragraph B of this Section, except that the
form of a single fully reqistered Initial Certificate
shall be modified as follows:
(i) immediately under the name of the certificate the
headings "Interest Rate " and "Stated
Maturity shall both be omitted;
(ii) paragraph one shall read as follows:
Registered Owner:
Principal 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, the Principal Amount hereinabove
stated on February 1 in each of the years and in principal
installments in accordance with the following schedule:
PRINCIPAL INTEREST
YEAR INSTALLMENTS RATE
(Information to be inserted from
schedule in Section 2 hereof).
(or so much thereof as shall not have been prepaid prior to
maturity) and to pay interest on the unpaid principal amounts
hereof from the Certificate Date at the per annum rate(s) 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 of each year, commencing February 1,
1991. Principal of this Certificate is payable at its Stated
Maturity or on a prepayment date to the registered owner hereof
by Ameritrust Texas National Association (the 'Paying
Agent/Registrar"), upon its presentation and surrender, at its
principal offices in Dallas, Texas (the 'Designated
Payment/Transfer Office"). Interest is payable to the
registered owner of this Certificate 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
hereof 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
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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 Certificate 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.
SECTION 10: Definitions. For purposes of this
Ordinance and for clarity with respect to the issuance of the
Certificates herein authorized, and the levy of taxes and
appropriation of Net Revenues therefor, the following words or
terms, whenever the same appears herein without qualifying
language, are defined to mean as follows:
(a) The term "Certificates' shall mean the
$1,100,000 "CITY OF SOUTHLAKE, TEXAS, TAX AND
WATERWORKS AND SEWER SYSTEM (LIMITED PLEDGE) REVENUE
CERTIFICATES OF OBLIGATION, SERIES 1990' authorized
by this Ordinance.
(b) The term "Certificate Fund' shall mean the
special Fund created and established under the
provisions of Section ll of this Ordinance.
(c) The term "Collection Date" shall mean, when
reference is being made to the levy and collection of
annual ad valorem taxes, the date annual ad valorem
taxes levied each year by the City become delinquent.
(d) The term "Fiscal Year" shall mean the
twelve month accounting period used by the City in
connection with the operation of the System which may
be any twelve consecutive month period established by
the City.
(e) The term 'Government Securities" shall mean
direct obligations of the United States of America,
including obligations the principal of and interest
on which are unconditionally guaranteed by the United
States of America, and the United States Treasury
obligations such as its State and Local Government
Series in book-entry form.
(f) The term "Gross Revenues" shall mean all
income, receipts and revenues Of every nature derived
or received from the operation and ownership
(excluding refundable meter deposits, restricted
gifts and grants in aid of construction) of the
System, including earnings and income derived from
the investment or deposit of moneys in any special
funds or accounts created and established for the
payment and security of the Prior Lien Obligations
and other obligations payable solely from and secured
only by a lien on and pledge of the Net Revenues.
(g) The term "Maintenance and Operating
Expenses' shall mean all current expenses of
operating and maintaining the System, including all
salaries, labor, materials, repairs and extensions
necessary to render efficient service; provided,
however, that only such repairs and extensions, as in
the judgment of the City Council, reasonably and
fairly exercised, are necessary to maintain the
operations and render adequate service to the City
and the inhabitants thereof, or such as might be
necessary to meet some physical accident or condition
which would otherwise impair obligations payable from
Net Revenues shall be deducted in determining "Net
Revenues" Depreciation charges shall not be
considered Maintenance and Operating Expenses.
Maintenance and Operating Expenses shall include
payments under contracts for the purchase of water
supply, treatment of sewage or other materials,
goods, services, or facilities for the System to the
extent authorized by law and the provisions of such
contract.
(h) The term 'Net Revenues' shall mean the
Gross Revenues of the System, with respect to any
period, after deducting the System's Maintenance and
Operating Expenses during such period.
(i) The term "Outstanding" when used in this
Ordinance with respect to Certificates means, as of
the date of determination, all Certificates
theretofore issued and delivered under this
Ordinance, except:
(1) those Certificates cancelled by
the Paying Agent/Registrar or delivered to
the Paying Agent/Registrar for cancellation;
(2) those Certificates deemed to be
duly paid by the City in accordance with the
provisions Of Section 22 hereof by the
irrevocable deposit with the Paying
Agent/Registrar, or an authorized escrow
agent, of money or Government Securities, or
both, in the amount necessary to fully pay
the principal of, premium, if any, and
-18-
interest thereon to maturity or redemption,
as the case may be, provided that, if such
Certificates 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 Certificates which have been
replaced with Certificates registered and
delivered in lieu thereof as provided in
Section 21 hereof.
(j) The term "Prior Lien Obligations" shall mean
(i) the outstanding and unpaid (1) "City of Southlake,
Texas, Waterworks and Sewer System Revenue Bonds,
Series 1984", dated May 1, 1984, originally issued in
the aggregate principal amount of $500,000 and (2)
"City of Southlake, Texas, Waterworks and Sewer System
Revenue Refunding Bonds, Series 1987#, dated March 1,
1987, and originally issued in the aggregate principal
amount of $217,000 and (ii) obligations hereafter
issued which by the terms of the authorizing ordinance
are made payable from and secured by a lien on and
pledge of the Net Revenues of the System ranking prior
and superior to the lien and pledge securing the
payment of the Certificates.
(k) The term "System" shall mean all properties,
facilities and plants currently owned, operated and
maintained by the City for the supply, treatment,
transmission and distribution of treated potable water
and the collection, treatment and disposal of
water-carried wastes, together with all future
extensions, improvements, replacements and additions
thereto.
SECTION 11: Certificate Fund. For purposes of paying
the interest on and to provide a sinking fund for the payment
and retirement of the Certificates, there shall be and is
hereby created a special Fund to be designated "SPECIAL SERIES
1990 TAX AND REVENUE CERTIFICATE OF OBLIGATION FUND", which
Fund shall be kept and maintained at the City's depository
bank, and moneys deposited in said Fund shall be used for no
other DurDose. Authorized officials of the City are hereby
authorized and directed to make withdrawals from said Fund
sufficient to pay the principal of and interest on the
Certificates as the same become due and payable, and, shall
-19-
cause to be transferred to the Paying Agent/Registrar from
moneys on deposit in the Certificate Fund an amount sufficient
to pay the amount of principal and/or interest falling due on
the Certificates, such transfer of funds to the Paying
Agent/Registrar to be made in such manner as will cause
immediately available funds to be deposited with the Paying
Agent/Registrar on or before the last business day next
preceding each interest and principal payment date for the
Certificates.
Pending the transfer of funds to the Paying
Agent/Registrar, money in the Certificate Fund may, at the
option of the City, be invested in obligations identified in,
and in accordance with the provisions of the "Public Funds
Investment Act of 1987" relating to the investment of "bond
proceeds"; provided that all such investments shall be made in
such a manner that the money required to be expended from said
Fund will be available at the proper time or times. All
interest and income derived from deposits and investments in
said Certificate Fund shall be credited to, and any losses
debited to, the said Certificate Fund. All such investments
shall be sold promptly when necessary to prevent any default in
connection with the Certificates.
SECTION 12: Tax Levy. To provide for the payment of
the "Debt Service Requirements" on the Certificates being (i)
the interest on said Certificates and (ii) a sinking fund for
their redemption at maturity or a sinking fund of 2% (whichever
amount shall be the greater), there shall be and there is
hereby levied for the current year and each succeeding year
thereafter while said Certificates or any interest thereon
shall remain Outstanding, a sufficient tax on each one hundred
dollars' valuation of taxable property in said City, adequate
to pay such Debt Service Requirements, full allowance being
made for delinquencies and costs of collection; said tax shall
be assessed and collected each year and applied to the payment
of the Debt Service Requirements, and the same shall not be
diverted to any other purpose. The taxes so levied and
collected shall be paid into the Certificate Fund. The City
Council hereby declares its purpose and intent to provide and
levy a tax legally and fully sufficient to pay the said Debt
Service Requirements, it having been determined that the
existing and available taxing authority of the City for such
purpose is adequate to permit a legally sufficient tax in
consideration of all other outstanding indebtedness.
Accrued interest and premium, if any, received from the
purchasers of the Certificates shall be deposited to the
Certificate Fund. In addition, any surplus proceeds from the
sale of the Certificates not expended for authorized purposes
-20-
shall be deposited in the Certificate Fund, and such amounts so
deposited shall reduce the sums otherwise required to be
deposited in said Fund from ad valorem taxes.
SECTION 13: Limited Pledge of Net Revenues. The City
hereby covenants and agrees that, subject to the prior lien on
and pledge of the Net Revenues of the System to the payment and
security of Prior Lien Obligations, the Net Revenues of the
System in an amount not to exceed $2,500 are hereby irrevocably
pledged to the payment of the principal of and interest on the
Certificates, and the limited pledge of $2,500 of the Net
Revenues of the System herein made for the payment of the
Certificates shall constitute a lien on the Net Revenues of the
System in accordance with the terms and provisions hereof.
Furthermore, such lien on and pledge of the Net Revenues
securing the payment of the Certificates shall be valid and
binding without further action by the City and without any
filing or recording except for the filing of this Ordinance in
the records of the City.
SECTION 14: System Fund. The City covenants and agrees
that all Gross Revenues (excluding earnings from the investment
of money held in any special funds or accounts created for the
payment and security of Prior Lien Obligations) shall be
deposited as collected into a fund maintained at an official
depository of the City and known on the books of the City as
the "City of Southlake Waterworks and Sanitary Sewer System
Fund" (hereinafter called the "System Fund"). Ail moneys
deposited to the credit of the System Fund shall be allocated,
appropriated and budgeted to the extent required for the
following purposes and in the order of priority shown, to wit:
First: To the payment of all necessary and
reasonable Maintenance and Operating Expenses of
the System as defined herein or required by
statute to be a first charge on and claim
against the Gross Revenues,
Second: To the payment of all amounts required
to be deposited in the special Funds created and
established for the payment, security and
benefit of Prior Lien Obligations in accordance
with the terms and provisions of the ordinances
authorizing the issuance of Prior Lien
Obligations.
Third: TO the payment of the limited amounts
pledged to the payment of the Certificates.
-21-
Any Net Revenues remaining in the System Fund after
satisfying the foregoing payments and priorities, or making
adequate and sufficient provision for the payment thereof, may
be appropriated and used for any other City purpose now or
hereafter permitted by law.
SECTION 15: Security of Funds. All moneys on deposit
in the Funds for which this Ordinance makes provision (except
any portion thereof as may be at any time properly invested)
shall be secured in the manner and to the fullest extent
required by the laws of Texas for the security of public funds,
and moneys on deposit in such Funds shall be used only for the
purposes permitted by this Ordinance.
SECTION 16: Maintenance of System Insurance. The
City covenants and agrees that while the Certificates remain
Outstanding, it will maintain and operate the System with all
possible efficiency and maintain casualty and other insurance
on the properties of the System and its operations of a kind
and in such amounts customarily carried by municipal
corporations in the State of Texas engaged in a similar type
business; that it will faithfully and punctually perform all
duties with reference to the System required by the
Constitution and laws of the State of Texas.
SECTION 17: Remedies in Event of Default. In
addition to all the rights and remedies provided by the laws of
the State of Texas, the City covenants and agrees particularly
that in the event the City (a) defaults in the payments to be
made to the Certificate Fund, or (b) defaults in the observance
or performance of any other of the covenants, conditions or
obligations set forth in this Ordinance, the owner or owners of
any of the Certificates shall be entitled to a writ of mandamus
issued by a court of proper jurisdiction compelling and
requiring the governing body of the City and other officers of
the City to observe and perform any covenant, condition or
obligation prescribed in this Ordinance.
No delay or omission to exercise any right or power
accruing upon any default shall impair any such right or power,
or shall be construed to be a waiver of any such default or
acquiescense therein, and every such right and power may be
exercised from time to time and as often as may be deemed
expedient. The specific remedies herein provided shall be
cumulative of all other existing remedies and the specification
of such remedies shall not be deemed to be exclusive.
SECTION 18: Special Covenants.
covenants as follows:
The City hereby further
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(a) It has the lawful power to pledge the Net
Revenues of the System to the payment of the
Certificates in the manner herein contemplated and
has lawfully exercised such power under the
Constitution and laws of the State of Texas,
including said power existing under
Articles llll et seq., V.A.T.C.S. and V.T.C.A., Local
Government Code, Sections 271.041, et seq.
(b) Other than for the payment of the
Certificates and the outstanding Prior Lien
Obligations identified in Section 10(j) hereof, the
Net Revenues of the System have not in any manner
been pledged to the payment of any debt or obligation
of the City or of the System.
(c) While any Certificates remain Outstanding,
the City will not sell the System or any substantial
part thereof; provided, however, this covenant shall
not be construed to prohibit the sale of such
machinery, or other properties or equipment which has
become obsolete or otherwise unsuited to the
efficient operation of the System.
(d) To the extent that it legally may, the City
further covenants and agrees that, while any of the
Certificates are Outstanding, no franchise shall be
granted for the installation or operation of any
competing waterworks and sewer systems other than
those owned by the City, and the operation of any
such systems by anyone other than the City is hereby
prohibited.
(e) No free service of the System shall be
allowed, and should the City or any of its agents or
instrumentalities make use of the services and
facilities of the System, payment of the reasonable
value thereof shall be made by the City out of funds
from sources otherthan the revenues and income of the
System.
SECTION 19: Issuance of Prior Lien Obligations and
Additional Certificates. The City hereby expressly reserves
the right to hereafter issue Prior Lien Obligations, without
limitation as to principal amount but subject to any terms,
conditions or restrictions applicable thereto under law or
otherwise, and, als0 reserves the right to issue additional
certificates on a parity with the Certificates insofar as the
pledge of the Net Revenues of the System is concerned.
-23-
Additional Prior Lien Obligations, if issued, may be
payable, in whole or in part, from Net Revenues (without
impairment of the obligation of contract with the Holders of
the Certificates) upon such terms and conditions as the City
Council may determine.
SECTION 20: Application of Prior Lien Obligations
Covenants and Agreements. It is the intention of this
governing body and accordingly hereby recognized and stipulated
that the provisions, agreements and covenants contained herein
bearing upon the management and operations of the System, and
the administering and application of revenues derived from the
operation thereof, shall to the extent possible be harmonized
with like provisions, agreements and covenants contained in the
ordinances authorizing the issuance of the Prior Lien
Obligations, and to the extent of any irreconcilable conflict
between the provisions contained herein and in the ordinances
authorizing the issuance of the Prior Lien Obligations, the
provisions, agreements and covenants contained therein shall
prevail to the extent of such conflict and be applicable to
this Ordinance but in all respects subject to the priority of
rights and benefits, if any, conferred thereby to the holders
of the Prior Lien Obligations. Notwithstanding the above, any
change or modification affecting the application of revenues
derived from the operation of the System shall not impair the
obligation of contract with respect to the limited pledge of
revenues herein made for the payment and security of the
Certificates.
SECTION 21: Mutilated - Destroyed - Lost and Stolen
Certificates. In case any Certificate shall be mutilated, or
destroyed, lost or stolen, the Paying Agent/Registrar may
execute and deliver a replacement Certificate of like form and
tenor, and in the same denomination and bearing a number not
contemporaneously outstanding, in exchange and substitution for
such mutilated Certificate, or in lieu of and in substitution
for such destroyed, lost or stolen Certificate, 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 Certificate, 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
Certificate shall be borne by the Holder of the Certificate
mutilated, or destroyed, lost or stolen.
-24-
Every replacement Certificate 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 Certificates;
notwithstanding the enforceability of payment by anyone of the
destroyed, lost, or stolen Certificates.
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 Certificates.
SECTION 22: Satisfaction of Obligation 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
interest on the Certificates, at the times and in the manner
stipulated in this Ordinance, then the pledge of taxes levied
under this Ordinance and the Net Revenues of the System (to the
extent such limited pledge of Net Revenues shall not have been
discharged or terminated by prior payment of principal of or
interest on the Certificates) and all covenants, agreements,
and other obligations of the City to the Holders shall
thereupon cease, terminate, and be discharged and satisfied.
Certificates or any principal amount(s) thereof 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 Certificates or the principal amount(s)
thereof at maturity or 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
principal of and interest on such Certificates, or the
principal amount(s) thereof, on and prior to the Stated
Maturity 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
Certificates 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.
-25-
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 not
required for the payment of the Certificates, or any principal
amount(s) thereof, or interest thereon with respect to which
such moneys have been so deposited 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
principal of and interest on the Certificates and remaining
unclaimed for a period of four (4) years after the Stated
Maturity, or applicable redemption date, of the Certificates
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.
SECTION 23: Ordinance a Contract -Amendments. 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 while any Certificates remain
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 holding a majority in aggregate principal amount of
the Certificates then Outstanding affected thereby, amend, add
to, or rescind any of the provisions of this Ordinance;
provided that, without the consent of all Holders of
Outstanding Certificates, 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
Certificates, reduce the principal amount thereof, the
redemption price 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 Certificates, (2) give any
preference to any Certificate over any other Certificate, or
(3) reduce the aggregate principal amount of Certificates
required to be held by Holders for consent to any such
amendment, addition, or rescission.
SECTION 24: Covenants to Maintain Tax-Exempt Status.
(a) Definitions. When used in this Section 24, the
following terms have the following meanings:
-26-
'Code' means the Internal
as amended by all legislation,
before the Issue Date.
Revenue Code of 1986,
if any, enacted on or
'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-ST(e).
'Issue Date' means the date on which the
Certificates are first authenticated and delivered to
the initial purchasers against payment therefor.
"Nonpurpose Investment' means any Investment in
which Gross Proceeds of the Certificates are invested
and which is not acquired to carry out the
governmental purpose of the Certificates.
"Yield of"
and
(1) any Investment shall be computed
accordance with Treas. Reg. ~1.148-2T,
(2) the Certificates has the meaning
stated in Treas. Reg. § 1.148-3T.
(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 Certificate 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 exclusion of
interest on any Certificate from gross income for federal
income tax purposes pursuant to Section 103 of the Code, the
City shall comply with each of the specific covenants in this
Section.
-27-
(c) No Private Use or Private Payments. Except as
permitted by section 141 of the Code and the regulations and
rulings thereunder, the City, at all times prior to the last
Stated Maturity of Certificates,
(1) shall exclusively own, operate, and possess
all property acquired, constructed or improved
directly or indirectly with Gross Proceeds of the
Certificates and shall not use or permit the use of
such Gross Proceeds or any property acquired,
constructed, or improved with such Gross Proceeds 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) shall not directly or indirectly impose or
accept any charge or other payment for use of Gross
Proceeds of the Certificates or for any property
acquired, constructed or improved 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
Certificates 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 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 Certificates, directly or
indirectly invest Gross Proceeds of the Certificates 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
Certificates.
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(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 Certificates 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 Certificates 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 paragraph (2) and (3) of
section 148(f) of the Code with respect to the Certificates
without making the payments for 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
Certificates will be used for the local governmental
activities of the City;
(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 Certificates are issued is
not reasonably expected to exceed $5,000,000.
SECTION 25: Sale of the Certificates. The sale of
the Certificates to Merrill Lynch Capital Markets (herein
referred to as the 'Purchasers') at the price of par and
accrued interest to the date of delivery is hereby approved and
confirmed. Delivery of the Certificates to the Purchasers
shall occur as soon as possible upon payment being made
therefor in accordance with the terms of sale.
SECTION 26: 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
Certificates to be "qualified tax exempt obligations" in that
the Certificates 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 1990
will not exceed $10,000,000.
-29-
SECTION 27: Official Statement. The Official
Statement prepared in the initial offering and sale of the
Certificates by the City, together with all addendas,
supplements and amendments thereto issued on behalf of the
City, is hereby approved as to form and content, and the City
Council hereby finds that the information and data contained in
said Official Statement pertaining to the City and its
financial affairs is true and correct in all material respects
and no material facts have been omitted therefrom which are
necessary to make the statements therein, in light of the
circumstances under which they were made, not misleading. The
use of such Official Statement in the reoffering of the
Certificates by the Purchasers is hereby approved and
authorized.
SECTION 28: Proceeds of Sale. The proceeds of sale of
the Certificates, excluding the accrued interest and premium,
if any, received from the Purchasers, shall be deposited in a
construction fund maintained at the City's depository bank.
Pending expenditure for authorized projects and purposes, such
proceeds of sale may be invested in authorized investments and
any investment earnings realized may be expended for such
authorized projects and purposes or deposited in the
Certificate 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 Certificate Fund.
SECTION 29: Control and Custody of Certificates. 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 Certificates,
and shall take and have charge and control of the Initial
Certificate pending the approval thereof by the Attorney
General, the registration thereof by the Comptroller of Public
Accounts and its delivery 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
Certificates, including a certification as to facts, estimates,
circumstances and reasonable expectations pertaining to the use
and expenditure and investment of the proceeds of the
Certificates as may be necessary for the approval of the
Attorney General, registration by the Comptroller of Public
Accounts and delivery of the Certificates to the purchasers
thereof and, together with the City's financial advisor, bond
-30-
counsel and the Paying Agent/ Registrar, make the necessary
arrangements for the delivery of the Initial Certificate(s) to
the purchasers.
SECTION 30: 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
Certificates. 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 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.
SECTION 31: Cancellation. Ail Certificates 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 Certificates
previously certified or registered and delivered which the City
may have acquired in any manner whatsoever, and all
Certificates so delivered shall be promptly cancelled by the
Paying Agent/Registrar. All cancelled Certificates held by the
Paying Agent/Registrar shall be returned to the City.
SECTION 32: Printed Opinion. The Purchasers'
obligation to accept delivery of the Certificates is subject to
being furnished a final opinion of Fulbright & Jaworski,
Attorneys, Dallas, Texas, approving the Certificates as to
their validity, said opinion to be dated and delivered as of
the date delivery and payment for the Certificates.
Printing of a true and correct reproduction of said opinion on
the reverse side of each of the definitive Certificates is
hereby approved and authorized.
-31-
SECTION 33: CUSIP Numbers. CUSIP numbers may be
printed or typed on the definitive Certificates. It is
expressly provided, however, that the presence or absence of
CUSIP numbers on the definitive Certificates shall be of no
significance or effect as regards the legality thereof and
neither the City nor attorneys approving the Certificates as to
legality are to be held responsible for CUSIP numbers
incorrectly printed or typed on the definitive Certificates.
SECTION 34: 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 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 35: Inconsistent Provisions. All 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 36: Governing 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 37: Effect of
herein are for convenience
construction hereof.
Headinqs. The Section headings
only and shall not affect the
SECTION 38: 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 39: 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.
-32-
SECTION 40: 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.
SECTION 41: 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 4, 1990.
PASSED ON SECOND
READING AND ADOPTED, this September
CITY OF SOUTHLAKE, TEXAS
18,
(City Seal)
APPROVED AS TO LEGALITY:
City Attorney
-33-
FOrt `Worth Star-Telegram
400 W.SEVENTH STREET•FORT WORTH,TEXAS 76102
E STATE OF TEXAS
unty of Tarrant
Before me , a Notary Public in and for said County and State , this day
personally appeared too-SA LA-rT',A 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 :
TOTAL
DATE DESCRIPTION AD SIZE ( RATE AMOUNT
--._ - ---- ---.._-_-- --- - --- INCH/LINE
SEP 07 6583978 CL • 358 1X55 L 55 • 38 20 . 90
september 7
NOTICE OF
PUBLIC HEARING
NOTICE'IS HEREBY GIV-
EN to all interested persons
that the City Council of the City
of Southlake, Texas, will be
holding a public hearingon Sep- -
tember 18, 1990,at 7:30 p.m.
during the Regular CityCounclf
Meeting,to beheld at City Hall,
667 North Carroll Avenue,
Southlake,Texas. - -
Purpose of the hearing Is to
consider the second reading of
the following ordinance:
ORDINANCE NO.a516
uthor-
�/ I
AN ORDINANCE aprnpr- SIGNED a,(�// :;4;...... .214a___i
-
'''^SOUITHLAKEf TEX- AND SWORN TO BEFORE ME , THIS THE 1 DAY. OF Sep+e-mber, 1ccie)TAX AD VVATER- ,
RKS AND SEWER NOTARY PU LIC •
STEM (LIMITED
PLEDGE) REVENUE
CERTIFICATES of oe- 1 J
TARRANT COJNTY, TEXAS
LIGATION, SERIES
1990";specifying Theterms - - -- -- - - .._.
and features of said certifi-
cates; providing for the
payment of said certifi-
cates _ - - 0 1 AFFIDAVITS
Cates of obligation by the a.._':. f.►s-..n..•n�yrt••,e+e- •,-.,, i
levy of an ad valorem tax ,;.a•• BONNIE A. ADAMS '
upon all taxable property
within the City and a limit- si/ �+i+
ed pledge of the net reve- ; f {J ,lL NC/VARY PUBLIC ,
th es from the Waterworksk andn of -- --- /. `..' 4 State of Texas
the Sanitary
anditary Sewer System; ' `-' o",o Comm. Exp. 11-06-93 ,
ters and ncidenresolvtandrelatingto
ing other mat- ,
the Issuance,payment,Se-—
curity,sale and tes,in including
I� TEAR ALONG THIS PERFORATION AND RETURN THE LOWER PORTION WITH YOUR PAYMENT
saldCertiticates,Including
the approval and distribu-
tion of an Official State-
ment pertaining thereto;
and providing aneffective date. REMIT TO : 400 W • SEVENTH , FW , TX 76102
City of Southlake
Sandra L.Lerand
v
City i rtaryG nvi th Star-Telegram EE CT TO 0 1 X3X)X (<XXX'3X X X M6X-XLX M(A197
6583978 ACCOUNTNUMBER CIT57 AMOUNTDUE 20 • 90
PAGE IF 1
CITY OF SOUTHLAKE ORIGINA 1
667 N CARROLL PLEASE
E AMOUNT 20 • 90
SOUTHLAKE TX 76092 0
ATTN : SANDY LEGRAND
PLEASE WRITE IN AMOUNT ENCLOSED
Fort Worth Star-Telegram ***INVOICE/AFFIDAVIT***INVOICE/AFFIDAVIT***
400 W SEVENTH STREET•FORT WORTH,TEXAS 76102
E STATE OF TEXAS
unty of Tarrant
Before me , a Notary Public in and for said County and State , this day
personally appeared Dona Latta 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
INCH/LINE RATE AMOUNT
SEP 23 6592549 CL . 358 1X45 L 45 . 60 27 . 00
september -23
ORDINANCE NO.516
AN ORDINANCE author-
Izingthe Issuanceof"CITY
AS TAXTAND WATER-
WORKS AND SEWER
PLED R GE) EVEINUE
CERTIFICATES OF OB-
LIGATION, SERIES
1990";speclfyingtheterms
and features of said certifi-
cates; providln for the
payment of sold certifl-
cafes of obligation by the
levy of an ad velorern tax
upon all taxable property .. ---- ---
within the City and a limit-
ed pledge of me net reve-
nues from the operation of
the City's Waterworks and
d iewlvSe er System AND SWORN TO BEFORE ME , THIS THE 24t AY OF Se games, 1990.
s Inc]dent and relatingto NOTARY P U 3 L I C '
e Issuance,payment,se
urtY,saleanddeliver of
al.,tper liftags,Inc rJ4
taieof an Official sate: TARRANT COUNTY , TEXAS
ment pertaining thereto;
and providing an effective
date. 01 AFFIDAVITS
Pessedandapppprovedlnsecond '•^+R�"'`'• 'e."1`'If�1I.��~�C�4 •
readingthlsthe181hdayofSep- ,,:....!.cc-, BONNIE A. $
Gary
kes . t'; NOTARY PUL-IG
Gary F7ckes
Ma or of South lake ,cs • s 'NM
Sandra L.LeGrend w .;Iis,' State of`'1-0 +
City Secretary i COMM �XP, i O6 93
approved as to form:
Wayne AttorX K.Oison
—
,r— TEAR ALONG THIS PERFORATION AND RETURN THE LOWER PORTION WITH YOUR PAYMENT -----A,
REMIT TO : 400 W . SEVENTH , FW , TX 76102
brtWorthStar-Telegram 1aE Tor:
6592549 ACCOUNT CIT57 AMOUNT 27 . 00
NUMBER DUE
6
a�i dt 1
PAGE
CITY OF SOUTHLAKE ORIGINA
667 N CARROLL PLEASE PAY hi. 27 . 00
SOUTHLAKE TX 76092 0 THIS AMOUNT
ATTN : SANDRA LEGRAND
PLEASE WRITE IN AMOUNT ENCLOSED